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HomeMy WebLinkAbout1997-218ORDINANCE NO 'a� IA/ AN ORDINANCE AUTHORIZING THE CITY MANAGER TO ENTER INTO A PROFES- SIONAL SERVICES CONTRACT WITH CARTER & BURGESS, INC FOR PROFES- SIONAL ENGINEERING SERVICES TO DESIGN THE DENTON WEST LIFT STATION FORCEMAIN, AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR, AND PRO- VIDING AN EFFECTIVE DATE THE COUNCIL OF THE CITY OF DENTON, TEXAS HEREBY ORDAINS SECTION I That the City Manager is hereby authorized to enter into a professional services contract with Carter & Burgess, Inc for professional engineering services to design the Denton West lift station forcemain, a copy of which is attached hereto and incorporated by refer- ence herein SECTION II That the City Manager is authorized to expend funds as required by the attached contract SECTION III That this ordinance shall become effective immediately upon its passage and approval a PASSED AND APPROVED this the _)5—- day of 1997 JACI ILLER, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY �OAVED AS TO LEGAL FORM RT L PROUTY, CITY ATTORNEY E MOMORMDENTON WEST ORD PROFESSIONAL SERVICES AGREEMENT FOR DENTON WEST LIFT STATION FORCEMAIN STATE OF TEXAS § COUNTY OF DENTON § THIS AGREEMENT is made and entered into as of the 5I day of 1997, by and between the City of Denton, a Texas Muni ipal Corporation, with its principal office at 215 E McKinney Street, Denton, Denton County, Texas 76201, (hereinafter sometimes referred to as "OWNER") and Carter & Burgess, Inc , with its corporate office at 7950 Elmbrook, Suite 250, Dallas, Texas 75247- 4951, hereinafter called the ("CONSULTANT") acting herein, by and through their duly authorized representative WITNESSETH, that in consideration of the covenants and agreements herein contained, the parties hereto do mutually agree as follows - ARTICLE I EMPLOYMENT OF CONSULTANT The OWNER hereby contracts with CONSULTANT, as an independent contractor, and the CONSULTANT hereby agrees to perform the services herein in connection with the Project as stated in the sections to follow, with diligence and in accordance with the professional standards customarily obtained for such services in the State of Texas The professional services set out herein are in connection with the following described project The Project shall include without limitation, the design of a sanitary forcemain The forcemain will run from the Denton West Lift Station located on Ryan Road, west of Teasley Lane (FM 2181) north to the entrance of Sundown ranch where it will connect to an existing 12" forcemain approximately 5,500 feet ARTICLE II SCOPE OF SERVICES The CONSULTANT shall perform the following services in a professional manner A The CONSULTANT shall perform all those services as necessary and as described in CONSULTANT's letter dated April 14,1997 , which is attached hereto and made a part hereof as Exhibit "A" as if written word for word herein B If there is any conflict between the terms of this agreement and the exhibits attached to this agreement the terms and conditions of this agreement will control over the terms and conditions of the attached exhibits or task orders &RTICLE III ADDITIONAL SERVICES Additional Services to be performed by the CONSULTANT, if authorized by the OWNER, which are not included in the above described basic services, are described as follows A During the course of the project, as requested by OWNER, the CONSULTANT will be available to accompany OWNER'S personnel when meeting with the Texas Natural Resource Conservation Commission, U S Environmental Protection Agency, or other regulatory agencies The CONSULTANT will assist OWNER personnel on an as - needed basis in preparing compliance schedules, progress reports, and providing general technical support for the OWNER's Page 2 compliance efforts B Assisting OWNER or Contractor in the defense or prosecution of litigation in connection with or in addition to those services contemplated by this Agreement Such services, if any, shall be furnished by CONSULTANT on a fee basis negotiated by the respective parties outside of and in addition to this Agreement C Sampling, testing or analysis beyond that specifically included in Basic Services D Preparing copies of Computer Aided Drafting (CAD) electronic data bases, drawings, or files for the OWNER's use in a future CAD system E Preparing applications and supporting documents for government grants, loans, or planning advances and providing data for detailed applications F Appearing before regulatory agencies or courts as an expert witness in any litigation with third parties or condemnation proceedings arising from the development or construction of the Project, including the preparation of engineering data and reports for assistance to the OWNER G Providing geotechnical investigations for the site including soil borings, related analyses and recommendations H Addition of telemetry or other data transmission devices I Any other services not listed as Basic Services in letter proposal of April 14, 1997 ARTICLE I PERIOD OF SERVICE This Agreement shall become effective upon execution by the Page 3 OWNER and the CONSULTANT of this Agreement and upon issue of a notice to proceed by the OWNER and shall remain in force for the period which may reasonably be required for the completion of the Project, including Additional Services, if any, and any required extensions approved by the OWNER This Agreement may be sooner terminated in accordance with the provisions hereof Time is of the essence