HomeMy WebLinkAboutContract 28436CIiY ��C��i4� - �.
�C,N�`���Y ►�, sr �,
GI f Y C}F FO�i '4l4,��RTH, i°�XAS
SiRf�D�,�9 �,CR����Ni F��R �P�G1iV���1P1G S�RIlICES
This AGREEMENT is between the Gity of Fart Warth (the "CITY"}, and 7ransystems
Cor�oratian Consultants, lnc., (the "ENGINEER"), for a PROJECT generally described as:
Engineering Services �or Berry 5treet University District Reconstruction from Waits A�enue to
For�st Park BouEevard.
�r�icle I
Scope of Ser�ices
A. The Scope ofi Services is set forth in Attachment A.
�rticle II
Gompensa�ion
A. The ENGINEER's compensafion �s set forth in Attachment B.
/�,r�i�l� Ily
ie�ms o� �aymenf
Payments to the ENGINEER will be made as fallows:
A. Invoice and Paymen�
{1} The ENGINEER shall provide the CfTY s�fficie�t documentatian to
reasona6iy su5stan�iate the invoices.
(2) Montl�ly invoices will be iss�ted by the ENGINEER for all work pertorrned
under this AGREEM�NT. lnvoices are due and payabfe within 3D days of
receipt.
(3) Upon completion of services enumerated in Article 1, the final payment of
any balance wiH be due within 30 days of receipt afi the final i��oice.
(4) In the e�ent of a disp�#ed or contested billing, only that porkion so
contested wif! be withheld from payment, arid the undisputed portion wili
be paid. The CITY will exercise reasonableness in contesting any bjll or
par#ion thereof. No interest wil{ accrue vn any contestec� portion of the
billing until mutually resalved.
{5} If the C1TY fails ta make paymen# in fukl to the ENGINEER for billings
contested in good faith within BD days of the amaunt due, the ENGINE�R
may, after gEving seven (7) days' written notice to CITY, susper�d services
under #his AGREEMENT until paid in fu1f, including interest. In the event
of suspension af services, the ENGINEER shalf have no kiability to CITY
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for delays ar damages caused the CITY because af such suspension of
serUices.
�,Pfiicie lll
Obligafions of th� EN�1�l���
Amendments to Article IV, if any, are inclucfed �n Attachment C.
r4. G�ne�al
The ENGINEER will serve as the CITY's professianaf engineerir�g representative
under ihis Agreement, providing professional engineering eonsultation and
advice and furnishing customary services inciden#al ther�to,
�. S�andard of Ca�e
The standard o# care applicable to the ENGINEER's services will be the degree
of slcill and diligence norrnally employed in the State of Texas by professional
engineers ar consultants perForming the same or similar services at the t�me such
services are perFormed. AEI design plans shall be prepared by, or under the
direct superr�ision af, a Texas licensed professional engineer wha is regular full-
time emplayee af the consuitant company.
C. 5ubsurface Investigatians
{1} The ENGINEER shall advise the CITY wjth regard to the necessity for
subcontract work such as special surveys, tests, t�st �oring�, or ot�er
subsurFace investigations in connection with design and engineering work
to be p�rtormed hereunder. The ENGINEER shall also advise the C17Y
cancerning the results of same. Such surveys, tests, and investigatians
shalf be furnished by the CITY, unless otheruvise sp�cified in Attachme�t
A.
(2) ln soils, faundation, groundwa�er, and oiher subsurFace investigations, the
actual characteristics may vary signifrcantly befween successive test
points and sample intenrals and at lacativns other than where
abservations, explaration, and investigativns have been made. Because
of the innerent uncertainties in subsurface evafuations, changed ar
unanticipated underground conditions may occur that cauld affect the
total PROJECT cost andlor execution. These canditions and
costlexecutior� effects are not the responsibility of the �NGINEER.
O. P�eparation nfi L ngineering ��awings
The ENGlNEER will provide to the CITY the original drawings of a11 plans in ink
on reproducibl�: plastic film she�ts, or as atherwise ap�raved by CfTY, which
shall become tF�e property of the CITY. CITY may use such drawings in any
manner it desires; pravided, howe�er, that the ENGINEER sha}I not be liable for
the use of such drawings for any project other than the PROJECT describ�d
herein.
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�. �ngineering Persannel a� Const�uc4ion 5ite
(1) The presence or duties of the ENGIN�ER's persannel at a construc#ion
site, whet�er as on-site representati�es or otherwise, do nat mak� the
ENGiNEER or its personne{ in any way respansibie far those dut�es that
belong to the ClTY andlor the CITY's cons�ruction contractors or other
eniities, and do not relieve the constructian cvntractors or any other entit�
of their obligations, duties, and responsibiliiies, including, but not limited
to, all construction methods, means, techniques, sequences, and
}�rocedures necessary far coordinating and completing a11 portions of the
constr�action work in accordance with the Canfract Documents and any
hea[th ar safeiy precautions required by such construction wori�. The
ENGINEER and its personnel have no authori#y to exercise any control
a�er any construction contractor or other eniity or their employees in
connection with their work or any health ar safety precautions.
(2) Except to the extent of specific site visits expressly detaiEed and set farth
in Attachment A, the ENGINEER or its personnel sha11 ha�e no obligatian
or respor�sibility to �isit the constructian site to become famil�ar with the
progress or quality of the completed work on the PROJECT or io
determine, in general, if the work or� the PRO.fECT is being perf�rmed in
a manner indicating that the PROJECT, when completed, will be in
accordar�ce with the Contract Documents, nor shall any�thing in the
Contract Documer�ts or the agreement between CITY and ENGINEER be
construed as requiring ENGINEER to make exF�austive or continuaus on-
site inspections ta discov�r latent defects in the work or ott�erwise check
th� quality or quantity af the work on the PROJECT. i�, for any reason,
#he �NGINEER should make an on-site observation(s), on the basis of
such on-site abservations, if any, the ENGENEER shail andeavor to ke�p
the CITY infarmed of any deviation from ihe Contract Dacuments caming
to the actual notice of ENGINEER regarding the PROJECT.
