HomeMy WebLinkAboutContract 59554CSC No. 59554
FORT WORTH,
N111
PROFESSIONAL SERVICES AGREEMENT
This PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into by
and between the CITY OF FORT WORTH ("City"), a Texas home rule municipal corporation, acting by
and through its duly authorized Assistant City Manager, and Burns & McDonnell Engineering Company,
Inc. ("Vendor or Consultant"), a Missouri Corporation and acting by and through its duly authorized
representative, each individually referred to as a "party" and collectively referred to as the "parties."
AGREEMENT DOCUMENTS:
The Agreement documents shall include the following:
1. This Professional Services Agreement;
2. Exhibit A
— Scope of Services or Goods;
3. Exhibit B
— Price Schedule;
4. Exhibit C
— Chapter 252 Exemption
5. Exhibit D
— Verification of Signature Authority Form.
6. Exhibit E —
Conflict of Interest Questionnaire.
Exhibits A, B, C, D, and E which are attached hereto and incorporated herein, are made a part of this
Agreement for all purposes. hi the event of any conflict between the terms and conditions of Exhibits A, B,
C, D, or E and the terms and conditions set forth in the body of this Agreement, the terms and conditions
of this Agreement shall control.
1. Scope of Services. Consultant will evaluate and update the existing GOP contract for
content, language and clarity, and to confirm the language is consistent with the original M&C as well as
the existing ordinance; perform audits on existing GOP haulers and in the future, conduct a minimum of 3
haulers audits per fiscal year. Consultant's scope of services ("Services"), are set forth in more detail in
Exhibit "A," and attached hereto and incorporated herein for all purposes.
2. Term. This Agreement begins on the date the agreement is signed by City of Fort Worth
Assistant City Manager ("Effective Date") and expires on one year from Effective Date ("Expiration
Date"), unless terminated earlier in accordance with this Agreement ("Initial Term"). City will have the
option, in its sole discretion, to renew this Agreement under the same terms and conditions, for up to four
(4) one-year renewal option(s) (each a "Renewal Term").
3. Compensation. City will pay Consultant in accordance with the provisions of this
Agreement, including Exhibit `B," which is attached hereto and incorporated herein for all purposes. Total
compensation under this Agreement will not exceed Seventy Thousand Dollars ($70,000.00) unless
otherwise mutually agreed in writing by the Parties. Consultant will not perform any additional services
or bill for expenses incurred for City not specified by this Agreement unless City requests and approves in
writing the additional costs for such services. City will not be liable for any additional expenses of
Consultant not specified by this Agreement unless City first approves such expenses in writing.
OFFICIAL RECORD
Professional Services Agreement — Burns & McDonnell CITY SECRETARY Page 1 of 21
FT. WORTH, TX
4. Termination.
4.1. Written Notice. City or Consultant may terminate this Agreement at any time and
for any reason by providing the other party with 30 days' written notice of termination.
4.2 Non-a_nnronriation of Funds. hi the event no funds or insufficient funds are
appropriated by City in any fiscal period for any payments due hereunder, City will notify
Consultant of such occurrence and this Agreement will terminate on the last day of the fiscal period
for which appropriations were received without penalty or expense to City of any kind whatsoever,
except as to the portions of the payments herein agreed upon for which funds have been
appropriated.
4.3 Duties and Obligations of the Parties. In the event that this Agreement is
terminated prior to the Expiration Date, City will pay Consultant for services actually rendered up
to the effective date of termination and Consultant will continue to provide City with services
requested by City and in accordance with this Agreement up to the effective date of termination
which, unless otherwise agreed to by the parties, will be thirty (30) days following the written
notice of termination.
Upon termination of this Agreement for any reason, and upon payment in full for services
performed, Consultant shall deliver to City all data, documents, drawings, reports, estimates,
summaries and such other information and materials, (a) that Consultant was obligated to supply
to City under the terms of this Agreement, whether completed or in process, and (b) that Consultant
received from City before or during the performance of the services, except that Consultant may
retain one record copy of such deliverables and information for archival purposes ("Project
Information"). In the event of termination prior to completion of construction documents, City
releases Consultant from any liability for such incomplete documents and waives all claims against
Consultant on account of City's reliance upon such incomplete documents.
5. Disclosure of Conflicts and Confidential Information.
5.1 Disclosure of Conflicts. Consultant hereby represents to City that Consultant has
made full disclosure in writing of any existing or potential conflicts of interest related to
Consultant's services under this Agreement. In the event that any conflicts of interest arise after the
Effective Date of this Agreement, Consultant hereby agrees to immediately make full disclosure to
City in writing.
5.2 Confidential Information. Consultant, for itself and its officers, agents and
employees, agrees that it will treat all information provided to it by City ("City Information") as
confidential and will not disclose any such information to a third party without the prior written
approval of City, except to the extent that such disclosure is required by applicable law or court
order and then only after prior notice to and consultation with the City.
5.3 Public Information Act. City is a government entity under the laws of the State of
Texas and all documents held or maintained by City are subject to disclosure under the Texas Public
Information Act. In the event there is a request for information marked Confidential or Proprietary,
City will promptly notify Consultant. It will be the responsibility of Consultant to submit reasons
objecting to disclosure. A determination on whether such reasons are sufficient will not be decided
Professional Services Agreement — Burns & McDonnell Page 2 of 21
by City, but by the Office of the Attorney General of the State of Texas or by a court of competent
jurisdiction.
5.4 Unauthorized Access. Consultant must store and maintain City Information in a
secure manner and will not allow unauthorized users to access, modify, delete or otherwise corrupt
City Information in any way. Consultant must notify City immediately if the security or integrity
of any City Information has been compromised or is believed to have been compromised, in which
event, Consultant will, in good faith, use all commercially reasonable efforts to cooperate with City
in identifying what information has been accessed by unauthorized means and will fully cooperate
with City to protect such City Information from further unauthorized disclosure.
