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HomeMy WebLinkAboutContract 45865R Ecg{ U 4 S CITY OF FORT WORTH, TEXAS COW AM STANDARD AGREEMENT FOR PROFI=SSIONAL SERVICES This AGREEMENT is between the City of Fort Worth, a Texas home -rule municipality (the "CITY"), and Freese and Nichols, Inc., authorized to do business in Texas, an independent contractor ("Consultant"), for a PROJECT generally described as: Construction Inspection Services for Infrastructure Projects. Article Scope of Services (1) Consultant hereby agrees to perform as an independent contractor the services set forth in the Scope of Services attached hereto as Attachment "A". These services shall be performed in connection with various City projects. (2) Additional services, if any, will be requested in writing by the City. City shall not pay for any work performed by Consultant or its subconsultants, subcontractors and/or suppliers that has not been ordered in writing. It is specifically agreed that Consultant shall not be compensated for any alleged additional work resulting from oral orders of any person. Article II Compensation Consultant shall be compensated in an amount up to $500,000 as detailed on 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 $500,000.00 unless the City and the Consultant mutually agree upon a fee amount for additional services and amend this Agreement accordingly. The Consultant shall provide monthly invoices to the City. 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 Consultant's invoice for payment of same. Acceptance by Consultant of said payment shall operate as and shall release the City from all claims or liabilities under this Agreement for anything related to, done, or furnished in connection with the services for which payment is made, including any act or omission of the City in connection with such services. City of Fort Worth, Texas Standard Agreement for Professional Services PMO Official Release Date: 1/28/2013 Page 1 of 8 1 • OFFICIAL RECORD CITY SECRETARY gy, WORTH, it • Article III Term Section 1. The term of this Agreement shall commence on the Effective Date and shall be for a term of one (1) year, unless terminated in accordance with the terms of this Agreement. Section 2. City, in its.sole discretion, shall have the right, but not the obligation, to renew this Agreement two (2) times, each for a period of one (1) year from the termination date provided that Consultant shall agree in writing to continue such agreement pursuant to the same conditions as contained herein. Section 3. The City has the option to extend the term of this Agreement, or any renewal period, as necessary for Consultant to complete work on any project entered into prior to the expiration of the Agreement. Article IV Independent Contractor Consultant shall operate hereunder as an independent contractor, and not as an officer, agent, servant, or employee of the City. Consultant 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 respondent 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 and Indemnification (1) Work performed by Consultant 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. Approval by the City shall not constitute or be deemed to be a release of the responsibility and liability of Consultant or its officers, agents, employees, contractors and subcontractors for the accuracy and competency of its services performed hereunder. (2) In accordance with Texas Local Government Code Section 271.904, the Consultant shall indemnify, hold harmless, and defend the City against liability for any damage caused by or resulting from an act of negligence, intentional tort, intellectual property infringement, or failure to pay a subcontractor or supplier committed by the Consultant or Consultant's agent, City of Fort Worth,Texas Standard Agreement for Professional Services PMO Official Release Date:1/28/2013 Page 2 of 8 consultant under contract, or another entity over which the Consultant's exercises control. Article VI Insurance (1) Consultant shall not commence work under this Agreement until it has obtained all insurance required under this Article and the City has approved such insurance, nor shall Consultant allow any subcontractor to commence work on its subcontract until all similar insurance of the subcontractor has been so obtained and approval given by the City; provided, however, Consultant may elect to add any subconsultant as an additional insured under its liability policies. Commercial General Liability $1,000,000 each occurrence $1,000,000 aggregate Automobile Liability $1,000,000 