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Home My WebLink AboutContract 61752City of Fort Worth, Texas ARRP Development Foster Park Ponds Standard Agreement for Professional Services CPN 104645 Revision Date: December 8, 2023 Page 1 of 10 CITY OF FORT WORTH, TEXAS STANDARD AGREEMENT FOR GENERAL PROFESSIONAL SERVICES -rule municipality ("City"), and Halff Associates, Inc. authorized to do business in Texas Aquatic Resource Relocation Plan Development for the Foster Park Pond Maintenance Project Project No. 104645. Article I Scope of Services (1) Consultant hereby agrees to perform professional services as set forth in this Agreement and the Scope of Services, attached hereto as . (2) Additional services, if any, will be memorialized by an amendment to this Agreement. (3) All reports, whether partial or complete, prepared under this Agreement, including any original drawings or documents, whether furnished by City, its officers, agents, employees, consultants, or contractors, or prepared by Consultant, shall be or become the property of City, and shall be furnished to the City or at the time such services are completed, or upon termination or expiration of Agreement. Reuse, change, or alteration by the CITY or by others acting through or on behalf of the City or any such wit risk. Article II Compensation Consultant shall be compensated an amount up to $12,000 in accordance with the Fee Schedule shown in Payment shall be considered full compensation for all labor (including all benefits, overhead and markups), materials, supplies, and equipment necessary to complete the Services. Consultant shall provide monthly invoices to City. Payments for services rendered shall be made in accordance with the Texas Prompt Payment Act (Texas Government Code Ch. 2251). Acceptance by Consultant of said payment shall release City from all claims or liabilities under this Agreement for anything related to, performed, or furnished in connection with the Services for which payment is made, including any act or omission of City in connection with such Services. City of Fort Worth, Texas ARRP Development Foster Park Ponds Standard Agreement for Professional Services CPN 104645 Revision Date: December 8, 2023 Page 2 of 10 Article III Term Time is of the essence. The term of this Agreement shall commence on the Effective Date and shall continue until the expiration of the funds or completion of the subject matter pursuant to the schedule, whichever occurs first, unless terminated in accordance with the terms of this Agreement. Unless specifically otherwise amended, the original term shall not exceed five years from the original effective date. Article IV Independent Contractor Consultant shall operate hereunder as an independent contractor and not as an officer, agent, servant, or employee of City. Consultant shall have exclusive control of and the exclusive right to control the details of the work to be performed hereunder and of all persons performing same, and shall be solely responsible for the acts and omissions of its officers, agents, employees, contractors and subcontractors. The doctrine of respondeat superior shall not apply as between City and Consultant, its officers, agents, employees, contractors, and subcontractors, and nothing herein shall be construed as creating a partnership or joint venture between City and Consultant. Article V Professional Competence Work performed by Consultant shall comply in all aspects with all applicable local, state and federal laws and with all applicable, professional standards, codes, rules and/or regulations promulgated by local, state and national boards, bureaus and agencies. Approval to proceed release of the responsibility and liability of Consultant or its officers, agents, employees, contractors and subcontractors for the accuracy and competency of its performance of the Services. Article VI Indemnification CONSULTANT, AT NO COST TO THE CITY, AGREES TO INDEMNIFY AND HOLD CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, HARMLESS AGAINST ANY AND ALL CLAIMS, LAWSUITS, ACTIONS, COSTS AND EXPENSES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, THOSE FOR PROPERTY DAMAGE OR LOSS RESULTING LOST PROFITS) AND/OR PERSONAL INJURY, INCLUDING DEATH, THAT OF (i) ANY OF THE TERMS OR PROVISIONS OF THIS AGREEMENT OR (ii) ANY City of Fort Worth, Texas ARRP Development Foster Park Ponds Standard Agreement for Professional Services CPN 104645 Revision Date: December 8, 2023 Page 3 of 10 NEGLIGENT ACT OR OMISSION OR INTENTIONAL MISCONDUCT OF CONSULTANT, ITS OFFICERS, AGENTS, ASSOCIATES, EMPLOYEES, CONTRACTORS (OTHER THAN THE CITY) OR SUBCONTRACTORS RELATED TO THE PERFORMANCE OR NON-PERFORMANCE OF THIS AGREEMENT. THIS SECTION SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT. Article VII Insurance Consultant shall not commence work under this Agreement until it has obtained all insurance required under Attachment F and City has approved such insurance. Article VIII Force Majeure City and Consultant shall exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement, but shall not be held liable for any delay or omission in performance due to force majeure or other causes beyond their reasonable control, including, but not limited to: acts of God, acts of