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Home My WebLink AboutContract 27437�'` � ' , i� ' I' , �1..7 CITY OF �'ORT WORTH, TEXAS CIiY ��GRETA�Y " � STANDARD AGREEMENT FOR ENG�NEERTNG SERVIC��'� N� • --�' This AGREEMENT is be�waen the City of For� Worth (the "CTTY"), and Alan Plummer Associates, Tnc. , (the "ENGINEER"), tor a PROJECT generally described as: �'ort Worth Nature . Cent�r Levee Re�toration Concep� Desic{n. Axtiele Z Scope of Services A. The Scope of Services is set �orth in Attachment A. Artic�.e �2 CampensatiQn A. The ENGINEER'� Attachmen� B. compen.sation i� Article IZ� Terms o� Payment se� �orth in Fayments ta the ENGTNEER will be made as fo�.lows: A. (i) Inv'oiCe and Paymen� The Engin�er sha11 provide the City sufficient documentation �o r�asonably substantiate �he invaices. (2) Monthly invoices will. be i�sued by the ENGIN�ER for a1.1 work perf�ormed under thi,s AGREEMENT. �z�.voices ar� due and payable within 30 days o�f receip�. (3) Upon. comple�ian of services enumerated in Article I, the f inal paytnen� of any balance �nrill be due wi�hin 3 fl days o� receip� of �he final invoice. t4) Tn the even�. ot a dispu�ed ar contested billing, an�.y that portion so contested will be withheld fram paymen�, and the undisputed portion will be paid. The CZTY will exerca.se reasonablenese in con.testing any bill o� portion thea�eof. No intexest will accrue on any cantested portion of the billing until m�xivall.y resolv�d. {5} Tf the CITY fails ta make paymcnt in �ull ta ENGxNEER fo� billings con�estied in good faith within 60 �^ the amount due, the ENGINEER may, af�er giving ��Q� �� written. no�ice to CITY, suspend services unde ��i�� _�� C�I�, �_ AGRE�MENT until paid in fu11, including in�erest. In �he �v�nt of suspension df servi�es, the ENGINEER shall have no liabili�y to CITY for delays or damages caused the CiTY because o� such suspension of services. Ar�icle IV Obligations o£ the E�gineer A. Genera� The ENGINEER wiil serve as the CZTY's px�ofessiona� engineexing �epresen�ati�e �nder this Agreement, providing professional engi�eering consuL�a�ion and advice and furnishing customary serv�ces incidental there�o. 8. Standa�d of Care The standard of care applicable �a the ENGTNEER's se�c�vices will be the degxee of ski11 and diligenc� normally employed in �he State of Texas by pratessional engin��rs ar consultan�s perfo�ming �he same or simi�ar services a� the time such se�rices are performed. C. Subsurface Investiga�ions (1) The ENGINEER shall advise �he CTTY with regard to �he necessity �or subcon�ract work such as special sux�veys, tests, test borings, or o�her subsurface investigat�ons in connection with design and enginecring work to be perform�d hereunder. The ENGINEER shal� also advise the CITY concerning the resu�ts of same. Such surv��ys, tests, and inves�iga�ions shall be fuxnished by the CTTY, unless otherwise speci�ied in AttaChment A. (2) In soils, �oundatian, groundwater, and o�her subsur�ace inve�tigations, th� actual characte�istics may �rary sa.gnificantly be�we�n successive test poin�s and sample intervals and at locations other than where obser�rati.o�.s, explora�ion, and investigations have been mad�. Secause of the inheren� uncertainties in subsurfac� ev�luata.ons, changed or unanticipated underground canditions may occur that could af�ec� the total PROJECT cos� and/or exe�ution, These conditions and cast/executi.on et�ects are n,a� the responsibility of �he ENGINEER. D. Preparatiox'� af Ersgineering Drawa�ngs The ENGINEER will p�ovide to the CITY the o�iginal drawings o� all plans a.n. ink on reproducible plastiC ��.I.m sheets, or as o�her�uvise approved by CITY, which shall become the p�operty of the CITY. CITY may u�e such drawings in any manner it desires; prov'ided, however, that the ENGINEER shall n.o� b� 1iable for the u�e of su.ch drawings for any project other than the PROJECT described herein. -2- E. Engineer's Personnel at Construction Site (1) The pxesence o� dut �es o� the ENGZNEER' s pexsonnel at a construCtion site, whether as on.--site representatives or o�herwise� do no� make the ENGINEER or its personn.el in any way responsibl.e for those duties that be].ong to the CTTY and/or the CTTY's construction contractors or o�her entities, and d� no� relieve the construc�ion contrac�ors or any o�her entity of �h�ir obligation�, duties, and re�ponsibilities, including, but no� limited to, all con�truc�ion methods, means, techniques, sequences, and procedures necessary for coordinating and completing all porti.ons of the cons�ruction wark in accordance� with the Contract Documents and any health or safety precau�ions required by such canstructa.on wa�k. The ENGZNEER and its personnel have no au�hority to exercise any control over any construction contractar ar other entity or their emplayees in connection with their work ar any healfi.h or safety pr�cautions. (2) �xcept to the extent o� specific si�e v�isi�s expressly detailed and set forth �.n Attachment A, the ENGINEER or i�s personnel sha11 have no obl.