HomeMy WebLinkAboutContract 44374C17Y SEC��T� �
CITY OF FORT WORTH, TEXAS ���� ��° �V��
STANDARD AGREEMENT FOR ENGINEERING RELATED DESIGN SERVICES
This AGREEMENT is between the City of Fort Worth, a Texas home-rule
municipality (the "CITY"), and Moye I. T. Consulting, LLC, authorized to do business in
Texas (the "PROFESSIONAL CONSULTANT") (collectively referred to as the "Parties"),
for a PROJECT generally described as: Provide a Feasibility Assessment for a Campus
Wide Fiber Network for the Will Rogers Memorial Center.
Article I
Scope of Services
A. Scope of Services for the PROJECT is set forth in Attachment A,
incorporated herein. The Parties agree that all services PROFESSIONAL
CONSULTANT is to provide under the Scope of Services are professional
services, the essence of which is to provide advice, judgment or opinion (the
"Services").
Article II
Compensation
A. The PROFESSIONAL CONSULTANT'S compensation ($15,800.00) is set
forth in Attachment A.
Article III
Terms of Payment
Payments to the PROFESSIONAL CONSULTANT will be made as follows:
I,l
RECEIVED 11P
Invoice and Payment
(1) The PROFESSIONAL CONSULTANT shall provide the City sufficient
documentation, including but not limited to meeting the requirements set
forth in Attachment A to this AGREEMENT, to reasonably substantiate the
invoices.
(2) The PROFESSIONAL CONSULTANT will issue monthly invoices for
all work performed under this AGREEMENT. Invoices are due and payable
within thirty (30) days of receipt.
(3) Upon completion of Services, the final payment of any balance will be
due within thirty (30) days of receipt of the final invoice. ___
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(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 PROFESSIONA�
CONSULTANT for billings contested in good faith within 60 days of the
amount due, the PROFESSIONAL CONSULTANT 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 PROFESSIONAL
CONSULTANT shall have no liability to CITY for delays or damages caused
the CITY because of such suspension of services.
Article IV
Obligations of the Professional Consultant
Amendments to Article IV, if any, are included in Attachment B, incorporated herein.
A. General
The PROFESSIONAL CONSULTANT will serve as the CITY'S professional
consultant under this AGREEMENT, providing the Services outlined in
Attachment A..
B. Standard of Care
The standard of care applicable to the PROFESSIONA� CONSULTANT'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 Services are performed.
C. Subsurface Investigations
This paragraph is not applicable for this project.
D. Professional Consultant's Instruments of Service
Any studies, reports, sketches, drawings, specifications, proposals or other
documents prepared by PROFESSIONAL CONSULTANT in the
perFormance of the Services ("Instruments of Service") are the property of
the CITY. Upon (a) completion of the Services and payment in full by CITY
for said Services, (b) termination of this AGREEMENT, or (c) as otherwise
instructed by the CITY, the Instruments of Service shall be delivered to the
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CITY in an organized fashion with PROFESSIONAL CONSULTANT
retaining a copy.
CITY may use such Instruments of Service in any manner it desires;
provided, however, that the PROFESSIONAL CONSULTANT shall not be
liable for any use or modification to the Instruments of Service by any entity
without the express written consent of PROFESSIONAL CONSULTANT.
E. Preparation of Professional Consultant Drawings
The PROFESSIONAL CONSULTANT will provide to the CITY the original
drawings of all plans in ink on reproducible Mylar sheets and electronic files
in CAD and pdf format, or as otherwise approved by CITY, which shall
become the property of the CITY.
F. Professional Consultant's Personnel at Construction Site
(1) The presence or duties of the PROFESSIONAL CONSULTANT'S
personnel at a construction site, whether as on-site representatives or
otherwise, do not make the PROFESSIONAL CONSULTANT 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 Construction Contract Documents and any health or
safety precautions required by such construction work. The
PROFESSIONAL CONSULTANT 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 on this PROJECT or any health or
safety precautions related thereto.
(2) Except to the extent specific site visits are expressly detailed and set
forth in Attachment A, the PROFESSIONAL CONSULTANT or its personnel
shall have no obligation or responsibility to visit the construction site. Any
such site visits by PROFESSIONAL CONSULTANT shall only be 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. Nothing in this AGREEMENT or
the Contract Documents shall be construed as requiring PROFESSIONAL
CONSULTANT 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 PROFESSIONAL CONSULTANT
recognizes a deviation from the Contract Documents while on site, the
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PROFESSIONAL CONSULTANT shall inform the CITY within a reasonabte
time of such recognition.
