Loading...
HomeMy WebLinkAboutContract 45847C rr ' SEC C O 'c {, CT PROFESSIONAL TRAFFIC ENGINEERING SERVICES AGREEMENT This PROFESSIONAL TRAFFIC ENGINEERING SERVICES AGREEMENT ("Agreement") is by and between the City of Fort Worth, hereafter referred to as "CITY" and Adrian Murphy d/b/a Leadership Traffic Services, hereafter referred to as "ENGINEER" and is effective as indicated, below. In consideration of the covenants hereinafter set forth, the parties hereto mutually agree as follows: ARTICLE I SCOPE OF SERVICE A. Project The ENGINEER is hereby engaged by the City to perform in accordance with good Traffic Engineering practices and in the best interest of the City. B. Description of Services The ENGINEER shall perform certain professional ENGINEERING and management services as requested until September 30, 2015. Such services shall include, but not limited to: 1. Review site plans, traffic impact plan and operational plans, street connectivity, and assist the CITY with other development related items; and 2. Other Traffic Studies and Reports a. Safety Capacity Studies b. School Studies c. Intersection Control Studies d. Traffic Signal Timing e. Traffic Data Collection f. Traffic Signing & Marking g. Traffic Signal Design h. Intersection & Roadway Design i. Roadway Lighting C. TASK ORDERS Prior to the commencement of any service to be preformed through a TASK ORDER, the CITY and ENGINEER shall mutually agree upon and execute a TASK ORDER for the specified service. The ENGINEER shall describe the services to be provided, the time for performance or the service, the fee provisions for the service, and any provisions additional to this agreement. Execution by the CITY and ENGINEER of subsequent TASK ORDERS shall incorporate such subsequent TASK ORDERS into this agreement. ARTICLE II COMPENSATION A. Fees The ENGINEER is responsible to provide services on a reimbursable basis, an amount not to exceed $50,000.00. The CITY agrees to compensate the ENGINEER from current funds according to a schedule of hourly rates, attached hereto as Exhibit "A" and incorporated herein by this reference. The rates in Exhibit "A" shall be in effect throu¢'rr(ne ofthis*grerment. RUAL RECfRD i(ell tfl CITi ` AkY Leadership Traffic Services — Engineering Agreeme. t Page 1 of 9 FT. WORTH, TX I RECEIVED am B. Payment for Services The ENGINEER shall provide monthly invoices, including the ENGINEER authorized, a summary of the services performed. Payment is due within 30 days after receipt of invoice for each service rendered C. Disputed Billing In the event of a disputed or contested billing, only that portion so contested will be withheld from payment, and the undisputed portion will be paid. The CITY will exercise reasonableness in contesting any bill or portion thereof. No interest will accrue on any contested portion of the billing until mutually resolved. 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, including interest. In the event of suspension of services, the ENGINEER shall have no liability to CITY for delays or damages caused the CITY because of such suspension of services. Article III Obligations of the ENGINEER A. General The ENGINEER will serve as the CITY'S professional representative under this Agreement, providing Professional Engineering consultation and advice and furnishing customary services incidental thereto. B. Standard of Care The standard of care applicable to the ENGINEER'S services will be the degree of skill and diligence normally employed in the State of Texas by Professional Engineering performing the same or similar services at the time such services are performed. C. Engineer's Authority The presence or duties of the ENGINEER'S personnel, whether as on-site representatives or otherwise do not make the ENGINEER or its personnel in any way responsible for those duties that belong to the CITY. The ENGINEER and its personnel have no authority to exercise any control over CITY employees in connection with their work. D. Opinions of Probable Cost 1) The ENGINEER shall provide opinions of probable costs based on the current available information at the time of preparation, in accordance with the ENGINEER. 2) In providing opinions of cost, financial analyses, economic feasibility projections, 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 parties; quality, type, management, or direction of operating personnel; and other economic Leadership Traffic Services—Engineering Agreement Page 2 of 9 and operational factors that may materially affect the ultimate project cost or schedule. Therefore, the ENGINEER 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. E. Record Drawings 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 project was finally constructed. The ENGINEER is not responsible for any errors or omissions in the information from others that are incorporated into the record drawings. F. Minority and Woman Business Enterprise (M/WBE) Participation In accordance with City of Fort Worth Ordinance No. 15530, as amended, the City has goals for the participation of minority business enterprises and woman business enterprises in City contracts. ENGINEER acknowledges the M/WBE goal established for this contract and its commitment to meet that goal. 