HomeMy WebLinkAboutContract 42331 1 CITY SFCRETA.RY
CONTRAC' do
I
CONTRACT
1
1
JBetween
CITY OF FORT WORTH
and
ATKINS NORTH AMERICA, INC.
J For
Brownfields Assessment Grant
Environmental and Engineering Consulting
Services
Project #:
J ENV 11-03: EECS
Transportation & Public Works Department
Environmental Services Division
September 2011 �C'C01�D
J ® � �
06 : 15900 A26369 `C 9
l 09-26-11PO4:58 FILE
M&C Review Page 1 of 2
Official site of the City of Fort Worth,Texas
CITY COUNCIL AGENDA FORT WORTH
COUNCIL ACTION: Approved on 7/19/2011
REFERENCE ** 20BROWNFIELD GRANT/
DATE: 7/19/2011 NO.: C-25013 LOG NAME: ATKINS N. AMERICA
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: Authorize Execution of a Professional Services Contract with Atkins North America, Inc.,
for Environmental and Engineering Consulting Services associated with Brownfield Grant
Not to Exceed $393,000.00 Per Grant Term (ALL COUNCIL DISTRICTS)
RECOMMENDATION:
' It is recommended that the City Council authorize the City Manager to execute a professional
services contract with Atkins North America, Inc., for environmental and engineering consulting
services associated with the Brownfield Grant not to exceed $393,000.00 per grant term.
' DISCUSSION:
The Environmental Services Division of the Transportation and Public Works Department requires a
professional services contract for the provision of environmental and engineering consultant services
on an as-needed basis for the Brownfield Grant.
Qualifications were requested from environmental and engineering consulting service providers and
11 firms submitted Statements of Qualifications on February 3, 2011.
Staff reviewed the Statements of Qualifications received and selected Atkins North America, Inc.,
based on demonstrated competence and qualifications to perform the services. Staff then reviewed
the sealed cost proposal and determined the prices submitted to be fair and reasonable. Staff
recommends award of the contract to Atkins North America, Inc.
IThe contract will expire on September 30, 2013 (grant term) unless extended in writing by mutual
agreement between parties.
I Atkins North America, Inc., is in compliance with the City's M/WBE Ordinance by committing to 15
percent M/WBE participation. The City's goal on this project is 15 percent.
The following firms submitted Statements of Qualifications:
AMEC Earth and Environmental, Inc.
Antea USA, Inc.
ATC Associates, Inc.
Atkins North America, Inc. (formerly PBS&I, an Atkins Company)
Dunaway Associates
Enercon Services, Inc.
Providence
Rone Engineering and Environmental Group, LLC
SCS Engineers
Terracon Consultants, Inc.
TRC Environmental Corp.
This is for ALL COUNCIL DISTRICTS.
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director certifies that funds are available in the current operating
http://apps.cfwnet.org/council_packet/mc_review.asp?ID=15250&councildate=7/19/2011 9/9/2011
M&C Review Page 2 of 2
P
, as
budget, appropriated, of the Grants Fund. I
9
TO Fund/Account/Centers FROM Fund/Account/Centers I
GR76 539120 020214379010 $196.500.00
GR76 539120 020214379020 $196.500.00 I
Submitted for City Manager's Office by: Fernando Costa (6122) I
Originating Department Head: Douglas W. Wiersig (7801)
Additional Information Contact: Michael A. Gange (6569) I
I
ATTACHMENTS I
I
httn•//nnne rfiwnet nra/rnunril nnrket/mr review acn7TT)=1 5?50kr.nmrilrlate.=7/19/2n1 1 9/9/2n1 1
STATE OF TEXAS §
§ KNOWN ALL BY THESE PRESENTS:
COUNTY OF TARRANT §
PROFESSIONAL SERVICES AGREEMENT
IBROWNFIELDS ASSESSMENT GRANT ENVIRONMENTAL
AND ENGINEERING CONSULTING SERVICES
This Contract is entered into by and between the City of Fort Worth ("City"), a home-rule
municipality located within Tarrant, Denton, Parker, and Wise Counties, Texas, acting
I through Fernando Costa, its duly authorized Assistant City Manager, and Atkins North
America, Inc., ("Contractor"), acting by and through Dennis A. McAfee, Jr., its duly
authorized Principal-in-Charge. City and Contractor may be referred to herein
findividually as a Party, or collectively as the Parties.
WITNESSETH:
That for and in consideration of mutual covenants and agreements herein contained,
the Parties hereto mutually agree as follows:
ARTICLE 1.
DEFINITIONS
Cit means the Cit of Fort Worth.
—.Y Y
IChange Order means an officially authorized and executed written amendment to this
contract or to a Task Order, issued by the City.
IContract Documents shall consist of the written, printed, typed and drawn instruments
which comprise and govern the performance of the work. Said Contract Documents
include, but are not limited to, the notice to bidders, instructions to bidders, special
instructions to bidders, addenda to the notice to bidders, proposal, plans, specifications,
maps, blueprints, notice of award, general conditions, special conditions, supplementary
conditions, general provisions, special provisions, work order(s), change orders, this
Contract and the payment, performance, and maintenance bonds. The Contract
Documents shall also include any and all supplemental agreements approved by the
Owner which may be necessary to complete the work in accordance with the intent of
the plans and specifications in an acceptable manner, and shall also include the
additional instruments bound herewith.
