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HomeMy WebLinkAboutContract 31849 . ^ CITY SECRETARY CONTRACT NO. STATE OFTEXAS § KNOW ALL BY THESE PRESENTS: COUNTY OFTARRANT § THIS AGREEMENT in made and entered by and between the City of Fort Worth, Texae, a municipal corporation situated in Tarrant County, Taxao, hereinafter called the "City"' acting herein by and through Marc Off, its duly authorized Assistant Qty Manager, and Coronado Builders, hereinafter called the "Consultant"for the purpose of providing design phase consulting services the Zipper Building Renovation project. WKTNESSETH VVhenaao' Consultant has been selected to provide een/ioee as a Construction Manager at Risk for the above Project, and, Whereas, provided that Consultant and City are able to negotiate a contract for Consultant to be the CKAAR for the Project, thaDinectorofTuanapode1ionondPub|icVVorkointendoionaoonnnnend Consultant for Phase || (Construction) aen/ioeo under the solicitation, TPVV2006-05' March 2005' and VVheneaa, negotiations on e contract terms, the development ofa mutually agreeable Guaranteed Mooirnunn Price (GMP) for construction, and approval of Council are necessary to commence services aa the CK8AR, and, Whereas, it is necessary for the City to engage Consultant during the design phase to arrive at a GK8P, and, Now therefore, in consideration of the mutual covenants and agreements herein contained, the parties hereto dn hereby covenant and agree aofollows: SECTION | SERVICES OF THE CONSULTANT City hereby contracts with Consultant as an independent contractor, and the Consultant hereby agrees to perform, within the professional standards normally accepted in the State of Texas, consultation services in connection with the following general scope of work: Analyze the /\nuhitoot'e design, including Plans and Specificetion, to anounetha feasibility and conatruutabi}ity of the Project, eaaiot in bringing the estimated construction cost of the Project within the construction Budged through value engineering, the selection of building systems and mederia|e, ooai estimating, scheduling and other means, without adversely affecting the capacity and quality of the Project. Based on this pnnreoo' establish aGuevanteed Maximum Phoo (GK4P) for the Project, including General Conditions, CK8AR fee, insurance and bonds. The City has employed the architectural firm nfVVADO|LLGROUP to perform any portion of the scope of work that requires performance by a licensed engineer or architect. SECTION || PERSONNEL 1. The following personnel will be assigned to this Project: 1.1. City of Fort Worth 1.1.1.Doaign Project K8anagec Nancy Richardson 1.1.2. Construction Project Managec Jack Durham U �� U � U �� U � �� X llU ��U 05-17-05P02 : 00 RCYD " �� " ` ~^ ^~� 1.2. Consultant 1.2.1.Project Manager: Preconstruction—Jerome Stock/Construction—Allen Hager 2. Neither party may change key personnel without agreement by the other party. SECTION III CHARACTER OF CONSULTANT'S SERVICES 1. The Consultant agrees to provide all necessary services to perform the Scope of Services. 2. The Consultant shall advise City as to the necessity of City's providing or obtaining from others services and data required in connection with the Assignment at City's cost and expense (which services and data Consultant is not to provide hereunder but on which Consultant may rely in performing services hereunder), and act as City's representative in connection with any such services of others. SECTION IV FOLLOW ON SERVICES OF CONSULTANT 1. Upon the establishment of a mutually agreeable GMP City staff intends recommend to the Fort Worth City Council an award of contract to Consultant CMAR. If a contract is awarded, the following terms will be a part of the construction contract: General Conditions: 5.4% of cost of work Construction Manager's Fee: 4.5%of cost of work Project schedule: complete construction within 90 calendar days after the issuance of a building permit Proposed MWBE participation goal: Subcontractors: 26%of Cost of Work Nothing in this agreement shall ever be construed in a manner that would require the City to award a CMAR contract to Consultant, it being acknowledged that the authority to award such a contract rests solely in the discretion of the Fort Worth City Council. SECTION V COMPENSATION TO CONSULTANT 1. The total compensation for all of the assignments to be performed by Consultant as described in CHARACTER AND EXTENT of CONSULTANT'S SERVICES hereof shall not exceed $1,500 including the cost of any reimbursable expenses. Consultant agrees to complete the entire scope of work at the stated not-to-exceed amount, regardless of the hours required. SECTION VI METHOD OF PAYMENT 1. The Consultant shall be paid not more frequently than once per month on the basis of statements prepared from the books and records of account of the Consultant, such statements to be verified as to accuracy and compliance with the terms of this Agreement by an officer of the Consultant. Payment according to statements will be subject to certification by the Director of the Transportation and Public Works Department or his duly authorized representative that such work has been performed. 