�.gation ox responsibility �.o visit the cons�ruction �ite to be�ome fami.liar with the p�ogress or quali�y of the compl��d wark on the PROJECT or to determin.e, in gene�al., i� �he work on �h� PROJECT is being performed i.n a manner indicating �hat �.he PROJECT, rah�n completed, wi11 be in aecordance with the Contract Dacurnents, nar shall anything in the Contract Documen�s or �h� ag�e�ment betw.een CITY and ENG�NEER be const�ued as requiring the ENGINEER ta make exhaus�ive or continuous on-site inspections to discover latent de�ects in the work o� otherwise check �he c�uality or quantity of the work an the PROJECT. If, for any reason, �he ENGINEER should make an on-site observation(s), on the basis of such an--site observatians� if any, the ENGINEER shalZ endeavor to k�ep th� CTTY informed of aray deviati.on f�om the Contrac� Docu.ments coming to the actual notice o� ENGZNEER regarding the PROJECT. (3 ) When professi.on.a1 ce�ti�ication of performance �r characteristica of materiaJ.s, systems o� equipment is rea�onably r�quired to perform the services set fo�th in the Scope of Services, th� ENGTNEER sha11 be entitled to rely upo� such certi�ication �o es�ablish materials, sys�ems ar equipment and per�ormanee era.texza to be �equired in �he Con�rac� Documents. F. Opinioan.s of Prabable Cast, Financial Considera�ior�s, and Schedul.es (1) The ENGINEER sha11, provi.de opinions of probable cos�s based on the curren� available infax�mation at the time -3- of preparation, in accordance wi�h Attachment A. (2) In providing opinions o� cast, �inancial analyse�, ecanomi� feasibility pro7�ctions, and schedules for the PROJECT, the ENGINEER has no control ove� cost or price of labor and materials; unknown or latent conditions o� existing equ�pment or structures tha� may affect operation or rnaintenance costs; competitive b�dding procedures and market canditions; time or quality of pe�fo�mance by third parties; quali�y, �ype, management, or direction o� apera�ing p�rsonnel; and other economic and opera�ional fac�ors that may materially a��c� the ul�imate PROJECT cost or schedule. Theretore, the ENGZNEER makes no warranty that the CITY's actual �ROJECT costs, financial aspects, economic feasibility, or schedules will no� vary from the ENGINEER's opinions, analyses, projection�, or es�ima�es. G. ConstruCtian Progress Payments Recommenda�ians by the ENGINEER to the CITY for periodic cons�ruction progress payments to the con5t�uction contractor will be based on �he ENGINEER's know�edge, information, and belief from selective samp�ing and observation that the work has progressed to the point indicated. Such recommendatio�s do not represent that continuous or detailed examinatians have been made by th� ENGINEER to ascertain �ha� the const�uctian con�ractox has comp�eted the work in exact accordance with the Cantract Dacuments; that the final work will be acceptable in a11 respects; that th� ENGZNEER has mad� an examina�ion ta ascertain how or for what purpose the construction contrac�or has used the moneys paid; that title to any of the work, mate�ia�s, or equipment has passed to the CITY ��ee and clear of �iens, cla�ms, secuxzty interests, or encumbrances; ox that there are not other ma�ters at issue between the C2TY and the Canstructi�n contractar thati a�t�c� the amount that should be paid. H. Recard Drawings R�cord drawings, i� r�quir�d� will b� pr�par�d, in par�, on �he basis of info�ma�ion compi�ed and furnished by othe�s,and may not always represent the exact location, type of various components, or e�act manner in which the PROJECT was finally constructed. The ENGTNEER is not respansible for any errars or omissians in the informatinn �rom o�hers that is incorporated in�o the record drawings. I. Minority and Woman Business Enterprise (M/WBE) paxticipation Tn aCcord with Citiy a� For� Worth Ordinance Na. 11923, as amended by Ordinance 13471, �he Ci�y has gaals for the participation o� minority busine�s enterprises and woman business enterprises in City cantracts. Engineer acknowledges _�_ the M/WBE goal established for this cantrac� and its �ommitment �o meet tha� goal. Any misrep�e-�en�ation of facts (other than a negligent misrepresentation) and/or the commission of fraud by the Engineer may result in the �erminatian of this agreement and debarment from parti- cipa�ing in City con�rac�s for a period ot �ime of nat less than three ( 3 ) year� . J. Right �a Audi� (1) ENGZNEER agrees that the CITY shall, until the ex.pixation of three (3) years after final payn�ent under this Contract, have access to and the right to e�amine and photocopy any directly pertinent boaks, documents, papers and records o� �h�: ENGINEER involving transactions rela�ing to this contract. ENGINEER agree� that the CZTY shall have access du�ing no�mal. working haurs ta all necessary ENGTNEER facilities and shall be provided a.dequate and appropria�e work spa.ce i� order to cond�.ct