6. Right to Audit. Consultant agrees that City will, until the expiration of three (3) years
after final payment under this Agreement, or the final conclusion of any audit commenced during the said
three years, have access to and the right to examine at reasonable times any directly pertinent books,
documents, papers and records, including, but not limited to, all electronic records, of Consultant involving
transactions relating to this Agreement at no additional cost to City. Consultant agrees that City will have
access during normal working hours to all necessary Consultant facilities and will be provided adequate
and appropriate work space in order to conduct audits in compliance with the provisions of this section.
City will give Consultant no less than seven days' advance notice of intended audits.
7. Indeuendent Contractor. It is expressly understood and agreed that Consultant will
operate as an independent contractor as to all rights and privileges and work performed under this
Agreement, and not as agent, representative or employee of City. Subject to and in accordance with the
conditions and provisions of this Agreement, Consultant will have the exclusive right to control the details
of its operations and activities and be solely responsible for the acts and omissions of its officers, agents,
servants, employees, Consultants, and subcontractors. Consultant acknowledges that the doctrine of
respondeat superior will not apply as between City, its officers, agents, servants and employees, and
Consultant, its officers, agents, employees, servants, contractors, and subcontractors. Consultant further
agrees that nothing herein will be construed as the creation of a partnership or joint enterprise between City
and Consultant. It is further understood that City will in no way be considered a Co -employer or a Joint
employer of Consultant or any officers, agents, servants, employees, contractors, or subcontractors. Neither
Consultant, nor any officers, agents, servants, employees, contractors, or subcontractors of Consultant will
be entitled to any employment benefits from City. Consultant will be responsible and liable for any and all
payment and reporting of income taxes on behalf of itself, and any of its officers, agents, servants,
employees, contractors, or contractors.
8. Liability and Indemnification.
8.1 GENERAL - CONSULTANT SHALL RELEASE, DEFEND,
INDEMNIFY AND HOLD HARMLESS CITY AND ITS OFFICERS, AGENTS AND
EMPLOYEES FROM AND AGAINST ALL DAMAGES, CLAIMS, LOSSES,
DEMANDS, SUITS, JUDGMENTS AND COSTS, INCLUDING REASONABLE
ATTORNEY'S FEES AND EXPENSES, FOR PERSONAL INJURIES (INCLUDING
DEATH) AND THIRD -PAR TY PROPERTY DAMAGE TO THE EXTENT CAUSED
BY THE NEGLIGENT ACT OR OMISSION OF CONSULTANT, ITS OFFICERS,
AGENTS, EMPLOYEES, OR SUBCONTRACTORS IN THE PERFORMANCE OF
SERVICES PROVIDED UNDER THIS AGREEMENT. THE CONSULTANT SHALL
NOT BE OBLIGATED OR LIABLE TO THE CITY FOR ANY CLAIM ARISING IN
CONNECTION WITH THIS AGREEMENT EXCEPT ITS OWN NEGLIGENCE
Professional Services Agreement — Burns & McDonnell Page 3 of 21
THAT IS THE FAULT OF THE CONSULTANT, AND/OR ITS AGENTS,
EMPLOYEES, OR SUBCONTRACTORS, OR OTHERS FOR WHOM CONSULTANT
IS LEGALLY RESPONSIBLE.
NOTWITHSTANDING THE FOREGOING, CONSULTANT AGREES, TO
THE FULLEST EXTENT PERMITTED BY LAW, TO INDEMNIFY AND HOLD
HARMLESS CITY AND ITS OFFICERS, AGENTS AND EMPLOYEES AGAINST
COSTS, DAMAGES, OR LOSSES, INCLUDING REASONABLE ATTORNEYS'
FEES AND EXPENSES, RESULTING FROM CLAIMS BY THIRD PARTIES FOR
PERSONAL INJURIES (INCLUDING DEATH) OR PROPERTY DAMAGE TO THE
EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OF
CONSULTANT, ITS OFFICERS, AGENTS, EMPLOYEES, OR SUBCONTRACTORS
IN THE PERFORMANCE OF PROFESSIONAL SERVICES UNDER THIS
AGREEMENT. CONSULTANT SHALL NOT BE OBLIGATED TO DEFEND OR
INDEMNIFY CITYAND ITS OFFICERS, AGENTS AND EMPLOYEES FOR THEIR
RESPECTIVE NEGLIGENCE OR WILLFUL MISCONDUCT.
8.2 LIMITATION OF LIABILITY. NEITHER THE CITY NOR
CONSULTANT SHALL BE LIABLE TO THE OTHER FOR ANY INDIRECT,
SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES INCLUDING,
WITHOUT LIMITATION, LOSS OF PROFITS OR REVENUE, LOSS OF
PRODUCTION, COSTS OF CAPITAL NON -OPERATION OR INCREASED
EXPENSE OF OPERATION OF OTHER EQUIPMENT OR SYSTEMS, INJURED
REPUTATION, COSTS OF SUBSTITUTE EQUIPMENT, FACILITIES OR
SERVICES, DOWNTIME COSTS, OR CLAIMS BY CUSTOMERS, WHETHER
LIABILITY IS BASED ON CONTRACT, WARRANTY, NEGLIGENCE, STRICT
LIABILITYOR OTHERWISE. SUCH WAIVER SHALL NOT INCL UDE PENALTIES
ENFORCED BY GOVERNMENTAL OR REGULATORY AGENCIES WITH
JURISDICTION OVER THESE PARTIES AND THIS CONTRACT, SUCH AS THE
TEXAS COMMISSION ON ENVIRONMENTAL QUALITY (TCEQ), TO THE
EXTENT CAUSED BY CONSULTANT'S NEGLIGENT PERFORMANCE OF
SERVICES UNDER THIS AGREEMENT.
