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Contract 42558
CITY SECRETARY f Z � , CONTRACT NO. CITY OF FORT WORTH, TEXAS STANDARD AGREEMENT FOR ENGINEERING RELATED DESIGN SERVICES This AGREEMENT is between the City of Fort Worth, a home-rule municipal corporation situated in Tarrant, Denton, Parker and Wise Counties, Texas (the "CITY'), and Shield Engineering Group, PLLC, (the "ENGINEER"), for a PROJECT generally described as: "Storm Water Engineering On-Call Services FY 2011 - SWS 0004". Article I Scope of services A. The Scope of Services is set forth in Attachment A. Article II Compensation A. The ENGINEER's compensation is 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 will exercise reasonableness in contesting any bill or portion thereof. No interest will accrue on any contested portion of the billing until mutually resolved. (5) If the CITY fails to make payment in full to ENGINEER for billings contested in good faith within 50 days of the amount due, the ENGINEER may, after givin 7 days written notice to CITY, suspend services under this AGREEMENT until City of Fort worth Texas - Standard Agreement for Engineenng Related Design Serwoes PMO Official Release Date 9 22 2010 Page 1 of 15 IV t - 15--1 1 3U 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 1V Obligations of the Engineer Amendments to Article IV, if any, are included in Attachment C. A. General The ENGINEER will serve as the CITY's professional engineering representative under this Agreement, providing professional engineering consultation and advice and furnishing customary services incidental thereto. B. Standard of Care The standard of care applicable to the ENGINEER'S services will be the degree of skill and diligence normally employed in the State of Texas by professional engineers or consultants performing the same or similar services at the time such services are performed. C. Subsurface Investigations (1) The ENGINEER shall advise the CITY with regard to the necessity for subcontract work such as special surveys, tests, test borings, or other subsurface investigations in connection with design and engineering work to be performed hereunder. The ENGINEER shall also advise the CITY concerning the results of same. Such surveys, tests, and investigations shall be fu m fished by the CITY, unless otherwise specified in Attachment A. (2) In soils, foundation, groundwater, and other subsurface investigations, the actual characteristics may vary significantly between successive test points and sample intervals and at locations other than where observations, exploration, and investigations have been made. Because of the inherent uncertainties in subsurface evaluations, changed or unanticipated underground conditions may occur that could affect the total PROJECT cost and/or execution. These conditions and cost/execution effects are not the responsibility of the ENGINEER. City of Fort Worth.Texas Standard Agreement for Engineenng Related Design Services PMO Official Release Date 9 22 2010 Page 2of15 D. Preparation of Engineering Drawings The ENGINEER will provide to the CITY the original drawings of all plans in ink on reproducible mylar sheets and electronic files in .pdf format, or as otherwise approved by CITY, which shall become the property of the CITY. CITY may use such drawings in any manner it desires; provided, however, that the ENGINEER shall not be liable for the use of such drawings for any project other than the PROJECT described herein. E. Engineer's Personnel at Construction Site (1) The presence or duties of the ENGINEER's personnel at a construction site, whether as on-site representatives or otherwise, do not make the ENGINEER or its personnel in any way responsible for those duties that belong to the CITY and/or the CITY's construction contractors or other entities, and do not relieve the construction contractors or any other entity of their obligations, duties, and responsibilities, including, but not limited to, all construction methods, means, techniques, sequences, and procedures necessary for coordinating and completing all portions of the construction work in accordance with the Contract Documents and any health or safety precautions required by such construction work. The ENGINEER and its personnel have no authority to exercise any control over any construction contractor or other entity or their employees in connection with their work or any health or safety precautions. (2) Except to the extent of speck site visits expressly detailed and set forth in Attachment A, the ENGINEER or its personnel shall have no obligation or responsibility to visit the construction Site to become familiar with the progress or quality of the completed work on the PROJECT or to determine, in general, if the work on the PROJECT is being performed in a manner indicating that the PROJECT, when completed, will be in accordance with the Contract Documents, nor shall anything in the Contract Documents or the agreement between CITY and ENGINEER be construed as requiring ENGINEER to make exhaustive or continuous on-site inspections to discover latent defects in the work or otherwise check the quality or quantity of the work on the PROJECT. If the ENGINEER makes on-site observation(s) of a deviation from the Contract Documents, the ENGINEER shall inform the CITY. (3) When professional certification of performance or characteristics of materials, systems or equipment is reasonably required to perform the services set forth in the Scope of Services, the ENGINEER shall be entitled to rely upon such certification to establish materials, systems or equipment 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. City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services PMO Official Release Date 9 22 2010 Page 3of15 (2) In providing opinions of cost, financial analyses: economic feasibility projections, and schedules for the PROJECT, the ENGINEER has no control over cost or price of labor and materials; unknown or latent conditions of existing equipment or structures that may affect operation or maintenance costs; competitive bidding procedures and market conditions; time or quality of performance by third parties; quality, type, management, or direction of operating personnel; and other economic and operational factors that may materially affect