(3) When professional certification or performance or characteris#ics of
materials, systems or eq�i�meni is reasonably required to perfarm #he
services set forth in the Scope of Services, the ENGINEER shal� be
entitl�d to re�y upon such certificatEon to establish materials, systems or
equipment and performance criteria ta .be required in the Cantract
Dacuments.
�. Opinions of F�robable Cost, Finar�cial Gansiderations, and Schedul�s
(1} The ENGlNEER shal! pro�ide opinions of prohable costs based an ti�e
current available information at the tim� of preparation, ir� accordance
with Attachment A.
(2) In providir�g opinions of cost, financia! analyses, economic feasibiiity
projections, a�d schedules for the PROJECT, the ENGINEER has na
contral o�er cosk or price �f labar and materials; un�nown ar latent
conditions of existing equipment ar structures that may affeet aperation or
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maintenance costs; competiti�e bidding pracedures and mar�Cet
canditions; time ar qualify or performance by third parties; quality, type
management,
or direction of operaiing personnel, and ather ecanomic and aperational
factors that may materially affect the uitimate PRO.lECT cost ar schedufe.
Therefore, ihe ENGINEER makas no warranty that the CITY's actual
PROJECT costs, financial aspects, ecanom�c feasibility, ar schedules will
not �ary from the ENGINEER's opinions, analyses, projections, or
estimates.
G. Construction P�ogress Payments
Recommenda�ians by the ENGl�iEER to the CITY far periodic construction
progress paym�nts to the canstruction cantractor will be based an the
ENGINEER's lcnawledge, information, and belie# from selective sampling and
observatian that the work has progressed to the point indicated. Such
recammendations do not re�resent that cor�tinuous or detailed examinatians
have been made by the ENGINEER ta ascertain that the constructio� contractor
has compEeted the work in exact accordance with the Contraci Documents; that
the final work wili be acc�ptable in all respects; that the ENGINEER has made an
exam�nation to ascertain how or for what purpose the canstructian cantractor has
used the moneys paid; that #itle to any af ti�e work, materials, or equipment has
passed to the CITY free and cl�ar of iiens, claims, security interes�s, ar
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. Reco�d �rawi�gs
Record drawings, if req�Ered, vui11 be prepared, in part, on th� basis af ir�formation
compiled and f�rnished by others, and may no� always represent fhe exact
location, type of various components, or exact manner in which the F'R�JECT
was finally cor�structed. The ENGINEER is nat respansible ior any errors or
omissions iri the information from athers fhat is �ncorporated into #he recard
drawings.
�. fV�ir�o�ity and 1Noman Business Enterprise (14dINV��) �a�Eicipation
In accord with the City of Fort Worth Ordinanc� No. 11923, as amended by
�rdinanc� '{3471, the CITY has goals for the participation af mi�ority business
enterprises and woman business enterprises in CITY cantracts. ENGINEER
acknowledges the MIWBE goal estabEished for this contract and its commitment
fo meet that goal. Any misreprese�tation of facts {other th�n a negligent
misrepresentation} andlor the commission of fraud by the ENGINEER may result
in ihe termination of tF�is agreement and debarment from participating in CITY
contracts for a period of time af not I�ss than tF�ree �3) years.
J. Right to Audit
{1} ENGINEER agrees that the CITY shall, un#il the expiration of thre� (3)
�ears after final payment under ihis contract, have access to and the right
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tv examine and phatocapy any directly perkinent boaks, documents,
papers and records of the ENGINEER involving transaetions reEating to
th�s cont�act. ENGINEER agrees that the CITY shall have access during
normal working hours to all r�ecessary ENGINEER facilities and shali be
pravided adequate and appt`opriate wor�cspace in order to canduct atadits
in compliance witf� the prQvisions af this section. The CITY shall gi�e
ENGiNEER reasonable advance natice of intended audits.
(2) ENGINEER further agrees to include in all its subconsultant agr�ements
hereunder a provision to the efFect that the subconsultant agrees that the
C�TY shall, until the expiration of three (3) years after final pa�ment under
the subcontract, f�ave access to and the right io examine and photacopy
any direcily pertinent books, documents, papers and records of such
subconsultant, involving transactions to the subcontract, and further, that
the CITY shall have access during r�ormal working hours to al] necessary
subconsultant fiacilities, and shal! be pra�ided adequafe and appropriate
work space, in order to conduct audits in compliance with the pravisions
afi this article toge#�er with subsection (3} hereof. CITY shall give
subconsultan# reasonab�e advance notice of intended audits.
(3) �NGINEER and subconsu[tant agree to photocopy such documents as
may b� requested by the CITY. The CfTY agrees to reimburse
ENGINEER for the cost of capies at the rate published in the Texas
Administrative Code in effect as of the time copying is performed.
K. E[dGINE�R'S fnsurance
(1} Insurance coverage and limits:
ENGlNEER sha11 provide ta the CiTY cerkificate(s) of insurance documenting
palicies of ihe following coverage at minimum limits which are to be in eff�ck prior
to commencement of work on the PROJECT:
Cammercial General Liability
$1,404,OD0 �ach occurrence
$1,400,Oa0 aggregate
AutomobiEe Liability
$1,000,000 each accident (or reasonably equivalent limits ofi coverage if written
on a split limits ba�is). Coverage shall be on any vehicle used in the course of
the PROJECT.