Contractor means Atkins North America, Inc.
Professional Services Agreement—Atkins North America, Inc. Page 1 of 19
Brownfields Assessment Grant Environmental and Engineering Services
Notice to Proceed means the official letter issued by the City, pursuant to the Code of
the City of Fort Worth and City ordinances and policies that authorizes Contractor to
begin work.
Task Order means an officially authorized and executed written description and
specification directing the Contractor to perform specific services within the scope of this
contract, issued by the City.
ARTICLE 2.
SERVICES
Contractor hereby agrees to perform as an independent contractor the services set forth
in the Scope of Work attached hereto as Attachment "A".
' This contract is to provide the City of Fort Worth with professional services for
environmental and engineering consulting projects during the term of the agreement.
This contract is contingent grant funding actually being provided by the federal
government. There is no guarantee of work granted by this contract and nothing in this
contract is to be construed as an exclusive agreement with the contractor to provide the
City with professional services of this type, or as an agreement by the City to guarantee
the Contractor any specific projects or quantities of work. THERE IS NO MINIMUM
GUARANTEE OF ANY WORK UNDER THIS CONTRACT.
Individual projects will be authorized on a Task Order basis when the City elects to
proceed with each specific effort. City shall not pay for any work performed by
Contractor or its subcontractors, subcontractors and/or suppliers that has not been
specifically ordered by the City in writing on a duly executed Task Order or Change
Order. Contractor shall not be compensated for any work that is verbally ordered by
Iany person and shall rely only upon written authorization to conduct work.
ARTICLE 3.
ICOMPENSATION
Section 1.
Fee Schedule.
City and Contractor agree to the unit prices, employee labor rates, and other costs as
specified in this contract. Contractor shall be compensated in accordance with the Fee
Schedule shown in Attachment "B". Payment shall be considered full compensation for
all labor, materials, supplies, and equipment necessary to complete the services
described in Attachment "A". However the total fee paid by the City shall not exceed a
total of three hundred ninety three thousand dollars ($393,000) and the City will not be
liable for any Contractor fees, costs, or other remuneration in excess of this amount
unless the City has signed and issued a formal modification to this contract.
Section 2.
Task Orders.
Professional Services Agreement—Atkins North America, Inc. Page 2 of 19
Brownfields Assessment Grant Environmental and Engineering Services
City will issue a Task Order to Contractor that details the work to be performed by the
Contractor. Task Orders will include at a minimum a unique Task Order Number,
project address, scope of work, date to commence work, time period to complete work
and the not to exceed payment amount for the task.
Section 3.
Invoice and Payment.
The Contractor shall provide monthly invoices to the City. All invoices must reflect the
City Task Order number. Invoices shall contain a detailed breakdown to include: labor
including employee name, functional title, date and hours of work performed; internal
supplies and services provided; and external supplies and services provided.
' Payment for services rendered shall be due within thirty (30) days of the uncontested
performance of the particular services so ordered and receipt by City of Contractor's
invoice for payment of same. In the event of a disputed or contested billing, only that
portion so contested may be withheld from payment, and the undisputed portion will be
paid. No interest will accrue on any contested portion of the billing until mutually
resolved. City will exercise reasonableness in contesting any billing or portion thereof.
The Contractor shall also provide the City with quarterly updates showing the total and
itemized costs incurred to the City for each task ordered and the amount remaining in
the contract not-to-exceed amount.
Contractor shall receive no additional compensation for work delays or hindrances
except when direct and unavoidable extra costs to the Contractor are caused by the
City's gross negligence.
IARTICLE 4.
TERM
IUnless terminated pursuant to the terms herein, this Agreement shall be for a term of
one year, beginning upon the date of its execution. In addition, the term may be
extended by a written mutual agreement of the parties, for up to two (2) one-year terms.
ARTICLE 5.
INDEPENDENT CONTRACTOR
Contractor shall operate hereunder as an independent contractor, and not as an officer,
agent, servant, or employee of the City. Contractor shall have exclusive control of and
the exclusive right to control the details of its work to be performed hereunder and 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 Contractor, its officers, agents,
Professional Services Agreement—Atkins North America, Inc. Page 3 of 19
Brownfields Assessment Grant Environmental and Engineering Services
employees, contractors, and subcontractors, and nothing herein shall be construed as
creating a partnership or joint venture between City and Contractor.
ARTICLE 6.
PROFESSIONAL COMPETENCE AND INDEMNIFICATION
Work performed by Contractor shall comply in all aspects with all applicable local, state
and federal laws and with all applicable rules and regulations promulgated by the local,
state and national boards, bureaus and agencies. Approvals issued by the City or
another entity shall not constitute or be deemed to be a release of the responsibility and
liability of Contractor or its officers, agents, employees, contractors and subcontractors
for the accuracy and competency of its services performed hereunder, which shall be
performed in accordance with the applicable professional standard of care.
Subject only to the provisions of Texas Local Government Code Section 271.904,
the Contractor shall otherwise indemnify, hold harmless, and defend the City
against liability for any damage caused by or resulting from an act of negligence,
tort, intellectual property infringement, or failure to pay a subcontractor or
supplier committed by the Contractor or Contractor's agent, contractor under
contract, or another entity over which the Contractor's exercises control.
ARTICLE 7.