each accident (or reasonably equivalent limits of coverage if written on a split limits basis). Coverage shall be on any vehicle used in the course of the Project. Worker's Compensation Coverage A: statutory limits Coverage B: $100,000 each accident $500,000 disease- policy limit $100,000 disease - each employee (2) Additional Insurance Requirements a. Except for employer's liability insurance coverage under Consultant's worker's compensation insurance policy, the City, its officers, employees and servants shall be endorsed as an additional insured on Consultant's insurance policies. b. Certificates of insurance shall be delivered to the Transportation & Public Works, Attention: Roy Teal, 1000 Throckmorton St., Fort Worth, TX 76102, prior to commencement of work. c. Any failure on part of the City to request required insurance documentation shall not constitute a waiver of the insurance requirements specified herein. d. Each insurance policy shall be endorsed to provide the City a minimum thirty days notice of cancellation, non-renewal, and/or material change in policy terms or coverage. A ten days notice shall be acceptable in the event of non-payment of premium. City of Fort Worth,Texas Standard Agreement for Professional Services PMO Official Release Date:1/28/2013 Page 3 of 8 e. Insurers must be authorized to do business in the State of Texas and have a current A.M. Best rating of A: VII or equivalent measure of financial strength and solvency. f. Other than worker's compensation insurance, in lieu of traditional insurance, City may consider alternative coverage or risk treatment measures through insurance pools or risk retention groups. The City must approve in writing any alternative coverage. g. Workers' compensation insurance policy(s) covering employees employed on the Project shall be endorsed with a waiver of subrogation providing rights of recovery in favor of the City. h. City shall not be responsible for the direct payment of insurance premium costs for Consultant's insurance. i. Consultant's insurance policies shall each be endorsed to provide that such insurance is primary protection and any self-funded or commercial coverage maintained by City shall not be called upon to contribute to loss recovery. j. In the course of the Agreement; Consultant shall report, in a timely manner, to City's officially designated contract administrator any known loss occurrence which could give rise to a liability claim or lawsuit or which could result in a property loss. k. Consultant's liability shall not be limited to the specified amounts of insurance required herein. L Upon the request of City, Consultant shall provide complete copies of all insurance policies required by these Agreement documents. Article VII Transfer or Assignment City and Consultant each bind themselves, and their lawful successors and assigns, to this Agreement. Consultant,,its lawful successors and assigns, shall not assign, sublet or transfer any interest in this Agreement without prior written consent of the City. Article VIII Termination of Contract (1) City may terminate this Agreement for its convenience on 30 days' written notice. Either the City or the Consultant for cause may terminate this Agreement if either City of Fort Worth,Texas Standard Agreement for Professional Services PMO Official Release Date:1/28/2013 Page 4 of 8 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 City chooses to terminate this Agreement under Article 8, upon receipt of notice of termination, Consultant shall discontinue services rendered up to the date of such termination and City shall compensate Consultant based upon calculations in Article 2 of this Agreement and Exhibit "B" attached hereto and incorporated herein. (3) All reports, whether partial or complete, prepared under this Agreement, including any original drawings or documents, whether furnished by the City, its officers, agents, employees, consultants, or contractors, or prepared by Consultant, shall be or become the property of the City, and shall be furnished to the City prior to or at the time such services are completed, or upon termination or expiration of this Agreement. Article IX Right to Audit (1) Consultant 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 Consultant involving transactions relating to this Agreement. Consultant 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 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 subcontracting consultant 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 sub-consultant, involving transactions to the subcontract, and