the ultimate PROJECT cost or schedule. Therefore, the ENGINEER makes no warranty that the CITY's actual PROJECT costs, financial aspects, economic feasibility, or schedules will not vary from the ENGINEER's opinions, analyses= projections, or estimates. G. Construction Progress Payments Recommendations by the ENGINEER to the CITY for periodic construction progress payments to the construction contractor will be based on the ENGINEER's knowledge, information, and belief from selective sampling and observation that the work has progressed to the point indicated. Such recommendations do not represent that continuous or detailed examinations have been made by the ENGINEER to ascertain that the construction contractor has completed the work in exact accordance with the Contract Documents; that the final work will be acceptable in all respects; that the ENGINEER has made an examination to ascertain how or for what purpose the construction contractor has used the moneys paid; that title to any of the work= materials, or equipment has passed to the CITY free and clear of liens, claims, security interests, or encumbrances; or that there are not other matters at issue between the CITY and the construction contractor that affect the amount that should be paid. H. Record Drawings Record drawings, if required= will be prepared, in part, on the basis of information compiled and furnished by others, and may not always represent the exact location, type of various components, or exact manner in which the PROJECT was finally constructed. The ENGINEER is not responsible for any errors or omissions in the information from others that is incorporated into the record drawings. I. Minority and Woman Business Enterprise (MMBE) Participation In accord with City of Fort Worth Ordinance No. 15530, as amended, the City has goals for the participation of minority business enterprises and woman business enterprises in City contracts. Engineer acknowledges the MNVBE goal established for this contract and its accepted written commitment to MIWBE participation. Any misrepresentation of facts (other than a negligent City of Fort Worth Texas Standard Agreement for E ngineenng Related Design Services P MO Official Release Date 9 22 20 10 Page 4 of 15 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 books, documents, papers and records of such subconsultant, involving transactions to the subcontract, and further, that the CITY shall have access during normal working hours to all subconsultant facilities, and shall be provided adequate and appropriate work space, in order to conduct audits in compliance with the provisions of this article together with subsection (3) hereof. CITY shall give subconsultant reasonable advance notice of intended audits. (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 City of Fort Worth.Texas Standard Agreement for Engineering Related Design Servroes P MO Official Release Date 9 22 2©1© Page 5 of 15 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: p rem isesloperations, prod uctslcompleted operations, contractual, personal injury, or advertizing injury, which are normally contained within the policy, unless the CITY approves such exclusions In writing. ii. ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the commercial general liability or commercial umbrella liability insurance maintained in accordance with this agreement. b. Business Auto—the ENGINEER shall maintain business auto liability and, if necessary, commercial umbrella liability insurance with a limit of not less than $1,000,000 each accident. Such insurance shall cover liability arising out of"any auto", including owned, hired, and non-owned autos, when said vehicle is used in the course of the PROJECT. If the engineer owns no vehicles, coverage for hired or non-owned is acceptable. I. ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the business auto liability or commercial umbrella liability Insurance obtained by ENGINEER pursuant to this agreement or under any applicable auto physical damage coverage. c. Workers' Compensation —ENGINEER shall maintain workers compensation and employers liability insurance and, if necessary, commercial umbrella liability insurance with a limit of not less than $100,000.00 each accident for bodily injury by accident or $100,000.00 each employee for bodily injury by disease, with $500,000.00 policy limit. i. ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recover 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. 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. City of Fart Worth.Texas Standard Agreement for Engineenng Related Design Seryioes PMO Official Release Date 9 22 2010 Page 6of15 (2) GENERAL INSURANCE REQUIREMENTS a. Certificates of insurance evidencing that the ENGINEER has obtained all required insurance shall be delivered to the CITY prior to ENGINEER proceeding with the PROJECT. b. Applicable policies shall be endorsed to name the CITY an Additional Insured thereon, as its interests may appear. The term CITY shall include its employees, officers, officials, agents, and volunteers as respects the contracted services. c. Certificate(s) of insurance shall document that insurance coverage specified in this agreement are provided under applicable policies documented thereon. d. Any failure on part of the CITY to request required insurance documentation shall not constitute a waiver of the insurance requirements. e. A minimum of thirty (30) days notice of cancellation or material change in coverage shall be provided to the CITY. A ten (10) days notice shall be acceptable in the event of non-payment of premium. Notice shall be sent to the respective Department Director (by name), City of Fort Worth, 1 000 Th rockmorton, Fort Worth, Texas 70102. f. Insurers for all policies must be authorized to do business in the State of Texas and have a minimum rating of A:V or greater, in the current A.M. Best Key Rating Guide or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. g. Any deductible or self insured retention in excess of$25,000.00 that would change or alter the requirements herein is subject to approval by the CITY in writing, if coverage is not provided on a first-dollar basis. The CITY, at it sole discretion, may consent to alternative coverage maintained through insurance pools or risk retention groups. Dedicated financial resources or letters of credit may also be acceptable to the CITY. 