in this Agreement The CONSULTANT shall make all reasonable efforts to complete the services set forth herein as expeditiously as possible and to meet the schedule established by the OWNER, acting through its City Manager or his designee ARTICLE V COMPENSATION A COMPENSATION TERMS 1. "Subcontract Expense" is defined as expenses incurred by the CONSULTANT in employment of others in outside firms for services in the nature of geotechnical, electrical, pump/station recommendations and designs 2. "Direct Non -Labor Expense" is defined as that expense for any assignment incurred by the CONSULTANT for supplies, transportation and equipment, travel, communications, subsistence and lodging away from home and similar incidental in connection with that assignment B BILLING AND PAYMENT For and in consideration of the professional services to be performed by the CONSULTANT herein, the OWNER agrees to pay based on raw labor rate times a multiplier of 3_.iL and expenses, subcontractors and subconsultants will be reimbursed at cost plus Ten (10) percent, a total fee including reimbursement for direct non -labor expense not to exceed Seventeen Thousand Eight Hundred Thirty Dollars and Zero Cents ($17,830 00) Page 4 Partial payments to the CONSULTANT will be made on the basis of detailed monthly statements rendered to and approved by the owner through its City Manager or his designees, however, under no circumstances shall any monthly statement for services exceed the value of the work performed at the time a statement is rendered The owner may withhold the final 5% of the contract amount until completion of the project Nothing contained in this Article shall require the owner to pay for any work which is unsatisfactory as reasonably determined by the City Manager or his designee or which is not submitted in compliance with the terms of this contract The City shall not be required to make any payments to the CONSULTANT when the CONSULTANT is in default under this contract It is specifically understood and agreed that the CONSULTANT shall not be authorized to undertake any work pursuant to this agreement which would require additional payments by the OWNER for any charge, expense or reimbursement above the maximum not to exceed fee as stated without first having obtained written authorization from the OWNER The CONSULTANT shall not proceed to perform the services listed in Article IV Additional Services, without obtaining prior written authorization from the owner C ADDITIONAL SERVICES For additional services authorized in writing by the OWNER in Article IV, the CONSULTANT shall be paid based on the Schedule of Charges at the rate shown in Article V, Paragraph B Payments for additional services shall be due and payable upon submission by the CONSULTANT and shall be in accordance with subsection B hereof Statements shall not be submitted more frequently than monthly Page 5 D PAYMENT If the OWNER fails to make payments due the CONSULTANT for services and expenses within sixty (60) days after receipt of the CONSULTANT'S undisputed statement thereof, the amounts due the CONSULTANT will be increased by the rate of one percent (1%) per month from the said sixtieth (60th) day, and in addition, the CONSULTANT may, after giving seven (7) days' written notice to the OWNER, suspend services under this Agreement until the CONSULTANT has been paid in full all amounts due for services, expenses and charges provided, however, nothing herein shall require the owner to pay the late charge of one percent (1%-) set forth herein if the owner reasonably determines that the work is unsatisfactory, in accordance with this Article V, Compensation ARTICLE VI OBSERVATION AND REVIEW OF THE WORK The CONSULTANT will exercise reasonable care and due diligence in discovering and promptly reporting to the OWNER any defects or deficiencies in the work of the CONSULTANT or any subcontractors or subconsultants ARTICLE VII OWNERSHIP OF DOCUMENTS All documents prepared or furnished by the CONSULTANT (and CONSULTANT's subcontractors or subconsultants) pursuant to this Agreement are instruments of service and shall become the property of the OWNER upon the termination of this Agreement The CONSULTANT is entitled to retain copies of all such documents The documents prepared and furnished by the CONSULTANT are intended only to be applicable to this project and OWNER'S use of these documents in other projects shall be at OWNER'S sole risk and expense In the event the OWNER uses the Agreement in another project or for other Page 6 purposes than specified herein any of the information or materials developed pursuant to this agreement, CONSULTANT is released from any and all liability relating to their use in that project ARTICLE VIII INDEPENDENT CONTRACTOR CONSULTANT shall provide services to OWNER as an independent contractor, not as an employee of the OWNER CONSULTANT shall not have or claim any right arising from employee status ARTICLE IX INDEMNITY AGREEMENT The CONSULTANT shall indemnify and save and hold harmless the OWNER and its officers, agents, and employees from and against any and all liability, claims, demands, damages, losses and expenses, including but not limited to court costs and reasonable attorney fees incurred by the OWNER, and including without limitation damages for bodily and personal injury, death and property damage, resulting from the negligent acts or omissions of the CONSULTANT or its officers, shareholders, agents, or employees in the execution, operation, or performance of this Agreement