the public enemy, fires, strikes, lockouts, natural disasters, epidemics/pandemics, wars, riots, material or labor restrictions by any governmental authority and/or any other similar causes. Article IX Transfer or Assignment Consultant, its lawful successors and assigns, shall not assign, sublet or transfer any interest in this Agreement without prior written consent of City. Article X Termination of Contract (1) City may terminate this Agreement for convenience by providing written notice to Consultant at least 30-days prior to the date of termination, unless Consultant agrees in writing to an earlier termination date. (2) Either City or Consultant may terminate this Agreement for cause if either party fails to substantially perform, through no fault of the other and the nonperforming party does not commence correction of such nonperformance within 5 days after receipt of written notice or thereafter fails to diligently pursue the correction to completion. (3) If City chooses to terminate this Agreement, upon receipt of notice of termination by Consultant, Consultant shall discontinue Services on the date such termination is effective. City shall compensate Consultant for such services rendered based upon Articl Article XI City of Fort Worth, Texas ARRP Development Foster Park Ponds Standard Agreement for Professional Services CPN 104645 Revision Date: December 8, 2023 Page 4 of 10 Right to Audit (1) Consultant agrees that City shall, until the expiration of three (3) years after final payment under Agreement, have access to and the right to examine any directly pertinent books, documents, papers and records of Consultant involving transactions relating to Agreement. Consultant agrees that City shall have access during normal working hours to all necessary facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. City shall give Consultant reasonable advance notice of intended audits. (2) Consultant further agrees to include in all its subcontracts hereunder, a provision to the effect that the subcontractor agrees that City shall, until the expiration of three (3) years after final payment under the subcontract, have access to and the right to examine any directly pertinent books, documents, papers and records of such subcontractor(s), involving transactions to the subcontract, and further, that City shall have access during normal working hours to all subcontractor facilities, and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this article. City shall give Consultant and any subcontractor reasonable advance notice of intended audit. (3) Consultant and subcontractor(s) agree to photocopy such documents as may be requested by City. City agrees to reimburse Consultant for the cost of copies at the rate published in the Texas Administrative Code in effect as of the time copying is performed. Article XII Business Equity Participation City has goals for the full and equitable participation of minority business and/or women Business Equity Ordinance No. 25165-10-2021 (as codified in Chapter 20, Article X of the Consultant acknowledges the MBE and WBE goals established for this Agreement and its e prescribed MBE and WBE participation goals. Any misrepresentation of facts (other than a negligent misrepresentation) and/or the commission of fraud by Consultant 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. Article XIII Observe and Comply Consultant shall at all times observe and comply with applicable federal, state, and local laws and regulations and with all City ordinances and regulations which in any way affect Agreement and the work hereunder, and shall observe and comply with applicable laws ordinances and regulations which may exist or may be enacted later by governing bodies having jurisdiction or City of Fort Worth, Texas ARRP Development Foster Park Ponds Standard Agreement for Professional Services CPN 104645 Revision Date: December 8, 2023 Page 5 of 10 authority for such enactment. No plea of misunderstanding or ignorance thereof shall be considered. Consultant agrees to indemnify and hold harmless City and all of its officers, agents and employees from and against liability arising out of the violation of any such order, law, ordinance, or regulation, whether it be by itself or its employees or its subcontractor(s). Article XIV Immigration Nationality Act Consultant shall verify the identity and employment eligibility of its employees and employees of all subcontractor(s) who perform work under Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon request by City, Consultant shall provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under Agreement. Consultant shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any Consultant employee who is not legally eligible to perform such services. CONSULTANT SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS SUBCONTRACTORS, AGENTS, OR LICENSEES. City, upon written notice to Consultant, shall have the right to immediately terminate Agreement for violations of this provision by Consultant. Article XV Venue and Jurisdiction If any action, whether real or asserted, at law or in equity, arises on the basis of any provision of Agreement, venue for such action shall lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas Fort