audits in comp�ianca wi�h the pravision� of this section. The CITY sha11 give ENGINEER reasanable advance notice of interided audits. (2) ENGINEER further agrees to include in all its subconsultan� agreements hereunder a provision to �he effect that the subcon�ultant agrees that the CZTY shal�., until the expiration of three (3) years a��e� final payment under the subcontract, have access to and the xight to examine and photocopy any directly pertinent boaks, docum�nts, papers and records of such subconsultant, involving �ransac�ions i�o the subcontxact, and fuxther, that the CrTY sha1.1 have accc�ss during normal working hours to all subconsultant facilities, and shall be provided ad�qua�e and apprapriate work space, in order �o con.duct audits in compliance with the provisions of this article togefiher wi�h subsection (3}hereof. CITY shall give subcon- sul.tant rea�onable advanee notice of intended audits. (3) ENGINEER and subc�nsultant agree to phot� copy such documents as may be requesfi.ed by �he CITY. The CITY agx�ees �o rei�nburse ENGINEER fo� the co�t ot copies at the rate published in the Texas Administrative Code in effec� as af the �ime copy�ing is per�ormed. K. ENGINEER's Isisurance (1) Insuranc� caverage and limits: ENG�NEER sha�l provide to the City certificate(s) of insurance dacumenting policies of the fol..lowing coverage at minirnum limits which are to be in effect prior to commencemen� of work on �he PROJECT: Commercial General Liability $7.,000,000 each occurrence -5- $I,OOd,pQO aggregate Automobile Liability $1,000,�pQ each aCcident (o� xeasonab�y equivalent limits of coverage i� written on a sp��t l�mzts basis). Coverage sha11 be on any vehiGle used in the course af �he PROJECT. Worker's Compensation Caverage A: statutoxy �imzts Cov�rag� B: $100,000 eaCh ��cident $500,000 disease - policy limit �100,�00 disease - each employee Professional Liability �1,000,000 each claim/annual aggregate (2) Certificates has obtained �o the CTTY PROJECT. of insu�ance evidencing �hat the ENGINEER all required insurance shall b� d�liv�red priar to ENGxNEER proceeding with th� {a} Applicable policies shall be endorsed to name �he CTTY an Addi�ional �nsured thereon, as i�s interests may appear. The texm CITY sha11 include its employees, officers, o��icials, agents, and va�unteers a� �e�pects the con�rac�ed services. (b) Certificate(s? of in�u�ance shall document that insurance caverage specified according to i�ems section K.(1) and K.(2) of this agreement ar� provided und�r applicable policies documented thereon. (c) Any failure on part ot the CITY �o �equest required insurance documentation shall na� constitute a waiver af the insurance xequirements. (d) A minimum of thi�ty (30) days notice af cance�- lation or mate�ial ehange in cov�rage shall be pro�ided to the CITY. A ten (10) days notice shall be acceptable in the event of non-payment of p�emium. Such ierms shal� be endorsed onto ENGz1VEER's insurance policies. NotiCe shall be sent ta the respective Departmen� Dir�ctor (by name), Ci�y of Fart Worth, �000 Throckmor�on� For� Warth, Texas 76�02. {e) Insurers for all palicies mu�t be authorized to da business in the s�ate o� Texas ox be oiherwise approved by the CITY, and, such insurers sha�l be ac�eptable to the CITY in �erms o� their financial s�rength and solvency. (f) Deductible Limits, or s�l� insured xetentions� a��ecting i�surance required her�in shal� be -6- acc�ptable �a the CITY in its sole discretian; and� in lieu of traditional in�urance, any alternative coverage maintained through insuranc� pools or risk reten�ion groups must be also approved. Dedicated financia� resources or �etters of cxedit may alsa be acCeptable to th� City. (g) Applicable polic�es shall each be endorsed w�th a waive� ot �ubrogation in �avor of the CITY as �espec�s the PROJECT. (h) Th� City shall be entitl�d, upon its request and without incurring expense, to review the ENGZNEER'� insurance policies including endorsements thereto and, at the CITY'� discretian, th� ENGINEER may b� required to provide proof of insurance premium payments. (i) The Commercial General Liability insurance policy shall have no excXusions by endoxsements unless su�h are approved by the CITY. (j) The Protessional Liability insurance policy, if written on a claims made basis shal� be maintained by the ENGINEER for a minimum twa �2) year period subs�quent to th� ��rm of the respec�iv� PROJECT contract with the CITY unless such coverage i� provided the ENGINE�R on an occurrence basi.s. (k) The CTTY sha11 not be responsible �ar the direct payment of any i.nsurance premiums required by �his agre�m�n�. I� is understood that insurance cos� is an allowable componen� of ENGINEER's overhead. (1.) All. i.nsuxan.ce requi.xed in seCta.on K. , except for the Professional Liability insurance policy, shall be writt�n on an occurrence basis in order �o b� approved by the CITY. (m} Subconsu�.tan.ts to the ENGXNEER shall. be required by the ENGINEER