HomeMy WebLinkAboutContract 27174CONY��C� � ,� _%' � ''
CITY OF' FORT WORTH, TEXAS
SYAMDARD AGREEIVIENT FOR EiVGIh1�CERlf�G S��VECES
This AGREEMENT is between the City of Fort Worth (kl�e "CITY"), and Transystems
Corporation, Inc., (the "ENGINEER"}, for a PR4JECTS generally described as engineering
services for the des�gn of new traffic signal at Meacham Blvd. & N. Sylvania Ave. and Altamesa
Blvd, - Dirks Rd. & Granbury Rd.
Article I
5cope of Services
A. The Scape of Services is set forth in Attachment A.
Article II
Compensation
A. The ENGINEER's compensation is set forth in Attachment B.
Article III
Terms af Payment
Payments ta the ENGINEER will be made as follows:
A. lnvoice and Payment
(�) The ENGWEER shall provide the CITY sufficient docurner�#ation to
reasonably substantiate the invaices.
(2) Manthly in�aices will be
under #his AGR�EMENT
receipt.
issued by the ENGW��R for all wor�c perFormed
ln�oices are du� and payable within 30 days of
(3) Upon completion of services enumerated in Article I, the final paymeni of
any balance will be due wsthin 3Q days of receipt of the final jnvoice.
(4) In the event of a disputed or contesied billing, only that partion so cantested
will be withheld from payment, and the undisputed portion will be paid. The
CITY will exercis� reasonabieness in cor�testing any bill or partion thereof.
No interest will accrue an any cantested portian of tt�e bi�lir�g untii mutuaEly
resolued.
(5) If t�e CITY fa�is ta make paym�nt in full to the ENGINEER for billings
contested in gaod faith within 60 days of the amount due, the �NGfNEER
may, after giving seven (7) days' written natice to CITY, suspend services
under this AGREEMENT until paid in full, including interest. ln the event of
suspension of s�rvices, the ENGINEER shall have no liabiiity ta CITY for
delays or damages caused the CITY because of s�ch susp�nsion of
s�rvices.
r4rticle IV
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Obligations of the ENGINEER
Amendments to Articie IV, if any, are included in Attachment C.
!�. General
The ENGINEER will serve as the CITY's professional 'engineering representative
under this Agreement, p�oviding professional engineering consultation and advice
and furnishing custamary services incidental thereto.
�. Standard of Care
The standard of care a�plicable to the ENGINEER's services will be t�e degree of
skill and diligence normally employed in #he State ofi Texas by professio�al
engineers or consul#ants p�rForming the sam� or similar s�nrices at the time such
SeNices are �el�o�rrled.
C. SubsurFace In�estigations
{1) The ENGINEER shall advise the ClTY with regard to the necessity for
subcontracf work such as special surveys, tests, test borings, or ather
s�bsurface investigaiiflns in conn�ction with d�si�n and �ngine�ring work to
be performed hereunder. The ENGINEER shall also advise the CITY
eoncerning the �esults of same. Such surveys, tests, and investigations
shall be furnished by the CITY, unless otherwise specified in Attachment A.
(2) In soils, foundation, groundwater, and other subsurface investigatians, t�e
actual characteristics may vary signifiicantly between successive test paints
and sample intervals and at lacatians other than where observations,
explaration, and investigations have been made. Because of �he inherent
unc�rtainties in subsurface evaluations, changed ar unanticipated
underground conditions may oceur that could affect the total PROJECT cost
andbr execufion. These conditions and cas#lexecutian effects are not the
responsibili#y of the ENGINEER.
D. Preparatian of �ngineering Drawings
The ENGINEER will provic�e to the CITY the original drawings of all plans in ink on
reproducible plasfic film sheets, or as otherwise appro�ed by CITY, which shall
become the properky of the CITY. CITY may use such drawings in any manner it
desires; provided, howev�r, that the ENGINEER shall not be liable for the use of
such drawings for any project other than the PROJECT described herein.
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E. Engineering Persannel at Construction Site
{1) The presence or dufies of the ENGINEER's personnel at a construction sit�,
whether as a�-site representatives or otherwise, do nat make fhe
ENGINEER or its personne! in any way responsible for those duties that
belong to the CITY andlor the CITY's construction contractors or oth�r
entities, and do r�ot relieve the canstruction contracfiors or any ather entity of
their obligations, duties, and responsibilities, including, but nat fimited to, all
construction methods, means, techniques, sequences, and procedures
necessary for coar�inating and completing all portians of the construction
work in accordance with the Contract Documents and any healfh or safety
precautions required by such construction work. The ENGINEER and its
personnef have no authority to exercise any controf over any construction
contractor ar other entity or their emplayees in connection with their work or
any F�ealth or safety precautions.