Worker's Compensation
Ca�erage A: statutory limits
Co�erage B: $100,000 each accidenf
$500,D00 disease — policy limit
$100,OQ� disease — each err�ployee
Professiona! Liability
$1,000,000 each claimlannual aggregate
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(2) Certificates of insura�ce e�idencing that the ENGINEER has obtained all
required insuranc� shall be delivered to the CITY priar to ENGINEER
proceeding with the PROJECT.
(a) Ap�licable policies shall be enforced to name the CITY an
Additianal insured therean, as its interests may appear. The term
CITY shall inc[ude its employees, officers, offic'tals, agents, and
volunteers as respects the eontracted services.
(b) Certificate(s) of insurance shall document #hat insurance
co�erages specified accorcling to 5ection K.(1) and K.{2) af this
AGREEMENT are provided under applicable polici�s documented
thereon.
(c) Any failure on part of the CITY t� reques# required insurance
documentation shall not constitute a waiver of the insurance
requirements.
(d) A minimum of thirty (34) days notice of cancellatiQn, non-r�n�wal
ar material change in co�erage shall be pro�ided to the CITY. A
ten (10) days notice shal! be acceptable in the event of non-
paymeni of premium. Such terms shall be endorsed onto
ENGIN��R's Insurance policies. Notice shall be sent to the
respective Department Director (by name), City of Fort Warth,
1000 Throckmorton, Fflrt Worth, Texas 76102.
{e) Insurers for afl polieies must be authorized to do business in the
State of Texas ar he otherwise approv�d by the CITY; and, such
insurers shall be acceptable to the CITY in terms af their financial
strength and solvency.
(� Deductible limits, or self insured retentions, affecting ir�surance
required herein may be acceptable #o the CITY at its sofe
�iscretion; and, in lieu of traditional insurance, any afternative
coverage maintained through Fnsurance paoEs or risk reteniion
groups must be also appra�ed. Dedicated financial resaurces or
leiters of credii may also be acc�ptable ta the CITY.
(g) Applicable policies shall each be endorsed with a wai�er of
subragation in fa�o�- of the CITY as respects the PROJECT.
(h) The CITY shalf be entitled, upon iis request an� without incurring
expense, to re�9ew the ENGIfVEER's insuranc� policies including
endorsements th�r�to and, at the ClTY's discr�tion, �he
ENGINEER may be required to provide proof af insuranc�
premium paymants.
{i) The Cflmmercial General Liability insurance paficy shal! have no
exclusions by endorsements u�less such are approved by #he
CITY.
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(j} The Professional Liab�lity insurance paficy, if written on a claims
ma�e basis shall be mainkair��d by the ENGINEER far a minimum
two (2) year period subsequet�t to the term of the respective
PROJ�CT contract with the CITY unless such c�verage is
pro��ded the ENGINEER on an occurrence �asis.
(k) The CITY shall not be respansi6le for the direct payment of any
insurance premiums required by this agreement. It is understood
that insuranee cost is an allowable companent of ENGINEER's
overhead.
(1) All insurance required in Section K., except for the Professionak
Liability insurance policy, shall be written on an ❑ccurrence basis
in arder to ba approW�d by the CITY.
(m) Subconsultants #o the ENGWEER shafi be required by the
ENGINEER to maintain the same or reasonably equivalent
insurance caWerage as required for the ENGINEER. W�en
insurance caverage is maintainec� by subconsultants, ENGINEER
shall provide CITY with documentation thereof on a certificate of
insurance. Notwithstanding any�thing to tF�e contrary contained
herein, in the event a suL�consultant's insurance co�erage is
canceled or ierminated, such cancellation or termination shall not
constitute a breach by ENGINEER af ti�e Agreement.
L. Independe�t Consultant
The ENGINEER agrees ta perform all services as an independent consultar�t and
nat as a subcon#ractor, agent, ar employee of the CITY.
{'�. Disclosure
The ENGINEER acknowledges to the CITY that it has made fuli disclasure in
writing of any existing conflicts of interes# or potential conflicts of interest,
including personal financial interest, direct or indirect, in proper�y abutting t}�e
proposed PROJECT and business relationships with abutting prope�y awnets,
The �NGINEER further acknowledges that it will make disclosure in writing of
any conflicts of interest which develop s�bsequent to the signing of this contract
and prior to final payment under the contract.
F�. 14sbestvs or Hazardous Substances
{1) if asb�stos or hazardous substances in any form are eneountered or
suspected, the ENGINEER will stop its own work in the affected portions
of the PROJECT to permit testing and evalua#ion.
(2) If asbestos or other hazardous substances are suspected, the
ENGWEER wil1, if requested, assist the CITY in abtaining the services of
a quafified su�contractor to ma�age the r�mediation activities af ihe
PROJECT.
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�. Permit�ing Authopities — Design Ghanges
lf permitting authorities require design changes so as to comply wi#h puhlished
design criteria andlor current engineering practice standards which the
ENGINEER shauld have been awar� of at #he #ime this Agreeme�t was
�xecuted, t�e
ENGINEER shall revise plans and specificatians, as required, at its own cost ar�d
expense. Howe�er, if design changes ar� required due ta the changes in the
permitting authorifies' published d�sign criteria and/or practice s#andards criteria
which are published after the date of this Agreement which the ENGlNEER could
not have been reasonable aware of, the ENGINEER shall notify the CITY of such
changes and an adjustment in compensation wili be made through an
amer�dment to this AGREEMENT.
�rticle '�
Obligations of 4l�e Cifiy
Amendmen#s fa Article V, if any, are included in Attachment C.
1�. City��urnished �a�a
The CITY will make available to the ENGINEER all technical data in the ClTY's
possession relating to the ENGINEER's services on the PROJECT. The
ENG{NEER may rely upon the accuracy, timelir�ess, and com�leteness of the
information pravided by the CITY.