TO THE FULLEST EXTENT PERMITTED BY LAW, AND
NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, THE
TOTAL LIABILITY, IN THE AGGREGATE, OF CONSULTANT, ITS OFFICERS,
DIRECTORS, EMPLOYEES, AGENTS, AND SUBCONTRACTORS, OR ANY OF
THEM, TO THE CITYAND ANYONE CLAIMING BY, THROUGH OR UNDER THE
CITY, FOR ANYAND ALL CLAIMS, LOSSES, LIABILITIES, COSTS OR DAMAGES
WHATSOEVER ARISING OUT OF, RESULTING FROM, OR IN ANY WAY
RELATED TO THE SERVICES OR THIS AGREEMENT FROM ANY CAUSE
INCLUDING, BUT NOT LIMITED TO, THE NEGLIGENCE, PROFESSIONAL
ERRORS OR OMISSIONS, STRICT LIABILITY, BREACH OF CONTRACT, OR
WARRANTY (EXPRESS OR IMPLIED) OF CONSULTANT, ITS OFFICERS,
DIRECTORS, EMPLOYEES, AGENTS OR SUBCONTRACTORS, OR ANY OF
THEM, SHALL NOT EXCEED ONE MILLION DOLLARS ($1, 000, 000). THE
Professional Services Agreement — Burns & McDonnell Page 4 of 21
PARTIESAGREE THAT SPECIFIC CONSIDERATIONHAS BEEN GIVENBY THE
CONSULTANT FOR THIS LIMITATIONAND THAT IT IS DEEMED ADEQUATE.
Assignment and Subcontracting.
9.1 Assiiu ment. Consultant will not assign or subcontract any of its duties, obligations
or rights under this Agreement without the prior written consent of City. If City grants consent to
an assignment, the assignee will execute a written agreement with City and Consultant under which
the assignee agrees to be bound by the duties and obligations of Consultant under this Agreement.
Consultant will be liable for all obligations of Consultant under this Agreement prior to the effective
date of the assignment and Consultant shall have no further liability or obligations under the
assigned portion of the Agreement.
9.2 Subcontract. If City grants consent to a subcontract, the subcontractor will execute
a written agreement with Consultant referencing this Agreement under which subcontractor agrees
to be bound by the duties and obligations of Consultant under this Agreement as such duties and
obligations may apply. Consultant must provide City with a fully executed copy of any such
subcontract.
10. Insurance. Consultant must provide City with certificate(s) of insurance documenting
policies of the following types and minimum coverage limits that are to be in effect prior to commencement
of any Services pursuant to this Agreement:
10.1 Coverage and Limits
(a) Commercial General Liability:
$1,000,000 - Each Occurrence
$2,000,000 - Aggregate
(b) Automobile Liability:
$1,000,000 - Each occurrence on a combined single limit basis
Coverage will be on any vehicle used by Consultant, or its employees, agents, or
representatives in the course of providing Services under this Agreement. "Any
vehicle" will be any vehicle owned, hired and non -owned.
(c) Worker's Compensation:
Statutory limits according to the Texas Workers' Compensation Act or any other
state workers' compensation laws where the Services are being performed.
Employers' liability
$100,000 -
Bodily Injury by accident; each accident/occurrence
$100,000 -
Bodily Injury by disease; each employee
$500,000 -
Bodily Injury by disease; policy limit
(d) Professional Liability (Errors & Omissions):
Professional Services Agreement — Burns & McDonnell Page 5 of 21
$1,000,000 - Each Claim Limit
$1,000,000 - Aggregate Limit
Professional Liability coverage may be provided through an endorsement to the
Commercial General Liability (CGL) policy, or a separate policy specific to
Professional E&O. Either is acceptable if coverage meets all other requirements.
Coverage must be claims -made, and maintained for the duration of the contractual
agreement and for two (2) years following completion of Consultants Services
provided. An annual certificate of insurance must be submitted to City to evidence
coverage.
10.2 General Reauirements
(a) The commercial general liability and automobile liability policies must
name City as an additional insured thereon, as its interests may appear. The term
City includes its employees, officers, officials, agents, and volunteers in respect to
the contracted services.
(b) The workers' compensation policy must include a Waiver of Subrogation
(Right of Recovery) in favor of City.
(c) A minimum of Thirty (30) days' notice of cancellation or reduction in
limits of coverage must be provided to City. Ten (10) days' notice will be
acceptable in the event of non-payment of premium. Notice must be sent to the
Risk Manager, City of Fort Worth, 200 Texas Street, Fort Worth, Texas 76102,
with copies to the Fort Worth City Attorney at the same address.
(d) The insurers for all policies must be licensed and/or approved to do
business in the State of Texas. All insurers must have a minimum rating of A- VII
in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial
strength and solvency to the satisfaction of Risk Management. If the rating is
below that required, written approval of Risk Management is required.
(e) Any failure on the part of City to request required insurance
documentation will not constitute a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Consultant has obtained all
required insurance will be delivered to the City prior to Consultant proceeding with
any work pursuant to this Agreement.
11. Compliance with Laws, Ordinances, Rules and Regulations. Consultant agrees that in
the performance of its obligations hereunder, it will comply with all applicable federal, state and local laws,
ordinances, rules and regulations, and that any work Consultant produces in connection with this
Agreement will also comply with all applicable federal, state and local laws, ordinances, rules and
regulations having jurisdiction over these Parties or the services provided under this Agreement. If City
notifies Consultant of any violation of such laws, ordinances, rules or regulations, Consultant must
immediately desist from and correct the violation.