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. G. Right to Audit 1) ENGINEER agrees that the CITY shall, until the expiration of three (3) years after final 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 agrees to photocopy such documents 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. H. ENGINEER'S Insurance 1) Insurance coverage and limits: ENGINEER shall provide to the City certificate(s) of insurance documenting policies of the following coverage at minimum limits that are to be in effect prior to commencement of work on the project: Commercial General Liability $1,000,000 each occurrence $2,000,000 aggregate Automobile Liability $1,000,000 each accident on a combined single limit or Leadership Traffic Services—Engineering Agreement Page 3 of 9 $250,000 Property Damage $500,000 Bodily Injury per person per occurrence A commercial business policy shall provide coverage on "Any Auto", defined as autos owned, hired and non-owned when said vehicle is used in the course of a project. n v ° Coverage B. Empleyef's Liability $100,000 h aeeiden� $500,000 disease pehey-limit Professional Liability $1,000,000 each claim $2,000,000 aggregate Professional liability shall be written on a claims-made basis and 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 City for each year following completion of the contract. 2) Certificates of insurance evidencing that the ENGINEER has obtained all required insurance shall be delivered to the CITY prior to ENGINEER proceeding with a project. a. 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. b. certificate(s) of insurance shall document that insurance coverage specified in this agreement are provided under applicable policies documented thereon. c. Any failure on part of the CITY to request required insurance documentation shall not constitute a waiver of the insurance requirements. d. A minimum of forty-five (45) 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. Such terms shall be endorsed onto ENGINEER'S insurance policies. Notice shall be sent to the respective Department Director (by name), City of Fort Worth, 1000 Throckmorton, Fort Worth, Texas 76102. e. Insurers for all policies must be authorized to do business in the State of Texas and have a minimum rating of A: VII in the current A.M. Best Key Rating Guide or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. f. Deductible limits, or self insured retentions, affecting insurance required herein Leadership Traffic Services—Engineering Agreement Page 4 of 9 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 retention groups must be also approved. Dedicated financial resources or letters of credit may also be acceptable to the City. g. Applicable policies shall each be endorsed with a waiver of subrogation in favor of the CITY as respects the PROJECT. h. The City shall be entitled, upon its request and without incurring expense, to review the ENGINEER'S insurance policies including endorsements thereto and, at the CITY'S discretion; the ENGINEER may be required to provide proof of insurance premium payments. i. The Commercial General Liability insurance policy shall have no exclusions by endorsements unless the CITY approves such exclusions in writing. j. For all lines of coverage underwritten on a claims-made basis, other than Professional Liability, the retroactive date shall be coincident with or prior to the date of the contractual agreement. The certificate of insurance shall state both the retroactive date and that the coverage is claims-made. k. The CITY shall not be responsible for the direct payment of any insurance premiums required by this agreement and all insurance required in this section, with the exception of Professional Liability, shall be written on an occurrence basis. I. Independent Engineer The ENGINEER agrees to perform all services as an independent consultant and not a subcontractor, agent, or employee of the CITY. Nothing herein shall be construed as creating a partnership or joint venture between the City and the ENGINEER, its officers, agents, employees and consultants, and doctrine of respondent superior has no application as between the City and the ENGINEER. J. Disclosure 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 he signing of this contract and prior to final payment under the contract. Article IV Obligations of the City A. City-Furnished Data ENGINEER may rely upon the accuracy, timeliness, and completeness of the information provided by the CITY. B. Access to Facilities and Property The CITY will make its facilities accessible to the ENGINEER as required for the Leadership Traffic Services—Engineering Agreement Page 5 of 9 01 ENGINEER'S performance of its services. C. Timely Review The CITY will examine the ENGINEER'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 engineers as the CITY deems appropriate; and render in writing decisions required by the CITY in a timely manner in accordance with the project schedule included in the ENGINEER. D. Prompt Notice 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. E. Litigation Assistance 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. F. 