B. Access to Facilities anc� Peoperty
The CITY wifl make its facilities accessible to the ENGIN�EFt as required for t�e
ENGINE�R's perForma�ce af its services and wiH pravide iabor and safety
equipment as required by the ENGIN�ER for such aceess. The CITY will
perForm, at no cost to the �NGINEER, such tests of equipment, machinery,
pipelines, anci other companents of the CITY's facilities as may be required in
cannection with the ENGINEER's servic�s. The CITY wi!{ 6a responsible for a11
acts af the CITY's personnel.
C. Adv�rkisements, Perm�fs, and l4ccess
Uniess otherwise agreed to in the Scope of Services, tF�e CITY will obtain,
arrange, and pay for all advertisements fvr f�icts; permits and licenses required by
local, state, or federal authorities; and land, easements, rights-af-way, and
access necessary for the ENGINE�R's services or PROJECT constructian.
D. �'imely Re�iew
The CITY will examine the ENGINEER's studies, reports, sketches, drawings,
specifications, proposa�s, and ather documents; obtain advice of an attarney,
..g_
insuranc� counselor, accauntant, auditor, b�nd and financia! ac��isors, and other
consuliants as the CITY deems appropriate; and render in writing decisions
required by fhe C�TY in a timely manner in accordance wi#h the project schedule
in At#achment D.
�. Prompt i�oiice
The CITY wil{ gi�e prampt notice ta the ENGINEER wF�enever CITY observes ar
becomes aware of any development t�at affects ihe scape ar timing af the
ENGINEER's services or of any defect in the wark of t�te ENGINEER or
construction cantractars.
F. �,sbesfcos oe baaardous 5ubstances and Indemn9ficagion
(1) To the maximum extent permitted by law, #he CITY wil[ indemnify ar�d
release ENGiNE�R and its officers, employees, and subcontractors from
all claims, damages, losses, and costs, including, bui not limited to,
attarney's fees and litigatian exper�s�s arising aut of or relating to the
presence, discharg�, release, or ascape of hazardous substances,
contaminants, or asbestos on ar fram the PROJECT. NotE�ing contafned
herein shall be construed to require the CITY to levy, assess or callect
any tax to fund this indemnificatian.
(2} The indemnification and release reqUired above shall not apply ir� the
event the discharge, release or escape . of hazardaus substances,
contaminants, or asbestos is a result of ENGINEER's neglige�nce or if
such hazardous substance, contaminant or asbes#os is brought onto the
PRO.lECT by ENGINEER.
G. Contr�actor lnderr�nification and Claims
The CITY agrees to include in afl consiruction contracts the provisians of Article
IV.E. regarding the ENGINEER's personnel at Canstruction Site, and provisians
praviding contractor indemnification of the CITY and the ENGINEER for
contractar's negligence.
H. Contractor Claims and Yhied-Parly �eneficiari�s
(1) The CITY agre�s to include the fallowing c[ause in all contracts with
construction contractors and equipment or materials suppliers:
"Cbntractors, suhcontractors and equipment and materials suppliers on
the PROJECT, or their sureties, shafE maintain no ciirect action agains# the
ENGINEER, its officers, empioyees, and subcantractors, for any claim
arising out of, in cannection wtth, ar resulting fram the engineering
services pertormed. Only the CITY wil{ be th� beneficiary of an�r
underkaking hy the ENGIN�ER."
{2} This AGREEM�NT gives no right or benefits t� anyane otl�er than #he
ClTY and the ENGW�ER and there are no third-party beneficiar�es.
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{3} The CITY will inciude in each agreement it enters inta with any other
entity ar person regarding the PROJECT a provision that such entity or
person sha11 nave no third-party benefieiary rights under this
AGREEMENT.
(4} Nothing contained in this section V.H, shali he canstrued as a waiver of
any right the C1TY has to brir�g a claim against ENGINEER.
1. CITY's Insupance
(1} Th� CiTY may maintain property insurance on certain pre-existing
structures associated with th� PROJ�CT.
(2) The CITY will ensure that Builders Riskllns�allation insurance is
maintained at the replacement cost ualue of the Pa�JECT. The CITY
may pro�ide ENGINEER a copy of the policy or doc�mentation of such on
a cet�ificafe of insuran�e.
(3) The CITY wil{ specify that the Buifders Riskllnstallation insurance shall b�
comprehensive in caverage appropriate to the PRaJECT risks.
J. Litigation Assisfiance
The Scope of Ser�ices does not include costs of the ENGINEER far rec�uired ar
requested assistance to suppo�t, prepare, dacument, br�ng, defend, or assist in
lifigatian �nde�taken or de#ended f�y the CITY. In the event C1TY requests s�ch
services af the ENGINEER, this AGREEMENT shall b� amended or a separate
agreement will be negatiated between the parties.
K. Changes
T�e CiTY may make or appra�e ehanges within the generaf Scope of Services in
this AGREEMENT. ff such changes affect tF�e ENGINEER's cost Qf or time
required for perFormance of #he services, an equEtabl� adjustment wiil be made
th�ough an amendmen# to tF�is AGREEMENT with appropriate CIT1' approvai.
�r�icle Vl
�eneral Legal �ro�isio�s
Arnendments to Article Vi, if any, ar� included in Attachment C.
r4. Authorixa�ion �o Proceed
ENGINEER shall b� au#horizecf ta proceed rnrith this AGREEMENT upon recei�t
af a w�itten Natice to Proceed from the ClTY.
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�. Reuse o� �rojecfi �ocumen4s
All designs, drawings, specificatians, documents, and other work products of the
�NGINEER, whether in hard copy or in electronic form, are instruments of
service far this PROJECT, whether the PROJECT is compi�ted or not. Reuse,
change, or alteration by the CITY or by others acting through or on behalf of the
CITY oi any such instruments of service without the wri�ten permission of the
ENGINEER will be at the CITY's sole risk. The final designs, drawings,
specifications and ciacumants shafl be awned by the ClTY.