Worth Division. Agreement shall be construed in accordance with the laws of the State of Texas. Article XVI Contract Construction/No Waiver The parties acknowledge that each Party and, if it so chooses, its counsel, have reviewed and revised Agreement and that the normal rule of contract construction, to the effect that any ambiguities are to be resolved against the drafting party, must not be employed in the interpretation of Agreement or any amendments or exhibits hereto. The failure of City or Consultant to insist upon the performance of any term or provision of this Agreement or to exercise any right granted herein shall not constitute a waiver of City's nce or to assert any such right on any future occasion. Article XVII City of Fort Worth, Texas ARRP Development Foster Park Ponds Standard Agreement for Professional Services CPN 104645 Revision Date: December 8, 2023 Page 6 of 10 Severability The provisions of Agreement are severable, and if any word, phrase, clause, sentence, paragraph, section or other part of Agreement or the application thereof to any person or circumstance shall ever be held by any court of competent jurisdiction to be invalid or unconstitutional for any reason, the remainder of Agreement and the application of such word, phrase, clause, sentence, paragraph, section, or other part of Agreement to other persons or circumstances shall not be affected thereby and Agreement shall be construed as if such invalid or unconstitutional portion had never been contained therein. Article XVIII Notices Notices regarding Articles IX or X are to be provided to the other Party by hand-delivery or via U.S. Postal Service certified mail return receipt requested, postage prepaid, to the address of the other Party shown below: City of Fort Worth Attn: Scott Penn Parks and Recreation Department 4200 S. Freeway, Suite 2200 Fort Worth, Texas 76115 Consultant: Halff Attn: Jeremy Jordan, PWS 1201 N. Bowser Rd Richardson, Texas 75081-2275 All other notices may be provided as described above or via electronic means. Article XIX Prohibition On Contracts With Companies Boycotting Israel Consultant, unless a sole proprietor, acknowledges that in accordance with Chapter 2271 of the Texas Government Code, if Consultant has 10 or more full time-employees and the contract value is $100,000 or more, the City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of to those terms in Section 808.001 of the Texas Government Code. By signing this City of Fort Worth, Texas ARRP Development Foster Park Ponds Standard Agreement for Professional Services CPN 104645 Revision Date: December 8, 2023 Page 7 of 10 to the City that if Chapter 2271, Texas Government Code applies, Consultant: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. City of Fort Worth, Texas ARRP Development Foster Park Ponds Standard Agreement for Professional Services CPN 104645 Revision Date: December 8, 2023 Page 8 of 10 Article XX Prohibition on Boycotting Energy Companies Consultant acknowledges that in accordance with Chapter 2276 of the Texas Government Code, the City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more, which will be paid wholly or partly from public funds of the City, with a company (with 10 or more full-time employees) unless the contract contains a written verification from the company that it: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of the contract. 2276 of the Texas Government Code. To the extent that Chapter 2276 of the Government Code is applicable to this Agreement, by signing this Agreement, Consultant certifies that signature provides written verification to the City that Consultant: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of this Agreement. Article XXI Prohibition on Discrimination Against Firearm and Ammunition Industries Consultant acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code, the City is prohibited from entering into a contract for goods or services that has a value of $100,000 or more which will be paid wholly or partly from public funds of the City, with a company (with 10 or more full-time employees) unless the contract contains a written verification from the company that it: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during the term of the contract against a firearm entity or firearm trade association. the meaning ascribed to those terms by Chapter 2274 of the Texas Government Code. To the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Consultant certifies that signature provides written verification to the City that Consultant: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate against a firearm entity or firearm trade association during the term of this Agreement. Article XXII Headings The headings contained herein are for the convenience in reference and are not intended to define or limit the scope of any provision of Agreement. Article XXIII City of Fort Worth, Texas ARRP Development Foster Park Ponds Standard Agreement for Professional Services CPN 104645 Revision Date: December 8, 2023 Page 9 of 10 Attachments, Schedules and Counterparts This Agreement may be executed in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute but one and the same instrument. The following attachments and schedules are hereby made a part