INTELLECTUAL PROPERTY
Section 1.
Rights in data.
The Cit shall have unlimited rights in all data delivered under this contract and in all
Y 9 ,
Idata first produced in the performance of this contract.
Section 2.
IIntellectual property rights and ownership.
All intellectual property work product developed by Contractor under this contract shall
I be the sole property of the City and the City shall have unlimited rights in such work
product. All intellectual property work product developed by Contractor under this
contract shall be considered "work for hire" and rights, title, and interests to all
intellectual property shall vest in the City. Contactor affirmatively, by executing this
contract, disclaims all such intellectual property interests in favor of the City.
In the event that any rights, title, or interest shall by operation of law or otherwise fail to
vest in the City or become void or voidable, Contractor shall a) transfer all rights, title,
and interest to intellectual property to the City; or alternatively and at the discretion of
the City the Contractor shall b) grant an unlimited and exclusive license for publication,
sale, reproduction, or use by the City and its authorized sublicensees of all intellectual
property developed under Phis contract. Contractor agrees to timely execute any
Professional Services Agreement—Atkins North America, Inc. Page 4 of 19
IBrownfields Assessment Grant Environmental and Engineering Services
documents or take any other actions as may reasonably be necessary, or as the State
may reasonably request, to perfect the State's ownership, license, or other rights to any
work product.
Contractor shall not use, sell, transfer, or authorize a third party to use any work
product, copyrights, trademarks, or other intellectual property (or derivatives thereof) of
the work product developed under this contract without the express written consent of
the City.
ARTICLE 8.
INDEMNIFICATION
Section 1.
' Definitions.
In this paragraph, the following words and phrases shall be defined as follows:
Environmental Damages shall mean all claims, judgments, damages, losses, penalties,
fines, liabilities (including strict liability), encumbrances, liens costs, and expenses of
investigation and defense of any claim, whether or not such claim is ultimately defeated,
and of any good faith settlement of judgment, of whatever kind or nature, contingent or
otherwise, matured or unmatured, foreseeable or unforeseeable, including without
limitation reasonable attorney's fees and disbursements and consultant's fees, any of
which are incurred as a result of the existence of a violation of environmental
requirements pertaining to work performed under this contract or by the operations of
the Contractor and Subcontractors, and including without limitation:
a. Damages for personal injury and death, or injury to property or natural
Iresources;
I b. Fees incurred for the services of attorneys, consultants, contractors, experts,
laboratories and investigation or remediation of the monitoring wells or any
violation of environmental requirements including, but not limited to, the
preparation of any feasibility studies or reports of the performance of any
cleanup, remediation, removal, response, abatement, containment, closure,
restoration or monitoring work required by any federal, state or local
governmental agency or political subdivision, or otherwise expended in
connection with violations or environmental requirements, and including
without limitation any attorney's fees, costs and expenses incurred in
enforcing this contract or collecting any sums due hereunder; and
c. Liability to any third person or governmental agency to indemnify such person
or agency for costs expended in connection with the items referenced in
subparagraph (b) herein.
Professional Services Agreement—Atkins North America, Inc. Page 5 of 19
Brownfields Assessment Grant Environmental and Engineering Services
Environmental requirements shall mean all applicable statutes, regulations, rules, plans,
authorizations, concessions, franchises, and similar items, of all governmental
agencies, departments, commissions, boards, bureaus, or instrumentalities of the
United States, states, and political subdivisions thereof and all applicable judicial,
administrative, and regulatory decrees, judgments, and orders relating to the protection
of human health or the environment, including without limitation:
a. All requirements, including, but not limited to, those pertaining to reporting,
licensing, emissions, discharges, releases, or threatened releases of
hazardous materials, pollutants, contaminants or hazardous or toxic
substances, materials, or wastes whether solid, liquid, or gaseous in nature,
into the air, surfacewater, groundwater, stormwater, or land, or relating to the
manufacture, processing, distribution, use, treatment, storage, disposal,
transport, or handling of pollutants, contaminants, or hazardous or toxic
' substances, materials, or wastes, whether solid, liquid, or gaseous in nature;
and
b. All requirements pertaining to the protection of the health and safety of
employees or the public.
Section 2.
General Indemnification. CONTRACTOR DOES HEREBY RELEASE, INDEMNIFY,
REIMBURSE, DEFEND, AND HOLD HARMLESS THE CITY, ITS OFFICERS,
AGENTS, AND EMPLOYEES, FROM AND AGAINST ANY AND ALL LIABILITY,
CLAIMS, SUITS, DEMANDS, OR CAUSES OF ACTIONS WHICH MAY ARISE DUE
TO ANY LOSS OR DAMAGE TO PERSONAL PROPERTY, OR PERSONAL INJURY,
AND/OR DEATH, OCCURRING AS A CONSEQUENCE OF THE CONTRACTOR'S
OPERATIONS UNDER THIS AGREEMENT, WHEN SUCH INJURIES, DEATH, OR
' DAMAGES ARE CAUSED BY THE SOLE NEGLIGENCE OF CONTRACTOR, ITS
OFFICERS, AGENTS, EMPLOYEES, OR CONTRACTORS, OR THE JOINT
' NEGLIGENCE OF CONTRACTOR, ITS OFFICERS, AGENTS, EMPLOYEES, OR
CONTRACTORS AND ANY OTHER PERSON OR ENTITY.