C. �oece I�ajeu�e
The �NGINEER is not responsibEe for damages or defay in perfarmance caused
by ac#s a� God, strikes, lockouts, accidenis, ar other events beyond the control o�F
the ENGINEER.
D. iermination
(1) TF�is AGREEMENT may be terminated only by the City for con�enienc�
on 30 days' written notice. This AGREEMENT may be terminated by
either the C1TY or the ENGINEER for cause if either party fails
subs#antially to perform through no fault of the other and cloes not
commence correction af such nonperformance within fi�e {5) days of
written notice and difigently complete the correction thereafter.
(2) If this AGREEMENT is terminated for the can��nience of the C17Y, the
ENGINEER will 6e paid far termination ex�enses as foflows:
{a) Cost of re�roduction of partial or complete studies, plans,
specifications or other forms of ENGINEER's work product;
(b) Out�af-�ocket expenses for purchasing storage containers,
microfilm, electrar�ic data fiiles, and a#her data storag� suppli�s or
serrrices;
(c) The iime requirem�nts for the ENGINEER's personnel to
dacument the wark underway at ti�e time the CITY's termination
for con�enience so that the worEc effvrt is suitable far long time
storage.
(3} Prior to proceeding with terminatior� services, the ENG�NEER vwill submit
to #he CITY an itemized statement of all termination expenses. The
CITY's approval will �e obtained in writing prior #a proceeding with
termination services.
I�. Suspension, Delay, o� Inte�r�upfion fo 1f4�o��r
The CITY may suspend, delay, or interrupt the services af the ENGINEER for the
convenience ofi the CITY. In the ever�t of such suspensian, defay, or interruptian,
an equitable adjustment in the PROJECT's schedule, commitment and cost of
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the ENGINEER's personnel and subcontractors, and ENGINEER's
compensation rn�i�l be made,
�. Indemnifiication
(1) The ENGINEER agrees to indemnify and defend tF�e CITY from ar�y lass,
cost, or expense claimed by third parties far prope�ty damage and bodily
injUry, inc�uding death, caused solely by the negligence or willfu!
misconduct af the ENGIN�ER, its ernployees, officers, and
sUbcontractars in connection with the PROJECT.
(2) If the negligence or wiflfui misconduct of both the ENGINEER and the
ClTY (or a person identifi�d above for whom each is liable} is a caus� of
such damage or injury, the lass, cos#, or expense shall be shared
between the ENGINEER and the C�TY in proportian to th�ir relakive
degrees af negligence or willfu! misconduct as determined pursuat�i to
T.C.P. & R. Code, sectfon 33.Q1 �(4) (Vernon Supplement 1996).
l�. �►ssignment
Neither party will assign all or any part o�F this AGREEMENT withauf the prior
written consent of the other party.
H. Inte�pretation
Limitations on liability and indemnities in this AGREEMENT are business
understanclings between the �arties and shal! apply to all ti�e different theories of
reco�ery, including breach of cantract or warranty, tort incluc�ing negligence, strict
or statutory liability, or any other cause of action, exce�t for wil[ful mEsconduct or
gross negligence for limitations of fiability and soie negligence for indemttification.
Parties means the CITY and the ENG�NEER, and their officers, emp�oyees,
agents, and subcontractars.
I. Jurisdiction
The !aw of the State of Texas shall go�ern the validity af t�is AGREEMENT, its
interpretation and perFormance, and any oth�r claims related to it. The venue for
any litigation related to ihis AGREEMENT shall be Tarrant CouRty, Texas.
J, Alternate Dispute Resolution
{1) A!I claims, dispt�tes, and ather ma#ers in question between the C1TY and
ENGINEER arising out of, or in connection with this AGREEMENT or the
PROJECT, or any� breach ofi any obligatian or duty of CITY or ENGINEER
hereunder, wili be submitted to mediation, I� mediation is unsuccessful,
ihe claim, dispute or other ma�ter in questions shall be submit{ed ta
arbitration if bath parties ac#ing reasonab�y agree that the amount of the
dispute is likely to be less than $50,000, exclusive of attorney's fees,
costs and expenses. Arbitration shali be in accordance witht the
Canstruction Industry Arbitraiion Rule� of the American Arbitration
Association or ather applicable rules of the Association then in effect.
-t2-
Any award rendered by the arbitrators less than $SQ,QaO, exclusive af
attom�y's fe�s, cosis and expenses, wili be final, judgement may be
entered thereon �n any court having je�risdiction, and will no# be subject to
appeal or modification except to t�e extenf permitted by Sections 10 and
11 of the Federal Arbitration Acf (911.5.C. Sections 1Q and 11}.
(2j Any award greater than $50,��0, exclusive of attarney's fees, costs and
expenses, may be fitigated by either party on a de navo �iasis. Tf�e award
shall become final ninety (9�} days from the date same is issued. If
litigatEon is filed by either party within said ninety {90) day periad, the
award shafl become null and �aid and shalf not be us�d by either party for
any pur�ose in the litigation.
K. Se�erabili�y and SuPvival
If any o� the provisions contained in this AGREEMENT are f�e{d #or any reason tfl
be invalid, illegal, or unentorceable in any res�ect, such in�aliciity, illegalEty, ar
unenfarceabifity will nQt affect any oth�r provision, and this AGREEMENT shafl
be construed as if s�ch invalid, i�legal, ar unenforceable provision had never
been contained herein. Articles V.F., VI.B, V�_D, Vl.H, and VI.J shali SUNiVB
terminatian of this AGREEMENT for any cause,
�. �bser�e and Cornply
ENGfN�ER shall at a!! tirrie observe and camply with all federal and Stafie laws
and regulations anct with alf CITY ordinances and regulations which in any way
affect this AGREEMENT and the work hereunder, and shall observe and camply
with all orders, laws, ardinances and regulations which may �xisf or may be
�nacted later by governing bodies having jurisdiction or autharity for such
enaetment. Na plea of misunderstanding ar ignarance thereof shall be
c�nsidered. ENGINEER agrees to de�end, ind�mnify and holcf harmless C1TY
and all of its officers, agents and employees firom and against al! claims or
liability a�ising out of the vialation of any such order, law, ordinance, or
regulation, whether it be by itself or its empfoyees.