further, that City shall have access during normal working hours to all sub- consultant 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 sub-consultant reasonable advance notice of intended audit. (3) Consultant and sub-consultants agree to photocopy such documents as may be requested by the City. The 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. City of Fort Worth,Texas Standard Agreement for Professional Services PMO Official Release Date:1/28/2013 Page 5 of 8 Article X Minority Business and Small Business Enterprise (MBE)(SBE) Participation In accordance with the City's Business Diversity Enterprise Ordinance No. 20020-12-2011, as amended, the City has goals for the participation of minority business enterprises and/or small business enterprises in City contracts. Consultant acknowledges the MBE and SBE goals established for this Agreement and its accepted written commitment to MBE and SBE participation. Any misrepresentation of facts (other than a negligent misrepresentation) and/or the commission of fraud by the 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 XI Observe and Comply Consultant 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. Consultant agrees to defend, indemnify and hold harmless City and all of its officers, agents and employees from and against all claims or liability arising out of the violation of any such order, law, ordinance, or regulation, whether it be by itself or its employees. Article XII Venue and Jurisdiction If any action, whether real or asserted, at law or in equity, arises on the basis of any provision of this 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. This Agreement shall be construed in accordance with the laws of the State of Texas. Article XIII 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 City of Fort Worth,Texas Standard Agreement for Professional Services PMO Official Release Date:1/28/2013 Page 6 of 8 interpretation of this Agreement or any amendments or exhibits hereto. Article XIV 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. Article XV 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: City: City of Fort Worth Transportation & Public Works 1000 Throckmorton St. Fort Worth, Texas 76102 Attn: Roy Teal, P.E. Consultant: Freese and Nichols, Inc. 4055 International Plaza, Suite 200 Fort Worth, Texas 76109 Attn: John Dewar, P.E. Article XVI 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 City of Fort Worth,Texas Standard Agreement for Professional Services PMO Official Release Date:1/2812013 Page 7 of 8 Article XVII 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. Executed and effective as of the date subscribed by the City's City Manager or Assistant City Manager. BY: CITY OF FORT WORTH Fernando Costa Assistant City Manager Date: 8,46/,,' APPROVAL RECOMMENDED: By: Doug Wi sig, P.E. Director, Transportation & Public Works APPROVED AS TO FORM AND LEGALITY By: Douglas W. Black Assistant City Attorney ATTEST: Mary J. {4aser City Secretary City of Fort Worth, Texas Standard Agreement for Professional Services PMO Official Release Date: 1/28/2013 Page 8 of 8 BY: ENGINEER Freese « nd_ ichols, Inc. John Dewar, P.E. Vice President Date: 81g4oiLif M&C No.: C Z6go M&C Date: 3 - OFFICIAL RECORD CITY SECRE i''��X 1F1ro WORTH, TX ATTACHMENT "A" Scope for Construction Inspection Services for City Infrastructure Projects The scope set forth herein defines the work to be performed by the Inspector project. Both the CITY and CONSULTANT have attempted to clearly define the work to be performed and address the needs of the Project. TASKS TO BE PERFORMED All of the work mentioned below shall be performed by CONSULTANT for the following task: Task 1 Construction Inspection TASK 1. CONSTRUCTION INSPECTION Work assigned under this task may include, but not limited to: Pre-Construction Phase • Visit the project site to verify the accuracy of the construction plans with respect to the field conditions. • Video the project site to document the pre-construction conditions. • Review the project plans and contract documents. Notify the City of any omissions, overages or under runs of the bid items. • Prepare project folders and daily log books for each client department. • Attend both the pre-construction meeting with the contractor and the pre- construction neighborhood meeting with the public, if required. Construction Phase • Inspect contractor's work for adherence to the project's construction plans and specifications. • Provide daily inspections of the project to insure that the contractor's activities adhere to