Nothing in this Agreement shall be construed to create a liability to any person who is not a party to this Agreement and nothing herein shall waive any of the party'a defenses, both at law or equity, to any claim, cause of action or litigation filed by anyone not a party to this Agreement, including the defense of governmental immunity, which defenses are hereby expressly reserved ARTICLE X INSURANCE During the performance of the Services under this Agreement, Page 7 CONSULTANT shall maintain the following insurance with an insurance company licensed to do business in the state of Texas by the State Insurance Commission or any successor agency that has a rating with Best Rate Carriers of at least an A- or above A Comprehensive General Liability Insurance with bodily injury limits of not less than $500,000 for each occurrence and not less than $500,000 in the aggregate, and with property damage limits of not less than $100,000 for each occurrence and not less than $100,000 in the aggregate B Automobile Liability Insurance with bodily injury limits of not less than $500,000 for each person and not less than $500,000 for each accident and with property damage limits for not less than $100,000 for each accident C Worker's Compensation Insurance in accordance with statutory requirements and Employers' Liability Insurance with limits of not less than $100,000 for each accident D Professional Liability Insurance with limits of not less than $1,000,000 annual aggregate E The CONSULTANT shall furnish insurance certificates at the OWNER's request to evidence such coverages The insurance policies shall name the OWNER as an additional insured on all such policies except "Professional Liability Insurance" and shall contain a provision that such insurance shall not be canceled or modified without 30 days prior written notice to OWNER and CONSULTANT In such event, the CONSULTANT shall, prior to the effective date of the change or cancellation, serve substitute policies furnishing the same coverage Page 8 ARTICLE XI ARBITRATION AND ALTERNATE DISPUTE RESOLUTION The parties may agree to settle any disputes under this Agreement by submitting the dispute to arbitration or other means of alternate dispute resolution such as mediation No arbitration or alternate dispute resolution arising out of or relating to, this agreement involving one party's disagreement may include the other party to the disagreement without the other's approval ARTICLE XII TERMINATION OF AGREEMENT A Notwithstanding any other provision of this Agreement, either party may terminate by giving thirty (30) days advance written notice to the other party B This agreement may be terminated in whole or in part in the event of either party substantially failing to fulfill its obligations under this Agreement No such termination will be affected unless the other party is given (1) written notice (delivered by certified mail, return receipt requested) of intent to terminate and setting forth the reasons specifying the nonperformance, and not less than 30 calendar days to cure the failure, and (2) an opportunity for consultation with the terminating party prior to termination C If the agreement is terminated prior to completion of the ser- vices to be provided hereunder, CONSULTANT shall immediately cease all services and shall render a final bill for services to the owner within 30 days after the date of termination The OWNER shall pay CONSULTANT for all services properly rendered and satisfactorily performed and for reimbursable expenses to termination incurred prior to the date of termination in ac- cordance with Article IV, Compensation Should the OWNER sub- sequently contract with a new CONSULTANT for the continuation of Page 9 services on the project, CONSULTANT shall cooperate in providing information The CONSULTANT shall turn over all documents prepared or furnished by CONSULTANT pursuant to this Agreement to the OWNER on or before the date of termination but may maintain copies of such documents for its use ARTICLE XIII RESPONSIBILITY FOR CLAIMS AND LIABILITIES Approval by the OWNER shall not constitute nor be deemed a release of the responsibility and liability of the CONSULTANT, its employees, associates, agents, subcontractors and subconsultants for the accuracy and competency of their designs or other work, nor shall such approval be deemed to be an assumption of such responsibility by the City for any defect in the design or other work prepared by the CONSULTANT, its employees, subcontractors, agents and consultants ARTICLE XIV NOTICES All notices, communications, and reports required or permitted underithis Agreement shall be personally delivered or mailed to the respective parties by depositing same in the United States mail at the address shown below, certified mail, return receipt requested unless otherwise specified herein Mailed notices shall be deemed communicated as of three days mailing To CONSULTANT Carter & Burgess, Inc ATTN David S Williams Project Manager 7950 Elmbrook, Suite 250 Dallas, Texas 75247-4951 To OWNER Page 10 City of Denton ATTN Gerald P Cosgrove, P E Engineering Administrator 901-A Texas Street Denton, Texas 76201 All notices shall be deemed effective upon receipt by the party to whom such notice is given or within three days mailing ARTICLE XV ENTIRE AGREEMENT This Agreement consisting of 15 pages and one exhibit constitutes the complete and final expression of the agreement of the parties and is intended as a complete and exclusive statement of the terms of their agreements