-13-
Ariicle VII
Attachmenfs, Schedules, and ,ig�atures
This AGREEMEN7, inciuding its at#act�ments and schedules, canstitutes the entire
AGR�EMENT, supersedes alf p�ior writ#en or oral understandings, and may anly pe changed by
a written amendment executed by both parEies. The following attachments and schedules are
hereby made a part af this AGREEMENT.
Attac�ment A — Sco e of 5ervices ' - � �-� � ����—�. _ ., ,e
� Cor,t�ac� .�ut�rir����y�i��
Attachment B — Compensation �
Aitachment C — Speciai Provisions
r�a��- -• - _-� �._.,, . ..�;.��,.�.�
ATTEST:
�
, �� ;
,� � � _ , . � _ .. � _____
Gloria �P a��on
City Sec�retary
C1TY 4� FORT W�RTH
Mar� O f !/ ,
Assistant ity hllanager
APPROVED AS TO FORM
AND LEGALITY
f
Gary Stei erger
Assistar�t C�ty Attorney
ATTEST:
,��f ��� ,
. -�
�
APPROVaL RECOMMENDED
�
. �
.� `� -
�
Rabert Gaade, P,E., Direetor
Transportation and Public Works
Department
TRANSYSTEMS
CONSULTA�TS,
RATI O�J
Raul �'ena III, P.E.
Regional Vice-President
„ ;,
-t4- ,
Afifiachmenf R
�° ��� ��
PGI�'.�T1C7�f �
Revised May ] S, 2002
Mr. Joe Ternus, P.E.
Assistant Director
Transportation and Public Woxks Department
City of �t. Worth
100Q Throckmorton Street
Fort Worth, Te�as 76 f 42
RE: Berry �tareet University Disfrict
Waits - Forest Park Blvd.
Dear Mr. Ternus;
We� xespecfifully submit this proposal for the four block priority project in the University
District of the Berry Street Redevelopra�ent Plan. Zn prepaxing ttus �arapasal we have
included the following Team members;
TranSystems Corporcrtio� -�'roject Mar�ager, Civil Design, Signals, and Taraffic Contral.
Coaper Carry and 2D3 Collaborative- Urban design, Streetscape, and 1�ay Finding
Thompson Landscape Architects - Landsca�e and Irrigation D�szgn
Multatech - Street and Fedestrian Lighting
Gnrrandona - Surveys
This proposal fax the Uni�versi�y Disi�rict {Waits — Forest Park) includ�s #he fflllow�ng
Scope of Services:
• 3treet and Sidewalk Reconstruction
• Staz�m Dxain Reconstruction
� Signal Design
• L�ghting Enharr.cements
� Ut�lity Relacatians
� Streei Furnituxe and Urban Design
o Landscape and Irrigatian Design
� Way Finding
• Traific Contr4l Plans
� Public Meetings
� Plans, Specifications and Estimates
Fage 2
Mr. 7oe Ternus, P.E.
RE: Berry Straet University District
We have prepared the following descriptiozis in an ef%rt to better define tke scope af
services to be provided in each of these categories:
1. Street and Sidewalk Recanstructioz�- plans will be prepared for recnnstruction of
the road and sidewalks for the refereneed four block section. These plans vvill
follow approved preliminary plans concerning the ty�ical street seciion, medians,
left turn geoametrics, parallel parking and dri�eway reconstruetion and clasings.
Side Street reconshuction will be limited to the end o� the Bert'y Street curb
returns. Plans vvill include accessibility design with processing through TDLR.
2. Startn Drain Reconstruciion. — this propasal is lit�ited ta storm drain
reconstruction cantained within the project limits arid insid� the Berry Street
ROW. A drainage study will be performed on Storm Drains lines within the
�raject area with recommendations for improve�nents. It is possible that
additional impravements will be id�ntified in this study phase that may extend
beyond the l�mits of this project. In the event that it is determined by the City #hat
these improvements should be added to this pz'aject tiien additional compensatioz�
�or this effort will be requested.
3. Signal Design — includes signal design at Sandage Avenue, Mc Cart Avenue and
Forrest Park Blvd. Signals will be designed to incorporate aesthetics consister�fi
with the Berry Street Project gaats and City design guidelines. A signal desi�n
short report will be prepared prior to plan preparation. A siandard detail sheet will
b� prepared for contemporary poles,
4. Utility Relocations- this p�oposal covers atienciance of Utili#y Cotirdir�a#ion
meetings lead by the City's Utility Coordinatar, Kevin Bruton. We wit! obtain
location o� existing private ufilities �t these meeti�ngs. Upan c+ompletian of design.
we will supply fir�al plans to the Utili�y Cornpanies for their use to relocate their
facilities where conflicts exist. In a separate proposal addressed to Doo Kim, P.E.
in the Water Departrnent we ha�e autlined seruices to reconstruct water and sewer
lines f�r the lunits o�this project.
S. Lightin.g — t�►is propasal includes preparation a� plans and specifications for street
and pedestrian lighting. Foundation design, conduit layout and phato metrics are
also included.
6. Street Furniture and urban design —includes selection, Iayout plan and
specifications for trash r�ceptacles, ciga�rette urns, benches, a�d planters. Design
layout and material selection fox pedesirian and vehicular pavements where
aesthetics are added for urban design reasons.