(2) Except �fl the exfent of specific site visits expressly detailed and set farth in
Attachment A, the ENGWEER or its persar�nel shall have no abligation or
responsi�ility to visit the constructian site to become familiar with the
pragress or qua�ity of the completed wark on fihe PROJ�CT or to determine,
in general, if the work on the PROJECT is being perFormed in a manner
indicating that the PROJECT, when carnpleted, will be in accardance with
the Contract Dvcuments, nor shall anything in the Cantract Documenis or
k1�e agreemenf between CITY and ENGINEER be construed as requiring
ENGINEER to make exhaustive ar continuous on-site inspecfions to
discover latent defects in the work or otherwise check the quality or quantity
af the work on the PROJECT. If, for any reason, the ENGINEER should
make an on-site abservation(s), on tt�e basis af such an-site observations, if
any, the ENGINEER shall endeavor to keep the CITY informed of any
devia�ion frorri the Contract Documents coming ta the actual no�ic� of
ENGINEER regarding the PROJECT.
(3) When professional certification or performance or characteristics of
materiais, systems or equipment is reasonabfy required to perform the
servic�s s�t forkh in th� Scope of Servic�s, th� ENGINEER shail be ent�tled
to rely upon such certificatian to establish materials, systems or equipment
and performance criteria to be required in the Cantract Dacuments.
F. Construction P�'ogress Paymenfis
Recorr�mendations by the ENGINEER ta khe C1TY far periodic construction
progress payments to the construction contractor will be �aased on the
ENGINEER's knowledge, information, and belief from selectiv� sampling and
observation that the wark has progressed to #he point indicated. Such
recommenclations do not represent that continuous or detailed examinations have
been made by the ENGINEER to asceriain that the construction confractor has
completed the work in exact accordance with the Contract Documents; that the fina[
work will be acceptable in all respects; that the ENGINEER has made an
examinatian to ascertain how or far what purpose the cansfruction contractar has
used the moneys paid; that title to any of the work, mater�als, ar equipment has
passed to the CITY free and clear nf ]iens, claims, security interests, or
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encumbrances; or that there are not other matters at issu� b�tween the CITY and
the constr�ction contractar thaf affect tE�e amaunt that should be paid.
G. Record Drawings
Record drawings, if required, will �e prepared, in part, on the basis of information
compiled and furnished by others, and may not always represenf the exact location,
type of various compon�nts, or exact manner in whicfi the PROJECT was finally
conskructed. The ENGINEER is not responsible for any errors or omissians in the
information from others that is incflrporated into the record drawings.
H. Right to Audit
(1 } ENGINEER agrees that the CITY shall, unti{ the expiration of three (3) years
after final payment under this cantract, have access to and #he right to
�xamin� and photocopy any directly }�ertit�ent books, dacuments, papers
and records of the ENGINEER involving trar�sackions relating to this
con#ract. ENGiN�ER agrees that the C1TY shall have access during normal
working hours ta all necessary �NGINE�R facilities and shall be provided
adequate and appropriate workspace in order to conduct audits in
compliance wifh the provisians of this section. The CITY shall give
ENGINEER reasonab[e advance notice o# intended audits.
(2) ENGfNEER further agrees ta include in all its subconsuitant agreements
hereunder a provision to the effect that the subconsultant agrees that the
CITY shal{, until the expiration flf three (3) years after final payment under
the subcontract, ha�e access to and the right fo examine and ph�tocapy
any directly pertinent baoks, documents, papers and records of such
subconsultant, involving transactions to fhe subcontract, and fur�her, that
the CiTY shall hava access during normal workfng hours to all necessary
subconsultant faciii#ies, and shall �e pra�ided adequate and appropriat�
wor�C space, in order to conduct audits in compliance with khe provisians of
khis article together with subsection (3} hereof. CITY shall give
subconsultant reasonable advance notice of intended audits.
(3) ENGINEER and subconsultar�t agree #o photacopy such documents as may
�e requesied by the CITY. The CITY agrees to reirnburse ENGINEER for
fhe cost of copies at khe rate published in ki�e Texas Administrative Code in
effect as of fhe time copying is perFormed.
I. ENGINL�ER'S Insurance
(1) Insurance eoverage and limits:
ENGINEER shall provide to the CITY cer�tficate(s) of insurance documenting
policies of the follow�ng coverage at minimum limifs which are ta be in effect priar to
cammencement of wark on the PROJECT:
Commercial General Liability
$1,OQO,ODD each occurrence
$1,000,000 aggregate
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Autamobile Liability
$1,004,000 each accident (or reasonably equivalent limits of coverage if written or�
a split limits basis). � Coverage sl�alf be on any vehicle used in the caurse of the
PROJECT.
Worker's Compensation
Coverage A: statutory limits
Coverage B: $1 D0,004 eaeh accident
$504,000 disease — palicy limit
$1 Q�,OQO disease — each employee
Professional L.iability
$1,Q00,40Q each claimlannual aggregate
(2) Certificates af insurance evidencing that the ENGI�IEER has obtained all
required insurance sf�all be delivered to the CITY prior to ENGINEER
proceeding with the PROJECT.