and supersedes all prior contemporaneous offers, promises, representations, negotiations, discussions, communications and agreements which may have been made in connection with the subject matter hereof ARTICLE XVI SEVERABILITY If any provision of this Agreement is found or deemed by a court of competent jurisdiction to be invalid or unenforceable, it shall be considered severable from the remainder of this Agreement shall not cause the remainder to be invalid or unenforceable In such events the party shall reform this Agreement to replace such stricken provision with a valid and enforceable provision which comes as close as possible to expressing the intention of the stricken provision ARTICLE XVII COMPLIANCE WITH LAWS The CONSULTANT shall comply with all federal, state, local laws, rules, regulations, and ordinances applicable to the work covered hereunder as they may now read or hereinafter be amended Page 11 ARTICLE XVIII DISCRIMINATION PROHIBITED In performing the services required hereunder, the CONSULTANT shall not discriminate against any person on the basis of race, color, religion, sex, national origin or ancestry, age, or physical handicap ARTICLE XIX PERSONNEL A The CONSULTANT represents that it has or will secure at its own expense all personnel required to perform all the services required under this Agreement Such personnel shall not be employees or officers of, or have any contractual relations with the city CONSULTANT shall inform the OWNER of any conflict of interest or potential conflict of interest that may arise during the term of this Agreement B All services required hereunder will be performed by the CONSULTANT or under its supervision All personnel engaged in work shall be qualified and shall be authorized and permitted under state and local laws to perform such services ARTICLE XX ASSIGNABILITY The CONSULTANT shall not assign any interest in this Agreement and shall not transfer any interest in this Agreement (whether by assignment, novation or otherwise) without the prior written consent of the OWNER ARTICLE XXI MODIFICATION No waiver or modification of this Agreement or of any covenant, condition, limitation herein contained shall be valid unless in writing and duly executed by the party to be charged therewith and Page 12 no evidence of any waiver or modification shall be offered or received in evidence in any proceeding arising between the parties hereto out of or affecting this Agreement, or the rights or obligations of the parties hereunder, and unless such waiver or modification is in writing, duly executed, and, the parties further agree that the provisions of this section will not be waived unless as herein set forth ARTICLE XXII MISCELLANEOUS A The following exhibits are attached to and made a part of this Agreement (list exhibits) Exhibit A April 14, 1997 Letter B CONSULTANT agrees that OWNER shall, until the expiration of three (3) years after the final payment under this Agreement, have access to and the right to examine any directly pertinent books, documents, papers and records of the CONSULTANT involving transactions relating to this Agreement CONSULTANT agrees that OWNER shall have access during normal working hours to all necessary CONSULTANT facilities and shall be provided adequate and appropriate working space in order to conduct audits in compliance with this section OWNER shall give CONSULTANT reasonable advance notice of intended audits C Venue of any suit or cause of action under this Agreement shall lie exclusively in Denton County, Texas This Agreement shall be construed in accordance with the laws of the State of Texas D For the purpose of this Agreement, the key person who will perform most of this work hereunder shall be Brad Meyer and David Williams However, nothing herein shall limit CONSULTANT from using other qualified and competent members of their firm to perform the services required herein Page 13 E CONSULTANT shall commence, carry on, and complete any and all projects with all applicable dispatch, in a sound, economical, efficient manner, and, in accordance with the provisions hereof In accomplishing the projects, CONSULTANT shall take such steps as are appropriate to ensure that the work involved is properly coordinated with related work being carried on by the OWNER F The OWNER shall assist the CONSULTANT by placing at the CONSULTANT's disposal all available information pertinent to the project, including previous reports, any other data relative to the project and arranging for the access to, and make all provisions for the CONSULTANT to enter in or upon, public and private property as required for the CONSULTANT to perform services under this Agreement Reuse of any documents or other deliverables, including electronic media, pertaining to the Project by Client of any purpose other than that for which such documents or deliverables were originally prepared, or alteration of such documents or deliverables without written verification or adaptation by Rust for the specific purposes intended, shall be at the Client's risk G The captions of this Agreement are for informational purposes only and shall not in any way affect the substantive terms or conditions of this Agreement IN WITNESS HEREOF, the City of Denton, Texas has caused this Agreement to be executed by its duly authorized City Manager and CONSULTANT has executed this Agreement through it duly authorized undersigned officer on this the day of 19L CITY OF DENTON, TEXAS Ted Benavides, City Manager Page 14 ATTEST JENNIFER WALTERS, C TY