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, other than Professional Liability, underwritten on a claims-made basis, shall contain a retroactive date coincident with or prior to the date of the contractual agreement. The certificate of insurance shall City of Fort Worth,Texas Standard Agreement for E ngineenng Related Design Services PMO Official Release Date 9 22 2010 Page 7 of 15 state both the retroactive date and that the coverage is claims-made. k. Coverages, whether written on an occurrence or claims-made basis, shall be maintained without interruption nor restrictive modification or changes from date of commencement of the PROJECT until final payment and termination of any coverage required to be maintained after final payments. I. The CITY shall not be responsible for the direct payment of 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 sub consu pants/subcontractors maintain insurance coverage, ENGINEER shall provide CITY with documentation thereof on a certificate of insurance. L. Independent consultant The ENGINEER agrees to perform all services as an independent consultant and not as a subcontractor, agent, or employee of the CITY. M. Disclosure The ENGINEER acknowledges to the CITY that it has made full disclosure in writing of any existing conflicts of interest or potential conflicts of interest, including personal financial interest, direct or indirect, in property abutting the proposed PROJECT and business relationships with abutting property cities. The ENGINEER further acknowledges that it will make disclosure in writing of any conflicts of interest that develop subsequent to the signing of this contract and prior to final payment under the contract. N. Asbestos or Hazardous Substances (1) If asbestos or hazardous substances in any form are encountered or suspected, the ENGINEER will stop its own work in the affected portions of the PROJECT to permit testing and evaluation. (2) If asbestos or other hazardous substances are suspected, the CITY may request the ENGINEER to assist in obtaining the services of a qualified subcontractor to manage the remediation activities of the PROJECT. o. Permitting Authorities - Design changes If permitting authorities require design changes so as to comply with published design criteria and/or current engineering practice standards which the ENGINEER should have been aware of at the time this Agreement was executed, the ENGINEER shall revise plans and specifications, as required, at its own cost and expense. However, if design changes are required due to the City of Fort Worth.Texas Standard Agreement for Engineering Reisted Design Services PMO Official Release Date 9 22 20 10 Page 8 of 15 changes in the permitting authorities' published design criteria and/or practice standards criteria which are published after the date of this Agreement which the ENGINEER could not have been reasonably aware of, the ENGINEER shall notify the CITY of such changes and an adjustment in compensation will be made through an amendment to this AGREEMENT. P. schedule ENGINEER shall manage the PROJECT in accordance with the schedule developed per Attachment D to this AGREEMENT. Article V Obligations of the city Amendments to Article V, if any, are included in Attachment C. A. city-Furnished Data ENGINEER may rely upon the accuracy, timeliness, and completeness of the information provided by the CITY. B. Access to Facilities and Property The CITY will make its facilities accessible to the ENGINEER as required for the ENG I N EE R'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 ENG I N EE R's services. The CITY will be responsible for all acts of the CITY's personnel. C. Advertisements, Permits, and Access Unless otherwise agreed to in the scope of Services, the CITY will obtain, arrange, and pay for all advertisements for bids; permits and licenses required by local, state, or federal authorities; and land, easements, rights-of-way, and access necessary for the E NG I N E E R's services or PROJECT construction. D. Timely Review The CITY will examine the ENGINEER's studies, reports, sketches, drawings, specifications, proposals, and other documents; obtain advice of an attorney, insurance counselor, accountant, auditor, bond and financial advisors, and other consu#ta nts as the CITY deems appropriate; and render in writing decisions required by the CITY in a timely manner in accordance with the project schedule prepared in accordance with Attachment D. City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services PMO Off iciai Release Dade 9 22 2010 Page 9 of 15 E. Prompt Notice The CITY will give prompt written notice to the ENGINEER whenever CITY observes or becomes aware of any development that affects the scope or timing of the ENGINEER's services or of any defect in the work of the ENGINEER or construction contractors. F. Asbestos or Hazardous substances Release. (1) CITY acknowledges ENGINEER will perform part of the work at CITY's facilities that may contain hazardous materials, including asbestos containing materials, or conditions, and that ENGINEER had no prior role in the generation, treatment, storage, or disposition of such materials. In consideration of the associated risks that may give rise to claims by third parties or employees of City, City hereby releases ENGINEER from any damage or liability related to the presence of such materials. (2) The release required above shall not apply in the event the discharge, release or escape of hazardous substances, contaminants, or asbestos is a result of ENGINEER's negligence or if ENGINEER brings such hazardous substance, contaminant or asbestos onto the project. G. contractor Indemnification and Claims The CITY agrees to include in all construction contracts the provisions of Article IV.E. regarding the ENGINEER's Personnel at Construction Site, and provisions providing contractor indemnification of the CITY and the ENGINEER for contractor's negligence. H. contractor claims and Third-Party Beneficiaries (1) The CITY agrees to include the following clause in all contracts with construction contractors and equipment or materials suppliers: "Contractors, subcontractors and equipment and materials suppliers on the PROJECT, or their sureties, shall maintain no direct action against the ENGINEER, its officers, employees, and subcontractors, for any claim arising out of, in connection with, or resulting from the engineering services performed. Only the CITY will be the beneficiary of any undertaking by the ENGINEER." (2) This AGREEMENT gives no rights or benefits to anyone other than the CITY and the ENGINEER and there are no third-party beneficiaries. (3) The CITY will include in each agreement it enters into with any other entity or person regarding the PROJECT a provision that such entity or person shall have no third-party beneficiary rights under this Agreement. City of Fort Worth.Texas Standard Agreement for Engineenng Related Design Serv"s PMO Official Release Date 9 22 2010 Page 10 of 15 (4) Nothing contained in this section V.H. shall be construed as a waiver of any right the CITY has to bring a claim against ENGINEER. 