(a) Applicable policies shall be enforced to name the CITY an Additiona[
insured th�reor�, as its interests may appear. The terrn CITY shall
include its employees, officers, afficials, agents, and �olunteers as
respeets the contracted services.
(b) Certificate(s) of insurance shall documenk that insurance coverages
specifi�d accarding ta Section i. (1) ar�d I. (2) af ihis AGREEMENT
are pravided under applicable policies documented thereon.
(c) Any failure an
documentafion
requirements,
part of the CfTY to request -required insurance
shall not constitute a waiver of the insurance
{d) A minirnum of thirty (30) days notice of car�cellation, non-ren�wai or
material change in co�erage shall be provided to the CITY. A ten
(10) days notice shall be acceptable in the event of non-payment of
premium. �uch �errns shall be endorsed anto ENGfNEER's
lnsurance policies. NQtice shall be sent to fihe respective
Departrnent Director (by name), City of Fo�t Worth, 1004
Throckmorton, Fort Warth, Texas 76102.
(e) [nsurers for all policies must be authorized to dc
5tate of Texas or be ofherwise approved by the
insurers sha11 be acceptable to the CITY in terms
strength and solvency.
business in the
CITY; and, such
of their financial
(f) Deductible limits, or sel# insured retentions, affecting insurance
required herein may be accep#able to the CITY at its sole discretion;
and, in lieu of kraditional insurance, any alternative coverage
maintained through insurance paols ar risk reiention groups rnust be
also approved. Dedicated fir�ancial resources or lekters ofi credit may
also be acceptable to the CITY.
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(g) Applicable policies shall each be endnrse� with a waiver of
subrogation in favor of the CITY as respects the PROJECT.
(h} The C1TY shall �e entitled, upon its request and withaut incurring
expense, to review the ENGINEER's insurance policies including
endorsements thereto and, at the CITY's discretion, the �NGINEER
rrzay be required ta provide proof of insurance premium payments.
(i) The Commercial General Liability insurance policy shalf ha�e no
exclusions by endorsements unless such are a�proved by the CITY.
{j} The Professional Liability insurance policy, if written on a claims
made basis shal! be maintained by the ENGINE�R for a minimum
two (2) year period subse�uent to the term of the respective
PROJECT contract with the CITY unless such coverage is provide�
the ENGINEER on an occu�rence basis.
(k} The CITY shalE not be responsible for the direct payment of any
insurance premiums required by this agreement. It is understood ,
that ir�surance cost is an all�wable com�onent of ENGINEER's
overhead.
(l) A11 insurance required in Sectian I., except for the Prof�ss{onal
Liability insurance policy, shall be w�itten on an occurrence basis in
arder ta be appro�ed by the CiTY.
{m} Subconsultants ta th� ENGfNEER shall be required by the
ENGINEER to maintain the same o� reasanabfy equivalent
insurance coverage as requirad for the ENGINEER. When
insurance ca�erage is majntained by subcar�sultants, ENGINEER
shall provide CITY with documentation thereofi on a ce�kificate of
insurance. Notwithstanding anything ta the contrary contained
herein, in th� event a subconsulfant's insurance coverage is
cance[ed or terminated, such cancellation or terminatian shall not
constitute a breach by ENGINEER of the Agreement.
J. Indep�ndent Consultant
The ENGINEER agrees t� perForm all services as an i�dependent consulfant and
not as a subcontractor, agent, or employe� of th� CITY.
K. Disclosure
The ENGINEER acknowledges to the CITY that it has ma�e full disclosure in
writing of any existing conflicts of interest or patential conflicts of interest, including
persanal financial interest, direcf or indirect, in praperty abutting the proposed
PROJECT and business relationships with abutting property awners. The
ENGINEER further acknowledges that it will make disclosure in writing of any
conflicts of interest which develop subsequent to the sigr�ing of this contract and
prio� to final payment under the contract,
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L. Asba�tos or Hazardaus Su�stances
�1) If asbestos ar hazardous substanees in any form are encount�red or
st�spected, the �NGINEER will stop its awn work in the affected portions of
the PROJEGT to p�rmjt testing and evaluation.
(2) If asbestos or other hazardous substances are suspected, the ENGINEER
will, if req�ested, assist the CiTY in abtaining the services af a qualified
subcon#racfor to manage t�e remediation activities of the PR4JECT.