to maintain the same ar reasor�ab�.y �quivalent insurance coverage as required for the ENGINEER . When insurance co,cr�rage is maintain�d by subconsul.tan��, ENGINEER shall prov�de CITY wi�h documentata.on thereof on a certificate of insuraxY�e. Notwithstanding anything to the con�rary contained herein, in �he even� a subcnn- sultant�s a.nsurance coverage is canceled or ��rmina�ed, such cancellation or termination shall not constitute a breach by ENGINEER ot �he Agreement. L. Tnd�pendent Cansultant The ENGINEER agrees to perform a1.1 services as an independen� _�_ consultant and not as a subcontractor, agent� or employee of �he CITY. M. DiscYosure The ENGINEER acknowlcdg�s to �he CIT� tchat it has made fu11 discl.osu�e in writing of any existing contlicts o� interest or potential conflicts of interest, includa.ng persanal financial interest, direct or indir�ct, in property abut�ing the proposed PROJECT and business rela�ionships with abut�ing pxoperty cities. The ENGZNEER £u��her acknowledges that it will make disclosu�e in writing of any eor��licts of intex�est whi�h devel.op subseque�n.t to the si.gnin.g o� tha.s cant�act and prior tio �inal payment under the contraCt. N, Asbestos or Hazardous Substances (1) Tf asbestos or hazardous substanGes in any form are encoun�er�d ar suspec�ed, �he ENGTNEER will stop its own work in the affec�ed por�ions of the PROJECT to pexmit testing and evaluation. (2) Tf asbestas or other hazardous substances are suspected, the ENGINE�R will, if requested, assist the CITY in obtaining 'the services of a qualified subcon�ractor �o manage the remedia�ion. activiti�s of the PROJECT. O. Permitting Authorities - Design Changes If permitting autho�ities �equi�e design changes so as to camply with p�a.b].ished design cr�teria and/or curxent engineering practiCe standards which the ENGXNEER should have been awar� ot a� the tim� this Agreemen� was exeCuted, the ENGINEER shal� re�rise plans and specificatians, as required, at i�s own cos� and expense. However, i� design changes are required due to the changes in the permitting au�hori�ies' pub�.a.shed design criteria and/or practice standards crite�ia which are published after �he date af this Agreement which �he ENGINEER could no� have been rea�onably aware of, the ENGINEER sha1.1 no�ify the CITY of such changes and an adjustment iz�. compensata.on w�.l]. be made through an amendment to this AGREEMENT. ArticZe V Ob�.iga�ions a£ the Ci.ty A. City-Furnished Data The CITY will mak� available ta the ENGTNEER al1 teChnical data a.n the CZTY's possession rel.ating to the ENGINEER's serviCes on the PROJECT. The ENG�NE�R may rely upon the accuracy, tim�liness, and completeness of the informatian provided by �he CITY. -8- B. Access to Facilities and Property The CZTY wiil make its facilities accessible �o �he ENGINEER as required tor the ENGINEER's pe�formance of i�s services and will provide labor and safety equipment as required b� the ENGINEER far such ac�ess . The CITY will perform, at no cost to the ENGINEER, such �e�ts ot equipment, machinery, pipelines, and othear components of the CZTY's tacilities as rnay b� required in conneCtion with the ENGINEER's services. The CITY will be r�spansibl� �or a11 acts of the CTTY's personnel. C. Ad'trar�isements, Permi�s, a�d Aacess Unle�s otherw'ise agreed �o in the Scope o� Services, the CTTY will. ob�ain, a�range, and pay for all adver�isern�nts �or bi.ds; permits and l.icenses �equi�ed by local, sta�e, or federal autharities; and Iand, easements, rights-of-way, ara.d access necessary for the ENGINEER's se�viCes or PROJECT construction. D . T�%maly Reviev►r Th� CITY will examine the ENGINEER's studies, sk��ches, drawings, sp�ci�ica�ions, proposals, documents; obtain advice of an at�orney� insurance accoun�ant, audi�or, bond and tinancial advisox�s, �on.su].tants as the CITY deems appropxiate; and writing deCisions required by the CTTY in a timely accordance with the projec� schedule in Attachmen� E. Prompt Natice reports, and o�her counselor, and othe� render in manner in A. The CITY vuill give promp� wri��n notic� �o the ENGINEER whene,crer CITY obser�cres or becomes aware of any development �ha� affec�s �he scope or timing ot �he ENGINEER's se�vices o� of any detect in the wo�k of the ENG�NEER or const�ucta.on contxactoxs. F. Asbestos or Hazardous Substaaces and xnd�iiication (1} To the maximum extent permi�ted by law, the CiTY will indemnify and releas� ENGTNEER and i�s offic�rs, employees, and subcontractors from all claims, damages, l.osses, and costs, including, but not ].imited to, attorney's fees and litigation expenses arising out of or relating to the presen.ce, discharge, release, or escape ot hazardous substances, contaminan�s, or asbestos on o� from the PROJECT. Nothing contained herein shal7. be canstxued to requi.xe the CITY to 1.evy, assess or colleCt any tax to fund this indernnifiCation. (2) The indemnification and release requi.red above sha1.1. not apply in the event