Section 3.
Environmental Indemnification. CONTRACTOR DOES HEREBY RELEASE,
INDEMNIFY, DEFEND, REIMBURSE, AND HOLD HARMLESS THE CITY, ITS
OFFICERS, AGENTS, AND EMPLOYEES, AGAINST ANY AND ALL
ENVIRONMENTAL DAMAGES AND THE VIOLATION OF ANY AND ALL
ENVIRONMENTAL REQUIREMENTS RESULTING FROM CONTRACTOR'S
OPERATIONS UNDER THIS AGREEMENT WHEN SUCH ENVIRONMENTAL
DAMAGES OR VIOLATION OF ENVIRONMENTAL REQUIREMENTS ARE CAUSED
BY THE ACT OR OMISSION OF CONTRACTOR, ITS OFFICERS, AGENTS,
EMPLOYEES, OR CONTRACTORS, OR THE JOINT ACT OR OMISSION OF
Professional Services Agreement—Atkins North America, Inc. Page 6 of 19
Brownfields Assessment Grant Environmental and Engineering Services
CONTRACTOR, ITS OFFICERS, AGENTS, EMPLOYEES, OR CONTRACTORS AND
ANY OTHER PERSON OR ENTITY.
Section 4.
The obligations of the Contractor under this Article shall include, but not be limited to,
the burden and expense of defending all claims, suits and administrative proceedings
(with counsel reasonably approved by the City), even if such claims, suits or
proceedings are groundless, false, or fraudulent, and conducting all negotiations of any
description, and paying and discharging, when and as the same become due, any and
all judgments, penalties or other sums due against such indemnified persons.
s
Upon learning of a claim, lawsuit, or other liability which Contractor is required
hereunder to indemnify, City shall provide Contractor with reasonable timely notice of
I same.
Contractor under this contract agree that it assumes joint and several liability for any
claim by the City or for a third party claim against the City for general or environmental
damages caused by any of its subcontractors.
The obligations of the Contractor under this paragraph shall survive the expiration or
termination of this Agreement and the discharge of all other obligations owed by the
parties to each other hereunder.
ARTICLE 9.
INSURANCE AND BONDS
The Contractor certifies it has, at a minimum, current insurance coverage as detailed
below and will maintain it throughout the term of this Contract. Prior to commencing
I work, the Contractor shall deliver to City, certificates documenting this coverage. The
City may elect to have the Contractor submit its entire policy for inspection.
IA. Insurance coverage and limits:
1. Commercial General Liability Insurance
$1,000,000 each occurrence; $2,000,000 aggregate
2. Professional Liability Insurance
$1,000,000 each occurrence; $1,000,000 aggregate
3. Automobile Liability Insurance
Coverage on vehicles involved in the work performed under this contract:
9
$1,000,000 per accident on a combined single limit basis or:
$500,000 bodily injury each person; $1,000,000 bodily injury each accident; and
$250,000 property damage
Professional Services Agreement—Atkins North America, Inc. Page 7 of 19
Brownfields Assessment Grant Environmental and Engineering Services
The named insured and employees of Contractor shall be covered under this
policy. The City of Fort Worth shall be named an Additional Insured, as its
interests may appear. Liability for damage occurring while loading, unloading and
transporting materials collected under the Contract shall be included under this
policy.
4. Worker's Compensation
Coverage A: statutory limits
Coverage B: $100,000 each accident
$500,000 disease - policy limit
$100,000 disease - each employee
B. Certificates of Insurance evidencing that the Contractor has obtained all required
insurance shall be delivered to the City prior to Contractor proceeding with the
IContract.
1. Applicable policies shall be endorsed to name the City an Additional Insured
fthereon, as its interests may appear. The-term City shall include its employees,
officers, officials, agents, and volunteers as respects the Contracted services. .
2. Certificate(s) of Insurance shall document that insurance coverage specified
herein are provided under applicable policies documented thereon.
3. Any failure on part of the City to request required insurance documentation shall
not constitute a waiver of the insurance requirements.
4. 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
I in the event of non-payment of premium. Such terms shall be endorsed onto
Contractor's insurance policies. Notice shall be sent to Department of Risk
Management, City of Fort Worth, 1000 Throckmorton Street, Fort Worth, Texas
I76102.
5. Insurers for all policies must be authorized to do business in the state of Texas or
be otherwise approved by the City; and, such insurers shall be acceptable to the
City in terms of their financial strength and solvency.
6. Deductible limits, or self-insured retentions, affecting insurance required herein
shall be acceptable to the City in its sole discretion; and, in lieu of traditional
insurance, any alternative coverage maintained through insurance pools or risk
I retention groups must be also approved. Dedicated financial resources or Letters
of Credit may also be acceptable to the City.
I 7. Applicable policies shall each be endorsed with a waiver of subrogation in favor
of the City as respects the Contract.
I
Professional Services Agreement—Atkins North America, Inc. Page 8 of 19
Brownfields Assessment Grant Environmental and Engineering Services
8. The City shall be entitled, upon its request and without incurring expense, to
review the Contractor's insurance policies including endorsements thereto and, at
the City's discretion; the Contractor may be required to provide proof of insurance
premium payments.
9. The Commercial General Liability insurance policy shall have no exclusions by
endorsements unless the City approves such exclusions.