Ni. Permitting Authorities — pesign Changes
If permitting authorities require design changes 50 �5 to comply with published
design criteria andlar current engineeri�g practice standards which fhe ENGINEER
shauld have been aware of at the time this Agreement was ex�cuted, the
�NGINE�R shall revise plans and specifications, as required, at its own cost and
exp�nse. However, if design changes are required due to the changes in the
permitting authorities' published desi�n criteria andlor prac�ice standards criteria
wf�ich are published after #he date of this Agreement which the ENGINEER cauld
not ha�e been reasonable aware of, the ENGINEER shall natify the C1TY flf suct�
changes and an adjustment in campensation will be made through an amendment
to this AGREEMENT.
Article V
Olaliga4ions of the City
Arr�endments ta Arkicle V, ifi any, are included in Attachment C.
A. Cityn�urnished Data
The CITY will make available to the ENGINEER afl technical data in the CITY's
possessiort relating to the ENGlNEER's 5@NICES on the PROJECT. The
ENGINEER may rely upon the accuracy, timefiness, and completeness of the
information provided by the CITY.
�. Access to �acilities and Property
The C1TY will make its facilifies accessible to the ENGINE�R as required for the
ENGINEER's perfnrmance af ifs ser�ices and wil[ provide la�or and safety
equipment as required by the ENGINEER for such access. The C�TY will perform,
at no cast ta the ENGINEER, such tests of equipment, machinery, pipel�nes, and
otf�er components of t1�e CITY's Facilities as may be required in eonnectian with the
ENGINEER's servjces. The GITY will be responsibfe #or afl acts of the CITY's
personnel.
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C.
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C.
H.
Advertisements, Permits, and Access
Unless otherwise agreed ta jn the Scope of Services, the GITY will abtain, arrange,
and pay for all advertisemenks far bids; 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 PROJ�CT construction.
Timely Re�iew
The C1TY will examine the ENGINEER's studies, reports, sketches, drawings,
specifications, proposals, ar�d other documents; abtain advice of an attnrney,
insurance counselor, accountant, auditor, band and financial advisors, and other
consultants as the CITY deems appropriate; and render in writir�g decisions
required by the CITY in a timely manner in accordance with the project schedule in
Attachment D.
Prompt Notice
The CITY will give prompt notice to t�e ENGINEER whenever C[TY observes or
becomes aware of any d���lapment that affiects the scope or timing of the
�NGINEER's SBNICeS flr of any defec# in the war�C of the �NGIN��R or
canstructian contractors.
A►sbestas mr bazardous Substances and Indemnification
{1) To the maximum extent permitked by faw, the CITY will indemnify and
release ENGINEER and its officers, employees, and subcontractors fram ail
claims, damages, losses, and costs, including, but not limited to, attorney's
faes and litigation expenses arising out of or relating to the presence,
discharge, release, ar escape of hazardous substances, contaminants, or
asbestas on or from the PROJECT. Nothing contained herein shall be
construe� to require the CITY to levy, assess or collect ar�y tax to fund this
indemnification.
(2) The indemnificatian and release required above shall not apply in the event
the discharge, release ar escape of hazardous substances, contaminants,
or asbestos is a result of ENGINEER's negligence or if such �azardous
substance, cantaminant or asbestos is brought anto the PROJECT by
ENGIN�ER.
Contractor Indemnification and Claims
The CITY agrees to include in all construction contracts the provisians of Arkjcle
IV.E. regarding the ENGINEER's Personnel at Canstruct�on Si�e, ar�d provisions
providing cantractor indernnification of the CITY and the ENGINE�R far
contractor`s negligence.
Contractor Claims and Third-Party L�eneficiaries
(1) The CITY agrees to include #�ha following cla�se in al� contrac�s with
const�uction confractors and equipment or maierials suppli�rs:
�:�
"Contracfors, subcontractors and equipment and materials suppliers on the
PR4JECT, or their surekies, shall maintain no direct action against the
ENGINEER, its officers, employees, and subcontractars, far any claim
arising ouf of, in connection with, or resulting from the engineering services
perfarmed. Only tl�e CITY will be the beneficiary of any underkaking by the
ENGINEER."
(2) This AGREEM�NT gives n� right or benefits to anyone other than the CITY
and the ENGINEER and there are no third-party beneficiafiies.
(3} The CITY will include in each agreement it ent�rs into with any ather entity
ar person r�garding fhe PROJECT a provisEon that such entify or �erson
shall have no third-party �eneficiary rights under ihis AGREEMENT.
(4) Nothing contained in this section V.H. shall be construed as a waiver af any
right the C{TY has ta bring a claim against �NGINEER.
CI�1('s Ensurance
(1) The C1TY may maintain property insurance on certain pre-existing
structures associated with the PROJECT.
(2) The CITY w[II enst�re that BuiEders Riskllnstailation insurance is maintained
at the replac�ment cost value of the PRO.IECT. The CITY may provide
ENGINEER a copy of the policy ar documentation of such on a certifica#e of
insurance.
(3) The CITY wi[I specify fhat the Builders Riskllnstallation insurance shall k�e
comprehensive in coverage ap�ra�riate tQ the PROJECT risks.