7. Landscape and Irrigation Design —inel�des irrigation design for plantings in the
median and sidewalks. Landscape design includes plans and speci�icatians far
trees along ihe corridor comp�imented by accent shrubbery. This proposal
assumes landscape concepts already prepared will be �ollawed.
I'age 3
Mr. Jae Ternus, P.E.
RE: Berry Street University District
8. Wayfitiding- Site graphics materials and layout for wayfinding features.
9. Traffic Control- this proposal includes pr�paration af canstruction sequencing and
traffic control pXans. These plans will be prepared in accordance ta TxDOT design
standards,
10. Public meetings — this proposal includes foe.�r meetings with the Public vvhich
incfudes businesses, neighborhood, and Berry Street Initiative.
11. Plans, Specificatian� and Estimates- PS&E will be prepared at 1"� 20' scale in
accordance to City a.t�d TxD�T desigr� crit�ria at�d review comments. We propose
that submittals be made at 3�-60-90% and final. We anticipate usi�g the 30%
subnaittal ta identify major issues prior to zx�aving forward into final design. We
propose ta subrnit estimates at the 30% and 90% campletzon levels. Pla.ns wiil be
provided on 2�"x 36" sheets for ptxrposes of bidding and canstruction. Review
sets will be submitted on 11 "x 17" sheets. Upon completion oz�e set of mylax final
p�ans, specifcatiozxs ant� electronie files tvill be provided to the City.
In preparatian of this proposal we made the following assuznptions:
1. Fvur Block project limiis (V�aits-Forest Park)
2. Environmen� not included
3. Design �ill follpw schematics already deveioped
4. Bus Shelter design not included
5. Righi-o� Way Acquisition xs not anticipated or included
6. Construction Inspection not included
7. Shap Drawing r�view not included
We propose ta provide these services for a Lump Sum Fee of $262,376.00. We have
attached a spreadsheet which breaks out this fee by phase and task. If you shauld have
any questions or need additianal information, please feel free to cantact me.
Sincerely,
TranS em arporation
R 1 Pen III, P.E.
Principal
�RaposEa F��
Berry 5treet, llniversity Distriet jWalts-Forest Park}
15-nllay-02
Project: Berry Street - .- �- _ - - ---- _ - - --�- -- - �!--.
I QES[qR S2NICE5
HOURLY RAT� YVORK Total
Estimated ARanhaurs Cost
� Proj. Super, Dasign CADD Survey RPLS Eslimale
WORK TASK bESCRIPT10N Prinicipal Mgr. Engr. Engr. Tech. Crew Clsrical ($)
175.OD _ 135,D4 105.d0 B5.U0 75.00 120.OD 88,Oq 45.00
I _ _ _ I
q, 3URVEYS (Garrondona} • _ _ �
5upplemen�el8urveys 24.00 32.OD 12.00 2.00 6,786.00_
Misa Rawties 8.00 24.OD Ro.00 2.a� 7,09a.o0 j
sutrtatal 73,87BA0 �
g, Landacape9esign (ThompsonLandscapeArchitects)' 1I
� Plantingandimlgatian 1S.SOO.OQ I
� _ _ � sub-4oia 16,5{30.00 I
I
f C. street scape �esigr, - - - - - - - �
I Urban desin I Slreel Fumilure (Caoper Cerryj - - - - - - - - 52,650A0 �
Wa�nding {2D3 Callaboretiva)' 31 QOU.aO j
� �uh-tola 55,650.00 �
� _ �
I D. CIVI1. PLANS � SP�CIFICATIONS
� Projec! Management 4.D0 40.00 18.00 _ 6 820.00
� Coversheet _ 2.00 '�50,00
� Typir�l sectian I Pavement design 24,OD 24.OD 5.a4d.00
� Utility reaearch 16.D0 2D_DO 20.0� B.OD $,12D.00 '
� Preparallonotbasemeps(1"=20', 1� sheets) Zq,00 4,840.00
� Itoadwaylsidewalkplans -_ B.OU 100,OU 160.t10 23,58d.00
� AflWTRs 12.00 24.00 2.00 3.510.00 �
� Urainagaswdy 2.p0 4.00 24.00 32AD 4.00 5.51U.0� �
� Storm orain deslgn 8.00 24.00 48.40 8,720.00 �
� Ouanity shee�s 8.fl0 40,00 za.ao 5,9&0,00 I
� Conslructfonspecificafians _ 2AQ 18.00 40.00 16,04 7,430.00 �
Consiructiondetails 1.00 4,00 80.D0 98.00 12.71S.D0 I
CiEylTx�OT reVlew 2.D0 24.00 32.00 50,00 5.�0 12,674.00 �
I sub-tDta 98,045.OQ j
` E, Lighting (MuHaiech} • `
� Pedesttian - �
� sheei (
� phato Metrics _ �
j Electrical! ConduiU Pull Box Layout �
� Produd Seleeliqn! Specificeiians �
� su6-lOtal 2QOD0.00 �
I �
� F 5i9�� oesign ( ihrae intersections� �
j Field visit 4.UU s9a.aa � I
� 7ratficCounls i.OU $.00 735.00 �
� TraKcMalysis 8Ad 1,d80.OD `
� S�qnal Leyout and Oesign 60.00 1 a0.00 18.600,OU 1
f Quantltiea 4,40 1D.00 1.2so.aa �I
� Spacilieauans 1,00 6.00 4.00 1.165.00
� GirylfxDOT revlew - 1.U0 4.00 12.00 1,815.Oa �
� sub-tote 25.425.0� {'
� C,, TratficCantroUConstructionsequanaing 2.pU 92.00 4Q.OQ 4D.00 I I 8,370.00 I�
� �u6-total 8.370.D� �
I R
I H MEEfINGS ��
� City 51aN 16.00 �s.00 a.oa z.00 5 730.60 y
� Cvmmunity i8,00 16.00 8.00 2,04 5�7'34.�0 I
� _ 11,464.a0 !I
� I I
� �, BIO�IIVG ASSISTANGE _ _ _ �
HidqueslionslAdc�enda 12A0 4.OD 4.Q4 2,14U.Op i
Pre-construclion mseting 6.Op $1tl.D0
� su4-tofa! 2,95o.a6 I
I i � �!