the construction plans and specifications. • Report any issues with the contractor or citizens to City staff. • Maintain red-line drawings of project to document field changes during construction. City of Fort Worth Attachment A Page 1 of 2 • Maintain daily log record of project. Should include but not limited to contractor comments, instructions given, construction conflicts, disputes, construction activity. • Prepare pay estimates. The quantities shall be field verified with the contractor. Post-Construction Phase • Perform preliminary walk through with contractor to create punch-list of corrections. • Insure that all work required of the contractor has been completed. • Schedule, attend and participate in the final inspection with City staff and the contractor. Inspect any punch-list items after the contractor has completed them. • Collect close-out documentation from the contractor. (i.e. consent of surety, affidavit of bills paid) • Prepare close-out documents required by the City. City of Fort Worth Attachment A Page 2 of 2 ATTACHMENT B COMPENSATION Construction Inspection Services for Infrastructure Projects Time with Rate Schedule I. Compensation A. The Consultant shall be compensated up to $500,000.00 for personnel time and non-labor expenses in performing services enumerated in Attachment A as follows: i. Personnel Time. Personnel time shall be compensated based upon hours worked directly in performing the PROJECT multiplied by the appropriate Labor Category Rate for the CONSULTANT's team member performing the work. Labor Category Rate as presented in the rate schedule table below is the rate for each labor category performing the work and includes all direct salaries, overhead, and profit. Labor Category Rate $/hour) Inspector 1 $80.00 Inspector 2 $89.00 ii. Non-Labor Expenses. Non-labor expenses shall be reimbursed as Direct Expenses at invoice or internal office cost. Direct Expenses (non-labor) include, but are not limited to, mileage, travel and lodging expenses, mail, supplies, printing and reproduction services, other direct expenses associated with delivery of the work; plus applicable sales, use, value added, business transfer, gross receipts, or other similar taxes. iii. Budgets. CONSULTANT will make reasonable efforts to complete the work within the budget and will keep the City informed of progress toward that end so that the budget or work effort can be adjusted if found necessary. City of Fort Worth,Texas Attachment B PMO Official Release Date:8.09.2012 Page 1 of 3 B-1 ATTACHMENT B COMPENSATION CONSULTANT is not obligated to incur costs beyond the indicated budgets, as may be adjusted, nor is the City obligated to pay CONSULTANT beyond these limits. If CONSULTANT projects, in the course of providing the necessary services, that the PROJECT cost presented in Article 2 of this Agreement will be exceeded, whether by change in scope of the project, increased costs or other conditions, the CONSULTANT shall immediately report such fact to the City and, if so instructed by the City, shall suspend all work hereunder. When any budget has been increased, CONSULTANT's excess costs expended prior to such increase will be allowable to the same extent as if such costs had been incurred after the approved increase. B. The CONSULTANT shall be paid monthly payments as described in Section II - Method of Payment. II. Method of Payment A. The CONSULTANT shall be paid by the City based upon an invoice created on the basis of statements prepared from the books and records of account of the CONSULTANT, based on the actual hours and costs expended by the CONSULTANT in performing the work. B. Each invoice shall be verified as to its accuracy and compliance with the terms of this Agreement by an officer of the CONSULTANT. C. CONSULTANT shall prepare and submit invoices in the format and including content as presented in Exhibit B-1. D. Payment of invoices will be subject to certification by the City that such work has been performed. City of Fort Worth,Texas Attachment B PMO Official Release Date:8.09.2012 Page 2 of 3 B-2 EXHIBIT "B-1" FIRM INVOICE (Supplement to Attachment B) Insert required invoice format following this page, including negotiated total budget and allocations of budgets across desired work types and work phases. City of Fort Worth,Texas Attachment B PMO Official Release Date:8.09.2012 Page 3 of 3 B-3 EmIWAICHOLS m muumo �uuc w E.'