J. Litigation possistartce
The Scope of Services does not include costs of the ENGINEER for required or
requested assistance to support, prepare, doc�ment, bring, d�fend, or assist in
litigati�n undertaken or defended by th� CITY. ln the event CITY requests such
services of the ENGINEER, this AGREEMENT shall be amended ar a separate
agreement will be negotiated befween the parties.
K. Additional Wor�, Changes in Wor�C, Supplemenfal Agreements
If the ENGINEER js of the opir�ion that any work it has been directed ta perfarm is
beyond the scope of this agreement and constitutes extra work, it shall promptly
notifiy the C1TY in writing. In the event ihe CITY finds that such. work does
constitute extra work and exceeds the maximum amou�t payable, the CITY shall sa
ad�ise the �NGINEER anc� a written suppl�m�ntai agreement will be executed
beiween the parkies as pravided in this Article. The ENGINEER shall not perform
any praposed additianal wark or incur any additional costs prior to fhe executian, �y
both parties, o# a supplemental agr��ment. The CITY shall not be responsible for
actions by the ENGINEER or any costs incurred by the ENGINEER relating to
additional work nat directly assoeiated with the performance of #he work authorized
in this contract or as amended.
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if the CITY finds it necessary to request changes to previausly satisfactorily
completed work or parts thereaf which involve changes to the original scope of
services or character of wark under th� contract, the Engineer shall make such
revisians if reques#ed and as directed by the C1TY. This wil! be considered as
additional work and paid for as specifiec{ in this Article.
The ENGWEER sha�l make such revisions ta the wark authorized in this con�ract
which has�been completed as are necessary to correct errars appearing therein,
when requir�d to do sa by the CITY. No additionaE compensation shall be paid for
this wark.
The terms of this contract �nay be modified by supplemental agreement if the CITY
determines that there has been a significani change in (1) the scope, complexity or
character of the services to qe performed as nated in Attachment A, 5ection I.; or
(2) the duration of the work. Additional comper�sation, if appropriate, shall be
identified.
In the event the CiTY �ecides that additianal services, as noted in Attachment A,
S�ction II, are required, specifiic scope(s) of serviees a�rd appropriate compensation
shafl be determ�ned.
Both parties must execute any supplemental agreem�nt. It is d�stinctly understood
and agreed that no claim for extra work done or materials furnished shall be rr�ade
by the ENGINEER until full execution of the supplemental agreement and
authorization to proceed is granted by the CITY. The CITY reserves the right to
withhold payment pending verification of satisfactary work perFormed.
Article VI
General �ega[ Pra�isio�t�
Amendments to Article VI, irF any, are includ�d in Attachrtlent C.
A. Authorization to Proceed
ENGINEER shall be authorized to praceed with this AGREEMENT upon receipt of
a wri#ten Notic� to Proceed from the CITY.
B. Reuse of Project Documents
All designs, drawings, specificatians, documents, and other work products of k�e
ENGINEER, wheth�r in hard copy or in electronic for�n, are instruments of service
for this PROJECT, whether the PROJECT is corr3pleted or not. Reus�, change, or
alteratian by the CiTY or by athers acting through or on behalf of the CITY of any
such instruments af service without the written permission of the ENGINEER will be
at the CITY's sole ris�C. The final designs, drawings, specifications and documents
shall be owned by the CfTY.
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c.
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Fqrce Majeure
The ENGINEER is not respansible far damages or delay in performance caused by
acts of God, strikes, lockouts, accidents, or other events beyand the cantrol of the
ENGINEER.
Termination
(1) This AGREEMENT may be terminated only by the City for canvenience on
30 days' written notice. This AGREEMENT may be terminated by eifher the
CITY or the ENGINEER for cause if either party fails substantially to
perfarm through no fault af ihe other and does not commence carrection of
such nonperfflrmance within fi�e (5) days of written notice and diligently
camplete the correction thereafter.
(2) 1# this AGREEMENT is terminated far the convenience of the CITY, the
ENG[NEER will be paid for termination expenses as follaws:
(a} Cast of reproducfian af parkaal or complete studies, p�ans,
specificatians ar other forms of ENGINEER's work product;
(b) 4ut-of-packet expenses
microfilm, el�ctronic data
services;
for purchasing stnrage containers,
fil�s, and other data storag� supplies or
(c) The time requirements for the ENG{NEER's persannel to docurrient
the work underway at the time khe CITY's termination for
convenience so that the wark effart is suitable for long time starage.
E.
F.
(3) Prior to proceeding with termination services, the ENGINEER will submit to
the CiTY an itemizad statement af all termination ex�enses. The C1TY's
approval will be obtained in writing priar to proc�eding with termination
setvices.