10. The City shall not be responsible for the direct payment of any insurance
premiums required by the contract. It is understood that insurance cost is an
allowable component of Contractor's overhead.
11. All insurance required above shall be written on an occurrence basis in order to
be approved by the City.
' 12. Subcontractors to the Contractor shall be required by the Contractor to maintain
the same or reasonably equivalent insurance coverage as required for the
Contractor. When subcontractors maintain insurance coverage, Contractor shall
provide City with documentation thereof on a certificate of insurance.
Notwithstanding anything to the contrary contained herein, in the event a
subcontractor's insurance coverage is canceled or terminated, such cancellation
or termination shall not constitute a breach by Contractor of the contract.
ARTICLE 10.
LICENSES AND PERMITS
Contractor certifies and warrants that on the day any work is to commence under this
contract and during the duration of the contract it shall have and maintain all of the
I current, valid, and appropriate federal, state, and local licenses and permits necessary
for the provision of services under this contract.
I Contractor also certifies that if it uses any subcontractor in the performance of this
contract, that such subcontractor shall have and maintain all of the current, valid, and
appropriate federal, state, and local licenses and permits necessary for the provision of
services under this contract.
ARTICLE 11.
TRANSFER OR ASSIGNMENT
City and Contractor each bind themselves, and their lawful successors and assigns, to
this Agreement. Contractor has been engaged as a consequence of Contractor's
specific and unique skills; Assignment will only be granted under unusual circumstances
and at the sole discretion of the City. Contractor, its lawful successors and assigns,
I shall not assign, sublet or transfer any interest in this Agreement without prior written
consent of the City.
I
Professional Services Agreement—Atkins North America, Inc. Page 9 of 19
Brownfields Assessment Grant Environmental and Engineering Services
ARTICLE 12.
RIGHT TO AUDIT
(a) Contractor agrees that the City shall, until the expiration of three (3) years after final
payment under this Agreement, have access to and the right to examine any directly
pertinent books, documents, papers and records of Contractor involving transactions
relating to this Agreement. Contractor agrees that the 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 Contractor reasonable advance notice of intended
audits.
(b) Contractor further agrees to include in all its subcontracts hereunder, a provision to
' the effect that the subcontracting contractor agrees that the 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, 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
Contractor and any subcontractor reasonable advance notice of intended audit.
(c) Contractor and subcontractors agree to photocopy such documents as may be
requested by the City. The City agrees to reimburse Contractor for the cost of copies
at the rate published in the Texas Administrative Code in effect as of the time copying
is performed.
I ARTICLE 13.
MINORITY AND WOMAN BUSINESS ENTERPRISE
(M/WBE) PARTICIPATION
IIn accordance with City Ordinance No. 15530, the City has goals for the participation of
minority business enterprises and woman business enterprises ("M/WBE") in City
contracts. Contractor agrees to a minimum M/WBE participation of 15% in accordance
with its proposal and the aforementioned ordinance. Contractor acknowledges the
M/WBE goal established for this Agreement and its commitment to meet that goal. Any
misrepresentation of facts (other than a negligent misrepresentation) and/or the
commission of fraud by the Contractor may result in the termination of this Agreement
and debarment from participating in City contracts for a period of time of not less than
1 three (3) years.
ARTICLE 14.
INON-DISCRIMINATION
I
Professional Services Agreement—Atkins North America, Inc. Page 10 of 19
Brownfields Assessment Grant Environmental and Engineering Services
During the performance of this contract, Contractor shall not discriminate in its
employment practices and shall comply with all applicable provisions of Chapter 17,
Article III of the Code of the City of Fort Worth.
Contractor agrees not to discriminate against any employee or applicant for
employment because of because of age, race, color, religion, sex, disability, national
origin, sexual orientation, transgender, gender identity or gender expression in any
manner involving employment, including the recruitment of applicants for employment,
advertising, hiring, layoff, recall, termination of employment, promotion, demotion,
transfer, compensation, employment classification, training and selection for training or
any other terms, conditions or privileges of employment.
Contractor agrees to post in conspicuous places, available to employees and applicants
for employment, notices setting forth the provisions of the non-discrimination clause.
Contractor also agrees that in all solicitations or advertisements for employees placed
by or on behalf of this contract, that Contractor is an equal opportunity employer.
ARTICLE 15.
OBSERVE AND COMPLY
Contractor shall at all times observe and comply with all federal, state, and local laws and
regulations and with all City ordinances and regulations which in any way affect this
Agreement and the work hereunder, and shall observe and comply 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. Contractor 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
Iit be by itself or its employees.
ARTICLE 16.
IDEFAULT
If Contractor fails to begin work or to complete work within the time specified in a Task
Order City shall have the right to take charge of and complete the work in such a manner
as it deems appropriate. If the City exceeds the costs detailed herein or in the Task Order,
City may deliver to Contractor a written itemized statement of the excess costs and
Contractor shall reimburse the City for such excess costs without delay.
If at any time during the terms of this contract, the work of the Contractor fails to meet the
specifications of the Contract Documents or to meet the standards of duty, care, or
proficiency of a reasonable and competent Contractor, City may notify the Contractor of
the deficiency in writing. Failure of the Contractor to correct such deficiency and complete
the work required under this contract or a Task Order to the satisfaction of the City within
ten (10) days after written notice shall constitute default, and shall result in termination of
Ithis contract.