2. The above charges are on the basis of prompt payment of bills rendered and continuous progress of the work on the Assignment until completion. If City fails to make any agreed to payment due Consultant for services and out-of-pocket expenses within sixty days after approval of Consultant's statement thereof, Consultant may, after giving seven days' written notice to City, suspend services under this Agreement until Consultant has been paid in full all amounts due for services actually performed and out-of-pocket expenses actually incurred. SECTION VII CONSULTANT'S SERVICES 1. Consultant Services are described in Section I. N00 . , 2. The Consultant shall Nod the sites and make himself familiar with the scope of the assignment 3. The Consultant shall provide up to two formal presentations of the Project Analyses at various stages nf the assignment. 4. All deoigna, drawings, specifications, documents, and other work products of the CONSULTANT, whether in hard copy or in electronic form, are instruments of service for this PROJECT, whether the PROJECT is completed or not. Reuse, change, or alteration by the CITY or by others acting through or on behalf of the CITY of any such instruments of service without the written permission of the CONSULTANT will be at the C|TY'e sole risk. The CITY shall own the final printed designs, drawings, specifications and documents. Transfer of ownership of the contract documents does not constitute sale of the documents SECTION |X CITY RESPONSIBILITIES 1. Provide criteria and information as to City's requirements and designate a person with authority tn act on City's behalf on all matters concerning the Assignment 2. Clarify and define City's naquinannanto relative to the assignments and review available data 3. City shall notify the Consultant when it is appropriate to proceed with the services 4. Assist Consultant in obtaining existing etudiao, napoho and other available data and services ofothers pertinent io the Assignment and in obtaining additional reports and data as required. 5. Upon reasonable notice arrange for access to and make all provisions for Consultant to enter upon public and private property as may be required for Consultant to perform services hereunder. 6. Designate in writing qualified persons who will act as City's representatives with respect to the Assignment for the purposes of transmitting instructions, receiving information, interpreting and defining City's policies and decisions with respect to Consultant's services. 7. Review all n*podo' recommendations and other documents and provide written decisions pertaining thereto within a reasonable time. 8. Upon reasonable notice provide labor and safety equipment to expose structural elements, to make temporary repairs, and tooperate meohanioal and electrical systems ao required by the Consultant in the services. Q. Provide such legal, accounting, insurance and other counseling services to City as may bn required for the Assignment. 1U. Bear all costs incident to compliance with this Section. SECTION |)(TERMINATION 1. The City may terminate this Agreement at any time for convenience or for any cause by (30) thidy'doynntica in writing to the Consultant. Upon receipt of such notice, the Consultant shall immediately discontinue all een/ioao and work and the placing of all orders or the entering into Contracts for supplies, eaoiatanoa, facilities and materials in connection with the performance of this Agreement and eho|| proceed tocancel promptly all existing contracts insofar ea they are chargeable to this Agreement. 2. If the City terminates this Agreement under the foregoing paragraph, the City shall pay the Consultant for services performed in accordance herewith prior to such termination, less such payments having been previously made. Such payment shall be based upon the work completed uptothe date of termination,of the Agreement in accordance with the method of compensation prescribed in Sections V and V| hereof. Consultant shall also beoonn for all term inoton'related expenses such as meeting attendenoe, document reproduction, transfer of records, etc. 3. Upon early termination or conclusion of this Agreement, the Consultant shall provide the City reproducible copies of all completed or partially completed documents prepared under this Agreement that shall become the property of the City and may be used by the Qty in any manner it desires. The Consultant shall not be liable for the use of such materials for any project other than the p 'eotdeaohbedinthieAgreement. SECTION X| INDEMNITY AND INSURANCE 1. Consultant shall indemnify and hold the City and all its officers, agents, eenx*nte and employees harmless from any loss, damage. liability orexpenses, on account of damage to property and injuries, including death' to all ponoono' including but not limited to officers, agents, or employees of the Consultant or any aubooneu|tent, and all other persons performing any part of the work and improvements, which may arise out of any negligent act, error oromission in the performance of the Consultant's professional services. In no event shall the Consultant be liable for consequential damages. 