Suspensian, Delay, or Int�rruption to Work
The CITY may suspend, delay, or interru�t th� ser�ic�s of the ENGINEER for the
convenience of the CITY. In the event af such suspension, delay, or interruption,
an equitable adjustment in the PROJECT's schedufe, commitment and cost of the
ENGINE�R's persor�nel and subcontractors, and ENGINEER's compensatian will
be made.
lndemnification
(1) The ENGINEER agrees to indemnify and defend the CITY from any loss,
CbSt, or expense claimed by third parties for property damag� and �odily
injury, including d�ath, caused solely �y the negligence �r willful misconduct
o# the ENGINEER, its employees, officers, and subcontractors in connection
wit� the PR4JECT.
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(2) if the negligence ar willful misconduct of both the ENGINE�R and the CITY
(or a person id�ntified above for whom each is liable) is a cause of such
damage or injury, the loss, cost, or expense shall be shared between the
ENGINEER and the CITY in propartion to their relative degrees of
negligenc� or willful misconduct as determined pursuant to T.C.P. & R.
Code, section 33.011 {4) (Vernon Supplement 1996}.
G. Assi�nment
Neither party will assign all or any parfi of this AGREEMENT without the prior
written consant of the other party,
b. Inferpretation
Lirnitations on liability and indemnities in this AGREEMENT are business
understandings between the parties and shall apply ta afl the different theories af
recovery, �nc[uding breach of contract or warranty, tor� includirtg negligence, strict
or statuiory liability, or any other cause of action, �xcept for wiliful miscanduct or
gross negligence for limitations of liability and sole negligence for indemnification.
Parties means the CITY ar�d the ENGiNEER, and their afficers, emplayees, agents,
and subcontractors.
I. Jurisdiction
The law of the State of Texas shall govern the validity ofi fhis AGREEMENT, its
interpretation and perFormanc�, and any other claims related to it. The venue for
any litigation related to this AGREEMENT shall be Tarrant Counfy, Texas.
J. Alternate Dispute �esol�tion
(1) All ckaims, disputes, and other matters in question between the CITY and
ENGINEER arising out of, or ir� cannection with this AGREEMENT or fhe
PRO�ECT, or any breach of any obligation or duty o# CITY or ENGINEER
hereunder, will be submitted to mediation. If inediation is unsuccessful, the
claim, dispute or ather matter �n questians shall be submitted ta arbitration if
both parties acting reasonabky agree that the amount of the dispute is likely
to be less than $5D,Q00, exclusive af attorn�y'S fEf'S, COSfS alld EX�]Ei1SB5.
Arbitra�ion shall be in accordance with the Construction Industry Arbifration
Rules af the Americar� Arbifration Association or other applicable rules of
the Association then in effect. Any award rer�dered by the arbitrators less
than $50,000, exclusive of attorney's fees, costs and expenses, will be final,
judgement may b� entered th�reon irr any caurt having jurisdiction, and will
nat be subject to a�peal or modification excep# to the e>ctent permitted by
Sectians 10 and � 1 of the Fe�eral Arbitratian Act {9 U.S.C. Sectio�s 1� and
19)
{2) Any award greater than $50,a00, exclusive af atto�ney's fees, costs and
ex}�enses, may be litigated by either party on a de novo basis. Tha award
shall become final ninety (90) days from the date same is issued. If
litigation is fil�d by either party within said ninety {90} day period, the award
shall become nul! and void and shall not be used by either party far any
purpose in the litigatian.
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K. Severability and Survi�al
If any of the provisians cantained in t�is AGREEMENT are held for any reason to
be invalid, illegal, �r unenforceable in any respect, such invalidity, illegality, or
unenforceabiliiy will no# affeet any other provis3an, and this AGREEMENT shall be
construed as if such invalid, illegal, or unenforceable pravision had never been
contained herein. Art�cles V.F., VI.B, VI.D, Vl.H, and VI.J shall survive termination
of this AGREEMENT for any cause. '
L. Obser�e and Comply
ENGINEER shall at all time abserve and comply with all federal and State laws and
regulations and with all CITY ordinances and regulations which in any way affect
this AGREEMENT and the wark hereunder, and shall observe and comply with all
orders, laws, ordinances and regulatians which may exist or may be enacted later
by governing bodies �arring jurisciiction or authority for such enactment. No plea of
misunderstanding or ignorance thereaf shall be cor�sidered. ENGINEER agrees to
defend, indemnify and hold harmless CfTY and all of its officers, agents and
employees from and agains# all clair�s or fiability arising out of the violafion of any
such order, law, ordinance, or regulation, whe#f�er i# be by itself or its employees.
-13-
Ar�icle VII
Afitachments, Schedule�, artd Signatures
This AGREEM�NT, ineluding its attachments and schedules, constitutes the entire AGREEMENT,
s�persedes al[ priar written or oral understandings, and may only be changed by a written
amendment executed by both par�ies. The foElowing attachments and schedules are hereby mad�
a part of this AGREEMENT.