(3) When professional certification of perFormance or characteristics of
materials, systems or equipment is reasonably required to perForm Services,
the PROFESSIONAL CONSULTANT shall be entitled to rely upon other
certifications or performance criteria contained within the Contract
Documents when making such a certification; and shall not be required to
provide warranties or guarantees in conjunction with such certification to
establish materials, systems or equipment and performance criteria to be
required in the Contract Documents.
G. Opinions of Probable Cost, Financial Considerations, and Schedules
(1) The PROFESSIONA� CONSULTANT shall provide opinions of
probable costs for the PROJECT based on the information available to
PROFESSIONAL CONSULTANT at the time the opinion is issued, in
accordance with Attachment A.
(2) In providing opinions of cost, financial analyses, economic feasibility
projections, and schedules for the PROJECT, the PROFESSIONAL
CONSULTANT 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 PROFESSIONAL CONSULTANT makes no warranty or guarantee
that the CITY'S actual PROJECT costs, financial aspects, economic
feasibility, or schedules will not vary from the PROFESSIONAL
CONSULTANT'S opinions, analyses, projections, or estimates, and
shall not be responsible for damages alleged to arise from such an
opinion.
H. Construction Progress Payments
Recommendations by the PROFESSIONAL CONSULTANT to the CITY for
periodic construction progress payments to the construction contractor will
be based on the PROFESSIONAL CONSULTANT'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
PROFESSIONAL CONSULTANT 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
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PROFESSIONAL CONSULTANT 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.
I. 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 PROFESSIONAL CONSULTANT is
not responsible for any errors or omissions in the information from others
that is incorporated into the record drawings.
J. Small Business Enterprise (SBE) Participation
This paragraph is not applicable for this project.
K. Right to Audit
(1) PROFESSIONAL CONSULTANT 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 PROFESSIONAL
CONSULTANT involving transactions relating to this contract.
PROFESSIONAL CONSULTANT agrees that the CITY shall have access
during normal working hours to all necessary PROFESSIONAL
CONSULTANT 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 PROFESSIONAL CONSULTANT
reasonable advance written notice of intended audits.
(2) PROFESSIONAL CONSULTANT further agrees to include in all its
subcontractor agreements hereunder a provision to the effect that the
subcontractor agrees that the CITY shall, until the expiration of five (5)
years after final payment under the subcontract, have access to and the
right to examine and photocopy any directly pertinent books, documents,
papers and records of such subcontractor, involving transactions to the
subcontract, and further, that the CITY shall have access during normal
working hours to all subcontractor facilities, and shall be provided adequate
and appropriate work space, in order to conduct audits in compliance with
the provisions of this article together with subsection (3) hereof. CITY shall
give subcontractor reasonable advance written notice of intended audits.
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(3) PROFESSIONAL CONSULTANT and subcontractor agree to
photocopy such documents as may be requested by the CITY. The CITY
agrees to reimburse PROFESSIONAL CONSULTANT for the cost of copies
at the rate published in the Texas Administrative Code in effect as of the
time copying is performed.
L. Insurance
(1) PROFESSIONAL CONSULTANT'S INSURANCE
a. Commercial General Liability — the PROFESSIONAL CONSULTANT
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.
The CITY shall be included as an insured under the CGL, using
ISO additional insured endorsement or a substitute providing
equivalent coverage, and under the commercial umbrella, if any.
This insurance shall apply as primary insurance with respect to
any other insurance or self-insurance programs afforded to the
CITY. The Commercial General Liability insurance policy shall
have no exclusions by endorsements that would alter or nullify:
premises/operations, products/completed operations, contractual,
personal injury, or advertizing injury, which are normally contained
within the policy, unless the CITY approves such exclusions in
writing.
ii. PROFESSIONAL CONSULTANT 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 PROFESSIONAL CONSULTANT 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
providing Services for the PROJECT. If the PROFESSIONAL
CONSULTANT owns no vehicles, coverage for hired or non-owned is
acceptable.