Professional Services Agreement—Atkins North America, Inc. Page 11 of 19
IBrownfields Assessment Grant Environmental and Engineering Services
Contractor shall not be deemed to be in default because of any failure to perform under
this contract if the failure arises solely from causes beyond the control of the Contractor
and without any fault or negligence by the Contractor. Such causes shall include acts of
God, acts of war or terrorism, fires, floods, epidemics, quarantine restrictions, labor strikes,
freight embargoes, and events of unusually severe weather.
ARTICLE 17.
TERMINATION
City may terminate this contract without cause by giving thirty (30) days written notice to
Contractor. In the event of termination, any work in progress will continue to completion
unless otherwise specified in the notice of termination. If the City terminates this contract
under this provision, City shall pay Contractor for all services performed prior to the
' termination and for any work in progress which Contractor is required to complete
pursuant to this provision. Termination shall be without prejudice to any other remedy the
City may have.
All data and completed or partially completed documents prepared under this contract
shall be promptly turned over to the City upon termination of this contract.
ARTICLE 18.
VENUE AND JURISDICTION
If an action whether real or asserted, at law or in equity, arises on the basis of an
Y � Y
provision of this Agreement, jurisdiction and 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. This Agreement shall be construed in
Iaccordance with the laws of the State of Texas.
ARTICLE 19.
CONTRACT CONSTRUCTION
The Parties acknowledge that each party and, if it so chooses, its counsel have
reviewed and revised this Agreement and that the normal rule of construction to the
effect that any ambiguities are to be resolved against the drafting party must not be
employed in the interpretation of this Agreement or any amendments or exhibits hereto.
ARTICLE 20.
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 this Agreement.
ARTICLE 21.
COUNTERPARTS
Professional Services Agreement—Atkins North America, Inc. Page 12 of 19
Brownfields Assessment Grant Environmental and Engineering Services
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.
ARTICLE 22.
SEVERABILITY
The provisions of this Agreement are severable, and if any word, phrase, clause,
sentence, paragraph, section or other part of this 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 this Agreement and the
application of such word, phrase, clause, sentence, paragraph, section, or other part of
this Agreement to other persons or circumstances shall not be affected thereby and this
' Agreement shall be construed as if such invalid or unconstitutional portion had never
been contained therein.
fARTICLE 23.
RIGHTS AND REMEDIES NOT WAIVED
In no event shall the making by the City of any payment to Contractor constitute or be
construed as a waiver by the City of any breach of covenant, or any default which may
then exist, on the part of Contractor, and the making of any such payment by the City
while any such breach or default exists shall in no way impair or prejudice any right or
remedy available to the City with respect to such breach or default. Any waiver by
either party of any provision or condition of the contract shall not be construed or
decreed to be a waiver of any other provision or condition of this Contract, nor a waiver
of a subsequent breach of the same provision or condition, unless such waiver be
Iexpressed in writing by the party to be bound.
All costs and attorneys fees incurred by the City in the enforcement of any provision of this
contract shall be paid by the Contractor.
The remedies provided for herein are in addition to any other remedies available to the
City elsewhere in this contract and by law.
ARTICLE 24.
NOTICES
Notices to be provided hereunder shall be sufficient if forwarded 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:
IIf to the City: City of Fort Worth
TPW— Environmental Services Division
I
Professional Services Agreement—Atkins North America, Inc. Page 13 of 19
IBrownfields Assessment Grant Environmental and Engineering Services
Attn: Michael Gange, Assistant Director
1000 Throckmorton Street
Fort Worth, Texas 76102-6311
If to the Contractor: Atkins North America, Inc.
Attn: Nancy Hunziker-Klaes, REM, CSEM
101 Summit Avenue, Suite 1014
Fort Worth, TX 76102
ARTICLE 25.
WARRANTY
Contractor warrants that it understands the currently known hazards and suspected
hazards which are presented to persons, property and the environment by the types of
work which are to be performed under this contract.
Contractor further warrants that it will perform all services under this Contract in a safe,
efficient and lawful manner using industry accepted practices, and in full compliance
with all applicable state and federal laws governing its activities and is under no restraint
or order which would prohibit performance of services under this Contract.
ARTICLE 26.
NO THIRD-PARTY BENEFICIARIES
This Agreement shall inure only to the benefit of the parties hereto and third persons not
privy hereto shall not, in any form or manner, be considered a third party beneficiary of
this Agreement. Each party hereto shall be solely responsible for the fulfillment of its
own contracts or commitments.
ARTICLE 27.
ENTIRETY
IThis contract, the contract documents, and any other documents incorporated by
reference herein are binding upon the parties and contain all the terms and conditions
agreed to by the City and Contractor, and no other contracts, oral or otherwise,
regarding the subject matter of this contract or any part thereof shall have any validity or
bind any of the parties hereto. In the event of any conflict between this contract and any
other contract documents, then the terms of this contract shall govern.
This portion of page left intentionally blank.
I
Professional Services Agreement—Atkins North America, Inc. Page 14 of 19
IBrownfields Assessment Grant Environmental and Engineering Services
ATTACHMENT A.