of Agreement: Attachment A - Scope of Services Attachment B Compensation Attachment C - Changes to Agreement Attachment D - Project Schedule Attachment E - Location Map Attachment F Insurance Requirements BY: CITY OF FORT WORTH BY: CONSULTANT Jesica McEachern Assistant City Manager Date:__________________ Halff Associates, Inc. Chris Sanderson Environmental Team Leader Date:____________________________ ATTEST: Jannette Goodall City Secretary APPROVAL RECOMMENDED: By: Richard Zavala Director, Park & Recreation Department City of Fort Worth, Texas ARRP Development Foster Park Ponds Standard Agreement for Professional Services CPN 104645 Revision Date: December 8, 2023 Page 10 of 10 APPROVED AS TO FORM AND LEGALITY By: Douglas W Black Sr. Assistant City Attorney M&C No.: n/a_______________________ M&C Date: n/a______________________ Contract Compliance Manager: By signing, I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. ______________________________ Scott Penn Sr. Capital Projects Officer ATTACHMENT A Scope of Services SCOPE OF SERVICES TO BE PROVIDED BY HALFF TO THE CITY OF FORT WORTH FOR AQUATIC RESOURCE RELOCATION PLAN DEVELOPMENT FOR FOSTER PARK PONDS MAINTENANCE PROJECT 2 INTRODUCTION The City of Fort Worth (Client) has engaged Halff Associates, Inc. (Halff) to develop an Aquatic Resource Relocation Plan (ARRP) for the Foster Park ponds maintenance project located within Foster Park which is located in Tarrant County, Texas (32.68329, -97.37374) to satisfy current TPWD regulatory requirements. The proposed project will require mechanical dredging of the ponds, which is very likely to imperil any resident aquatic life. As of this date, 07/03/2024, Halff is of the opinion that the impoundments within Foster Park located on an unnamed tributary to the West Fork Trinity River likely contain aquatic life such as freshwater fishes and turtles that would need to be recovered and relocated a part of the ARRP process. As part of the ARRP development process, Halff will also conduct a limited habitat assessment to verify the presence or absence of a mussel population to assess whether or not a effort will be needed to recovery and relocate them as part of the ARRP process. The follow scope of work provides an itemized fee for the development of an ARRP to address procedures for the recovery and relocation of aquatic organisms that may be imperiled by the proposed project (e.g. vegetation management and desedimentation of a ponds within Foster Park). Subsequent ARRP activities, include the actual ARRP field effort(s) and reporting, will be provided under an additional scope of work. 3 DEFINITIONS ARRP Aquatic Resource Relocation Plan as defined within the current version of the TPWD regulatory guidance document Guidelines for Aquatic Resource Relocation Plans for Fish and Shellfish, Including Freshwater Mussels. Client City of Fort Worth Contractor Contractor selected to perform the proposed dredging. Halff Halff Associates, Inc., including personnel. Permitted Biologist Halff biologist with a TPWD-issued Scientific Permit for Research which specifically authorizes the collection of native wildlife for the purposes of enhancing, protecting, conserving, or managing protected wildlife, or furthering scientific understanding of a resource or the environment. SPR TPWD-issued Scientific Permit for Research. TPWD KAST Texas Parks and Wildlife Department Kills and Spills Team Unpermitted Assistants Other Halff biologists and/or other individuals carrying out SPR- authorized activities under the supervision of the Permitted Biologist. 4 PHASE 1 DEVELOPMENT OF AQUATIC RESOURCE RELOCATION PLAN Development and maintenance of effective communication between Halff, TPWD KAST, the Client, and the Contractor will be a key factor in achieving successful and expedient phase completion. Halff will provide the Client guidance and assist with TPWD KAST coordination via e-mail and up to three (3) conference calls. This task includes coordination between Halff and TPWD KAST, and the Client to develop an ARRP. This task also includes a one-day limited field visit to assess aquatic habitat within ponds in Foster Park to assist in developing the ARRP, including the development of aquatic life recovery and relocation procedures. This habitat assessment will be provided as an attachment to the ARRP to provide context to the methodology outlined in the plan. Deliverables: Verbal and electronic correspondence with TPWD KAST and the Client An electronic copy of the final ARRP ASSUMPTIONS Until provided with information that directs otherwise, Halff assumes the Client, or the Contractor, will be mechanically dredging the ponds. If this changes, Halff reserves the right to issue a supplemental scope and fee for redeveloping aquatic resource recovery and relocation methodology. It is assumed that locations within the project area are readily accessible, and that appropriate right of entry/access will be provided to Halff. It is assumed that Phase 1 will not exceed one (1) eight-hour (8) field day, to assist in developing the ARRP. It is assumed that the Client and Contractor will be forthright in communicating with Halff regarding proposed construction activities, as construction methods can significantly affect ARRP requirements. The Client and Contractor will notify Halff in advance of scheduling changes for any Tasks mentioned herein. Climatic conditions, including precipitation events, may interfere with field work. Crew safety will be of utmost importance. Halff reserves the right to reschedule field visits as need, in consideration of staff safety. All field data and results, species vouchers, photographs, and reports, regardless of format, may be utilized for scientific research, the results of which may be used for, but not limited to, presentations and published in publicly available, peer-reviewed, scientific journals. 