i. PROFESSIONAL CONSULTANT waives all rights against the
CITY and its agents, officers, directors and employees for
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recovery of damages to the extent these damages are covered by
the business auto liability or commercial umbrella liability
insurance obtained by PROFESSIONAL CONSULTANT
pursuant to this AGREEMENT or under any applicable auto
physical damage coverage.
c. Workers' Compensation — PROFESSIONAL CONSULTANT 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. PROFESSIONAL CONSULTANT waives all rights against the
CITY and its agents, officers, directors and employees for
recovery of damages to the extent these damages are covered by
workers compensation and employer's liability or commercial
umbrella insurance obtained by PROFESSIONAL CONSULTANT
pursuant to this AGREEMENT.
d. Professional Liability — the
maintain professional liability,
$1,000,000.00 per claim and
retroactive date prior to the
services to be performed, w
maintained for a period of five
contract. An annual certificate
PROJECT shall be submitte
completion of the contract.
PROFESSIONAL CONSULTANT shall
a claims-made policy, with a minimum of
aggregate. The policy shall contain a
date of the contract or the first date of
hichever is earlier. Coverage shall be
(5) years following the completion of the
of insurance specifically referencing this
d to the CITY for each year following
(2) GENERAL INSURANCE REQUIREMENTS
a. Certificates of insurance evidencing that the PROFESSIONAL
CONSULTANT has obtained all required insurance shall be delivered to
the CITY prior to PROFESSIONAL CONSULTANT proceeding with the
PROJECT.
b. Applicable policies shall
Insured thereon, as its
include its employees,
respect to the Services.
be endorsed to name the CITY an Additional
interests may appear. The term CITY shall
officers, officials, agents, and volunteers with
c. Certificate(s) of insurance shall document that insurance coverage
specified in this AGREEMENT is provided under applicable policies
documented thereon.
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d. Any failure on part of the CITY to request required insurance
documentation shall not constitute a waiver of the insurance
requirements.
e. A minimum of thirty (30) days notice of cancellation or material change in
coverage shall be provided to the CITY. A ten (10) days notice shall be
acceptable in the event of non-payment of premium. Such terms shall be
endorsed onto PROFESSIONAL CONSULTANT'S insurance policies.
Notice shall be sent to the respective Department Director (by name),
City of Fort Worth, 1000 Throckmorton, Fort Worth, Texas 76102.
Insurers for all policies must be authorized to do business in the State of
Texas and have a-minimum rating of A:V or greater, in the current A.M.
Best Key Rating Guide or have reasonably equivalent financial strength
and solvency to the satisfaction of Risk Management.
g. Any deductible or self insured retention in excess of $25,000.00 that
would change or alter the requirements herein is subject to approval by
the CITY in writing, if coverage is not provided on a first-dollar basis. The
CITY, at it sole discretion, may consent to alternative coverage
maintained through insurance pools or risk retention groups. Dedicated
financial resources or letters of credit may also be acceptable to the
C ITY.
h. Applicable policies shall each be endorsed with a waiver of subrogation
in favor of the CITY as respects the PROJECT.
i. The CITY shall be entitled, upon its request and without incurring
expense, to review the PROFESSIONAL CONSULTANT'S insurance
policies including endorsements thereto and, at the CITY'S discretion;
the PROFESSIONAL CONSULTANT may be required to provide proof
of insurance premium payments.
If commercially reasonable, lines of coverage underwritten on a"claims-
made basis," other than Professional Liability, shall contain a retroactive
date coincident with or prior to the date of this AGREEMENT. The
certificate of insurance shall state both the retroactive date and that the
coverage is claims-made.
k. Coverages, whether written on an occurrence or claims-made basis,
shall be maintained without interruption nor restrictive modification or
changes from date of commencement of the PROJECT until final
payment and termination of any coverage required to be maintained after
final payments.
I. The CITY shall not be responsible for the direct payment of any
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insurance premiums required by this AGREEMENT.
m. Subcontractors to/of the PROFESSIONAL CONSULTANT shall be
required by the PROFESSIONAL CONSULTANT to maintain the same
or reasonably equivalent insurance coverage as required for the
PROFESSIONAL CONSULTANT. When sub subcontractors maintain
insurance coverage, PROFESSIONAL CONSULTANT shall provide
CITY with documentation thereof on a certificate of insurance.