SCOPE OF WORK
THERE IS NO GUARANTEE OF ANY WORK UNDER THIS CONTRACT, however the
types of work which the Contractor will perform upon specific written authorization by
the City shall include the following, and related environmental and engineering
consulting services:
Petroleum Related Work
• Phase I Environmental Site Assessments in strict accordance with the All
Appropriate Inquiries Final Rule. Include a detailed listing of types of
properties assessed along with specific examples and references.
I • Phase II Environmental Site Assessments including potential impacts to soil,
groundwater, surface water, and air. Contractor will provide turn-key services
I including development of the QAPP, project oversight, drilling services if
needed, laboratory services, CAD services, etc.
Note: Include a detailed listing of specific jobs that include the type of work performed,
proposed cost of work, time to complete work, reference, and any change orders.
Hazardous Substance Related Work
• Phase I Environmental Site Assessments in strict accordance with the All
Appropriate Inquiries Final Rule. Include a detailed listing of types of
properties assessed along with specific examples and references.
I • Phase II Environmental Site Assessments including potential impacts to soil,
groundwater, surface water, and air. This also includes the ability to write and
I operate under Quality Assurance Project Plans that meet the requirements of
the U.S. Environmental Protection Agency Brownfields Program. Include a
detailed listing of type of properties and/or contaminants investigated along
with specific examples and references.
All work must be performed in accordance with applicable federal, state and local
regulations.
This list is intended to be illustrative and not exhaustive, and similar or related services
may be ordered subject to the terms of this contract and as specifically authorized by
the City.
Professional Services Agreement—Atkins North America, Inc. Page 15 of 19
Brownfields Assessment Grant Environmental and Engineering Services
ATTACHMENT B.
FEE SCHEDULE
Prices for professional services rendered under this contract will be as specified in the
schedule provided in the Contractor's proposal which follows in this attachment, and
entitled "Brownfields Assessment Grant, Environmental and Engineering Consulting
Services". The total fee for services under this contract shall not exceed $393,000.
Post,Buckley,Schuh & Jernigan,Inc.,an Atkins Company
I Labor Rates by Grade(Min,Ave,Max)
as of January 2011
PBS&J Fully Burdened Hourly Rates
Job Titles in Grade Grade Min Ave Max
Rodperson I N2 $ 28.81 $ 28.81 $ 28.81
Administrative Clerk I N3 $ 28.03 $ 37.02 $ 46.01
Receptionist I,Rodperson 11 N4 $ 44.86 $ 44.86 $ 44.86
Administrative Clerk 11,Field Technician 1,Junior Field Representative,Program
Assistant I N5 $ 36.40 $ 48.93 $ 55.78
Field Technician II,Program Assistant 11 N6 $ 46.29 $ 54.12 $ 71.95
CAD Technician I,Contract Specialist Assistant,Instrument Operator 11,Lab
Technician 11,Program Assistant III,ROW Technician I,Technician I N7 $ 44.07 $ 54.51 $ 66.91
CAD Technician 11,Field Representative,Project Coordination Assistant I,Sr
Program Assistant I,Sr REM Fleet Specialist,Technician 11 N8 $ 48.83 $ 64.88 $ 87.51
Contract Specialist,Party Chief 11,ROW Technician 11,Sr CAD Technician I,Sr
I Program Assistant 11,Sr Technician 1,Sr Word Processor 11 N9 $ 57.51 $ 71.98 $ 103.88
Sr CAD Technician II,Design Technician I,Sr Field Representative I,Sr Party Chief
I,Sr Program Assistant 111,Sr Technician 11 N10 $ 57.57 $ 81.08 $ 112.10
I CAD Design Technician,Design Technician II,Sr Field Representative II,Sr Party
Chief II N11 $ 73.92 $ 97.90 $ 137.22
Administrative Coordinator 1,Architect I,Construction Management
Representative 1,Contracts Administrator I,Designer I,Document Control
Coordinator I,Engineer I,Estimator/Scheduler I,Geomaticist I,GIS Analyst I,
Graphic Design Coordinator,Landscape Architect I,Operations Analyst 1,
Operations Coordinator I,Planner I,Project Coordination Analyst 1,ROW Agent
1,Scientist I,Surveyor I,Technical Coordinator I I E10 1 $ 28.841 $ 72.31 1 $ 115.05
2011 Summary by Title and Grade.xlsx PRIVILEGED AND CONFIDENTIAL INFORMATION Summary by Grade
Professional Services Agreement-Atkins North America, Inc. Page 16 of 19
Brownfields Assessment Grant Environmental and Engineering Services
Post,Buckley,Schuh & Jernigan,Inc.,an Atkins Company
Labor Rates by Grade(Min,Ave,Max)
as of January 2011
PBS&J Fully Burdened Hourly Rates
' Job Titles in Grade Grade Min Ave Max
Administrative Coordinator II,Architect 11,CAD Designer,CAD Manager I,