the discharge, r�lease or escape � of hazardous substances, contaminants, or asbestos is a re�ult af ENGTNEER'S negligence o� i� such hazardous substanee, contam�nant or asbestos is brought onto the PROJECT by ENGZNEER. G. Contractor Indemni�ication and Claims The C�TY agrees to include in a11 �anstruc�ion contracts the provisions of Articl� IV.E. regarding the ENGINEER's Personnel at Constru�tion Si�e, and provisions providing contractor indemni�ication o� the CITY and �he ENGZNEER far contrac�or�s negligence. H. Con�ractar C�aims and Third�Party Beneficiaries (1j The CITY agrees to in�lude the �ollowing clause in aII con�racts with constru�tian cont�actors and equipmen� or materials suppliers: "Cantractors, subcontraetors and equipment and materials suppliers on the PROJECT, or their sureties, shall maintain no direct aetion against th� ENGTNEER, its o�ficers, emplayees, and subcontractars, for any claim arising out of, in connec�ian with, or resulting �rom the enginee�ing servic�s performed. Only the CZTY wi1� be the benefieiary of any undertaking by the ENGINEER." (2} This AGREEMENT gives no rights or benefits to anyone other �han the C2TY and the ENGINEER and there are no third-par�y bene�iciaries. (3) The CITY will include �n each agreement it enters into wi�h any other entity or pe�son regarding the PROJECT a provision tha� such ent�ty or person shall have �o third-party beneficiary rights unde� this Agreem�n�. (4) No�hing contained in this section V.H. shall be canstrued as a wayver of any right the CZTY has to bring a claim against ENGINEER. 2. CITY's I�s�rance (1) The CITY may maintain prope�ty insurance on Certain pre-existing struc�ur�s as�ociated with the PROJECT. (2) The CITY wi11 ensure that Builders Risk/Tnstallatian insurance is maintained at tha rep�acemen� cost value of the PROJECT. The CITY may pxovide ENGINEER a c�py af the policy o� documen�ation af such on a certificate of insurance. (3) The CITY will �pecify that the Builders Risk/Installation insurance shall be comprehensive in -1p- cov�rage appropriate to the PROJECT risks. J. Li�igation Assistanc� The Scope af Services d�es not include co�ts of �he ENGINEER �or required o� reque��ed assistance to suppo�t, prepare, document, bring, de�end, or assist in litigation undertaken or defend�d by the CITY. Zn the event C�TY requests such se�vices of �he ENGTNEER, this AGREEMENT shall be amended or a�eparate ag�eem�nt will be negotiated between tihe parties. K. Changes The CITY may make or app�ove c��dnges within �he general Scope of Sexv�ce� in �his AGREEMENT. If such changes affec� the ENGINEER's cost of or time required for performanc� o� the services, an equitab�e adjustman� will be made through an amendment to �his AGREEMENT with appropriate CITY approval. Ar�icle VI Gene�a� Legal Provisio�s A. Authorizatian to Proceed ENGZNEER shall be autho�ized �a proceed with this AGREEMENT upon receipt of a written Notice to Proc�ed from the CZTY. B. Reuse o£ project Docvmen�s Al1 designs, drawings, specifications, documen�s, and ather work products of the ENGINEER, whether zn hard copy or in eleet�onic form, are instruments ot service for this PROJECT, whether the PROJECT is completed or not. Reu�e, change, or alteration by the CITY or by othe�s acting through or on behalf a� the CITY of any such instxuments of service withaut the writ��n permiss�on of the ENGINEER wzll be at th� CTTY's so�e �isk. The final designs, drawings, specifica�ions and dacuments shall be owned by the CITY. C. Force Ma3eure The ENGINEER is not responsible for damages or delay in performance caused by acts ot God, strikes, Zackouts, ac�idents, o� other events beyond the contral of the ENGINEER. n . Te�nnxna�iosi (1) This AGREEMENT may be termina��d only by the Ci�y far con.venience on 3p days" written notice. This AGREEMENT may be �ermina�ed by ei.ther the CITY or the ENGINEER �or cause if ei�her party �aii� substantially to perform through no fault of the ather and daes not commence correctian o� such nonperformance with 5 days _i�_ of wri��en notice and diligen�ly complete the cor�ection thereafter. (2) It this AGREEMENT is terminated �or �he conv�nience af the City, the ENGINEER will be paid for �ermination expenses a� follaws: a.) Cost of .reproduction ot partial or complete studies, plan�, specif�cations or othe� forms of ENGTNEER'S wark praduct; b.) Ou�-o�-pocket expenses for purchasing s�orage containers, microtilm, elec�ronic data files, and oth�r data s�orage supplies or services; C.