SECRETARY By � APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY By WITNESS M=M'! MAR CARTER & BURGESS, INC By —oQj /��M Name Pk- ,; Title 5eFV/o4 VIC.0 �R2S/OPJ7� Page 15 AD � Carter == Burgess Consultants in Engineering Architecture Planning and the Environment April 14, 1997 Mr Gerald P Cosgrove, P E Engineering Administrator Denton Municipal Utilities City of Denton, Texas 901-A Texas Street Denton, Texas 76021 RE Proposal for City of Denton Force Main from the Denton West Lift Station to the entrance of Sun Down Ranch Dear Mr Cosgrove Carter & Burgess, Inc (C&B) is pleased to submit this proposal to design approximately 5,500 feet of 12-inch sewer force main The force main will replace an existing 8-inch section of sewer force main which presently serves from the Denton West Lift Station to the entrance of Sun Down Ranch Estates The majority of the force main will convey sewage along F M 2181 This proposal outlines our project approach and provides our proposed work scope to design the above mentioned sewer force main The basic services contract will be $17,830 00 The objective of this project Is to set the alignment and produce detailed construction plans and special conditions specifications for a 12-inch sewer force main (sizing of the sewer is provided by the City of Denton) The 12-inch force main will replace an existing 8-inch force main The majority lof the replacement force main will be laid along the east side of F M 2181 and follow the existing force main alignment The southern portion of the force main, approximately from the West lift station to F M 2181, will be rerouted Land owner easements, City right-of-way, and highway right-of-way documents will be researched by Carter & Burgess The easement/right-of-way information will be placed on the plan and profile sheets which will aide the final (force main routing Carter & Burgess will also provide a survey of the area that will be used fora detailed design Location of utilities will involve research of City and private utility plans, and field survey verification The proposed scope of work is organized into five work tasks which are described below Data from each task is necessary to formulate a professional opinion regarding the design and EXHIBIT 10 A Corter & Burgess Inc "�30 C,r c, c L, Dollas T-.is 7�2.7 _9g placement of the 12-inch wastewater force main Task 1 -!Plan Search for City and private utilities Task 1 will include researching the City of Denton vaults, and contacting private utilities for identifying all known utilities along the proposed route Task 2 !T Right-of-Way/Easement Research and Easement Preparation Carter & Burgess will research right-of-way/easement documents along the route of the proposed 12-inch sewer force main The property owners along the routing will be identified and given to the City of Denton Carter & Burgess will contact the property owners for survey permission New easements, or existing easements that will need to be modified for force main placement, will also be identified New easement documents will be prepared for the rerouting of the proposed force main along the southern portion of the force main routing (approximately from the', West lift station to F M 2181) Task 3 - Field Survey of the Proposed Force Main Route Carter & Burgess will provide field survey for the proposed force main routing The survey will identify $II visible utilities, roads, and other possible construction conflicts The survey will be used as the base for the plan and profile sheets Task 4 -'' Plans for Construction Carter &I Burgess will prepare construction plans and special conddions specifications for the project ,The plans will consist of plan and profile sheets and standard detail sheets for the force main construction Standard City of Denton details will be used where possible Standard City specifi tions will be used and supplemented by special conddions specifications by Carter & Burgess) if necessary COST EPTIMATE Our lump sum cost to provide the basic services outlined above is $17,830 00 SCHEDULE Carter & Burgess can begin work on this protect Immediately based on your written authoriz tion The preliminary alignment will be verbally discussed with you prior to issuance of the term of this agreement Monthly linvoices will be issued by Carter & Burgess for all work performed under the terms of this agreement Invoices are due and payable on receipt ADDITIONAL SERVICES The following service is not included in the basic services contract, but can be provided by C&B at the clients request Selection of this service may be based on the client's approval Due to I - - the varying nature of the additional service, the service will be provided on a per unit basis Any parcels that are identified for easement preparation for the proposed force main alignment will be supplied on a per parcel basis (one estimated parcel) To authorize commencement of the outlined Scope of Work, please sign both copies of this proposal and return one copy to C&B We look forward to the opportunity to provide you and the City of Denton with professional engineering services Should you have any questions regarding our proposal, please do not hesitate to contact me at 214/638-0145 Sincerely, CARTER $ BURGESS, INC. �Il��V, A414�c—� David S Williams, EIT Project Manager Public Works Division PROPOSAL ACCEPTANCE Upon receipt of this signed proposal acceptance form, Carter & Burgess, Inc will proceed with the outlined scope of work Accepted for Client: CITY OF DENTON By. Signature By. Signature Date Date