1. CITY's Insurance (1) The CITY may maintain property insurance on certain pre-existing structures associated with the PROJECT. (2) The CITY will ensure that Builders Risk/Installation insurance is maintained at the replacement cost value of the PROJECT. The CITY may provide ENGINEER a copy of the policy or documentation of such on a certificate of insurance. (3) The CITY will specify that the Builders Risk/Installation insurance shall be comprehensive in coverage appropriate to the PROJECT risks, J. Litigation Assistance The Scope of Services does not include costs of the ENGINEER for required or requested assistance to support, prepare, document, bring, defend, or assist in litigation undertaken or defended by the CITY. In the event CITY requests such services of the ENGINEER, this AGREEMENT shall be amended or a separate agreement will be negotiated between the parties. K. changes The CITY may make or approve changes within the general Scope of Services in this AGREEMENT. If such changes affect the ENGINEER's cast 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 Vl General Legal Provisions Amendments to Article VI, if any, are included in Attachment C. A. Authorization to Proceed ENGINEER shall be authorized to proceed with this AGREEMENT upon receipt of a written Notice to Proceed from the CITY. B. Reuse of Project Documents All designs, drawings, specifications, documents, and other work products of the ENGINEER, whether in hard copy or in electronic form, are instruments of City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services PMQ Qf aal Release Date 9 22 2010 Pap 11 of 15 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 C ITY'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.) Gut-of-pocket expenses for purchasing electronic data files and other data storage supplies or services; c.) The time requirements for the ENGINEER'S personnel to document the work underway at the time of the CITY'S termination for convenience so that the work effort is suitable for long time storage. (3) Prior to proceeding with termination services, the ENGINEER will submit to the CITY an itemized statement of all termination expenses. The CITY'S approval will be obtained in writing prior to proceeding with termination services. E. Suspension, Delay, or Interruption to Work The CITY may suspend, delay, or interrupt the services of the ENGINEER for the convenience of the CITY. In the event of such suspension, delay, or interruption, an equitable adjustment in the PRGJECT's schedule, commitment and cost of the ENGINEERSs personnel and subcontractors, and ENGINEERS compensation will be made. City of Fort Worth.Texas Standard Agreement for Engineenng Related Design Services PMQ dffiva!Release Date 9 22 2010 Page 12 of 15 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 EN G I N EER'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. 1. Jurisdiction The law of the state of Texas shall govern the validity of this AGREEMENT, its interpretation and performance, and any other claims related to it. The venue for any litigation related to this AGREEMENT shall be Tarrant County, Texas. J. Severability and survival If any of the provisions contained in this AGREEMENT are held for any reason to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability will not affect any other provision, and this AGREEMENT shall be construed as if such invalid, illegal, or unenforceable provision had never been contained herein. Articles V.F., VI.B., VI.D., VI.F., VI-H., and VI.I. shall survive termination of this AGREEMENT for any cause. K. observe and Comply ENGINEER shall at all times observe and comply with all federal and State laws and regulations and with all City ordinances and regulations which in any way affect this AGREEMENT and the work hereunder, and shall observe and comply with all orders, laws ordinances and regulations which may exist or may be enacted later by governing bodies having jurisdiction or authority for such enactment. No plea of misunderstanding or ignorance thereof shall be City of Fart Worth.Texas Standard Agreement for Engineenng Related Design Services P MO Official Release Date 9 22.20 1 0 Page 13 of 15 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, lave, ordinance, or regulation, whether it be by itself or its employees. City of Fort Worth,Texas Standard Agreement for Engineenng Reiated DesQn Services PM4 Official Release Date 9 22 2010 Page 14 of 15 Article Vll 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 Executed this the day of�A , 201k . ATTEST: CITY OF FORT WORTH F o �4 Marty Hendrix � -- - __�; ��> ernando Costa WW City Secretary O'X YAssistant City Manager 0 0d 0 APPROV TO FORM AN LiTyu-60 A ROVAL RECOMMENDED XA . By: By: Assistant City Attorney Doug W. Vobrsig, Ph.D., P.E. Director, Transportation/Public Works C �U Department Shield Engineering Group, PLLC r f Jean-Marie Al antler, P.E. CEO By: C Ity of Fort Worth,Texas ' Standard Agreement for Engineenng Belated Design Services PMO Official Release Date 9 22 2010 Page 15 of 15 6 i E t Attachment A ATTACHMENT "A" General Scope of Services "Scope of Services set forth herein can only be modified by additions, clanffications, andlor deletions set forth in the Supplemental Scope of Services. In cases of conflict between the Supplemental Scope of Services and the General Scope of Services, the Supplemental Scope of Services shall have precedence over the General Scope of Services. GENERAL 1} Preliminary Conference with City The Engineer shall attend preliminary conferences with authorized representatives of the City regarding the scope of project so that the plans and specifications which are to be developed hereunder by the Engineer will result in providing facilities which are economical in design and conform to the City's requirements and budgetary constraints. 