M. Independent Professional Consultant
The PROFESSIONAL CONSULTANT agrees to perform all services as an
independent PROFESSIONAL CONSULTANT and not as a subcontractor,
agent, or employee of the CITY.
N. Disclosure
The PROFESSIONAL CONSULTANT 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 PROFESSIONAL CONSULTANT 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.
O. Asbestos or Hazardous Substances
(1) If the PROFESSIONAL CONSULTANT encounters asbestos or
hazardous substances in any form on the PROJECT, the
PROFESSIONAL CONSULTANT 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 PROFESSIONAL CONSULTANT to assist in obtaining the
services of a qualified subcontractor to manage the remediation activities
of the PROJECT.
P. 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 PROFESSIONAL CONSULTANT should have been aware of at
the time this AGREEMENT was executed, the PROFESSIONAL
CONSULTANT shall revise plans and specifications, as required, at its own
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cost and expense. However, if design changes are required due to the
changes in the permitting authorities' published design criteria and/or
practice standards criteria which are published after the date of this
AGREEMENT which the PROFESSIONAL CONSULTANT could not have
been reasonably aware of, the PROFESSIONAL CONSULTANT shall notify
the CITY of such changes and an adjustment in compensation will be made
through an amendment to this AGREEMENT.
Q. Schedule
PROFESSIONAL CONSULTANT shall manage the PROJECT in
accordance with the schedule developed per Attachment A to this
AGREEMENT.
Article V
Obligations of the City
Amendments to Article V, if any, are included in Attachment B.
A. City-Furnished Data
PROFESSIONAL CONSULTANT 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 PROFESSIONAL
CONSULTANT as required for the PROFESSIONAL CONSULTANT'S
performance of its Services. The CITY will perform, at no cost to the
PROFESSIONAL CONSULTANT, such tests of equipment, machinery,
pipelines, and other components of the CITY'S facilities as may be required
in connection with the 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 performance of the Services or the
PROJECT construction.
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D. Timely Review
The CITY will examine the PROFESSIONAL CONSULTANT'S Instruments
of Service, obtain advice of an attorney, insurance counselor, accountant,
auditor, bond and financial advisors, and other consultants as the CITY
deems appropriate; and render in writing decisions required by the CITY in a
timely manner in accordance with the PROJECT schedule prepared in
accordance with Attachment A.
E. Prompt Notice
The CITY will give prompt written notice to the PROFESSIONAL
CONSU�TANT whenever CITY observes or becomes aware of any
development that affects the scope or timing of the Services or of any defect
in the Services or the construction contractors' work.
F. Asbestos or Hazardous Substances Release.
(1) CITY acknowledges PROFESSIONAL CONSULTANT will perForm
part of the Services at the PROJECT, which may contain hazardous
materials, including asbestos containing materials, or conditions, and that
PROFESSIONAL CONSULTANT 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 PROFESSIONAL CONSULTANT
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 PROFESSIONAL CONSULTANT'S negligence or if
PROFESSIONA� CONSULTANT 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.F. regarding the PROFESSIONAL CONSULTANT'S Personnel at
Construction Site, and provisions providing contractor indemnification of the
CITY and the PROFESSIONAL CONSULTANT 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:
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"Contractors, subcontractors and equipment and materials
suppliers on the PROJECT, or their sureties, shall maintain
no direct action against the PROFESSIONAL
CONSU�TANT, 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 PROFESSIONAL CONSULTANT."
(2) This AGREEMENT gives no rights or benefits to anyone other than
the CITY and the PROFESSIONAL CONSULTANT and there are no third-
party beneficiaries.
(3) The CITY will include in each agreement it enters into with any other
entity or person regarding the PROJECT a provision that such entity or
person shall have no third-party beneficiary rights under this AGREEMENT.
(4) Nothing contained in this section V.H. shall be construed as a waiver
of any right the CITY has to bring a claim against PROFESSIONAL
CONSULTANT.
L 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 will,
upon written request by PROFESSIONAL CONSU�TANT, provide 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 PROFESSIONAL
CONSULTANT 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 PROFESSIONAL
CONSULTANT, this AGREEMENT shall be amended or a separate
agreement will be negotiated between the parties regarding those services
and the payment therefor.