Professional Services Agreement — Burns & McDonnell Page 6 of 21
12. Non -Discrimination Covenant. Consultant, for itself, its personal representatives,
assigns, contractors, subcontractors, and successors in interest, as part of the consideration herein, agrees
that in the performance of Consultant's duties and obligations hereunder, it will not discriminate in the
treatment or employment of any individual or group of individuals on any basis prohibited by law. IF ANY
CLAIM ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION
COVENANT BY CONSULTANT, ITS PERSONAL REPRESENTATIVES, ASSIGNS,
CONTRACTORS, SUBCONTRACTORS, OR SUCCESSORS IN INTEREST, CONSULTANT
AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND
HOLD CITY HARMLESSTO THE EXTENT CAUSED BY CONSULTANT'S VIOLATION OF
THIS SECTION 12.
13. Notices. Notices required pursuant to the provisions of this Agreement will be
conclusively determined to have been delivered when (1) hand -delivered to the other party, its agents,
employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the
transmission, or (3) received by the other party by United States Mail, registered, return receipt requested,
addressed as follows:
To CITY:
To CONSULTANT:
City of Fort Worth Burns & McDonnell Engineering Company, Inc.
Attn: Assistant City Manager Attn: Scott Pasternak
200 Texas Street 6200 Bridge Point Parkway
Fort Worth, TX 76102-6314 Suite 400 Austin, TX 78730
Facsimile: (817) 392-8654 Facsimile: (512) 329-2707
With copy to Fort Worth City Attorney's Office at
same address
14. Solicitation of Emulovees. Intentionally Deleted
15. Governmental Powers. It is understood and agreed that by execution of this Agreement,
City does not waive or surrender any of its governmental powers or immunities.
16. No Waiver. The failure of City or Consultant to insist upon the performance of any term
or provision of this Agreement or to exercise any right granted herein does not constitute a waiver of City's
or Consultant's respective right to insist upon appropriate performance or to assert any such right on any
fixture occasion.
17. Governing Law / Venue. This Agreement will be construed in accordance with the laws
of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought pursuant to this
Agreement, venue for such action will lie in state courts located in Tarrant County, Texas or the United
States District Court for the Northern District of Texas, Fort Worth Division.
18. Severability. If any provision of this Agreement is held to be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be
affected or impaired.
19. Force Mai eure. City and Consultant will exercise their best efforts to meet their respective
duties and obligations as set forth in this Agreement, but will not be held liable for any delay or omission
Professional Services Agreement — Burns & McDonnell Page 7 of 21
in performance due to force majeure or other causes beyond their reasonable control, including, but not
limited to, compliance with any government law, ordinance, or regulation; acts of God or nature; severe
weather events; earthquake; flood; unavoidable casualty; acts of the public enemy; rebellion; fires; strikes;
labor disputes and disturbances; boycotts; picketing; lockouts; natural disasters; wars (declared or
undeclared); riots; epidemics or pandemics; government action or inaction; orders of government (local,
state, federal) agencies or authorities; material or labor restrictions; transportation problems; restraints or
prohibitions by any court, board, department, commission, or agency of the United States or of any States;
civil disturbances; other national or regional emergencies; or any other similar cause not enumerated herein
but which is beyond the reasonable control of the Party whose performance is affected (collectively, "Force
Majeure Event"). The performance of any such obligation is suspended during the period of, and only to
the extent of, such prevention or hindrance, provided the affected Party provides notice of the Force Maj eure
Event, and an explanation as to how it prevents or hinders the Party's performance, as soon as reasonably
possible after the occurrence of the Force Majeure Event. The notice required by this section must be
addressed and delivered in accordance with Section 13 of this Agreement. Nothing in this Article shall be
construed to relieve either Party of its obligation to pay monies due or to fulfill any unaffected obligations
required under the Contract.
20. Headings not Controlling. Headings and titles used in this Agreement are for reference
purposes only, will not be deemed a part of this Agreement, and are not intended to define or limit the scope
of any provision of this Agreement.
21. Review of Counsel. The parties acknowledge that each party and its counsel have
reviewed and revised this Agreement and that the normal rules of construction to the effect that any
ambiguities are to be resolved against the drafting party will not be employed in the interpretation of this
Agreement or Exhibits A, B, and C.
22. Amendments / Modifications / Extensions. No amendment, modification, or extension
of this Agreement will be binding upon a party hereto unless set forth in a written instrument, which is
executed by an authorized representative of each party.
23. Counterparts. This Agreement may be executed in one or more counterparts and each
counterpart will, for all purposes, be deemed an original, but all such counterparts will together constitute
one and the same instrument.
24. Warranty of Services. Consultant warrants that it will exercise reasonable skill, care and
diligence in the performance of its services and will carry out its responsibilities in accordance with
customarily accepted professional practices and applicable laws. If Consultant fails to meet the foregoing
standard, Consultant will perform at its own cost, the professional services necessary to correct errors and
omissions reported to Consultant in writing within one year from the completion of Consultant's services.
Consultant does not make any other express or implied warranties or representations of any kind whatsoever
relating to this Agreement or the Services, including any implied warranty of merchantability or fitness for
a particular purpose. THE REMEDIES OUTLINED IN THIS SECTION 24 INCLUDE
CONSULTANT'S SOLE AND EXLUSIVE OBLIGATIONS FOR CONSULTANT'S DEFECTIVE
SERVICES.