2) Coordination with outside Agencies/Public Entities The Engineer shall coordinate with officials of other outside agencies as may be necessary for the design of storm drain improvements. It shall be the Engineer's duty hereunder to secure necessary information from such outside agencies to meet their requirements. 3) Geotechnical investigations The Engineer shall advise the City of test borings and other subsurface investigations that may be needed. In the event it is determined necessary to make borings or excavate test holes or pits, the Engineer shall in coordination with the City and the City's geotechnical engineering consultant, draw up specifications for such testing program. The cost of the borings or excavations shall be paid for by the City. 4) Agreements and Permits The Engineer shall complete forms/applications to allow the City of Fort Worth to obtain agreements and/or permits normally required for a project of this size and type. The Engineer will be responsible for negotiating and coordinating to obtain approval of the agency issuing the agreement and/or permits and will make revisions necessary to bring the plans into compliance with the requirements of said agency, including but not limited to highways, railroads, water authorities, Corps of Engineers and other utilities. 5) Design changes Relating to Permitting Authorities If permitting authorities require design changes, the Engineer shall revise the plans and specifications as required at the Engineer's own cost and expense, unless such changes are required due to changes in the design of the facilities made by the permitting authority. If such changes are required, the Engineer shall notify the City and an amendment to the contract shall be made if the Engineer incurs additional cost. If there are unavoidable delays, a mutually agreeable and reasonable time extension shall be negotiated. A-1 Attachment A 0} Plan Submittal Copies of original plans shall be provided on reproducible mylar or approved plastic film sheets, or as otherwise approved by the Department of Transportation and Public Works and 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; and further provided, that the Engineer shall not be liable for the consequences of any changes that are made to the drawings or changes that are made in the implementation of the drawings without the written approval of the Engineer. PHASE 1 7) Right-of-Way, Easement and Land Acquisition Needs The Engineer shall determine the rights-of-way, easement needs for the construction of the project. Engineer shall determine ownership of such land and furnish the city with the necessary right-of-way sketches, prepare necessary easement descriptions for acquiring the rights-of-way and/or easements for the construction of this project. Sketches and easement descriptions are to be presented in form suitable for direct use by the Department of Transportation and Public Works in obtaining rights-of- way, easements, permits and licensing agreements. All materials shall be furnished on the appropriate city forms in a minimum of four(4) copies each. S} Design Survey The Engineer shall provide necessary field survey for use in the preparation of Plans and Specifications. The Engineer shall furnish the city certified copies of the field data. 0} Utility coordination The Engineer shall coordinate with utilities, including utilities owned by the city, as to proposed utility lines or adjustment to existing utility lines within the project limits. The information obtained shall be shown on the conceptual plans. The Engineer shall show on the preliminary and final plans the location of the proposed utility lines, existing utility lines, based on the information provided by the utility, and adjustments and/or relocation of the existing lines within the project limits. The Engineer shall also evaluate the phasing of the water, wastewater, street and drainage work, and shall submit such evaluation in writing to the city as part of this phase of the project. 10) conceptual Plans The Engineer shall furnish four(4) copies of the Phase 1 concept engineering plans which include layouts, preliminary right-of-way needs and preliminary estimates of probable construction costs for the Engineer's recommended plan. For all submittals, the Engineer shall submit plans and documents for street/storm drain and water/wastewater facilities. The Engineer shall receive written approval of the Phase 1 Plans from the City's project manager before proceeding with Phase 2. PHASE 2 11) Design Data The Engineer shall provide design data, reports, cross-sections, profiles, drainage calculations, and preliminary estimates of probable construction cost. A-2 Attachment A 12) Preliminary construction Plans and Technical Specifications The Engineer shall submit twenty (20) copies of Phase 2 preliminary construction plans and five (5) copies of the preliminary technical specifications for review by the City and for submission to utility companies and other agencies for the purposes of coordinating work with existing and proposed utilities. The preliminary construction plans shall indicate location of existing/proposed utilities and storm drain lines. The Engineer shall receive written approval of the Phase 2 plans from the City's project manager before proceeding with Phase 3. PHASE 3 13) Final Construction Plans The Engineer shall furnish five (5) copies of the final construction plans and contract specifications for review by the City. 14) Detailed cost Estimate The Engineer shall furnish four (4) copies of detailed estimates of probable construction costs for the authorized construction project, which shall include summaries of bid items and quantities. 