} The time requirements for the ENG�NEER'S pexsoz�zze� to document the work und�rway at the time the CTTY'S termina�ion for convenience so that the work etfiort is suitab�.e for long time storage. (3� Frior tio proceeding with terminati.on sex�va�ces, the ENGINEER �vill sulhmit tc� the CTTY an itemi2ed statemen.t of all termination expenses. The CTTY'S approval wi11 be obtained in writing prior �o proceeding with termi- nation services. E. Suspen�ion, Delay, or In�erruption �o Work The CITY may suspend, delay, or intex�rupfi. �he services ofi the ENGINEER fax the convenience of the CZTY. Zri the event of such suspension, delay, ar interruptian, an equitabl.e adju�tment in the PROJECT's sch�dule, commitment and cost o� the ENGZNEER's per�onnel and subcontractars, and ENGINEER's compansation wi1.1. be made. F. Indemxiification (1) The ENGINEER agrees �o indemnify and defend the CITY from any loss, cost, o� expense claimed by third parties for pacopexty damage and bodily injury, including death, caused solely by the negligenee or willful misconduc� af the ENGTNEER, its emp�.oyees, officers, and subcontractors in c�nnection with the PROJECT. (2) Tf the negligence ar willful. mi�canduct of both the ENGINEER and the CTTY (or a person idez�a.ta.fied above for whom each is liable) i5 a cause a� such damage or injury, the loss, cost, or expense shal� be shar�d be�ween �he ENGINEER and �he CITY in pxopartion to their �el.ative degrees ot n�gligence or willful misconduct as determin.ed pursuan.t to T.C.P. & R. Code, sec�ion 33.011(4) (Vernan Supplement 1996). G. Assignment --12 - Neither pa�ty will assign a�l or any part of this AGREEMENT without the prio� w�i�ten Consent of the other party. H. Interpretation Limitations on liabi�ity and indemnities in this AGREEMENT are business understandings between the partie� and sha11 apply to al1 the differen� �h�ories o� recov�ry, including breach ot con�rac� or warranty, �or� inc�uding negligence, strict o� statutory �iability, ax any othex cause af action, except far wi11fu1 misconduct or gr�s� n�glig�nce tor limi�ations ot liabili�y and sole negligence tor indemnifica�ion. Part�es means �the CITY and the ENGZNEER, and thei� o��icers, employees, agents, and subeontxactors. I. Jurisdiction The law of �he S�at� at Texas shall govern �he validity ot this AGREEMENT, its inte�p�etation and perfo�mance, and any other claims related to it. The venue for any litigation relat�d ta this AGREEMENT shall be Tarrant County, T�xas. J. Alternate Di�pute Reso�utio� (x? All claims, disputes, and othe� mat�e�s zn questzon between the CXTY and ENGINEER arising aut af, Qr in connection with this Agreement or the PROJECT, or any breach of any obliga�ion or duty ot CITY or ENGINEER hereunder, will be submi�ted ta mediation. Z� mediation is unsucce�sful, the c�a�m, dzspute ox other matter in questian shall be submitted to arbitration i� both parties acting reasonably agree that �he amoun� of �he dispu�e is likely to be less than $50,000, exc�usive of attorney's fees, costs and e�penses. Arbitration shall be in accoxdance wi�h the Constructian Tndustry Arbitration Ru1es of the American Arbitration Ass�ciation ar ather applicable rules of th� Assaciation �h�n in �ffiec�. Any award rendered by the arbi�ra�ors Less than $50,000, exclusive of at�o�ney's �ee�, costs and expenses, wi�� be final, judgment may be entered thereon in any court having jurisdictian, and wi11 nat be subj�c� tio appeal or modifica�ion except �o �he ex�en� permi�ted by Sec�ians 10 and 11 of the Federal Arbitration Act {g U.S.C. Seetions 10 and 11) . (2) Any award gr�ater than $5D,000, e�clusi'v�: o� attorney's fees, cos�s and expenses, may be litigated by either party on a de novo basis . The aT,va�d shall. become final ninety (90) days from �he date same is issued. z� 1.itiga�ion is filed by ei�h�r party within said ni.nety (9D) day period, the award shall become null and void and shall not be used by either party for any purpose in the li�iga�ion. K. Severab�lity and Survival -13-- Tf any o� the provisions cantained in this AGREEMENT are held for any reason to be invalid, illegal, ar unenforceab�e in any respect, such invalidity, iilegali�y, ar unenforceability W�ii no� af��ci any other provision, and �his AGREEMENT shall be construed as if such inval�d, illegal, or un�n�orceable prov�sion had never b�en contained herein. Ar�icles V.F., VI.S.,� VZ.D., VI.H., VI.T.� and VI.J. �hal1 survive �ermination o� this AGREEMENT tor any cause. L. Obse�ve and Comply ENGINEER shall at a1� times observe and comp�y wi�h all fede�al and S�ate laws and regula�ions and with all City ordinances and regulations which in any way a�fect this AGRE�MENT and �h� work hereunde�, and shall obs�rve and �amply wzth a1� orders, laws ordinances and �egulations which may �xist or may be enacted later by governzng bodie� having jurisdic�ion ar authoxity tar such �naCtment. No plea ot misunderstanding or ignoranee thereof shall be conszdexed. ENGTNEER ag�ees to defend, indem�.ify and hold harmless CTTY and all of �ts officers, agents and employees from and against al1 �laims ox �iability arising out a� the viola�ion of any such order, law, oxdinance, or regulation, whether it be by �tself or its �mployees. -14- r t Ar�icle VII Attachme��s, Schedu�es, and Signatures This AGREEMENT, including its attachments and schedules, eonstitutes the en�ire AGREEMENT, supersedes all prior written or ara� unders�andings, and may only be changed by a w�itten amendment executed by both parties. The following attachments and schedules are hereby made a part o� �hzs AGREEMENT: A��achment A- Scope o� Services At�achmen� B - Compensa�ion AT��' : ` j CITY OF �� ; i -. � BY: � C�loria P rson Joe Pan Ci�y Sec�et�a_ry Assista APPROVED AS TO FORM AND LEGALTTY �� %�,��.