25. Immigration Nationalitv Act. Consultant must verify the identity and employment
eligibility of its employees who perform work under this Agreement, including completing the Employment
Eligibility Verification Form (I-9). Upon request by City, Consultant will provide City with electronic
copies of all I-9 forms and supporting eligibility documentation for each employee who performs work
under this Agreement. Consultant must adhere to all Federal and State laws as well as establish appropriate
Professional Services Agreement — Burns & McDonnell Page 8 of 21
procedures and controls so that no services will be performed by any Consultant employee who is not
legally eligible to perform such services. CONSULTANT WILL INDEMNIFY CITY AND HOLD
CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO
VIOLATIONS OF THIS PARAGRAPH BY CONSULTANT, CONSULTANT'S EMPLOYEES,
CONTRACTORS, SUBCONTRACTORS, OR AGENTS. Unless Contractor immediately rectifies any
identified violation of this Article 25 through compliance, City, upon written notice to Consultant, will have
the right to immediately terminate this Agreement for violations of this provision by Consultant.
26. Copvright and Limited Use License.
Upon full and final payment to Consultant, the City shall have a permanent assignable,
nonexclusive royalty free license to use any concept, product or process, patentable, copyrightable or
otherwise, furnished or supplied to the City or incorporated into the Services by the Consultant or its
employees. Consultant shall require its subconsultants to grant City a similar license in the intellectual
property of the subconsultant that is furnished or supplied to the City or incorporated into the Work.
All documents prepared by Consultant pursuant to this Agreement are instruments of service in respect to
the Services specified herein. They are not intended or represented to be suitable for reuse by City or others
in extensions of the Services beyond that which is contemplated or on any other project. Any reuse,
extension, or completion by City or others without written verification, adaptation, and permission by
Consultant for the specific purpose intended will be at City's sole risk and without liability or legal exposure
to Consultant.
27. Signature Authoritv. The persons signing this Agreement hereby represent that they have
the legal authority to execute this Agreement on behalf of the respective party, and that such binding
authority has been granted by proper order, resolution, ordinance or other authorization of the entity. This
Agreement and any amendment hereto, may be executed by any authorized representative of Consultant.
Each party is fully entitled to rely on these representations in entering into this Agreement or any
amendment hereto.
28. Change in Companv Name or Ownership. Consultant must notify City's Purchasing
Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining
updated City records. The president of Consultant or an authorized official must sign the letter. A letter
indicating changes in a company name or ownership must be accompanied with supporting legal
documentation such as an updated W-9, documents filed with the state indicating such change, copy of the
board of director's resolution approving the action, or an executed merger or acquisition agreement. Failure
to provide the specified documentation so may adversely impact future invoice payments.
29. No Bovcott of Israel. If Consultant has fewer than 10 employees or this Agreement is
for less than $100,000, this section does not apply. Consultant acknowledges that in accordance with
Chapter 2271 of the Texas Government Code, the City is prohibited from entering into a contract with a
company for goods or services unless the contract contains a written verification from the company that it:
(1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms
"boycott Israel" and "company" has the meanings ascribed to those terms in Section 2271 of the Texas
Government Code. By signing this Agreement, Consultant certifies that Consultant's signature
provides written verification to the City that Consultant: (1) does not boycott Israel; and (2) will not
boycott Israel during the term of the Agreement.
30. Prohibition on Bovcottina Energv Companies. Consultant acknowledges that, in
accordance with Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S.,
Professional Services Agreement — Burns & McDonnell Page 9 of 21
S.B. 13, § 2, the City is prohibited from entering into a contract for goods or services that has a value of
$100,000 or more that is to be paid wholly or partly from public funds of the City with a company with 10
or more full-time employees unless the contract contains a written verification from the company that it:
(1) does not boycott energy companies; and (2) will not boycott energy companies during the term of the
contract. The terms "boycott energy company" and "company" have the meaning ascribed to those terms
by Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2. To
the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this
Agreement, Consultant certifies that Consultant's signature provides written verification to the City that
Consultant: (1) does not boycott energy companies; and (2) will not boycott energy companies during the
term of this Agreement.
31. Prohibition on Discrimination Against Firearm and Ammunition Industries.
Consultant acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government
Code, as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1, the City is prohibited from entering into a
contract for goods or services that has a value of $100,000 or more that is to be paid wholly or partly from
public funds of the City with a company with 10 or more full-time employees unless the contract contains
a written verification from the company that it: (1) does not have a practice, policy, guidance, or directive
that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during
the term of the contract against a firearm entity or firearm trade association. The terms "discriminate,"
"firearm entity" and "firearm trade association" have the meaning ascribed to those terms by Chapter 2274
of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1. To the extent that
Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement,
Consultant certifies that Consultant's signature provides written verification to the City that Consultant: (1)
does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm
trade association; and (2) will not discriminate against a firearm entity or firearm trade association during
the term of this Agreement.
32. Electronic Signatures. This Agreement may be executed by electronic signature, which
will be considered as an original signature for all purposes and have the same force and effect as an original
signature. For these purposes, "electronic signature" means electronically scanned and transmitted versions
(e.g. via pdf file or facsimile transmission) of an original signature, or signatures electronically inserted via
software such as Adobe Sign.
33. Entirety of Agreement. This Agreement, including all attachments and exhibits, contains
the entire understanding and agreement between City and Consultant, their assigns and successors in
interest, as to the matters contained herein. Any prior or contemporaneous oral or written agreement is
hereby declared null and void to the extent in conflict with any provision of this Agreement.
[SIGNATURE PAGE TO FOLLOW]
Professional Services Agreement — Burns & McDonnell Page 10 of 21
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples.