15) Plans and specification Approval The Engineer shall furnish an original cover mylar for the signatures of authorized City officials. The Contract Documents shall comply with applicable local, state and federal lavers and with applicable rules and regulations promulgated by local, state and national boards, bureaus, and agencies. The Engineer shall receive written approval of the Phase 3 plans from the City's project manager before proceeding with Phase 4. PHASE 4 18} Final Approved Construction Plans The Engineer shall furnish 45 bound copies of Phase 4 final approved construction plans and contract specifications. The approved plans and contract specifications shall be used as authorized by the City for use in obtaining bids, awarding contracts, and constructing the project. 17) Bidding Assistance The Engineer shall issue addenda as appropriate to interpret, clarify, or expand the bidding documents, and assist the owner in determining the qualifications the acceptability of prospective constructors, subcontractors, and suppliers. When substitution prior to the award of contracts is allowed by the bidding documents, the Engineer will advise the owner as to the acceptability of alternate materials and equipment proposed by the prospective constructors. 18) Recommendation of Award The Engineer shall assist in the tabulation and review of all bids received for the construction of the project and shall make a recommendation of the award to the city. A-3 Attachment A 19) Pre-Bid Conference The Engineer shall attend the pre-bid conference and the bid opening, prepare bid tabulation sheets and provide assistance to the owner in evaluating bids for proposals and in assembling and awarding contracts for construction, materials, equipment, and services. PHASE 5 20) Preconstruction Conference The Engineer shall attend the preconstruction conference. 21) Construction survey The Engineer shall be available to the City on matters concerning the layout of the project during its construction and will set control points in the field to allow City survey crews to stake the project. The setting of line and grade stakes and route inspection of construction will be performed by the City. 22} Site Visits The Engineer shall visit the project site at appropriate intervals as construction proceeds to observe and report on the progress and the quality of the executed work. 23) Shop Drawing Review The Engineer shall review shop and erection drawings submitted by the contractor for compliance with design concepts. The Engineer shall review laboratory, shop, and mill test reports on material and equipment. 24} Instructions to Contractor The Engineer shall provide necessary interpretations and clarifications of contract documents, review change orders and make recommendations as to the acceptability of the work, at the request of the City. 25) Differing Site Conditions The Engineer shall prepare sketches required to resolve problems due to actual field conditions encountered. 25} Record Drawings The Engineer shall prepare record drawings from information submitted by the contractor. A-4 Exhibit A-1 EXHIBIT "A-'I" SUPPLEMENTAL SCOPE OF SERVICES (SUPPLEMENT To ATTACHMENT"A") STORM WATER ENGINEERING ON-CALL SERVICES FY 2011 —S1111'S 0004 The following is a clarification of the tasks that the ENGINEER will perform under ATTACHMENT "A". Work under this attachment includes engineering services for paving and/or storm drain improvements for the following: PROFESSIONAL SERVICES: STORM WATER ENGINEERING ON-CALL SERVICES Upon receipt of notice to proceed, the ENGINEER will perform the following tasks: PART A—PRE-ENGINEERING 1. Initial Data Collection a. Pre-Design Coordination Meetings ENGINEER will attend and document meetings, as required, to discuss and coordinate various aspects of the project and to ensure that the project stays on schedule. For purposes of establishing a level of comfort, two (2) meetings are anticipated. These include the following: One(1) pre-design kickoff meeting (including all departments that are impacted by the project). One (1) review meeting at completion of the City's review of the conceptual engineering plans. b. Data collection In addition to data obtained from the City, ENGINEER will research and make efforts to obtain pertinent information to aid in coordination of the proposed improvements with any planned future improvements that may influence the project. ENGINEER will also identify and seek to obtain data for existing conditions that may impact the project including: utilities, City Master plans, CITY drainage complaint files, existing applicable drainage studies and property ownership as available from the Tax Assessor's office. C. Coordination with other Agencies During the concept phase the ENGINEER shall coordinate with all utilities, including utilities owned by the City, TxDOT and railroads. These entities shall also be contacted if applicable, to determine plans for any proposed facilities or adjustment to existing facilities within the project limits. The information obtained shall be shown on the concept plans. The ENGINEER shall show the location of the proposed utility lines, existing utility lines and any adjustments and/or relocation of the existing lines within the project limits. EA1 - 1 Exhibit A-1 ENGINEER shall complete all forms necessary for City to obtain permit letters from TXDGT and railroads and submit such forms to the City. City shall be responsible for forwarding the forms to the affected agencies for execution. 2. schedule Submittal and Monthly Progress Report The ENGINEER shall submit a project schedule after the design contract is fully executed. The schedule shall be updated and submitted to the CITY along with monthly progress reports as required under Attachment B of the contract. PART B—CONSTRUCTION PLANS AND SPECIFICATIONS 1. Engineering survey i. Surveys for Design a. ENGINEER will perform field surveys to collect horizontal and vertical elevations and other information needed by ENGINEER in design and preparation of plans for the project. Information gathered during the survey shall include topographic data, elevations of all sanitary and adjacent storm sewers, rim/invert elevations, location of buried utilities, structures, and other features relevant to the final plan sheets. Existing drainage at intersections will be verified by field surveys. Spot elevations will be shown on intersection layouts with cross slope to fit intersecting grade