.4055 INTERNATIONAL PLAZA,SUITE 200 FORT WORTH,TEXAS 76109-4895 TELEPHONE 817 735-7300 FEI NUMBER: 75-1531935 Invoice# : 1239999 City of Fort Worth Project FTW14999 1000 Throckmorton Invoice Group : ** Fort Worth,TX 76101 Invoice Date : 6130/2014 10A For Professional S es R red from 6/01/14 through 06/30/14 Infrastructure Constructio ection Salaries Inspector 2 24 Total Salaries $14,240.00 Expenses Mileage $ 2 T ses $62.00 C t Ch es $14,302.00 Fee: Not to Exceed $0.00 Prior Billings $0.00 Contract Fee Unused $0.00 Amount Due This Invoice $14,302.00 PLEASE REMIT TO P.O. BOX 980004, FORT WORTH, TX 76198-0004, REFERENCING FREESE AND NICHOLS PROJECT FTW14999 AND INVOICE# I' FOR BILLING QUESITONS PLEASE CONTACT GERI HEJNICKI @ 817-735-7306 or grh @freese.com r r Page 2 Project: FTW14999 - Infrastructure Construction Inspection Invoice# 123999 Phase: Task Order#1 Task: Smooth Street Construction Project Inspector 2 160 hours $89.00/hour $14,240.00 Mileage 100 miles $.062/mile $62.00 Total $14,302.00 °M&C Review Page 1 of 2 Official site of the City of Fort Worth,Texas CITY COUNCIL 'AGENDA FORT WORTII COUNCIL ACTION: Approved on 8/5/2014 REFERENCE 20INFRASTRUCTURE DATE: 8/5/2014 NO.: C-26907 LOG NAME: CONSTRUCTION INSPECTION SERVICES CODE: C TYPE: NOW PUBLIC NO CONSENT HEARING: SUBJECT: Authorize Execution of One-Year Annual Contracts with Renewal Options for Construction Inspection Services for Various City Construction Projects with Freese and Nichols, Inc., Lamb-Star Engineering, L.P., and VRX Inc., with a Fee Not to Exceed $500,000.00 Annually per Firm (ALL COUNCIL DISTRICTS) RECOMMENDATION: It is recommended that the City Council authorize the City Manager to execute individual contracts with Freese and Nichols, Inc., Lamb-Star Engineering, L.P., and VRX Inc., for construction inspection services for various City construction projects. The term of each contract is one-year with two one- year renewal options with a fee not to exceed $500,000.00 annually per firm. DISCUSSION: The Transportation and Public Works Department solicited firms to provide Construction Inspectors to inspect various projects city-wide as an augmentation to Staff in order to accommodate peak periods of construction. A Request for Qualifications (RFQ)was published for these services in the Fort Worth Star-Telegram on March 13, 2014 and April 10, 2014. The Department received Statements of Qualifications (SOQ) for professional services from 14 firms for providing construction inspection services. Each firm's Statements of Qualifications (SOQ)was evaluated based upon pre-established selection criteria including qualification of personnel, experience and performance on previous City contracts and availability. An inter-departmental committee selected as most qualified and recommends the following firms for contract approval, Freese and Nichols, Inc., Lamb-Star Engineering, L.P. and VRX Inc. Funding for the construction inspection services for various City construction projects will be provided through various Capital Improvement Program Funds including the 2014 Bond Program. For the 2014 Bond Program, available resources within the General Fund will be used to provide interim financing for the expenditures associated with these projects until debt is issued. Once debt associated with the projects are sold, bond proceeds will reimburse the General fund, in accordance with the statement expressing official intent to reimburse that was adopted as part of the ordinance canvassing the bond election (Ordinance 21241-05-2014). M/WBE Office: The M/WBE Office in conjunction with the Transportation and Public Works Department has determined compliance with the City's Business Diversity Enterprise Ordinance by the inclusion of a SBE Prime on this project. Three firms have been recommended for an award includes Freese and Nichols, Inc., Lamb-Star Engineering, L.P. and VRX, Inc. FISCAL INFORMATION/CERTIFICATION: The Financial Management Services Director certifies that the funds are available in the current capital budgets, as appropriated, of the various Capital Improvement Program Funds, and funds are available in the General Fund to pay expenses which will be incurred on this contract associated with http://apps.cfwnet.org/council_packet/mc_review.asp?ID=20092&councildate=8/5/2014 8/14/2014 'M&C Review Page 2 of 2 the 2014 Bond Program until reimbursement can occur from the issuance of public securities. TO Fund/Account/Centers FROM Fund/Account/Centers Submitted for City Manager's Office by: Fernando Costa (6122) Originating Department Head: Douglas W. Wiersig (7801) Additional Information Contact: Roy Teal (7958) ATTACHMENTS http://apps.cfwnet.org/council_packet/mc_review.asp?ID=20092&councildate=8/5/2014 8/14/2014