Attachment A— Scope of Services
Attachment B — Compensa�iar�
EXECUTED on this the , � �Ls4_
Caunty, Texas.
ATTEST:
i'�'(,�.�
�Glori Pearsnn
Cify 5eeretary
��_V�
APPROVED AS TO FORM
AND GALITY
Gary St�in rger
Assistant City Attorney
ATT�ST:
�� I _ "►-_i,— /L�c t r _ , �
eon�ract 1�uthori�et�c�n
C�B��
day of .�_���_ '_ � ,,_,.=; ��r, in Fort Worth, Tarrant
CITY OF FORT W4RTH
�,;'1
r � ��
r 51�,,� � f� � �i
M�ike Graomer `
Assistant City Manager
APPROVAL RECOMMENDED
�� ��
H�Malanga, P.E., �irer,k��
Transportation and Public Wor�s
TRAN
ORPORATfON
Raul�Per�(,�, P.E�
Vice President
-14-
� ���U��Q� US�V���
� C9� �[������
!� �i��'M. �.
_ . �_.. _,
�lttachrnent �A
SCOP� OF SERVICES
TRAFFIC SIGNA,� D�SIGIV S�RVICES FOR:
(1) Meacham �I�d. l N. Svl�ania Ave.
(aj Alfamesa �tvd. 1 Dirks Rd. — GranburV Rd.
IA� FORT WORTFi, i�XAS
PftOJ�Ci PAFtAM�TERS
The following assumptians per�ain to the provision of Basic Services:
A. The PROJ�CT will consist af t�e following acti�ities, as reqUested by the CITY:
Task 1.0 Traffic signal designs and special s�ecificatians (if required) for the following
intersections:
Intersection Na.1: iVl�acham �Ivd. l N. Svlvania Ave.
Interseciion No. 2: Altamesa �Irrd. l Dirks Rd. -- Cranbury Rd.
PROJECT is located within the City of Fork Worth, Texas.
B. R�cord Drawings prepared by others (CITY or representative, TxDOT) will be used as the
basis far any designs associated with the PROJECT. lt is assumed that no CADD files will
be available and all base files will be recreated from hard copies of record drawings made
a�aila�le by the CITY.
C. All intersections will be prepared separately to allow packaging in construction contracts to
be determined by the C1TY. The plans, standards and any speeial speciffcations will be
prepared using Englisl� units.
D. Existing specifications and standards supplied by the CITY will be used for design plans,
unless otherwise requested by the CiTY in writing. Th�se incfude:
� City of Fort Worth Transportatian and Public Works "Traffic Signal Design Guidefines,
July 2q01".
•°Traffic Signai Plan MicrostatinnT"" Guicielines", symbal librariss, and sample border
layouts.
� Example plan set ill�strating desired format for each type of plan sheet to be developed
by the Engineer.
� Example Specificatiflns and Contract Documents illustrating traffic signal specifications.
E. CITY vvill provide traffic accident data for up ta three years, if available.
F. CfTY will provide determination fo� pravisian of a cable TV drop a�d 4pticam equipment.
G. CITY will r�view plans and provide recommendations in a timely manner.
A- i
.
H. All intersections will be designed to accommodate existing ar future pedestrian activity,
including sidewalk ramps, crosswalks, push buttans, and �edestrian heads as requested by
the CITY.
l. The following items will not be required by ENGINEER, but will be sup�lied �y the CITY or
its representative to produce a complete set af plans construction bid use.
� Co�er Sheet
� Estimate Summary Sheet
� General Nofes Sheet
o Standard Detail Sheets
J. All intersectian designs will be completed within 45 calendar days after fhe CITY issues the
Noiice to Proceed.
iASK 1.D YRAF�IC SIGiVAL DLSIGNS
The following items will apply for each intarsectian described above.
This table sp�ciFies tf�e requiremen� for the cons�ltant to provide the fallowing tasks within this
project:
Inters�ction 1
Yes No
❑ �
� �
❑ �❑
A. Ge�eral Tasks
Intersection 2
Yes No
❑ � Cansultant collects 24-haur approach counts.
� ❑ Cansultant callects peak nour turning mo�em�nt cou�ts.
f� � Consultant perfarms capaci#y analysis.
❑ Consultant prepares existing condi�ions layout.
1. Collect all available existing record drawings and file information of the intersections
firom CITY files, This should include bt�t not be limited to existing T['VI! traffie signal
plans, data in traffic signal file, location fi4e, Dept. of Engin�ering recard raadway
plans, Development Dept. right-af-way informatian, Water Dept. utility maps, and if
applicable, TxDOT roadway plans.