PAGEI
PROP�S£D �E�
Berry 5treet, Uni�ersity �istrict (Waits-Forest Park)
95-iYlaY-02
Project: Berry SEreet � �
Desiqn 5ervices
� IiOURLY RA'T� WORK 7otal
Esfimated Manhours Cost
Proj. � Super, Design � CADD Survey RPLS �stimate ;
WORK TASK DESCRIPTION Prinicipal Mgr. Engr. Engr. 7ech. Crew Clerical ($)
175.00 135,DD iD5.00 85.00 75.00 120.00 SB.00 45.Q0 �
� ,J, It�IMBURSA8LE5 '
Plans ( 4b aels) • 2/ 400,00
Speci(ipllans {40 sata) ' 1 l200.OU �
Mylars 200.00 •
Exhihils _ 1,SU0.00 �
su6-tota 4,9tl0.OD
I I
� �{, Sub-Consultant Managemeni {MBEMJBE) St�h-total 5.600.00 '
� — I �
� — — -
� TOTA 3 262,376.00 j
� • MBElWBE Perticipation Toial 3 56,576.00
I ' MeE1YJBE Particlpalion Parceniaga 22%
� Fee daes not include:
I geotechnical _ �
� environmental �
� constructlon inspeation �
� canstructian sSaking _ — �
I water and sewer desEgn- separate proposal to
Water [7ept.
IC:4Dacumen� antl Seltlnys4pena.A•E1My➢ewmentalMy daoumenlslpraPosa1s16eM'5TEPl�berryunive�alty.al�]�esi9� Fee .
PA6fi 1
Attachmen� �
co�r��n�s�rio�
The Engineer shall be compensated a fotal lump stim fee of $262,376.OD for fhe project.
Payment of the lum� sum fee shall be considered ful! comp�nsa#ion for the services
described in Attachment A for al! labor, materials, supp�ies, and equipment Recessary to
complete the services.
Th� Engineer shall submit monthly invoices to the Ci#y for all work per�ormed under this
agreement set for�h in Article III, Terms of Payment. The mor�thly invoices will contain a
description of the tasks perFormed for tha# particular month, percent camp�ete #ar each
task, amount b�dgeted for each #as�, partion of b�dg�t amount expended, pre�ious billing
totals, and toiafs for in�oice.
The following is a list of all af th� firms and their fees in the contract:
Transysfems Corporation (Ci�il, Signals, Traffic Control)
Gooper Carry (Urban Des9gn, Streetscape, Wayfinding}
Multatech (Lighting}
Thompson Landscape Architec#s (Landscaping and Irrigation)
Garrondona (Surveying)
Trevino (Re�roaraphics)
TOTAL =
$153,150.00
$ 55,650.OD
� 2o,00a.aa
$ 16,5QO.QD
$ 13, 876.Ofl
� 3.200.00
$262,376.00
I: I
ATTACHMElii'I' C
SPECIAL PROVISIOI�IS FORCON5ULTAli�'T CONTRACTS
� Chan�es in Wark: The Consultant shaIl make such revisions in. the work inc�uded in
this cantract which has been completed as are necessary to correct e�rrors appeaxing
iherein when required to da so by the City without undue dalays and additional cost to
the City.
If the City fnds it necessary to request changes to �reviously satisfact�rily completed
work ox parts thereof, the Consultant shall make such revisions if requested and as
directed by tI�e City. This vsrill be considered as a.dditional woxk and paid £'ar as
specified under Additional Work.
� Additional Work: Work no# specifically described under "Scope of Services" must
be appraved by supplernentai agre�ment to this cantract by the Ciiy before it is
undertaken by the Cansul#ant. If t�e Con�ultant is of the o�inion that any work the
Consultant has been dixected to perforn� is beyond the scope af this agreement and
constitutes ext�ra work, the Consultant shaIl promptly natify the City in writing.
In th� �vent the City finds that such work does constitute extra work, then the City
�hall so advise the Conse�ltant, i� writing, and shall provide extra compensation to the
Consultant for doing this work on the same basis as co��red �nder Compensation and
as provided under a supplemental agreement and perFormed by the Consulta�t. Any
contract modi�cation shall have TxDOT approval priox to beginning the additiona�
work.
• Retentian, A�aiIabilit�v af Records and Audit Rectuirements,: The City shall have
the exclusive right to examine the books and recflrds of the Consultan.t for the purpQse
of checking the amouz�t af work performet� by the Const�tant at the time of contract
termination. The CQnsultant shall maintain all books, documents, papers, �ccounting
records and ather evidence pertaining to cost incurred and shall make such materia�s
avaXlable at its office during the coz►tract period and for �our (4) years from the date of
final payment under this cantract or until pending litigation �as been completely and
fixlly resalved, whichever occurs last. The City or any o� ifs duly aufiharized
representatives, the Texas Department of Trarisportation, the Federal Highway
Administration, fihe United States' Department of Transportation Office o£ Inspector
General and the ComptrolIer Genera] shall have access to any and aIl books,
documents, papers and records of the Cons�ltant which are directly pertinent ta this
contract for the purpose ofm�king a�xdits, examinations, excerpts and transcriptions.
• Cost principals must be hased on the provisions of �8 CFR Chapter 1. Part 31 Federal
Acauisition �esulation (FAR31).
� DBE Percentage GoaI: The percentage gaal for Disadvantage Business Enterprise
participatzon in the work to be performed under this contract is zero (0%) percent of
the contract arnount.