CITY OF FORT WORTH:
By: Valerie Washington (Jun 7, 2023 11:24 CDT)
Name: Valerie Washington
Title: Assistant City Manager
DateJune 7 2023
APPROVAL RECOMMENDED:
By:
Name: James Keezell
Title: Assistant Director Solid Waste
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By:
Name: Jannette Goodall
Title: City Secretary
CONSULTANT:
Burns & McDonnell Engineering Company, Inc.
By: Mark R. Knaack (Jun 1, 202316:43 CDT)
Name: Mark Knaack
Title: Regional Global Practice Manager
DateJune,1 2023
CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that I am the person
responsible for the monitoring and administration of
this contract, including ensuring all performance and
reporting requirements.
ChYi� It 4 tta��eY
By: Christian Harper (Jun
1,202 16:46CDT)
Name: Christian Harper
Title: Contract Service Administrator
APPROVED AS TO FORM AND LEGALITY:
By: R4
Name: Christopher Austria
Title: Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: N/A
Form 1295: N/A
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Professional Services Agreement — Burns & McDonnell Page 11 of 21
City Secretary Contract No.
EXHIBIT A
SCOPE OF SERVICES
Scope of Services and Schedule:
Consultant will provide the following services for the City.
1. Conduct virtual kick-off meeting with City staff to discuss prior efforts to review financial data from the
GOP haulers.
2. Review data previously received from the GOP haulers.
3. After the City sends an initial letter to the GOP haulers regarding the projects, Consultant will request
that each GOP hauler provide summary information to substantiate the basis for their GOP payments to the
City.
4. If requested by the GOP hauler(s), Consultant will develop and enter into a Non -disclosure Agreement
(NOA). Data subject to the NOA will not be shared with the City, per the terms of the NOA.
5. For each data set from the GOP haulers, complete a desktop review and provide an opinion regarding
whether there is sufficient information provided and whether each GOP hauler is accurately reporting and
paying their GOP fees.
6. If a hauler does not provide sufficient data, CONSULTANT will discuss options and potential fees to
conduct a more detailed evaluation, which could include requesting and reviewing more detailed financial
data and/or conducting an on -site evaluation of the financial data.
7. Develop recommendations on how the ordinance and/or agreements with GOP haulers can be improved.
7. Deliverable will include a draft and final report.
8. Consultant is entitled to rely on the accuracy and completeness of information and deliverables
from the City without the need for independent verification.
9. Project site visits by Consultant do not make Consultant responsible for site safety, construction
means and methods, nor other contractor's scopes of work.
Participation in any meetings or City Council meetings is not included in the Compensation estimate, but
can be provided upon request. Additional efforts will be provided as requested under the contract between
the OWNER and CONSULTANT.
Professional Services Agreement Page 12 of 21
City Secretary Contract No.
EXHIBIT B
PAYMENT SCHEDULE
Compensation:
The basis of compensation for the above Services shall be:
Hourly Rate per CONSULTANT's Rate Sheet, attached hereto, and based on estimates included in the
preceding table. The budget amounts will vary based on the actual level of required effort, and are estimated
at $70,000. Subject to a Not -to -Exceed Cap of $70,000.00, without further authorization. Given the
uncertain level of cooperation and type of data to be received from the GOP haulers, the budget of $70,000
is provided as an initial estimate. Once the CONSULTANT invoices the OWNER at least $50,000,
CONSULTANT will estimate the progress of the project and discuss with OWNER whether there will be
a need for additional compensation.
Professional Services Agreement Page 13 of 21
Schedule of Hourly Professional Service Billing Rates
Position
Classification
Hourly
Classification
Level
Billing Rate
General Office "
5
$73.00
Technician *
6
$92.00
Assistant *
7
$112.00
8
$153.00
9
$182.00
Staff *
10
$209.00
11
$228.00
Senior
12
$256.00
13
$280.00
Associate
14
$289.00
15
$291.00
16
$293.00
17
$295.00
NOTES:
1. Position classifications listed above refer to the firm's internal classification system for employee compensation.
For example, "Associate", "Senior", etc., refer to such positions as "Associate Engineer", "Senior Architect", etc-
2- For any nonexempt personnel in positions marked with an asterisk {'}, overtime will be billed at 1.5 times the hourly
labor billing rates shown.
3. For outside expenses incurred by Bums & McDonnell, such as authorized travel and subsistence, and for services
rendered by others such as subcontractors, the client shall pay the cost to Bums & McDonnell plus 10%-
4. A charge will be applied at a rate of $9.95 per labor hour for tech no] ogy usage, software, hardware, printing &
reprographics, shipping and telecommunications. Specialty items are not included in the technology charge-
5- Monthly invoices will be submitted for payment covering services and expenses during the preceding month.
Invoices are due upon receipt. A late payment charge of 1.5% per month will be added to all amounts not paid
within 30 days of the invoice date-
6- The services of contractlagency and/or any personnel of a Bums & McDonnell parent, subsidiary or affiliate shall
be billed to Owner according to the rate sheet as if such personnel is a direct employee of Bums & McDonnell-
7- The rates shown above are effective for services through December 31, 2023, and are subject to revision
thereafter-
0
Form BMR23-7
Professional Services Agreement Page 14 of 21
EXHIBIT C
CHAPTER 252 EXEMPTION FORM
(Form has 4 pages)
FORT WORTH
CITY OF FORT WORTH
CHAPTER 252 E_XENIPTIOti FORM
Instructions: Fill out the entire form with detailed information. Once you have completed this form
provide it to the Purchasing attorney for review. . The attorney will review the information you have
provided to determine whether an exemption to Chapter 252's biding requirements is defensible.
If you are printing this form to provide to Legal, please do not provide the Primer portion. Failure
to pro%-Ae sufficient information may result in follow up questions and cause a delay in the
attorneys determination.