2. The Consultant shall defend at its own expense any auha or other proceedings brought against the Qty' its officers, agents, servants and emp|oyeeo, or any ofthem on account thereof, and nheU pay all expenses and satisfy all judgments which may be incurred by or rendered against them arising out or the indemnification; provided and except, however, that this indemnification provision shall not be construed as requiring the Consultant to indemnify or hold the City nr any of its officers, agents, servants or employees harmless from any loss, damages, liability or expense, nn account of damage to property or injuries topaneoncauoed by defects or deficiencies in design criteria based upon information furnished Consultant by City. 3. Without limiting the above indemnity, Consultant shall maintain a policy ofcomprehensive general liability insurance coverage with carriers acceptable to City in at least the following amounts: Commercial General Liability $1.000,000 Per Occurrence Employers Liability Insurance Bodily Injury $500,000 Each Accident $500.000 Policy Limit $500'000 Bodily Injury by Disease, each employee ^ . Workers Compensation Coverage A: Statutory limits Coverage B: Employer's Liability $100'000 each accident $500.000 dioeaee- poUny|}rnd $100,000 disease- each employee Business Automobile Combination Single limits $500.000 each accident Personal Injury $2,500 each person Uninsured $500'000 each accident Professional Liability Insurance Not required. 4. C'nou|tont shall furnish City a Certificate of Insurance in at least the above amounts. Certificate shall contain a provision that such insurance cannot be canceled without 30 days prior written notice to Qty. The City naaen/ea the right to novieo insurance requirements specified in this agreement to the best interests of the City. S. General Insurance Requirements 5.1. Commercial General Liability coverage shall be endorsed to name the City an Additional Insured thereon, as its interests may appear. The term City shall include its employees, officers, officials, agents, and volunteers as respects the contracted services. 5.2. Certificate(s) of insurance shall document that specified insurance coverages are provided under applicable policies documented thereon. 5.3. Any failure on part of the City to request required insurance documentation ohoU not constitute e waiver of the insurance requirements. 5.4. A rnininnuno of thirty days notice of oanoaUation, non-renewal or material change in coverage shall be provided to the City. A ten days notice shall be acceptable in the event of non-payment ofpremium. Such terms shall be endorsed onto Consultant's insurance policies. Notice shall be sent to the Facilities Manager, Transportation and Public Works Department, 1U00Throckmodon' Fort Worth,T}(76102. ` 5.5. The City ehe|| not be responsible for the direct payment of any insurance premiums required by this agreement. It is understood that insurance cost is an aUovvub|a component of the Consultants general overhead. 5.6. The Qh/ nsoen/eo the right to revise insurance requirements specified in this agreement according to the best interests of the City. 5.7. Insurers for all policies must be authorized todo business in the state ofTexas or be otherwise approved by the City; and, such insurers shall be acceptable to the City in terms of their financial strength and solvency. 5.8. Deductible |innito, or self-insured ndentione, affecting insurance required herein may be acceptable to the Qty at its sole discretion; and' in lieu of traditional insurance, any alternative coverage maintained through insurance pools or risk retention groups must be also approved. Dedicated financial resources or letters of credit may also be acceptable to the City. 5.9. The City shall be entitled, upon its request and without incurring expense, to review the Consultant's insurance policies including endorsements thereto and' at the City's CRY bECINARY ^ discretion, the Consultant may be required to provide proof of insurance premium payments. 5.10. The City shall not be responsible for the direct payment of any insurance premiums required by this agreement. It is understood that insurance cost is an allowable component of Consultant's indirect overhead 5.11. All insurance, except for the Professional Liability insurance policy, shall be written on an occurrence basis. 