lines. b. ENGINEER will provide the following information: All plans, field notes, plats, maps, legal descriptions, or other specified documents prepared in conjunction with the requested services shall be provided in a digital format compatible with the electronic data collection and computer aided design and drafting software currently in use by the Department of Transportation and Public Works. All text data such as plan and profile, legal descriptions, coordinate files, cut sheets, etc., shall be provided in the American Standard Code for Information Interchange (ASCII)format, and all drawing files shall be provided in Autocad (DWG or DXF)format (currently Release 12), or as otherwise approved in writing by the CITY, and all data collected and generated during the course of the project shall become the property of the CITY. The minimum survey information to be provided on the plans shall include the following: 1. A Project Control Sheet showing ALL Control Points, used or set while gathering data. Generally on a scale of not less than 1:400: 2. The following information about each Control Point; EA1 -2 Exhibit A-1 a. Identified (Existing. City Monument#8901, PK Nail, 5/8" Iron Rod) b. X, Y and Z Coordinates in an identified coordinate system and a referred bearing base. Z coordinate on City Datum only. c. Descriptive Location (Ex. Set in the centerline of the inlet in the South curb line of North Side Drive at the East end of radius at the Southeast corner of North Side Drive and North Main Street). I Coordinates on all P.C.'s, P.T.'s, P.I.'s, Manholes, Valves, etc., in the same coordinate system, as the Control. 4. No less than two horizontal bench marks, per line or location. 5. Bearings given on all proposed centerlines or baselines. 8. Station equations relating utilities to paving, when appropriate. ii Drainage computations ENGINEER will review and document the storm water watershed drainage runoff area and existing street, right-of-way and storm sewer capacities for the subject site. A drainage area map will be drawn at 1"=200' scale from available contour maps. Calculations regarding street and right-of-way capacities and design discharges (5-year and 100-year frequencies) at selected critical locations will be provided. Capacities of existing storm drain will be calculated and shown. The ENGINEER's responsibility includes recommendations for improvements of the existing system as deemed reasonable and consistent with City standards (if needed). 2. Final construction Plan submittal a. Following CITY approval of the recommended improvements, the ENGINEER shall prepare final plans and specifications and contract documents to CITY (each plan sheet shall be stamped, dated, and signed by the ENGINEER registered in State of Texas) and submit two (2) sets of plans and construction contract documents within 15 days of CITY's final approval. Plan sets shall be used for Part C activities. b. ENGINEER's Estimate of Probable Construction cost The ENGINEER shall submit a final estimate of probable construction cost with the final plans submitted. EA 1 - 3 Exhibit A-1 C. Final submittals The ENGINEER shall submit a final set of mylar drawings for record storage as follows: 1. Signed plan sets shall also be submitted as an Adobe Acrobat PDF format(version 8.0 or higher)file. There shall be one(1) PDF file for the TPW plan set and a separate PDF file for the Water plan set. Each PDF file shall contain all associated sheets of the particular plan set. Singular PDF files for each sheet of a plan set will not be accepted. PDF files shall conform to naming conventions as follows: 1. TPW file name example--'1W-196 org47.pdf"where "W-1956" is the assigned file number obtained from the City of Fort Worth, "_org" designating the file is of an original plan set, "47" shall be the total number of sheets in this file. 2. For information on the proper manner to submit PDF files and to obtain a file number for the project, contact the Department of Transportation and Public Works Vault at telephone number (817) 892-8426. File numbers will not be issued to a project unless the appropriate project number(s) and proper fund codes have been assigned and are in Department of Transportation and Public Works database. EA 1 -4 Attachment B 1210312010 ATTACHMENT "B" COMPENSATION AND SCHEDULE STORM WATER ENGINEERING ON-CALL SERVICES FY 2011 --SWS 0004 1. compensation A. For all engineering services provided hereunder, including but not limited to, all expenses for and provisions of payroll, supervision, overhead, profit, insurance, benefit, local travel, tools, equipment, materials and incidentals, the city agrees to pay the Engineer a fee in the amount equal to the hourly rates, as described in Exhibit"B-2", times the hours invoiced and approved for payment by the City for each Work Order (WO) request of portion thereof performed by the ENGINEER. B. The Engineer shall be compensated a total lump sum fee of_ $47,500.00 as summarized in Exhibit"B-3A". Payment of the total fee shall be considered full compensation for the services described in Attachment"A" and Exhibit"A--1" for all labor materials, supplies and equipment necessary to complete the project. The City has the right to extend up to two (2) additional one (1) year extensions for an agreed extension fee. C. The ENGINEER shall be paid in monthly partial payments as described in EXHIBIT"B-1" upon receipt of invoices submitted by the ENGINEER, based on an estimate of the percentage of completion of the project, not to exceed the milestone limits described in EXHIBIT"B-1'. B-1 Exhibit B-1 11/10/2010 EXHIBIT B-1 (SUPPLEMENT TO ATTACHMENT B) METHOD OF PAYMENT STORM WATER ENGINEERING ON-GALL SERVICES FY 2011 —SINS 0004 1. Method of Payment Payment shall be made monthly upon receipt and approval by the CITY of an invoice from the ENGINEER, for services performed during the period covered by said invoice. The invoice shall include dates of service and hourly totals for each contract rate as well as extended totals for each project by Department of Engineering project number, fund code, and project name as shown on the "Authorization to Begin Work". B1 - 1 Attachment B-2 11/10/2010 EXHIBIT B-2 (SUPPLEMENT To ATTACHMENT B) 2011 —2012 HOURLY RATE SCHEDULE STORM WATER ENGINEERING ON-CALL SERVICES FY 2011 —SWS 