Requesting Department:
Name of Contract Manager:
Department's Attorney.
Item or Senwe sought:
Goods:
Ser%,ice:
Anticipated Amount
Vendor:
Section 1: General Information
Code Compliance ;Sold Waste
Christian Hamer
Christovher Austria
M
70 000
Bums & McDonnell
Current/Prior Agreement for rtem/sen-ice: Yes ❑
CSC or Purchase Order #:
Amount: $70,000
Projected M&C Date: January 2023
How will this item or senace be used? The sen-ice provided will be a financial audit of
Grant of Prn-ilese Haulers. Specifrcallv thev will audit the reauired navments to the C itv of Fort
Worth
Has your department started a requisition or otherwise contacted the Purchasing Division related
to obtaining this good/sen-ice? Yes ❑ No
Page i of 6
Professional Services Agreement Page 15 of 21
If yes. please provide requisition number or brief explanation of contact with
1"tirc1L?S1112 Division:
Section'_: Claimed Exemption and Justification (Other than sole source)
NOTE - For a claimed sole -source exemption. complete Section 3.
Please uldicate the non -sole -source exemption you beheve applies to the purchase and provide
information to support its applicability_ Please refer to the Exemption Primer for detailed
information about common exemptions:
❑ A procurement necess u v to preserve or protect the public health or safety of the City_
of Fort VVorth-s residents:
❑ A procurement necessat-v because of unforeseen damage to public machinery.
equipment. or other propert}':
A procurement for personal. professional_ or planning services:
A procurement for work that is performed and paid for by the day as the work
progresses:
A purchase of land or a right-of-way:
Paving drainage. street widening_ and other public improvements, or related matters. if
at least one-third of the cost is to be paid by or through special assessments levied on
proper that will benefit from the improvements:
A public improvennent project already in progress. authorized by the voters of the
municipality. for which there is a deficiency of fields for completing the project 1u
accordance with the pL•uns and purposes authorized b)- the voters:
A payment under a contract by which a developer participates ul the construction of a
public muprovenlent as provided by Subchapter C. Chapter ? 1?:
❑ Personal property sold:
• at an auction by a state licensed auctioneer:
• at a going out of business sale held in compliance with Subchapter F.
Chapter 17. Business & Commerce Code:
• by a political subdivision of this state, a state agency of this state. or an
entity of the federal eovemruent: or
• under an iriterlocal contract for cooperative purchasing administered by a
regional pL•urnrning commission established under Chapter 391:
Services performed by blind or severely disabled persons:
Goods purchased by a municipality for subsequent retail sale by the municipality;
Page 2 of 6
Professional Services Agreement Page 16 of 21
❑ Electricity, or
❑ Advertising. other than legal notices.
Please provide details and facts to explain why you believe the exemption applies to the
purchase. You may also attach documentation to this fonnThis exemption applies to this
purchase because Burrs & McDonnell staff have the specific and unique solid waste and
financial experience required to perform the work requested. This experience includes
specialized and in-depth knowledge of the Solid Waste industry. the greater DFW Solid Waste
industry through their work with the North Central Texas Council of Governments_ and the City
of Fort Worth's Solid Waste program Specifically they have pre%iously successfully completed
projects focused on the financial analysis of the City of Fort Worth's Grant of Privilege program
which is the focus of this seances agreement. Burns & McDonnell have been working with the
City of Fort Worth on the Solid Waste business since 2014. This work includes long range solid
waste planning, financial and budget analysis, financial and operational benchmarking, and
Presenting to City Manager, Mayor and City Council.
Section 3: Claimed Sole -Source Exemption and Justification
NOTE - For any non -sole -source exemption- complete Section I
Please indicate the sole -source exemption you believe applies to the purchase and provide
information to support its applicability. Please refer to the Exemption Pruner for detailed
information about common exemptions
*A procurement of items that are available from only one source. including:
• items that are available from only one source because of patents. cop�Tights.
secret processes. or natural monopolies;
• films, manuscripts. or books;
• gas_ water, and other utility sen-ices;
• captive replacement parts or components for equipment;
• books. papers, and other library materials for a public library that are
available only from the persons holding exclusive distribution rights to the
materials; and
• management seances provided by a nonprofit organization to a municipal
museum. park, zoo. or other facility to which the organization has provided
significant financial or other benefits;
Hon- did you determine that the item or service is onh, aN-aiklble from one source"
Page 3 of 6
Professional Services Agreement Page 17 of 21
Attach screenshots and provide an explanation of any independent research you conducted,
through internet searches. searching cooperatives, or discussions with others knowledgeable on
the subject matter that corroborate that the item is available only from a single source _
Did you attach a sole source justification letter' ❑ Yes ❑ No
Describe the uniqueness of the item or sen-ice (e.g. compatibility or patent issues. etc.).
Section 4: Attormev Detetwivation
With the facts provided by the departnnent_ is the use of the cl<iuned exemption defensible if the
City were to be challenged on this purchase" M Yes ❑ No.
Was there anything attached to this form that was relied on in making this deternninnation'
Yes ® No.
If yes, please explain:
Was there anything not inchtded on this form or attached hereto that was relied on in making this
determination' ❑ Yes ® No.
If yes, please explain:
Will the standard ternns and conditions apply' M Yes ❑ No.
will the contract require special terms'? ❑ Yes ® No.
Will the contract require review by the department attorney' Yes ❑ No.
Approved By:
Date: 1/13/23
Taylor Paris / Jessika Williams
Assistant City Attorney
Page 4 of 6
Professional Services Agreement Page 18 of 21
EXHIBIT D
VERTFICATIDN OF SIGNATURE AUTHORUY
Burns & McDonnell Engineering Company- Inc.