� Assist 'nt ity Attaarne� � AT ST: � � orporata Secretary -l�� , �� o��ac� Au��a�ixa��.an D��+ T O TH �� a 'ty M ager r�{ � � � �� I � . ��, ' � ., _,�,,,�r, ,,�, � . R-cnard �ala, r , Dir�ctor Pcrks and Commu i��y Servic�s Ddpartment i� � -� i � A].anfPlummer Associates, Inc. I�I�PV�Q�1l� .��l��1��1 ^ 15 W �!� �l� ��5� M �0 11ff�YJB`Y�� e ATTACHM�I�T A 5COPE OF SEi7"VZCES Servic�s assoeiated wiih de�elopment of a design eoncept £or the p�ropased "WetXand Enhancement/Levee Restoration within #he Fort Worth Nature.Center and Refuge Basxc Engineering Services Item I. Consult wit� OWNER: (�} to review the scop� of work, {2) fio verify �the 4WI�1ER's xequirements for the Praject, and (3) to review availal�le d�ta. II. Advise OWNER as to the necessity of OWNER's pxoviding or obtaining data vr services fram athers, and assist the O�IER in connection with any such se�rvices. III. Specific Descriptian a� Services A. Prelimxnary/Fina1 Conceptual Design Serviees — Aftex written �.uthorization frorn. the O�VIVER identifying specific camponents to be included, the ENCr1NEER shall provide pxofessional sexvices as £o�Iows: ].. Participate in one con�exence with the O'WNER and its authorized representatives xegarding the Project 2. Obtain fxeld information needed fox conceptual design of the Pxoject. �Perform a topographic survey of th� pxoject locatian as necessary to estab�ish cbntrol far canstruciion and design purposes an.1y. Topographic survey 't�v�ill not identify pxoperty boutadaries, will not be perfoxmed by a ftegistered Professional Land Surveyor, and wil! be dane only to collect relevan.t topographic in£ormation in the imm�diate vicinity of the �rop�sed cons�ruction area. Traverses tn tie in to known benchmarks, if over'/4 mile fram the pro,}�ct site and deternuxzed necessz�zy by the Czty, will be pexforrned as a special service. 3. I'�rfortz� subst�rface soil (geo-t�chnical} investigation to inctude �zp to 2 soi� borings i£ necessary for the develapznent of the design cancept. 4. Assess needs for Section 404� permit fram U.S. Army Corps of Engineers {[JSACE) and other routi�e permits required by �ocal, state, and fsderal autharities, and advise OWNER. Furnish the OWl'�ER, when reques�ted, the engineering data necessary fox OWNER's submitta� of applications for routin.e pernuts as rec�uired by �ocal, state and federal authorities. Preparation of detaa�ed applications and supparting dacuFnents for gavernment grants or loans, permits, or enviranmental andior archeological surveys wi�I be provided as Additianal Services, if required. 5. Prepare preliminarylfinal conceptual design �or the Project. It is anticipated that the fallowing improvements will be assess�d. -i- a. Levee Rehabilitation: Repazr an existing breach and enhance up to 304 Iirieai feet o�earthen Ievee along the West Fork of the Trinity River, locaied witluri the Fort Worth Nature Center & Refuge. Assessment af potential impacts from the xepair of this section of the levee on the integrity of the remaind�r o£ the levee. Advise �WNER on mcasuxes to be taken t� address future stabilization issues. b. Control Str�cture: Design a low water weir at the breach withzn the levee, to control water levels in a major wetland area that extends from the west side of the levee to the emergency spillway at the dam of Eagle Mountain Lake. The intent of the low wat�r weir is to pass low ta intermediate �lows from the Eagle Mountain Lake emergen.cy spillway through the weiland back ta the river, but to maintain some water within the wetland area during dzy periods to pravide enhancement of �he wetland ecosystem. 6. ENGIN'EER shall prepare preliminary canceptual design drawings autlining the proposed layout ar�d basic design �eatures associated with each major component of the Projec#. ENGTNEER will meet with OWNER's s#affto receiva comments on preliminar�r drawing priox to finalization of conceptua� design plan, 7. Conduct Quality Control (QC) review utilizing senior staff inember{s). 8. ENGINEER shall preparre final conceptual design drawings outluung the final conceptual layout and basic design fea#ures assaciated with each major cozx�ponent of the Project based on comments received from OWNER'S staff xegardin� preliminar�y canceptnal deszgn drawings and QC review. ENG�NEER will meet with OWNER'S sta�i�o re��ew fz�al conceptual design. 