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K. Changes
The CITY may make or approve changes within the general Scope of
Services in this AGREEMENT. If such changes affect the PROFESSIONAL
CONSULTANT'S cost of or time required for perFormance of the Services,
an equitable adjustment will be made through an amendment to this
AGREEMENT with appropriate CITY approval.
If the PROFESSIONAL CONSULTANT is required by the CITY to perform
services outside the Scope of Services ("Additional Services"),
PROFESSIONAL CONSULTANT shall be compensated for the Additional
Services on a time and materials basis. Such Additional Services and
compensation therefor shall be agreed to in writing and incorporated into this
AGREEMENT as an amendment.
Article VI
General Legal Provisions
Amendments to Article VI, if any, are included in Attachment B.
A. Authorization to Proceed
PROFESSIONAL CONSULTANT shall be authorized to proceed with this
AGREEMENT upon receipt of a written Notice to Proceed from the CITY.
B. Deleted
C. Force Majeure
The PROFESSIONAL CONSULTANT 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 PROFESSIONAL CONSULTANT
that prevent PROFESSIONAL CONSULTANT'S performance of the
Services..
D. Termination
(1) This AGREEMENT may be terminated only by the City for
convenience on thirty (30) days written notice. This AGREEMENT may be
terminated by either the CITY or the PROFESSIONAL CONSULTANT 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 five (5)
days of written notice and diligently complete the correction thereafter.
(2) If this AGREEMENT is terminated for the convenience of the City, the
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PROFESSIONAL CONSULTANT will be paid for termination expenses as
follows:
a.) Cost of reproduction of partial or complete Instruments of
Service;
b.) Out-of-pocket expenses for purchasing electronic data files
and other data storage supplies or services;
c.) The time requirements for the PROFESSIONAL
CONSULTANT'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
PROFESSIONAL CONSULTANT 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 for the convenience
of the CITY. In the event of such suspension, delay, or interruption, an
equitable adjustment in the PROJECT'S schedule, commitment and cost of
the PROFESSIONAL CONSULTANT'S personnel and subcontractors, and
PROFESSIONAL CONSULTANT'S compensation will be made.
F. Indemnification
In accordance with Texas Local Government Code Section 271.904, the
PROFESSIONAL CONSULTANT shall indemnify and hold harmless 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 PROFESSIONAL
CONSULTANT or PROFESSIONAL CONSULTANT'S agent, consultant
under contract, or another entity over which the PROFESSIONAL
CONSULTANT 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
All indemnifications and limitations on liability in this AGREEMENT are
business understandings between the parties and shall apply to all the
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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
PROFESSIONAL CONSULTANT, and their officers, employees, agents,
and subcontractors.
I. Jurisdiction
The law of the State of Texas shall govern the validity of this AGREEMENT,
its interpretation and perFormance, and any other claims related to it. The
venue for any litigation related to this AGREEMENT shall be Tarrant County,
Texas.
J. Severability and Survival
If any of the provisions contained in this AGREEMENT are held for any
reason to be invalid, illegal, or unenforceable in any respect, such invalidity,
illegality, or unenforceability will not affect any other provision, and this
AGREEMENT shall be construed as if such invalid, illegal, or unenforceable
provision had never been contained herein. Articles V(F).,IV(D)., VI(D),
VI(F), VI(H)., and VI(I) shall survive termination of this AGREEMENT for any
cause.
K. Observe and Comply
PROFESSIONAL CONSULTANT 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 Services
hereunder, and shall observe and comply with all orders, laws ordinances
and regulations which may exist or may be enacted later by governing
bodies having jurisdiction or authority for such enactment. No plea of
misunderstanding or ignorance thereof shall be considered.
PROFESSIONAL CONSULTANT agrees to defend, indemnify and hold
harmless CITY and all of its officers, agents and employees from and
against all claims or liability arising out of the violation of any such order, law,
ordinance, or regulation, whether it be by itself or its employees.