2. If noted above, collect 24-hour approach counts for each approach.
3. If noked above, callect peak hour turning movement caunts for at least three peak
�eriods (peak periods may be determir�ed following the 24-hour approach cou�ts)
including pedestrians. The peak period counts shall be �ight consecuti�e 15-minute
periods at typical peak periods: A.M. 7a.m.-9 a.m., NOON: 11:30 a.m. — 1:30 p.m.,
P.M. 4:30 p.m. — 6:30 p.m.
A-2
4. Prepare accidenfi diagram for lat�st 3 years of data from accident repor�s, if sup�lied
by the CITY.
5. If noted above, for intersections currently signalized, an existing conditions diagram
will be prepared.
6. Create base plan sheets far signal plans from record drawings.
7. Cansultant shall meet with City's representative af each intersectiart for the site
investigation. P�rform reconnaissance of the intersections with respect to visibl�,
above-ground features to c�nfirm record drawings and determine existing pavement
widths, lane configurations and traffic cantrol de�ices. Locate pawer s�rvice and
CATV. Determine all utility locations from site investigation and existing City and
State plans.
8. If noted abave, perForm capacity analysis indicating level of service far each
movement at the intersect�on. A capacity analysis report using the SynchroT""
analysis software is preferred, however other capacity methods are acceptable.
9. Evaluate and design phasing with consideration of capabifities af current City
controller har�ware and software operation functions.
10. Prepare and s�bmit a"shar� report" to City for review and approval. The report shali
include:
� a discussion of current conditions, layaut diagram of intersection, ph�to-lag of
intersection approaches;
o recommendations far signal design, phasing, and �peratians;
o address any unusual conditions and provide recomm�ndations to resolve
these conditions;
. traffic counts;
� collision diagram; and
� capacity analysis.
Provide a separate report for each intersection.
91. PS&E for the above work shall be prepared in accordance wifh the applicable
requirements fc�r City afi Fort Worth plans, details, specifications, standards, and
man�als. The consultant should identify any design exce�tions to City of Fark Worth
Standards in the desi�n phase.
B. Plan �evelo�ment Tasks - Deliverables
1. D�velo� construction pla� sheets including:
Existing Conditions Layouf (fior currently signaGzed intersectians) showing
traffie signal poles, detectar loops, illumination, conduit runs, wiring diagram, and
signa[ face locations.
A-3
� Traffic Signal Design Lay�out st�owing existing utilities, propased traffic signal
pales and mastarms, �pedestria� signal pales, pedestrian sig�als, cantrollers,
signal heads, street lights, detector loops or other detectors, conduit, �round
�oxes, power sources, cahle television cannections, wiring diagrams, pavement
markings, signal phasing p�an, hazard id�ntification beacons, Opticom phase
selectars, and all other items required for the complete construction af the
signals.
� Signing & Markings Layout showing existing signs, prapQsed 51Lj115, existing
striping, and proposed striping.
� Sidewal�Z F�amp Layout showing existing and proposed s�dewalks and ramps.
o Geometric Modification Layout {if app{icable) showing intersectian
im�rovemenks and demolition items.
C1TY will prepare record drawings following the campletion of the construction based
upon information provided by the Cantractor.
1. Develop quantity es#imate and engineer's estimate of probabfe cost spreads�eets
pr�par�d in Micrasoft Excel for each intersection.
2, Review General Nates, traffic signal specifications, and Standard Generaf Provisions
supplied by the CITY far applicabifity and modify (if necessary) for the respective
intersectians.
3. Review Meetinct�: twfl m�etings with the CITY are anticipated. The first meeting
following the submission of the "short repart", and a secand following the submission
of the nearly compieted final plar�s. It is anticipated fhat all signal projects of the
Engineer will be covered in the sam� me�tings.
5. Preliminary pians: provide three sets of 11" x 17° paper drawings — incl�ading
q�aantity estimate spr�adsheet and any r�visians for ltem 3 a�o�e.
6. Final plans: provide one set of 11" x 17" myEar drawings.
Provide three sets of 11" x 1 T' pa�er drawings. Provide CD of MicroStatian
electronic files.
A-4
Attachment �
COMPENSAT�OR�
The Enginaer shall
of the lump sum
Attachment A for
SeNices.
be compensated a tota! lump sum fee af $14,950 far the pro�ect. Payment
fee shall be considered full compensation for the s�rvices described in
all labor, materials, supplies, and equipment necessary io camplete the
If applicable, significant design of geometric mo�ifications wilf be cflnsidered additianal services
and b�yond ti�e lump sum amount described above. A fee for this additianal service will be
negotiated as a supplemental agreement.
The Engineer shall submit monthEy invaices to the City �or afl work performed �nder this
agreement set forth in Arkicle III, Terms of Payment. The monthly invaices wll contain the City
of Fori Worth contract number, project r�am�, a deseriptifln of the tasks performed far that
particular montf�, percent complete for each kask, amount budgeted for each task, portion af
budget amaunt exp�nded, previous biAing totals, and tofals for invaice.
: