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HomeMy WebLinkAboutContract 44697 CXY SECRETARY!It e#/ , CoNmct NO* CITY OF FORT'FORTH, TEXAS STANDARD AGREEMENT FOR ENGINEERING RELATED DESIGN SERVICES This AGREEMENT' is between, the City of Fort '"Forth, a Texas home-rule municipality (the "CITY"), and Halff Associates, Inc., authorized to business in, Texas (the "ENGINEER"),, for a PROJECT enerally described s Preparation of City of Fort Worth, Mapping Activity Statement S #,I. Article Scope of Services A. The Scope of Services is set forth in Attachment A. Article 11 Compensation A The ENGINEER''s compensation shall be in the amount of $7,1500 as set forth in Attachment B. Article llr Terms of Payment Payments to the ENGINEER will be made as follows: A. Invoice and Payment (1) The Engineer shall provide the City sufficient documentation including but not limited to meeting the requirements set forth in Attachment D to this AGREEMENT, to reasonably substantiate the invoices. (2) The ENGINEER will issue mthly invoices for all work performed under this AGREEMENT. Invoices are due and payable within 30 days of receipt. (3) Upon completion of seirvicels enumerated in Article I, the final payment of any balance will be due within 30 days of rec i t of the final invoice. City of Fort Worth,Texas OFFICIAL EC0 � �Stand rd greement f r Engi rin Related D si r Services P O Offici, l Release Late: 1/28/2013 E CITY SC T TARY Page 1 of 1 Ft WORTH, Tx RECEIVED, (4) In the event of a disputed or contested billing, only that portion so contested wi'll be withheld from payment, and the undisputed portion will be paid. The CITY will exercise reasonableness, in contesting any bill or portion thereof. I No interest will accrue on any contested portion of the billing until mutually resolved. (51) If the CITY fails to make payment in full to ENGINEER for billings contested in good faith within 60 days of the amount due, the ENGINEER may, after giving 7 days' written notice to CITY, suspend services under this AGREEMENT until paid in full. In the event of suspension of services, the ENGINEER shall have no liability to, CITY for d lays or damages caused the CITY because of such suspension of services. Article IV Obligations of the Engineer ,Amendments to Article IV, if any, are 'Included in Attachment C. AN, General The ENGINEER will serve as the IT 's professional engineering representative under this, Agreement, providing professional engineering c,onsultatioln and advice and furnishing customary services incidental thereto. B. Standard of Care The standard of care applicable to the ENG,INEER's, services will, be the degree of skill and diligence normally employed in the, State of Texas by piro,fess,i nall engineers, or consultants performing 'the same or similar services at the time such services are performed. C. Subsurface Investigations (1) The ENGINEER shall advise the CITY with regard to the necessity for ,subcontract work such as special surveys, tests, test borings, or other subsurface investigations in connection with design and engineering work to be performed hereunder;. The ENGINEER shall also advise the CITY concerning the results of same. Such surveys, tests, and investigations shall be furnished by the CITY, unless otherwise specified in Attachment A. City of Fort Worth:,Texas Standard Agreement far Engineering Related Design S rv,ices PMO Official Release Date:1/28/2013 Page 2 of 16 ('2) In soils, foundation, groundwater, and other subsurface investigations, the actual characteristics may vary significantly between successive test points and sample intervals and at locations other than where observations, exploration, and Investigations have been n de�. Because of the inherent uncertainties in subsurface evaluations, changed or unanticipated underground conditions may occur that could affect the total PROJECT cost and/or execution. These conditions and cost/execution, effects are not the responsibility of the ENGINEER. D. Preparation of Engl"neering Drawings The ENGINEER will provide to the CITY the original drawings of all plans in ink on reproducible ruler sheets and electronic files in format, or as otherwise approved by CITY, wh,ich, shall, become the property of the CITY. CITY may use such drawings in any manner it desires* provided however, that the ENGINEER shall not be liable for the use of such drawings for any project other than the PROJECT described herein. E. Engl'neer'si Personnell at ConstrucUlon Site (1) The presence or duties of the ENGINEER's personnel at a construction site, whether as on-site representatives or otherwise, do not make the ENG,IN,EE,R or its personnel in any way responsible for -those duties that belong to the CITY and/or the CITY's construction contractors or other entities, and' do not relieve the construction contractors or any other entity of their obligations, duties, and responsibilities, including, but not limited to, all construction methods, means, techniques, sequences, and procedures necessary for coordinating and completing all portions of the construction work in accordance with the Contract Documents and any health, or safety precautions required by such construction, work. The ENGINEER and its personnel have no authority to exercise any control over any construction contractor or other entity or their employees in connection with their work or any health or safety precautions,. (2) Except, to the extent of specific site visits expressly detailed and set forth, in Attachment & the ENGINEER or its personnel shall have no obiligatilon or responsibility to visit the construction site to become familiar with, the progress or quality of the completed work on the PROJECT or to determine, in genera,l I if the work on the PROJECT is being, performed in a manner indicating that the PROJECT, when completed, will be in accordance with the Contract Documents, nor shall anything in the Contract Documents or the agreement between CITY and ENGINEER be construed as requiring City of Fort Worth,Texas Standard Agreement for Engineering'Related D sign Services Pfd O Official Release Date: 1/28/2013 Page 3 of 16 ENGINEER to make exhaustive or con,,Unuous, on-site inspections, to discover latent defects in the work or otherwise check the quality or quantity of the work on the PROJECT. If the ENGINEER makes on-site observation(s) of a deviation from the Contract Documents, the ENGINEER shall inform the CITY. (3) When prof,e�ssional certification of performance or characteristics of materialsl systems or equipment i's reasonably required to perform the services set forth in the Scope of Services, the ENGINEER shall be entitled to rely upon such certification to establish materials, systems or eq,u�ipment and performance criteria to be required in the Contract Documents,. F. Opinions: of Probable Cost, Financial Considerations, and Schedules (1) The ENGINEER shall provide opinions of probable costs based, on the 10 current available, information: at the time of preparation I in accordance with Attachment A. 2) In providing opinions I i of cost, financial analyses, economic feasibility projection�s, and schedules for the PROJECT, the ENGINEER has, no control over cost or price of labor and materials; unknown or latent conditions of existing equipment or structures that may affect operation or maintenance costs; competitive bidding procedures and market conditions,' time or quality of performance by third partiesl quality, type, management,, or direction of operating personnel; and other economic and operational factors that may materially affect the ultimate PROJECT cost or schedule., Therefore, the E,NG,WEEP makes no warranty that the CITY's actual PROJECT costs, 'financial aspects,, economic feasibility', or schedules will not vary from the ENGINEER's opinions, analyses, projections, or estimates. G. Construction Progress, Payments Recommendations by the ENGINEER to the CITY for periodic construction progress payments to the construction contractor will be based on the ENGINE ER's knowledge, information,, and belief from selective sampling and observation that the work has progressed to the point indicated. Such recommendations do not represent that continuous or detailed examinations, have been made by the ENGINEER to ascertain that the construction contractor has completed the work in exact accordance with the Contract Documents; that the final work will be acceptable in all respects; that the ENGINEER has made, an examination to ascertain how or for what purpose the construction contractor has used the moneys paid; that title to any of the work, materials, or equipment has passed to the CI` Y' and clear of liens, claims, security interests, or encumbrances; or that there, are not other City of Fort Worth,Texas Standard Agreement for Engineering Related Design Se,rvices, PI'S O Official Release Date:1/28/20,13 Page 4 of 161 ,MAN,.......................... matters, at issue between the CITY and the construction contractor that affect the amount,that should be paid. H,. Record Drawi*ngs Record drawings if required, will be prepared, in part, on the basis of information compiled and furnished by others, and may not always represent the exact location, type of various components, or exact manner in which the PIRO�J�ECT was finally constructed. The E,NG,IN,EE,R is not responsible for any errors or omissions, in the information from others that is incorporated into the record drawings. 1, MI*nority Bus'iness and Small Business Enterpr'l"se (M'BE)(SBE) Parficipat'i"on In accord with the City of Fort Worth Business Diversity Ordinance No. 20020.12 2 , as amended, the City has goal's for the participation of minority business enterprises and/or small business enterprises in City contracts. Engineer acknowledges the MBE and S goals established for this contract and its accepted written commitment to MBE and S participation. Any misrepresentation of facts (other than a negligent misrepresentation) and/or the commission of fraud by the Engineer may result, in the termination of this Agreement and debarment from participating, in City contracts for a period of time of not less than three (3) years. i Right to Audi, (1) ENGINEER agrees that the CITY shall, until the expiration of five (5) years after finali payment under this contract, have access to and the right to examine and photocopy any directly pertinent books,, documents, papers and records of the ENGINEER involving transactions relating to this contract. ENGINEER agrees, that the CITY shall have access during normal 'working hours, to all necessary ENGINEER facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. The CITY shall give ENGINEER reasonable advance notice of intended audits. (2) ENGINEER further agrees to include in all its s,ubcoins,ultan,t agreements hereunder a provision to the effect that the s,ubcon,sultant agrees that the CITY shall, until the expiration, of five (5) years after final payment under the subcontract, have access to and the right to examine and photocopy any directly pertinent books, documents, papers and records of such subconsultant, involving transactions, to the subcontract, and further,: that the CITY shall have access during normal working hours to all siubconsultant City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services PM O Official Release Date:1/2882013 Page 5 of 16 ...........- facilities, and shall be provided adequate and appropriate work space, in order to conduct audits in compliance with the provisions, of this article together with subsection (3) hereof. CITY shall give subconsultant reasonable advance notice of intended audits. (3) ENGINEER and subconsultant agree to photocopy such doicumeints as may be requested by the, CITY. The CITY agrees to reimburse ENGINEER for the cost, of copies at the rate published in the Texas Administrative Code in effect as of the time copying is performed. Kai INSURANCE (1 ENGINEER'S INSURANCE a. Commercial General Liability — the ENGINEER shall maintain, commercial general liability (CGL and, if necessary, commercial umbrella insurance with a limit of not less than $1, 000,000.00 per each occurrence with a $2,000,000.001 aggregate. If such Commercial General Liability insurance contains a general aggregate limit, it shall apply separately tothis PROJECT or location. iiii The CITY shall be, included as an insured under the CGL, using ISO additional insured endorsement or a substitute providing equivalent colveirage, and under t'he commercial umbreilla, if any. This insurance shall apply as primary insurance with respect to any other insurance or self-insurance programs afforded to the CITY. The Commercial General, Liability insurance plo:liicy shall have no exclusions by endorsements that would alter or nullify.- premises epe rations, prod ucts/completed operations, contractual, personal 'injury, or advertizing injury, which are normally contained within the policy, unless, the CITY approves, such exclusions in writing. ii ENGINEER waives all rights against the CITY its ts agents, officers, directors and employees, for recovery of damages, 'to the, extent these damages are covered by the commercial, general liability or commercial umbrella liability insurance maintained in accordance with this agreement. b. Business Auto — the ENGINEER shall maintain business auto liability and, if necessary,, commercial umbrella liability insurance with a limit of not less than $1 ,000,000 each accident. Such insurance shall cover 1 1 - liability arising out of (9 any auto," including owneid', hired, and non-owned autosl when said vehicle is used in the course of the PROJECT. If the engineer owns no vehicles, coverage for hired or non owned is City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services PMO OfficiIal Release Date:1/28/2013 Page 6 of 16 ........... acceptable. ENGINEER waives all rights against the CITY and its agents officers, directors and employees for recovery of damages to the extent these damages are covered by the, business auto liability or commercial umbrelI la liability insurance obtained by ENGINEER pursuant to thiis, agreement or uinlder any applicabile auto physical damage coveirage. c. Workers' Compensation —ENGINEER shall maintain workers compensation and employers liability insurance and, if necessary) commercial umbrella, liability insurance with a limit of not less than $1,00,000-00 each accident for bodily injury by accident or $100,000.00 each employee for bodily 'Injury by disease, with $500,000.00 pollicy limit. i. ENGINEER waives all rights against the CITY and its agents, officers, directors and employees for recovery of damages to the, extent these damages are covered by workers compensation and employer's liability or commercial umbrella, insurance obtained: by ENGINEER pursuant to this agreement. I — the ENGINEER shall maintain professional d Professional Liability I liability, a claims-m,ade policy) with a m,iln,imiuim of $11,000,00,0.001 pier claim and aggregate. 'The, policy shall contain a retroactive date prior to the date of the contract or the first date of services to be performed, whichever is earlier. Coverage shall be, maintained for a period of 5 years following the completion of the contract. An annual certificate of insurance specifically referencing, this project shall be submitted to the CiITY for each year following completion of the contract. (2), GENERAL INSURANCE REQUIREMENTS, a., Certificates of 'insurance evidencing that the ENGINEER has obtained all required insurance shall be delivered to the CITY prior to ENGINEER proceeding with the PROJECT. b. Applicable policies 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. c. Certificate(s) of insurance shall document that insurance coverage, specified in this agreement, are provided under applicable policies documented, thereon. City of Fort Worth,Texas, Standard Agreement for Engineering Related Design Services PMO Official Release Date:1/28/2013 Page 7 of 16 d. Any failure on part of the CITY to request required insurance documentation shall not constitute a waiver of the insurance requirements. e., A minimum of thirty (30) days notice of cancellation or, material change in coverage shall be provided to the CITY. A ten (10) days notice shall be acceptable in the event of non-payment of premium. Notice shall be sent to the respective Department Director (by name), it of Fort Worth, 1000 Throckmorton, Fort Worth,1 Texas 76102. f Insurers for all policies must be authorized to do business in the State of Texas and have a minimum rating, of A-' M V or greater, in the current A. . Best Key Rating Guide or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. g., Any deductible or self insured retention 'in excess of $215,000i.,00; that would change or alter the requirements herein is subJect to approval by the CITY in writing, if coverage is not provided on a first-dollar basis., The CITY, at it sole discretion) may consent to alternative coverage, maintained through insurance pools or risk retention groups. Dedicated financial resources or letters of credit may also be acceptable to the CITY. h. Applicable policies shall each be, endorsed with a waiver of subrogation in favor of the CITY as respects the PROJECT. I i., The CITY shall be entitled, upon its request and without incurring expense, to review the ENGINEER's insurance policies, incliudiin,g, endorsements thereto and, at the CITY's discretion; the ENGINEER may be required to provide proof of insurance premium payments. j. Lines, of coverage, other than Professional Liability, underwritten on a claims-made basis, shall contain a retroactive date coincident with or prior to the data of the contractual agreement. The certificate of insurance shall state, both the retroactive date and that the coverage, is claims-made. k., Coverages, whether written on an occurrence or claims-made basis, shall be maintained without 'interruption nor restrictive modification or changes from date of commencement of the PROJECT until final, payment and terminat.ion of' any coverage required to be, maintained after final payments. 1. the CITY shall not be responsible for the direct payment of any insurance premiums required by this agreement. City of Fort Worth,Texas Standard Agreement for Engineering ineering Related Design Services P Official Release Date-1/28/2013 Page 8 of 16 m., Sub consultants and subcontractors to/of the ENGINEER shall be required by the ENGINEER to maintain the same or reasonably equivalent insurance coverage as required for the ENGINEER. When sub consultants/subcontractors maintain insurance coverage, ENGINEER shall provide CITY with documentation thereof on a certificate of insurance. L. Independent Consultant The ENGINEER agrees to perform all services as an independent consultant and not as a subcontractor, agent, or employee of the CITY. M01 Dl*sclosure The ENGINEER acknowledges to the CITY that it has made full disclosure in writing of any existing conflicts of interest or potential conflicts of interest, including personal financial interest, direct or indirect, in property abutting the proposed PROJECT and business relationships with abutting property cities. The ENGINEER further acknowledges that it will make disclosure in writing of any conflicts of interest that develop subsequent to the signing of this contract and prior to final payment under the contract. N. Asbestos or Hazardous Substances (1) If asbestos or hazardous substances in any for are encountered or suspected, the ENGINEER will stop its own work in the affected portions of the PROJECT to permit testing and evaluation. (2) If asbestos or other hazardous substances are suspected, the CITY may request the ENGINEER to assist in obtaining the services of a qualified subcontractor to manage the remediation activities of the PROJECT. 0. Permi"ttling Authorities - Design Changes If permitting, authorities rep ire design changes so as to comply with published, design criteria and/or current engineering practice standards which the ENGINEER should have been aware of at the time this Agreement was executed, the ENGINEER shall revise plans and specifications, as required, at its own cost and expense. However, if design changes are required due to the changes in the permitting authoirities' published design criteria and/or practice standards criteria which are, published after the date of this Agreement which the ENGINEER could not have been reasonably aware of, the ENGINEER shall notify the CITY of such changes and an adjustment in compensation gill be made through an City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services, PMO Official Release Date:1/28/2013 Page 9 of 16 am�end'ment to this AGREEMENT. P. Schedule ENGINEER shall manage the PROJECT in accordance with the schedule developed per Attachment D to this AGRE,EM ENT. Article V Oblolgafi'ons, of the, City Amendments to Article V, if any, are included', 'in Attachment C. A. City-Fummished Data ENGINEER may rely upon the accuracy, timeliness, and completeness of the information provided by the CITY. Bi. Access to Faci'lities and Property The CITY will makeits, facilities accessible to the ENGINEER as required for the EN�GIN'EER's performance of its serv,ices. The CITY will perform, at no cost to the ENGINEER, such tests of equipment, machinery, pipelines, and other components of the CITY's facilities as may be, requireld in connection with the ENS INEER's services. The CITY will be: responsible for all acts of the CITY's personnel. Cal Advertisements, Per m'lits, and Access Unless otheirwis,e agreed to in the Scope of Services, the CITY will obtain, arrange, and pay for all advertisements, for bids; permits and licenses required by local,, state,, or federal authorities; and land, easements, rights- of-way, and access necessary for the ENGINEER's services or PROJECT construction. City of Fort Worth,Texas Standard Agreemenit for Engineering,Related Design Services PMO Official Release Date.- 11/28/2013 Page 1:0 of 16 D. Tlimelly Rev"iew The CITY will examine, the ENIGINlEER's, studies, reports, sketches, drawings, specifications, proposals,, and other documents; obtain advice of ,an attorney,, insurance counselor, accountant, auditor, bond and financial advisors, and other consultants as the CITY deems appropriate-, and render in, writing decisions required by the CITY in a timely manner in accordance with the project schedule prepared in accordance with Attachment D. E. Prompt Not ice The CITY will give, prompt written notice to the ENGINEER whenever CITY observes or becomes aware of any development that affects the scope or timing of the ENGINEER's services or of any defect in the work of the ENGINEER or construction contractors. F. Asbestos or Hazardous Subisitan�cels Release. (1) CITY acknowledges ENGINEER will perform part of the work at IT 's facilities that may co tai hazardous materials, including asbestos containing materials, or conditions,, and that ENGINEER had no prior role in the generation, treatment, storage, or disposition, of such materials. In consideration of the associated risks that may give rise to claims by third parties or employees of City, City hereby releases ENGINEER from any damage or liability related to the presence of such materials. (2) The release re,qiuired above shall not apply in the event the discharge, release or escape of hazardous s,ui bstancels, contaminants, or asbestos is a result of ENGINEER's negligence or if ENGINEER brings such I' hazardous subistancel, cointamiinan�t or asbestos onto the project. G's Contractor Indlemnm1fication are Claimms The CITY agrees to include in, all construction contracts the, provisions of Article IV.E. regarding the ENGINEER's Personnel at Construction Site, and Provisions providing contractor indemnification of the, CITY and the ENGINEER for contractors negligence. H. Contractor: Claims and Third-Party Beneflociaries (1) The CITY agrees to include the following clause in all contracts with construction contractoirs, and equipment or materials suppliers: "Contractors, subcontractors and equip eint and materials s,uppliiers on the PROJECT, or -their sureties, shalil maintain City of Fort Worth,,Texas Standard Agreement for Engineering Related Design Services PMIO Official Release Date:1/28/2013 Page 11 of 16 no direct action against the ENGINEER, its officers, employees, and subcontractors,, for any claim arising out of, ire connection with) or resulting from the engineering services performed. Only the CITY will be the beneficiary I it of any undertaking by the ENGINEER. (2) This AGREEMENT gives no rights or benefits to anyone other than the CITY and the ENGINEER and there are no th,ird-pasty beneficiaries. (3) The CITY will include in each, agreement it enters into with any other entity or person regarding the PROJECT a provision that such entity, or person shall have no third-party beneficiary rights, under this Agreement. (4) Nothing contained in this section, V.H., shall be cons-trued as a waiver of any right the CITY has to bring a claim against ENGINEER. I. CITY's Insurance (1) The CITY may maintain property insurance on certain pre-existing structures associated with the PROJECT. (2) The CITY will ensure that Builders Risk/Installation insurance is maintained at the replacement cost value of the PROJECT. The C ITY may provide ENGINEER a copy of the policy or documentation of such on a certificate of insurance. (3) The CITY will specify that the Builders Risk/Installation insurance shall be, comprehensive; in coverage appropriate to the PROJECT risks. J. Lifigatolon Assi'stance The Scope of Services does not include costs of the ENGINEER for required or requested assistance to support, prepare, document, bring, defend, or assist in litigation undertaken or defended by the CITY. In the event CITY requests such services of the ENGINEER,, this, AGREEMENT shall be, amended or a separate; agreement will be negotiated between the parties. K111 Changes The CITY may make or approve changes within the general Scope of Services in this AGREEMENT. If such changes, affect the ENGINEER's cost of or time required for performance of the services, an equitable adijustment will be made through an amendment to this AGREEMENT with appropriate CITY approval. City,of Fort Worth,Texas Standard Agreement for Engineering Related Design Services PM O Official Release Date:1/28/2013 Page 1 2 of 16 Article VI General Legal Proviisi"ons, Amendments, to Article VI, if any, are included in Attachment C. Am Authorization to Proceed ENGINEER shall be authorized to proceed with this AGREEMENT upon receipt of a written Notice to Proceed from the C,IT'Y. Bi. Reuse of Project Documents All designs, drawings, specifications, documents, and other work products of the ENGINEER, whether 'in hard c,lop,y 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 ENGINEER will be at the CITYls sole risk. The CITY shall own, the final designs,, drawings, specifications and' documents., C. Force Macre The ENGINEER is not responsible for damages or delay in performance caused by acts of God, strikes, lockouts, accidents, or other events beyond the control of the ENGINEER that prevent ENGINEER's performance of it obligations hereunder., Do Termination (1) This AGREEMENT may be terminated' only by the City for convenience on, 30 days' written, notice. This AGREEMENT may be terminated by either the CITY or the ENGINEER for cause if either party falls substantially to, perform through no fault of the oltheir and does not commence correction of such nonperformance with in 5 days of written notice and diligently complete the correction thereafter. (2) If this AGREEMENT is terminated for the convenience of the C,ity, the ENGINEER will be paid for termination expenses as follows.* a) Cost of reproduction of partial or complete studies, plans, specifications or other forms of ENGINEER'S work product-, City of Fort Worth,Texas Standard Agreement for Engineering Related Desiign,Services PM O Official Release Date.-1128/20131 Page 13 of 16 b.) Out-of-pocket expenses for purchasing electronic data files and other data storage suipplies or services- c) The time requirements for the ENGINEER'S personnel to document the work underway at the time of the CITY'S termination for convenience so that the work effort is su�itable for long time storage. (31) Prior to proceeding with termination services,.... the ENGINEER will submit to the CITY an itemized statement of all termination expenses. The CITY'S approval will be obtained in writing prioir to proceeding with termination services. EN, Suspension, Delay, or, Interruption to Work The CITY may suspend, delay, or 'interrupt the services of the ENGINEER for the convenience of the CITY. In the event of such suspension, delay, or interruption, an equitable adjustment in the PROJECT's schedu:le, commitment and cost of the ENGINEER11 s personnel and subcontractors, and ENGINEER's compensation wi,lil, be made. F. Indemnification In accordance with Texas Local Government Code Section 271.904, the ENGINEER shall indeninify, hold harm less i and defend the CITY against liability for any damage caused by or resulting from an act of negligence, intentional tort, intellectual property infri"ngerrient, or failure to pay a subcontractoir or supplier committed by the ENGINEER or ENGINEER Ys agent, consultant under contract, or another entity over which the ENGINEER exercises control. G. Assignment Neither party shall assign all or any part of this AGREEMENT without the prior written consent of the other party. H. Interpretation Limitations on liability and inderninities, in this AGREEMENT are business understandings between the parties and shall apply to all the different theories of recovery I including breach of contract or warranty, tort including negligence, strict or statutory liability, or any other cause of action, except for willful misconduct it gross negligence for limitations of liability and solle negligence for indemnification. Parties mean the CITY and the ENG,INEER, and their officers, employees, agents, and subcontractors. City of Fort Worth,Texas Standard Agreement for Engineering Related Design Services PM O Official Release[safe:1/28/201,3 Page 14 of 16 L Jurisdiction The law of the State of Texas shall govern the validity of this AGREEMENT, its interpretation and performance, and any other claims related to it. The venue for any litigation related' to this AGREEMENT' shall be Tarrant County, Texas. J. Severability and Survival If any of the provisions, contained in this AGREEMENT are held for any reason to be invalid, illegal, or unenforceable in any respect, such, invalidity, illegality, or unenforceability will not affect any other provision, and this AGREEMENT shall be construed as if such invalid, illegal, or une:nforceabile provision had never been contained, he,relin. Articles V.F'., VI.B., VID., VI.F., VI.H., and VI.I. shall survive termination of this AGREE MENT' for any cause. K, Observe and Comply ENGINEER shall at all times observe and comply with, all federal, and State laws and regulations and with all, City ordlinances and regulations which in any way affect this AGREEMENT and the work hereunder, and shall observe and c,omply with all orders, laws ordinances and regulations which may exist or may be enacted later by governing bodies having jurisdiction or authority for such enactment. No plea of misunderstanding or ignorance thereof shall be considered. ENGINEER agrees to defend, indemnify and hold harmless CITY and all of its officers, agents and employees from and against all claims or liability arising out of the violation, of any such order, law', ordinance, or regulation, whether it be by itself or its employees. Article V11 Attachments, Schedules, and Signatures This AGREEMENT, including its attachments and schedules, constitutes the entire AGREEMENT,, supersedes all prior written or oral understandings, and may only be changed by a written amendment executed by both parties. The following attachments and schedu,les, are hereby made a part of thiis, AGREEMENT-. Attachment A - Scope of Services Attachment B — Compensation, Attachment C - Amendments to Standard Agreement for Engineering Services Attachment D - Project Schedule City of Fort Worth,Texas S,tandard,Agreement for Engineering Related Design Services PM 0 Official Release Date-1/28/2013 Page 1 5,of 16 /Attachment E - Location Map, Executed and effective this the 29th day of'J'uly, 2013., BY: BY: CITY OF FORT WORTH ENGINEER Hal ff Associates, Inc. Fernando Costa Jelssilca D. Baker Assistant City Manager Authorized Agent/Team Leader A Date: 8/ �//03 Date: APPROVAL RECOMMENDED: f Doug ie Director, ans rtation/Pu,bli:c Wf 'ks APPROVED AS TO, FORM AND M,&C No.*. LEGALITY M,&C Date: ri'll, A By: Lko Z DoU064V—.434aek P ji kWle e h- Assistant City Attorney ATT EST: 000000000i 0, 0 Kaie 0 City Secretary City of Fort Worth,Texas OFFICIAL RECORD Standard Agreement for Engineering Related Design Services PMO Official Release Date., 1/28/2013 CITY SECRETARY Page 16 of 16 TX T.WORTH9 CORPORATE AUTHORIZATION RESOLUTION 1, Grp or Kuhn,the undersigned being the Secretary of Hal,ff Associates, Inc. (The "Corporation") hereby certify that at the Corporation I s, Board of Directors meeting held on,the 213 rd day o�f October 2012 at which there was present and acting throughout a quoirum authorized to,transact business hereinafter deiscribed, and that the proceedings of said meeting were in accoirdiance with the charteir and by-laws of said Corporation and that said resolutions have not been amended or revoked, and are in full foirce and effect. Resolved,,,that the following individuals are hereby authorized and empowered to sign any and all documents on behalf'of said Corporation, and to take such steps,, and do such other acts and things, as in his or her 0 jud rent may be necessary, appropriate or desirable in connection with any offer extended, piroposal submitted tol, or any entry into any contract. Acker, Patrick, L,. Edwards, Mark Littleton, B David Ski�pwith,Walter E. Adams, Bobby Fallon, Mike Lovell,l Troy L. Spaeth, Everett D. Alvarez,,Jeffrey Garcia, Raul Mlarusak, Russell Stoller, Dean, Apiplebaumi, Ph,illip, R. Gardiner, Chad McGahe en Tanksley, Dan Atkinson, Erin, Glover,, Rusty Molloy, Marti,n J. Teague John Baker, Jessica Green, Dawn X Mosier, Cindy Terrielli, Allen Barr, Terry Hear, Dennis Moya, Michael A, Voinis, Mlike, Belai're,, S Kent Hamilton, Dwayne S. Murray, III, Menton J. Warfileld,, Dan Brock, Don 0. Haynes, Brian Noa, Jose I. 'West,, John BurnsT Roger W. H�ughes, Lenny L. Plugge,Jr, Roman, C. Wes,tsm,itlh, Richard A., Carrillo,James E. lckertl Andrew Ratzman, Eric Wong,Jr, Raul Conan, Dennis J. Ivey, John P. Rielly, Pau'l'J. Wong, Raul E Christiansen,, Jeffrey R. Jackson, Todd A. Roberts, Jerry F Woodard, Paul C er, Har ld,Wayne Jacobs, Greg, Romianowski, Michaell E,. Woodson, Todd Craig, Matthew,G. Janicki, Mark M. Saenz, Robert Crawford, Stephen Killen, J Russell Sartori, Tony Diamond,,Jason Kuhn, Gregory Satre, Dennis D. Downs, Derek Kurz, Patrick L,. Shafer, Andrew J. 'Witness my hand and seal of the corporation this day of April 16, 2013. 0 'ttoulittlifil,401 soc 1z;?,P GI?4 0S Secretary, the Corporation Z SEAL Zo X A, 11111 w10 ATTACHMENT A Proposed Scope of Work City of Fort Worth Preparation of Mappm* g Activity Statement (NI-AS) # 1 for FEMA Cooperating Technical Partner (CTP') FY13 Funding July 25, 2013 PURPOSE The City of Fort Worth has been and continues to be very ni ., proactive in developing and maintai ng detailed flo dplain information on multiple watersheds throughout the City. The purpose of this proposed Scope of Work is to assist the City of Fort Worth with the development of a detailed MAS for submittal to FENIA for FY1 3 funding and for future funding opportumties. The scope set forth herein defines the work to be performed by the ENGINEER in completing the project., Both the CITY and ENG'tE NER have attempted to clearly define the work to be performed and address the needs of the Project. Under this scope, "ENGINEER" is expanded to include any sub-consultant, employed or contracted by the ENGINEER. PROJECT'ACT IVITIES Provided the cursory overview regarding the assistance to prepare Fort Worth's first MAS, the study effort is, broken down into the following tasks.- • Task 1: Initial Coordination • Task 2: Data Collection Task 3: Assistance with Grants.,9.ov Account Task 4: Prepare FY1 3 Mapping Activity Statement of Task 5: Coordination with Others, o Task 6: (Optional) Assistance with .business Plan. TASK 1-, Initial Coordination The purpose of this task is to coordinate with City staff to confirm project objectives for FY13 funding and to determine available leverage information. This task may also require initial coordination with FE MA regarding project assumptions and specific NIAS task responsibilities. TASK 2: Data Collection Upon identification of project objectives and potential leverage info nformation, data required for the MAS preparation and leverage documentation will be gathered. A list of gathered information and potential leverage dollars will be provided for future City planning. At the City's direction, the leverage dollars can be computed using actual expenditures, or FEMA Blue Book unit costs. TASK . Assistance with Grants:got,Account The ENGINEER will assist with services associated with the federal government's wel site: Gran ,g These services may include assistance in setting up accounts, providing mandatory and optional documents for submission, aid in completing the Application for Federal Assistance form (SF-424), and coordinate with the CTP's fund development manager and FEMA Region VI project manager. MEN mom HALFF mom PAGE 1 OF 2 ATTACHMENT Proposed S'cop'e of Work T S1 . Pro are FYI 3 Ma vi n ctivi ,)tateMe The purpose of this task is to utilize, the FENIA MAS template to develop a specific S, for the City of Fort Worth's FiY13 C17P Funding. T s task will include preparation of project extents, exhibits) cast estimations', and schedules. S exhibits may include proposed project limits and study streams, affected FIRM panels, and Risk MAP product locations. A draft MAS will he submitted to the City for review and all comments will be addressed prior to FEMA submittal. T&S,K 5; Coordination with Others The ENGINEER will coordinate with others as needed for SAS ;approval. Coordination may be required with FE-NiA Region IV, the Texas Water Development Board State CT coordinator), NCTC G (Regional CT'P coordinator), as well as communities within the project extents. PT10NA TAS 6. . ss stance with Business Plan The ENGINEER will prepare and assist the qty of fort Worth with a Multiple-Year CTS"Business Plan. This plan will identify future CTP plans as well as identify potential leverage dollars that were net utilized in the FY13 MAS. A fee for this task will be developed upon the City's request. The scope of this task is dependent upon the amolunt of available planning information n and the desired level of detain. Ems H,ALFF P E 2 OF 2 mom ATTACHMENT B Proposed Fee Estimate City of Fort Worth a, 9 Preparation of Mapping Activity Statement (MAS) # 1 for FE MA Cooperating Technical Partner (CTP) FY13 Funding July 25, 2013 L Compensation A. The ENGINEER shall be compensated for personnel time, non-labor expenses, and subcontract expenses in performing services enumerated in Attachment A as follows: i. Personnel T" e. Personnel time shah be compensated based upon, hours worked directly in performing the PROJECT multiplied by the appropriate Labor Category Rate for the ENGINEER's team member performing the work. Labor Catezory Rate as presented in the rate schedule table below is the rate for each labor category performing the work and includes all direct salaries,overhead,and profit. Labor Category Rates ($/hour) Project Maw r $155.00 1 . . Eng�neer-in-'1 rain mg (EJD $95.00 GIS Analyst.__ $80.00 Clerical $70.00 ii. Non-Cab or Expenses. Non-labor expenses shall be reimbursed as Direct Ext)en5es at invoice or internal office cost. Di,rect.Ext)ens ej (non-labor) include,but are not limited. to, mileage, travel and lodging expenses,, mail, supAes, printing and reproduction services, other direct expenses associated with delivery of the work; plus app cable sales, use, value added, business transfer, gross receipts, or other similar taxes. iii. Subcontract Expenses. Subcontract expenses and outside services shall be reimbursed at cost to ENGINEER plus a markup of ten percent (10%). iv. Budgets. ENGINEER will make reasonable effort's to complete the work within the budget and will keep the City informed of progress toward that end so that the budget or work effort can be adjusted if found necessary. ENGINEER, is not obligated to incur costs beyond the indicated budgets, as may be adjusted, nor is the City of to pay ENGINEER beyond these limits. If ENGINEER projects, in the course ofproviding the necessary services, that the PROJECT cost presented in Article 2 of this Agreement will be exceeded, whether by change in scope of the project, increased costs, or other conditions,, the ENGINFER shall immediately report such fact to the it and, if so instructed by the City, shall suspend all work hereunder. When any budget has been increased, ENGINEER's excess costs, expended prior to such increase will be allowable to the same extent as if such costs, had been incurred after the approved increase. iii HALNon PAGE I OF'3 ATTACHMENT B Proposed Fee Esti mate B. The ENGINEER shall be paid month.y payments as described in Section 11 - Method of Payment. II. Method of Payment A. The ENGINEER shall be paid by the City based upon, aninvoice created on the basis, of statements prepared from the books and records of account of the ENGINEER, based on the actual hours and costs expended by the ENGINEER in performing the work. B. Each invoice shall be verified as to its accuracy and compliance with the terms of this Agreement by an officer of the ENGINEER. C. ENGINY"ER shall prepare and submit invoices in the format and including content as presented mi Exhibit B-1. D. Payment of invoices will be subject to certification by the City that such work has been performed. III.Sunimary of Total Project Fees A. The tables below are a summary of the proposed project totals. Firm Lprimary Responsibility Fee Amount % Prime,Consultant Halff Associates,Inc. MA S Preparation and $7)500 1001% Coordination MIWBE Consultants None Non-MIWBE Consultants None TOTAL $7,5010 100% -J............ Project"Number& Name Total Fee MIW'B,E, Fee, MfWBE % Preparation of Mapping Activity Statement(MA S) #1 for FENIA Cooperating Technical Partner $ 7)500 $0 1 01Y0 (CCTV FY13 Funding I City M Goal — 0% Consultant Committed Goal = 0% goy INON PAGE 2 OF 3 ATTACHMENT B Proposed Fee Estimate B. The table below is a summary of the proposed fees per project activity. Project Activities Total Fee pier task Task 1,-.Initial Coor(hnation $600 Task 2:Data Collection f $1 t500 Task 3: Assis,tance with Grants.190v Account $1,100 Task 4: Prepare FY1 3 Mapping Activity $3,500 Statement Task 5. Coordination with Others, $800 Task 6: (Optional) Assistance with 'Business Plan (amilable mpon request), dotal otal $73500 MEN son HALF F MEN PAGE 3 OF 3 ATTACHMENT ilcyl CHANGES AND AMENDMENTS TO STANDARD AGREEMENT Design Services for Preparation of City offort Worth Mapping Activity Statement (MAS) #1 City Project No. FP-1,3_+ 62-C TP No revisions to the Standardi Agreernent. City of Fort Worth,,Texas Attachment C PMO Release Date:05.19.2010 Page I of I ATTACHMENT D Proposed Project Schedule City of Fort Worth Preparation of Mapping ActiVity Statement (MAS) # I for FEMA Cooperating Technical Partner (CTP) FY13 Funding July 2,5�,20,13 Tasks 1 through 5 shall be completed within 45 days after receiving a "notice to proceed" letter from the City for the project. Task 6 is dependent on the City and may extend beyond other tasks,. Ah work asses fated with Task 1-51 shall be completed within a timeframe that allows for completion of all related work prior to the end of the FEMA grant application period. It is understood that some assistance may be required through September 30,2013 near the end of the fiscal year. The estt"mated project schedule is as follows: Duration PROJECT ACTIV11TES (days,) Start Finish NOTICE TO PROCEED 26-jul-13 Task 1*-Initial Coordination 5 261-J ul-13 2-dug-13 Task 2: Data Collection 5 26jul-1 3 2-A11g-1_3 Task 3: Assistance with Grants.gov Account 10 26-Jul-1 3 9-Aug-13 Task 4: Prepare FlYl 3 Mapping Activity Statement 10 26J ul-13 9-Aug,-13 Task 5.-Coordination with Others 45, 29- 1� 301-Se�pi-13 J u l-1 3 Task 6: (Optional) Assistance with Business Plan MEN LF PAGE 1 OF1