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 adjustment will be made through an amendment to this AGREEMENT with appropriate CITY approval. Article VI General Legal Provisions A. Authorization to Proceed ENGINEER shall be authorized to proceed with this AGREEMENT upon receipt of a written Notice to Proceed from the CITY. B. Reuse of Project Documents All designs, drawings, specifications, documents, and other work products of the ENGINEER, whether in hard copy or in electronic form, are instruments of service for a project, whether a 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 CITY'S sole risk. The CITY shall own the final designs, drawings, specifications and documents. C. Force Majeure 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. Leadership Traffic Services—Engineering Agreement Page 6 of 9 D. 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 fails substantially to perform through no fault of the other and does not commence correction of such nonperformance with 5 days of written notice and diligently complete the correction thereafter. 2) If this AGREEMENT is terminated for the convenience of the City, 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; b.) Out-of-pocket expenses for purchasing storage containers, microfilm, electronic data files, and other data storage supplies or services; C.) The time requirements for the ENGINEER to document the work underway at the time the CITY'S termination for convenience so that the work effort is suitable for long time storage. 3) 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 prior to proceeding with termination services. E. 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 ENGINEER'S compensation will be made. F. Indemnification 1) In accordance with Texas Local Government Code Section 271.904, the ENGINEER agrees to indemnify and defend the CITY from any loss, cost, or expense claimed by third parties for property damage and bodily injury, including death, caused by the negligence or willful misconduct of the ENGINEER, its employees, officers, and subcontractors in connection with the PROJECT. 2) If the negligence or willful misconduct of both the ENGINEER and the CITY (or a person identified above for whom each is liable) is a cause of such damage or injury, the loss, cost, or expense shall be shared between the ENGINEER and the CITY in proportion to their relative degrees of negligence or willful misconduct as determined pursuant to T.C.P. & R. Code, section 33.011(4). G. Assignment Neither party shall assign all or any part of this AGREEMENT without the prior written consent of the other party. Leadership Traffic Services—Engineering Agreement Page 7 of 9 H. Interpretation Limitations on liability and indemnities in this AGREEMENT are business understandings between the parties and shall apply to all the different theories of recovery, including breach of contract or warranty, tort including negligence, strict or statutory liability, or any other cause of action, except for willful misconduct or gross negligence for limitations of liability and sole negligence for indemnification. Parties mean the CITY and the ENGINEER, and their officers, employees, agents, and subcontractors. I. 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. Alternate Dispute Resolution All claims, disputes, and other matters in question between the CITY and ENGINEER arising out of, or in connection with this Agreement or the PROJECT, or any breach of any obligation or duty of CITY or ENGINEER hereunder, may be submitted to mediation. If mediation is unsuccessful, the claim, dispute or other matter in question may be submitted to a court of competent jurisdiction. K. 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 unenforceable provision had never been contained herein. L. Observe and Comply ENGINEER shall at all times observe and comply with all federal and State laws and regulations and with all City ordinances and regulations which in any way affect this AGREEMENT and the work hereunder, and shall observe and comply with all orders, laws ordinances and regulations which may exist or may be enacted during the term of this AGREEMENT 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. Leadership Traffic Services—Engineering Agreement Page 8 of 9 M. Contract Renewal/Extension This AGREEMENT shall be renewable through FY2016 for a period of time as requested until September 30, 2016 under the same terms, conditions, and dollar amounts as contained herein and by mutual consent of the City and Consultant. EXECUTED and EFFECTIVE as of the date last written by a signatory, below. APPROVED: City of Fort Worth Fernando Costa Assistant City Manager DATE: 8/12/14 APPROVAL RECOMMENDED: Douglas W.Wiersig, P.E. Director, Transportation/Public Works Department ENGINEER Leadership Transportation Services 'pc ian Murphy, (E./ Owner DATE: APPROVED AS TO FORM AND LEGALITY: M&C: A/A- Date: Douglas W. Black Assistant City Attorney ATTEST: 1 Mary J. Kay City Secretary / J Leadership Traffic Services — Engineering Agreement Page 9 of 9 I OFFICIAL RECORD CITY SECRETARY F7: WORTH, TX f Exhibit A Leadership Traffic Services 2014 - 2015 Hourly Billing Rates Employee Category Billing Rate Senior Project Principal $ 130.00 Adrian Murphy Project Principal $ 110.00 Professional Engineer $ 90.00 EIT $ 80.00 Engineering Technician $ 75.00 CADD Lead $ 75.00 CADD Tech $ 55.00 Admin Lead $ 65.00 Admin $ 55.00