5 EXCLUSIONS / OTHER ITEMS NOT INCLUDED IN THE PROJECT SCOPE Phase 1 does not include in-person meetings. This scope of work does not include any ARRP effort past the development of the ARRP document. Any additional aquatic resource relocation effort will be included under a separate scope of work. This scope does not include laboratory identification (i.e., DNA or other) of freshwater mussels. The Permitted Biologist maintains an SPR with specific authority to collect and relocate most aquatic organisms, including state-listed fishes and mussel, in the state of Texas. It is anticipated that all species which may be encountered within the proposed project area are authorized under the aforementioned permit; however, should an organism be encountered which is not authorized under the permit, all activities will be stopped, and the applicable state agency will be contacted for next steps. The Permitted Biologist does not maintain a federal permit at this time and any collection/handling/relocation of any federally-listed species will be done under the direction of the federally-permitted individual selected by the Client or Halff (if applicable). While the presence of state or federally-listed mussels and/or fish is not anticipated, additional protocols and regulations may apply if an undocumented population of federal or state list species is found. An additional scope and fee will be produced should any additional effort be required to comply with state and/or federal regulations concerning protected wildlife. ATTACHMENT B Compensation 6 SCHEDULE OF FEES TO BE PAID TO HALFF BASIC FEE SERVICES The basic fee for the services as described herein will be lump sum and shall not exceed $12,000.00. This fee estimate includes the development of the ARRP, including a one-field reconnaissance of the site and coordination time necessary to develop the ARRP. This fee does not include any additional ARRP efforts past the development of the ARRP document. These fees include direct costs, including equipment and computer charges, normally associated with production of these services. The estimated fee for services is as follows: Phase 1 $ 12,000.00 Total: $ 12,000.00 If additional days are required for the completion of Phase 1, Halff would develop a supplemental scope of work. Unless otherwise stated, fees quoted in this proposal exclude state and federal sales taxes on professional services. Current Texas law requires assessment of sales tax on certain kinds of surveying services but does not require sales taxes on other professional services. If new or additional state or federal taxes are implemented on the professional services provided under this contract during the term of the work, such taxes will be added to the applicable billings and will be in addition to the quoted fees. ATTACHMENT C Changes to Agreement PAGE INTENTIONALLY LEFT BLANK NO CHANGES TO AGREEMENT AT THIS TIME (7/3/2024) ATTACHMENT D Project Schedule Project Schedule To whom it may concern, The development of the proposed Aquatic Resource Relocation Plan (ARRP) will be completed by Halff within 60 days of the execution of this contract. This does not include the review time necessary by applicable agencies (the Texas Parks and Wildlife Department and, potentially, the United States Fish and Wildlife Service (USFWS). This does not include the acquisition of a Permit to Introduce, nor fieldwork or reporting associated with the developed ARRP. These subsequent tasks will be completed under a separate Scope of Work. Thank you, Jeremy Jordan Environmental Project Manager / Stream Ecologist Halff ATTACHMENT E Location Map �� }' � � � � � �+ { �' I r�� Y F'� . * i �' � � � T •y:� } ' � '� � fi ��r_'� � t�� Y ?T� � ` � � .*'�� '�-'� � � � � ' . �� r �''ry_ � r- -�,'ti � � � -`�� t fi ,� � Fr � y� � �� ' _ � � . ��. r� `� C� , • f • �� . * � ' � { -_ � �� T� Ri .L. � 1'4�� . � I '' � , r ; ,� � � � I } I ' � � , ,r�. � � � °` � � . ,. 5 I� � � �'% �� I � � � � * �� ' ,• �f �il' � � � ,# � � ' �' � �•�+ � � � � r +� Vy �k . f � � '�: � �. � i� r 3 4 ' � � � N # � �� . +� � � � r , * _ ., _ v � � � � -� � .;:� :� � � � �, :� i . # � - � ,� � � � �' ' �� ''r4 �i - '�� _�� 4� � � � � � .a== �� !' . l-� ii - �'� �Y' �;, � .�� 2p� � � iA'-�. � y� � 5 � } '�� i � �} � - M1 �.� � ~ 'A T��ti =y.' + � ~��_' } � _ * F�.. ' _ . � i - I .� � � _ - T' . ' _ _ � r � � � � .-� �� ;�. .. � � � � � � - � � '�` � � � ' ��. � � 1 �{� � , : _ ' ` �"` � 4 ,� . *•k � �►. � , ' �*�� . �r - _� � �-t � ` �' � �� • � F �� '� " � � . _^�� r` � ' . � � , ..� � � �� `` - . '�� r ■ � y�; �� - ��ta�-•r� �I�� :��..�..�� .��'� � � ATTACHMENT F Insurance Requirements