Construction Management Representative II, Designer II,Engineer II,
Estimator/Scheduler II,Geomaticist 11,GIS Analyst II,ITS Analyst II,Landscape
Architect 11,Operations Analyst 11,Operations Coordinator 11,Planner 11,Project
Coordination Analyst 11,Public Information Specialist 11,Scientist 11,Software
Developer II,Sr Technical Writer,Surveyor II,Technical Coordinator II E11 $ 48.07 $ 82.08 $ 129.57
Associate Construction Manager,Associate Project Manager,CAD Manager II,
Engineer 111,Service Operations Coordinator,Sr Administrative Coordinator 1,Sr
Contracts Administrator 1,Sr Designer I,Sr Engineer I,Sr Estimator/Scheduler I,
Sr GIS Analyst 1,Sr Interior Designer 1,Sr ITS Analyst I,Sr Landscape Architect 1,
Sr Office Engineer 1,Sr Operations Coordinator I,Sr Planner 1,Sr Project
Engineer 1,Sr Public Information Specialist,Sr ROW Agent I,Sr Scientist 1,Sr
Software Developer 1,Sr Surveyor 1,Sr Technical Coordinator 1,Toxicology Lab
Manager E12 $ 68.82 $ 104.38 $ 211.62
Construction Manager,Project Control Manager,Project Manager,Regional
Quality Assurance/Safety Manager,Software Development Manager,Special
Projects Manager,Sr Architect 11,Sr Business Analyst II,Sr Contracts
I Administrator 11,Sr Designer 11,Sr Engineer II,Sr Estimator/Scheduler 11,Sr GIS
Analyst 11,Sr ITS Analyst 11,Sr Landscape Architect 11,Sr Planner 11,Sr Project
Engineer 11,Sr ROW Agent 11,Sr Scientist 11,Sr Service Operations Coordinator,Sr
Software Developer II,Sr Surveyor II,Sr Technical Coordinator 11 E14 $ 90.30 $ 128.55 $ 196.33
2011 Summary by Title and Grade.xly PRIVILEGED AND CONFIDENTIAL INFORMATION Summary by Grade
OFFICIAL R.ECORD
CITY
W 1 GR`i SHp 1rX
i
Professional Services Agreement-Atkins North America, Inc. Page 17 of 19
Brownfields Assessment Grant Environmental and Engineering Services
Post,Buckley,Schuh & Jernigan,Inc.,an Atkins Company
Labor Rates by Grade(Min, Ave,Max)
as of January 2011
PBS&J Fully Burdened Hourly Rates
Job Titles in Grade Grade Min Ave Max
Business Development Manager,Group Manager,Management Solutions
I Consultant II,Program Manager,Resident Engineer,Sr Architect III,Sr
Construction Manager,Sr Engineer III,Sr Estimator/Scheduler III,Sr GIS Analyst
III,Sr ITS Analyst III,Sr Landscape Architect III,Sr National Pursuits Marketing
Manager,Sr Planner III,Sr Project Manager,Sr ROW Agent III,Sr Scientist III,Sr
' Software Developer III,Sr Surveyor III,Virtual Design and Construction Manager E15 $ 107.89 $ 161.88 $ 252.87
Division Manager,Project Director,Sr Architect IV,Sr Business Development
Manager,Sr Engineer IV,Sr Group Manager,Sr ITS Analyst IV,Sr Landscape
Architect IV,Sr Management Solutions Consultant,Sr Planner IV,Sr Program
Manager,Sr Resident Engineer,Sr Scientist IV E16 $ 117.84 $ 203.86 $ 358.79
District Director,Principal Program Manager,Principal Project Director,
Principal Technical Professional,Regional Business Sector Manager,Sr Division
I; Manager E17 $ 157.72 1 $ 242.39 1 $ 367.46
REIMBURSABLE COSTS:
Reimbursable costs include fees for out-of-pocket expenses,the cost of which shall be charged at actual costs plus 10%*for
administrative expenses.
I SUBCONTRACTOR ADMINISTRATION:
Subcontractor administration fees shall be charged at actual costs plus 100/.*.
*The markups for reimbursable and subcontractor administration may vary depending on contract conditions. It is typically
I10°/8 but is negotiable depending on the defined scope.
2011 Summary by Title and Grade.xlu PRIVILEGED AND CONFIDENTIAL INFORMATION Summary by Grade
I
Professional Services Agreement—Atkins North America, Inc. Page 18 of 19
Brownfields Assessment Grant Environmental and Engineering Services
SIGNATURE PAGE
PROFESSIONAL SERVICES AGREEMENT
BROWNFIELDS ASSESSMENT GRANT ENVIRONMENTAL
AND ENGINEERING CONSULTING SERVICES
IN WITNESS THEREOF, the parties hereto have made and executed this Agreement in
multiple originals the day and year first above written, in Fort Worth, Tarrant County,
Texas.
CITY OF FORT WORTH: AT4'..;
KINS NORTH AMERICA, INC.
/
Fernando Costa Dennis A. McAf ,
Assistant C'ty anager Principal-in-Charge
Date191=11
RE
Michael ange Witness gene do los Rica
Assista t Director Assistant Secretary
TPW— ntal Services
o�'f NA�/�R
APPROVED AS TO FORM AND Seal: ``oof
*>:oq,�l�•�p'
LEGALITY:
f SEAL IS
1960 ;n
Arthur N//.``B Bashor '••.!2oRe�;.•"•••
Assistant City Attorney
XV EST:
I y-**'\\
Marty Hendrix
City Secretary
� °°°°°0° °°,
® C
()FFI,CIAL 41ECOR
D
�9j'.00Z`1 -0- CITY SECRETARY
Date 0 WGRT R TX
o
M&C 000000000
fpr
Abx�4��
Professional Services Agreement—Atkins North America, Inc. Page 19 of 19
Brownfields Assessment Grant Environmental and Engineering Services