L. Notice
Any notice or request mentioned in this AGREEMENT shall be in writing and
may be effected by personal delivery in writing or by registered or certified
mail, return receipt requested, addressed to the proper party, at the following
address: PROF. CONS. Representative: c.•t� N.���.nrw�� ��
CITY Representative: s��r� �zs
trr.v�r�W , Tx i5ot��
WRMC Campus Wide Fiber Network Feasibility Study (April 2013) Page 15 of 17
Moye Consulting
Article VII
Attachments, Schedules, and Signatures
This AGREEMENT, including its attachments and schedules, constitutes the entire
AGREEMENT, supersedes all prior written or oral understandings, and may only be
changed by a written amendment executed by both parties. The following attachments
and schedules are hereby made a part of this AGREEMENT:
Attachment A- Scope of Services, Compensation, and Schedule
Attachment B- Amendments to Standard Agreement for Engineering Services
Executed and effective this the �oT"' day of at�m� �- , 20 � 3.
'�'���u~y
ATTEST: � ��y��o� °�°��4�,�`,�ITY OF FORT WORTH:
. . y ��o n p ��
:
Mary J.
City Se
',� Q,�Fernando Costa
�,a' Assistant City Manager
APPROVED AS TO FORM AND LEGALITY: APPROVAL RECOMMENDED:
By: � C � By: (� • (.,-�
�t+ n�,'ch� � f �• Douglas . Wiersig, PE
Assistant City Attorney ���` � ��� Director, Transportation and
Public Works Department
M&C No.: M&C Is Not Required
M&C Date:
WRMC Campus Wide Fiber Network Feasibility Study (April 2013)
Moye Consulting
PROFESSIONAL CONSULTANT:
BY� —7 ��
Jan Moye, PMP
Principal
AF'�ICIA�- ��c�RD
�1'fY ������ �
��o Q3�����s -
; �.-- -- _ �
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Page 16 of 17
ATTACHMENT A- SCOPE OF SERVICES, COMPENSATION, SCHEDULE
Refer to the attached Moye Consulting LLC letter dated February 22, 2013, subject:
Will Rogers Memorial Center, Campus Wide Fiber Network, Feasibility Assessment and
Reporting, Professional Services Proposal. If any conflict arises between the
Attachments/Exhibits and the Agreement, the terms of the Agreement shall control.
ATTACHMENT B- AMENDMENTS TO AGREEMENT
��►[��
WRMC Campus Wide Fiber Network Feasibility Study (April 2013) Page 17 of 17
Moye Consulting
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;t_f�:r•cr C�;rstr?!in,S> — rf4•r(! :�' 13e!.li»e tt�?. Srritcr I_' f, 'rr•:�ir�, ?"cxa, .T�'c�fi:3 — 9??. ?'7.'�157 •— tii�ti� sv.nrn,�c�c�>u.;ui:inr.c:cn�:
Februa�� 22, 2013
A�Ir. James D. Hornes
�ssistant Facilities & Public Events Directox
Czty of Foxt Worth
Public Events Deparpnent
1201 Houston Street
Fort Worth, T�i 76102
Re; Will Rogers Memo�al Centex
Campus Wide Fiber Network
Feasibility r�ssessment and Reporting
Pxofessional Services Proposal
Deax Mx. Horner:
,-
Moye T. T. Constddng (MOYE) is pleased to present Co the City of Fort Woxth (CI'I'Y) this proposal
for technology consulriug services associated wzth the design and construcrion of new optical £ibez
netivork in£rastructure supporting facilities at the Wzll Ragers Memorial Center. Thank qau very
much for this opportunity to pxopose our services.
These services will be pexformed zn cooperation with parallel efforts bq Brli �ustin. This proposal
is�cludes only the perFormance of a feasibility assessment and prepaxation o�related repo:te. Z,atex
phases of work can be proposed separately upon pour rec�uest.
These services are geographicallp bounded by Gendp Street, W. Lancastex llvenue, University Drive,
Trail Drive, and Harley rlvenue, and the assessment will include the follo�ving fac3lities: Will Rogers
�uditouum, Will RogeYs Coliseum, .rl.mon G. Carter Jr. E�ibits Building, Burnett Buildis�:g,
Richardson-Bass Butlding, John Jusrin 1lrena, 7ames L. & Eunice West c�sena, Charlie & Kitt
Moncrie£Building, W.R: Watt rlrena, Equestrian Multi-Purpose Building, Livestock Barns, and
Welcome/Sales Centex.
1. RE�ERENCES
The fallatving documents further deftne or clarify the scope o£ pzoject, and are incorporated by this
xeference.
Wi11_Rogers_Center_Map_Final.pdf
Whexever this letter contxadicCs the xeference documents, this letter shall supeYsede.