5.12. Guboonau|bynta to the Consultant shall be required by the Consultant to maintain the nenna or reasonably equivalent insurance cnverage, except for Professional Liability |nauranoe, as required for the Consultant. Consultant shall provide City with documentation thereof on certificates ofinsurance. 5.13. The Consultant shall assure that Professional Subconsultants provide acceptable and appropriate |ava|e of Professional Liability onvanaga or that the Consultant's coverage provides coverage for the work of the Suboonou|tent. Notwithstanding anything to the contrary contained herein, in the event eeubconou8ont'a insurance coverage is canceled or terminated, such cancellation or termination shall not constitute a breach by Consultant of the Agreement. SECTION >{| RIGHT TOAUDIT 1. Consultant agrees that the City shall, until the expiration of three (3) years after final payment under this Agreement, have aooaae to and the right to examine any directly pertinent books, doournento, papers and records of the Consultant involving transactions relating to this Agreement. Consultant agrees that the City shall have ouueoa during normal working hours to all necessary Consultant facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. The City shall give Consultant(30)thirty days advance notice of intended audits. 2. Consultant further agrees to include in all its subcontracts hereunder a provision to the effect that the oubooneu|tent agrees that the City ahm||, until the expiration of three /3> years after final payment under the nubcontnuct, have aooeoo to and the right to examine any directly pertinent books, dncunnanto, papers and /enonje of such Ry MU ` auboonoukent invoking transactions to the subcontract, and further, that City ohe]| have ocnaeo during normal working hours to all eubconaultant facilities, and shall be provided adequate and appropriate work space, in order to conduct audits in compliance with the provisions ofthis article. City shall giveeuboonauKant /30> thirty days advance notice of intended audits. 3. Consultant and Gubcnnauitante agree to photocopy such project-related documents as may be requested by the City. The City agrees to reimburse Consultant and Subconou|tont for the costs of copies et the rate published in the Texas Administrative Code. SECTION X|| SUCCESSORS AND ASSIGNS 1. The City and the Consultant each bind themselves,their successors and assigns, to the other party to this Agreement and to the successors and assigns of each other party in respect to all covenants of this Agreement. SECTION )(||| ASSIGNMENT 1. Neither party hereto shall assign, aub|od or transfer its interest herein without prior written consent of the other party, and any attempted assignment, sublease or transfer'of all or any part hereof without such prior written consent shall bevoid. SECTION ){|V INDEPENDENT CONSULTANT 1. Consultant shall perform all work and services hereunder as an independent Consultant, and not as an officer, agent, servant oremployee of the Qty. Consultant shall have exclusive control of, and the exclusive right to control the details of the work performed hereunder, and all persons performing same, and shall be solely responsible for the acts and omissions of its officers, agents, employees and Subuonau|tanta. Nothing herein shall be construed as creating a partnership or joint venture between the Qty and the Consultant, its officers, agonto, employees and Gubooneu|tanta' and doctrine of respondent superior has no application an between the City and the Consultant. is _t desigRing a%#iRg) this AgreemeRt war, exeGuted, the GGRGYI:taRt shall revise plaRs and speGifiGatieRs, as required, published after the date ef this AgreemeRt whiGh the GeRBultaRt GGYId Ret have beeR reaseRably CNN RY 0 SECTION XVI VENUE 1. Venue of any suitor cause of action under this Agreement shall lie in Tarrant County,Texas. IN TESTIMONY THEREOF, the City of Fort Worth has caused this instrument to be signed in triplicate in its name and on its behalf, by its City Manager and attested by its City Secretary, with the Corporate Seal affixed; and the Consultant has also properly executed this instrument in triplicate copies, each of which is deemed an original. EXECUTED IN THE CITY OF FORT WORTH, TEXAS, THIS/Ity of g*2005. Coron o Builders Ltd Ci MtF Wort Arftt B B Wallis H. Bryc/,,,(-EO Marc Ott Coronado Builders Management, Inc. Assistant City Manager General Partner of: Coronado Builders,Ltd. Approval Recommended: Attested: Department of Transportation and Public Works By: By: Robert Goode, P. E. Marty Hengrix Director City Secretary NO M7 REQED & UIR Approved as to Form And Legality: �- --- - i By: Date: Assistant 6-ty Attorney OFACIAL BOB CHY RUM ff