6200 Bridge Point Parkway
Suite 400 Austin. IX 78730
Execution of this Signature Veri&ation Form (`-Form) hereby certifies that the following
individuals andlor positions have the authority to legally bind Vendor and to execute any agreement,
amendment or change order on behalf of Vendor. Such binding authority has been granted by proper order:
resolution; ordinance or other authorization of Vendor. City is fully entitled to- rely on the warranty and
representation set forth m this Form in entering into any agreement or amendment with Vendor. Vendor
will submit an updated Foam within ten (10) business days if there are any changes to the signatory
authority_ City is ent&ed to rely on any current executed Form until it receives a mised Form that has been
properly a mcuted by Vendor.
Name: Scott Pasternak -
Position: Department `vlanager
Signature
2.. Name: Made Knaack
Posilioa: Regional Global Practice Manager
signature ��
Nance: Allen Xi
Position: Senior Vice President
�Sipval
tiue
Name: Leslie Duke
Signature of Pre ident - rCE
Other Title: President
Date: February 23.2023
Professional Services Agreement Page 19 of 21
Exhibit E — CONFLICT OF INTEREST QITESTIONNJURE
Pursuant to Chapter 176 of the Local Government Code. any person or agent of a person
who contracts or seeks to contract for the sale or purchase of property. goods; or services
with a local governmental entity (i_e. The City of Fort Worth) mist disclose in the
Questionnaire Form CIQ ('Questirmnair ") the person's affiliation or business relationship
that might cause a conflict of interest with the local governmental entity_ By law_ the
Questionnaire nest be fled with the Fort Worth City Secretary no later than seven days
after the date the person begins contract discussions or negotiations with the City_ or submits
an application or response to a request for proposals or bids, ,,..c�y,ildence, or another
writing related to a potential agreement with the City. Updated Questionnaires must be filed
in confort an —re with Chapter 176_
A copy of the Questionnaire Form CIQ is enclosed %%ith the submittal docuarents_ The
form is also available at htto:etltics.state.tx.usJormis/C_I &U
If you have any questions about compliance, please consult your oun legal counsel_
Compliance is the individual responsibility of each person or agent of a person who is
subject to the filing requirement. An offense under Chapter 176 is a Class C misdemeanor.
NOTE: If you .are not aware of a Conflict of Interest in any business relationship
that'-ou might have ,"ith the City- state Vendor name in the # 1, use NtA in each of
the areas on the form. Ho%vever. a signature is required in the #4 boa in all cases.
Professional Services Agreement Page 20 of 21
CONFLICT OF INTEREST OUESTIONNAIRE
For vendor cloin9 Gus"sness with local governmental enlity
FORM CIO
This quesh"rhaire ref ecls rnmmps rude to the tar by H L 2a, "th Leg., Aegukar Session- OFFICE USE pNLY
Thir.questonna'vaisbeingfiled inaacordancewfthChaptef176.Local GoyemmantCode, Cagra�a3
4yaVQ1Wrrwhohaszartislnessrelatranshipasdeflrr byrSection176001t1-a}withalocal
governmentalerfityand thi?wer,dormaetsrequirementsunderSectiuR176, (a).
W low this ques#onnairo must taa filed with 1ha rucards administratoraf the local gavammaml
entity nol later Thanthe 71:n business day after lhe4ateltte vendor bewmeS awareor [acts
1harrerjuira1hestatormlt10.belU4d. SnoSec4or11713OROj.Local Gover montCo ..
A vendor cornmis are offense d Ilre vgndor knowingly arolalos Section 17G.NG, Local
Govemment Dade. An oHense under this section is a misdemeanor.
J Hamealvendor-who hasabiuslommsreiadonahipwlYhlocal g(wernmentalenUt}:
Burns & McDonnell Engineering Company, Inc.
J Check this box flyou are filing errupdate Ica previously111W queslibnnaire.
(The law requires that You tills an up -dated complsle l questionnaire with the appropriale tiling authority not
Later than the 7m bualneas day after the date on %%[rich you became aware that tire orgnwly filed quemlanrlaire wee
incomplete w inaccwate.t
J Nameoiloaalgovemmami4olliwr2bQutwhomtteinlwmationinlh98seotianlsmngdlsuloSed,
Nettie (not applicable)
Bteme ct Offi[er
This section (item 9 ilidWina subparts A. B. C. 5 py must be cwnplsted fu each oflicer with whom the vendor N.s an
amoloymeenl or other busriae-se rowkrreho se defined by 6actan 176.00141-a), Local Coverrvitent Coda. Ameh additional
pages Go- this Form 0I4 as necessary.
A 1.9 the local guvemrwnt 64fjoer married in R* aect*n reuei Bing or grgly to race" taxable, :eoome, otlrsr then inveS rneM
irte6 , from the vendor?
aYes M No
B Isthevendorreceiving orli toreceioelaotabfeinwrne,c4hwthanirrmestrrerrlincome,fromoral tsardirectionofthelocal
gauernrnenr drlrcar nerner] in [his serrion ANG the taxable "Enune is nen received nram she loch goverrrmm al enlltp?
= Yes ® No
G. Is the filar of this questiorumire employed by a corporation or other business entity with respect to which the keel
gauernmefit officer serves as an of k*e or direttbr, or hobs an arnershp mteresi of one pe•roenl or more9
a i`a,s 0 No
D, DRSMI a eac11 employment or busiuwsa and family relatimshq with the local govemreent cdflioer named in this seeder.
LJ
5►gn9ture or vRnIx MWV mslnuis wW the 9wWrimar#al onuly
Revised 7-
February 21, 2023
Gale
Adopted 9r eM5
Professional Services Agreement Page 21 of 21