2. SYSTEMS SCOPE
This proposal its for services addressing the follorving Cechmology systems.
- Optical Fiber Data Netwoxk.
February 22, 2013 p 1 of 3 City of Fort Worth, WRMC
:�h;,4eC��nstritirtc'—h�Tf1:�`73e1ar'i,tcRd. Sni:`c 1 zs, lrvirt,�, `I'c::rr.i ?;Ofi3- �'2.1?l.,'•�)51 —�:�w�u�.utoy2r.nrt:rJ:in�.c:��nr
3. PREDECESSOR PROJ'ECTS
Constructiott o£ tbis praject scope is dependent upon the successful priox coxnplerion of rhe
follo�ving enabling projects. '1"hese enabling pxojects axe not included in tlus proposed scope.
� (none) '
4. SCOPE O� SERVICES
�ssessmen# and xeporting services will include;
1. Conduct one meeting �vith City stakeholders ro gather design criteria, determine and
document requizements by syseems to be supparted by the net�vork, et al.
2, Revie�v design criteria attd as-built documentarion.
3. Pesform 2-dap site survey and documentation of site conditions.
4. Prepare draft Yeport of £inclings, survey documentation, solution recommendations and
opinion of probable cost.
5. Conduct one meeting �xrith City stakeholders to present the dzaft report and gathez feedback,
6. Incozpoxate City feedback and pxepaze final report.
7, Conduct one meeting to present final report.
5. TECHNTCAL ASSLTMPTIONS
1. Services axe provided for,phpsical in£zastructure only. These services may be expanded to
include network electronics and rhose systems supported by the Netarork. .A pxoposal for
expanded seroices is available upon xequest.
6. ADMINISTRATTVE ASSUMPTIONS
' 1. Travel to Git�* offices and projecr site is included.
2. City to pro�ride keys, or properly cxedentialed escort, as necessarq to gain access to all in-
scope spaces.
3. Deliverable documents will be provided in hardcopy (3 report copies) and electronically,
r�dditional reporC copies are available at cost.
4, Work �vill be per£ozzned under the oveYsight of a BICSI Registered Commuzucations
Distribution Designer (RCDD).
5. T'articipation in meetings, site v:isifis and constsuction administtation activities is services is
liunited to the hours budgeted in the Task Breakdown Worksheet.
6. Revietv and print cycles beyond those outlined in the scope of services may be conside:red
additional sexvices. �
7. �1ny fees (ie: fas percnittin� not listed herein axe excluded.
$. Dxa�vings �vili be developed in :�utoDesk AutoCad 2013 or .�',utoDesk Revit 2013 at our
discxetion, unless otheswise agreed to p�iox to commencement of woxk.
9. riny systems not listed in Section 1 abave axe exp�Zcitly eacluded.
7. SCHEDULE
February 22, 2013 p 2 of 3 City of Fort Worth, WRMC
:ZfriceC'n.nstd?in,�Y-.tSQ•;!!:4'13elr1irteR<f.:Si;i1e1_'S>Irr•iitt;, 7'c:ros �Si16:i-9'%.?"1.i�1.51...:r�rti��.i��rJ��ecnu.iultin�;.<:n�r
This proposal assumes a one month performance period, and �ve a=e prepared to commence woxk
upon yot� notice to proceed.
8. SMALL BUSINESS
For the benefit of our pubJic sector clients Mope Consulting maintains D/WBE cerrifications �vith
manp Iocal, state and £edesal agencies. Certi�ication documents are a�rai.lable upon request.
9. FEE
For rhe seope and performance period outlined herein, MOYE proposes a Esxed price contxact
amount: of $15,800.Q6.
Thank pou ver� much for this opporhuuty. Should you have any questions please feel £ree to call me
at 972.887.5550 office dixect, ar 972.740.6693 cell.
Best xegards,
Jan Mope, PMP
Principal
�tt: Fee T3reakdown spreadsheat
cc: tl. Rose, T. Barry, M. Webex
�
February 22, 2013 p 3 of 3 City of Fort Worth, WRMC
Contract Title: W(II Rogers Memorial Center - Campus Wide Fiber tVetwork
Consultant: Moye ConsulEing {Moye i T Consulting, LLG}
Phase: Assessment & Report
Date: 212 212 0 1 3
Design
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