9. Prepare a statement of the ENG'XN'EER'S opirfion of the construction costs based upon the final conceptual desigr� develaped. The ENGINEER's construction cost opinion will be based on materials and labor prices prevailing ai tk�e time a� preparatian without consideratian of inflationary increases in cost. Additional Services Additianal se;rvices fo be perfozmed by the ENGINEER, if authorized by the O'�NER, which are not included in the abave�described Basic Engineering Se�rvices, are described as follows: -2- A. Prregazing applications and supporting docun�ents far gouernnr�ent grants, loans, or planning advances and providing data £vr de#ail.ed applications. B. Major revisions required hy OWN�R, after QWNER approval o�the design layout. . C. Preparing Environmental, AxCI16010�1C3� SL1iV0jrS; Impact Assessm�nts, or �. Statexnents, Storm Wate� Discharge �'ermits, �xcept as specifically included in the Basic Services. OWNER will provide such services iz�. a timely mant�,er if sttch services are not requested from ENGXNEER. D. Constructian-Phase Services. Detailed scape of services fox Canstruction Phase to be n�gotiated by OWNER and ENGI�[EER prior to authorization of the fina� design and preparation of construction documents. E. Appearing befoxe xegulatory agencies ox courts as an expert witness in. any litigation with third parties ox condet7uiation proceedings arising �rom the development or constructian of the Project, including the preparatian of engineering data and reports for assistance to the OWNER. F. Tnves�igation inv4lvzng detailed considexation of operation, maintenance and overhead expenses, and the preparation ofc rate schedules, earnings and expense statements, feasxbility studies, appraisals, evaluations, assessment schedules, and xnaterial audits or in�ent�ries required for certificatian of force accowat construction, pez�ormed by the OWNER. G. Provide additionat topographic surveys beyond the linv:ts set forth in Basic Services. H. Providing shop, mill, field ar Iahoratory inspectian Qf materials and equipment. Z. Furnislung resident zepresentafiion servic�s as the OWN�12's on-site representative during the construction phase. J. Assisting the OWNER in claims disputes with CONTRA.CTOR(s). K. Assisting OWNER or CONTRACTOR in the defense or pxosecution of litigation in connection with or in addition to thos� se�vices contemplated by #his Agreainent. Such� sexrrices, if any, shall be furnished by ENGINEER on a fee basis negatiated by the respective pari.ies outside of and in addition to t�us Agreement. L. Sampiing, testing or analysis beyond that sp�eifxcally included i�a. Basic Services. 1WI. Attending additior�al me�tings as requested hy OWN�R.' P. Providi�g the services of lan.d agents to assist in secur�ng �asements. Q, Any additxonal services which may be required by the OWNER for comple�ian of the Froject that ara not iz�cluded in #1�e Basic c�r Special Services. -3- COMPENSA'�'ION Basic Servic�s ' Campensation by the O'WNER to the ENG�NEER far deve�opment of Preliminary Concep#ual Design, geo=tech/survey, anil Section 404 Permit Coordination services will b�� a iump su�m amount of $1�,�672.00 � SCHEDULE Preliminary conceptual design plans (95percen�) will be delivexed to the Ci�y within 45 calendar days following receipt of survey and geotechnical information. Final conc�ptual design plans will be delivered to the City wi#hin 7 calendar days follawing receipt o� City comments on preliminaty plans. Sectaon �0� perrnit application docurnents and drrawings will be submitted to the U.S. Anmy Corps of Engineers (USACE) at the time prelirninary plans and drawings axe compl�ted, subject ta City approval. Caordination of pernut process will be conducted concurrently with the finalization of final plans and specifications and subsequent construction prepara#ions. Submittal of plans and dxawings to the Texas De�artment of Licensing and Regulation far accessibili�y review is not anticipated #o be required for this project. -4- � � � t� _ •. � rn � � � Job �!o : 01-057 Task Itarts and �escripfion Proj2ct KcK o[f MeeTing Collec{ Flow Data Prepare topographic survey of project site Prepare Preliminary Canceptuai �esign Ass�ss needs for 404 permit/other permits Prepare �nal Concepival �esiga Frepared Eng's Opinion of ProbabEe Cost Site visits/ meetings wl staff Prpject Management TOTAL HdUFtS LABOR RATES PEFZ FiQUR AMOUN7 TOTALLABOR EXFENSES (see 6reakdown) GRAN�'COTAL _ �CPF�S�S �ftem Descriptlon �SurveYing 5ubcansuliant Surveying Subconsultant Geoiecti�cal Consultant SWctural Consoltant Mileage • r��ei � PosfagelFAX - Tetephane Camputer Outside Reproduction Copies SahconsufYant AAarlcup TOTAL DIR�CT EXPENSiS 1/91a26:70 PM IPrelir�n¢n�eylCance��aI �esigs� �or 1Ne�lat�d �nf�a��cer�nentli.�vee �estor��iorn 1MiY�6� '�'fbe Fo�f VUor�h �ateare Cen�er � Ref¢�ge Engineer Budget I Princ�pal Praj Mngr Pro� �ngrlSci TechnlcTan ClericaT QC � 4 4 4 y 6 ' = i6 20 � 2 6 36 16 d 2 1 8 6 9 2 4 2 6 6 1 4 4 � 13 25 80 42 5 i60 'l28 73 42 59 � $2,pBD $3,200 $5,84Q $i,754 5285 ' 17.77% 1$.�1% 33.OS% 9.96°/a i.67% ANiOUNT $3,000 $2DB $so $200 S3D0 $125 �� $3,893 2 2 k 950 $600 3.40°/a � 7ofa! � 12i 5 36 62 4 20 6 14� s� _ � 769' 513,773 $s,ssa a17,672 � l.evee Repafr Revised Prefim Design eudgetXLS