0004 Ern to ee Classification Rate/hour (Range) Principal $180 Sr. Project Mana er $173 Project Manager $144 Project Engineer $115 EIT $87 Technician $58 Clerical $58 QC $115 Reimbursable vendor services Cost+ 10% Mileage $ 0.555 Per Mile Reproduction work will be at curnent commercial rates. Subcontractors will be paid for at actual invoice cost plus ten percent(105/6). B2 - 1 11/10/2010 Exhibit B-3 EXHIBIT B-3 (SUPPLEMENT To ATTACHMENT B) SUMMARY of TOTAL PROJECT FEES Engineering Design Services Associated with STORM WATER ENGINEERING ON-CALL SERVICES FY 2011 —SWS 0004 Consulting Firm Scope of Services Fee Amount Percentage Prime Shield Engineering Group, Engineering and $44,175 93.0% PLLG Project Management MNVBE Surveying Consultant $3,325 7.0% Total $47,500-00 100° SUMMARY OF MNVBE FEE Professional P Sco a of Services Total Fee MNVBE Fee MNVBE Services Percentage Engineering Drainage $47,500.00 $3,325 7.0% Services B3A- 1 11/10/2010 Exhibit B-3A EXHIBIT B-3A (SUPPLEMENT TO ATTACHMENT B) SUMMARY OF TOTAL PROJECT FEE AND BREAKDOWN OF DESIGN FEE (LESS SURVEY FEE) Engineering Design Services Associated with STORM WATER ENGINEERING ON-GALL SERVICES FY 2011 —SWS 0004 A. SUMMARY OF TOTAL FEE Services Des cri tion Total Engineering Services 44,176.00 Project Total 449175-00 B3B-1 11/10/2010 Attachment C ATTACHMENT "C" CHANGES AND AMENDMENTS TO STANDARD AGREEMENT AND ATTACHMENT A STORM WATER ENGINEERING ON-CALL SERVICES FY 2011 —SWS 0004 1, Preparation of Right-Of-Way or easement documents is not included. If easements are determined to be necessary, preparation shall be at an additional cost, 2. Detailed Hydraulic computations are not included, 3. Scour analysis is not included. 4. Preparation of Letter of Map Revision (LOMR)documents is not included. 5. Subsurface Utility Engineering is not included. 8. Utility clearance and coordination is not included. 7. Construction inspection, administration, and bidding are not included, 8. Preparation of Construction specifications is not included, 9. Monthly meeting reports and schedule updating are not included.. 10,Geotechnical Engineering and pavement design services are not included. C - 1 Consulting Contract Schedule Specifications FORTWORTH City of Fort Worth Capital Improvement Program Attachment D-Project Schedule This PRC7 ECT requires a Fier << » schedule as defined herein and in the Qy's Schedule Guidance Document. D1. CONSULTING SERVICES SCHEDULE DEVELOPMENT: The CONSULTANT shall prepare schedules for consulting services that meet the requirements described in this specification, showing by Critical Path Method (CPM) the punned sequence and timing of the Work associated with the Agreement. All submittals shall be submitted in PDF format, and schedule files shall also be submitted in native file format (i.e. file formats associated with the scheduling software). The approved scheduling software systems for creating the schedule files are: -- Primavera(Version 6.1 or later or approved by CITY) -- Primavera Contractor(Version 6.1 or later or approved by CITY) -- Microsoft Project(Version 2003/2007 or later or approved by CITY)(PHASING GUT) D2. BASELINE CONSULTING SERVICES SCHEDULE: Following notice-to-proceed, the CONSULTANT shall develop, submit and review the draft detailed baseline consulting services schedule with the CITY to demonstrate the CONSULTANT's understanding of the Agreement requirements and approach for performing the work. The CONSULTANT will prepare the final detailed baseline consulting services schedule based on CITY comments,if any,and submit to the CITY no later than the submittal of the first project invoice. The following guidelines shall be adhered to in preparing the baseline schedule, and as described in further detail in the CITY's Schedule Guidance Document a. The scope shall be subdivided by work breakdown structure (WBS)representing the tasks,subtasks,and activities associated with delivering the work. b. The schedule shall accurately describe the major work activities,key milestones,and dependencies/relationships as appropriate to the work. c. The schedule should include appropriate meetings, review periods, critical decision points,including third party u . 'ty dependencies and reviewing agencies. D3. PROGRESS CONSULTING SERVICES SCHEDULE: The CONSULTANT shall prepare and submit monthly to the CITY for approval the updated schedule in accordance with D1 and D2 and the CITY's Schedule Guidance Document inclusive. As the Work progresses, the CONSULTANT shall enter into the schedule and record actual progress as described in the CITY's Schedule Guidance Document. The updated schedule submittal shall also include a concise schedule narrative that highlights the following,if appropriate and applicable: • Changes in the critical path, • Expected schedule changes, • Potential delays, • Opportunities to expedite the schedule, • Coordination issues the CITY should be aware of or can assist with, Crty of Fart Worth.Texas Attachment D PMO Rektae Date 02 15 2011 Page 1 of 2 • Other schedule-related issues that the CONSULTANT wishes to communicate to the CITY. D4. PERFORMANCE AND CONSULTING SERVICES SCHEDULE: If the work accomplished falls behind that scheduled due to factors within the CONSULTANT's control, the CONSULTANT shall take such action as necessary to improve the progress of the Work. In addition, the CITY may require the CONSULTANT to submit a revised schedule demonstrating the proposed plan to make up the delay in schedule progress and to ensure completion of the Work within the allotted Agreement time. D5. SCHEDULE TIERS SPECIAL INSTRUCTIONS: The requirements for the schedule are determined based on the nature and needs of the project. The schedule tier for this project is stated at the top of this document. CONSULTANT shall submit each schedule relying on the CITY's current Schedule Guidance Document. D6. SCHEDULE SUBMITTAL AND PAYMENT: As stated in III.A.(1). of the Agreement, CONSULTANT shall provide the information required by Attachment D. CONSULTANT's monthly invoices will not be accepted and processed for payment without monthly schedule updates that are submitted in the time and manner required by Attachment D and the CITY's current Schedule Guidance Document. City of Fort Worth,Texas Attachment D PMQ Release Date 02.15.20 t 1 Page 2of2