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1999-377AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZiNG THE CITY MANAGER TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT WITH HALFF ASSOCIATES, INC, FOR SURVEY AND ENGINEERING SERVICES PERTAINiNG TO THE LOCATION AND DESIGN OF THE GRAVEYARD BRANCH INTERCEPTOR SANITARY SEWER MAIN, AUTHORIZiNG THE EXPENDITURE OF FUNDS THEREFOR, AND PROVIDING AN EFFECTIVE DATE WHEREAS, the City Council deems it in the public interest to engage Halff Associates, Inc, a Corporation ("Halft'), to provide professional survey and englneenng services to the City pertaining to the location and design of the Graveyard Branch Interceptor Sanitary Sewer Main, in preparation for the construction of the Graveyard Interceptor, which wastewater interceptor is approximately 18,000 feet in length, and is a major component of the City's wastewater collection system, serving the Southwestem part of the City, and WHEREAS, the City staff has reported to the City Council that there IS a substantial need for the above-described professional engineering services, and that limited City staff cannot adequately perform the services and tasks with its own personnel, and WHEREAS, Chapter 2254 of the Texas Government Code, known as the "Professional Services Procurement Act", generally provides that a City may not select a provider of professional services on the basis of competitive bids, but must select the provider on the basis of demonstrated competence, knowledge, and quahficatlons, and for a fair and reasonable price, and WHEREAS, the City Council has provided an the C~ty Budget for the appropriation of funds to be used for the purchase of the professional engmeenng services, as set forth an the Professional Services Agreement, NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION I. That the City Manager is hereby authorized to execute a Professional Services Agreement with Halff Associates, Inc, for professional survey and engmeenng services pertalmng to the location and design of the Graveyard Branch Interceptor sanitary sewer ma~n, m substantially the form of the Professional Services Agreement attached hereto and incorporated herewith by reference SECTION II That the award of this Agreement by the City as on the basis of the demonstrated competence, knowledge, and qualifications of Halff and the ability of Halff to perform the services needed by the City for a fair and reasonable price SECTION III, That the expenditure of funds as provided in the attached Professional Services Agreement is hereby authorized SECTION IV . That th~s ordinance shall become effective ~mmedlately upon ~ts passage and approval PASSED AND APPROVED this the /7~ day of ~ ,1999 ATTEST JENNIFER WALTERS, CITY SECRETARY By APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY S \Our Documertts\Ordmances~99~Halff Assocmtes PSA Ord Graveyard Branch doc STATE OF TEXAS § COUNTY OF DENTON § PROFESSIONAL SERVICES AGREEMENT FOR SURVEY AND ENGINEERING SERVICES PERTAINING TO THE LOCATION AND DESIGN OF THE GRAVEYARD BRANCH INTERCEPTOR SANITARY SEWER MAIN FOR THE CITY OF DENTON, TEXAS {t~,d4_~THIS AGREEMENT is made and entered into as of the /~7~ day of ~/j ,1999, by and between the City of Denton, Texas, a Texas Mtnnmpal Corporation, with its principal offices at 215 E McKlnney Street, Denton, Texas 76201 (hereafter "OWNER") and Halff Assocmtes, Inc, a Texas Corporation, with its offices at 8616 Northwest Plaza Drive, Dallas, Texas 75225 (hereafter CONSULTANT ), the parties acting herein, by and through their duly-authonzedrepresentatlves and officers WITNESSETH, that m 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 Articles to follow, w~th diligence and in accordance with the professional standards customarily obtained for such services in the State of Texas The professional services set forth herein are in connection with the following described project (the "Project") Professional survey and engineering services pertalmng to the location and design of the Graveyard Branch Intemeptor Sanitary Sewer Main, in Denton, Denton County, Texas ARTICLE II SCOPE OF SERVICES The CONSULTANT shall perform the following basic services tn a professlonalmanner A To perform those services as set forth tn the Scope of Services whmh is attached to letter of September 9, 1999 from George Prall, P E, Vice-President of CONSULTANT to P S Arora, P E, Engineering Administrator of OWNER, whmh Scope of Services consists of a seven (7) page document marked as Exhibit "A", which Exhibit is Incorporated by reference herein B If there is any conflict between the terms of this Agreement and the two (2) Exhibits attached to th~s Agreement, the terms and condlt~OnS of this Agreement shall control over the terms and conditions of the Attachments Page 1 of 10 ARTICLE III ADDITIONAL SERVICES Any additional services to be performed by the CONSULTANT, ~f authorized by the OWNER, whmh are not included as basic services in the above-described Scope of Servmes, set forth as provided by Article II above, shall be later agreed-uponby OWNER and CONSULTANT, who shall determine, m writing, the scope of such additional services, the amount of compensation for such additional services, and other essential terms pertaining to the provision of such additional servmes by the CONSULTANT OWNER and CONSULTANT have agreed that all ~tems hsted on page seven (7) of the Scope of Services, attached hereto as Exhibit "A" shall be excluded from the basic services pertmmng to the design of the Graveyard Branch Sanitary Sewer Main ARTICLE IV PERIOD OF SERVICE This Agreement shall become effective upon execution by the OWNER and the CONSULTANT and upon the ~ssuance 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 Addltmnal Services, ~f any, and any required extensions approved by the OWNER This Agreement may be sooner terminated in accordance with the prows~ons hereof Time is of the essence in this Agreement CONSULTANT shall make all reasonable efforts to complete the services set forth herein as expedit~ously as possible and to meet the schedule reasonably established by the OWNER, acting through its Assistant City Manager of Utilities, or his designee ARTICLE V COMPENSATION A COMPENSATION TERMS 1 "Subcontract Expense" is defined as those expenses, ~f any, incurred by CONSULTANT in the employment of others in outside firms, for services in the area of professional survey and engineering, or related services Any subcontract or subconsultant billing reasonably incurred by the CONSULTANT in connection with the ProJect shall be invoiced to OWNER at the actual cost 2 "Direct Non-Labor Expense" ~s defined as that expense, based upon five (5%) percent above actual cost, for any out-of-pocket expense reasonably incurred by the CONSULTANT in the performance of th~s Agreement for long distance telephone charges, telecopy charges, messenger services, pnnt~ng and reproduction expenses, out- of-pocket expenses for purchased computer time, prudently ~ncurred travel expenses related to the work on the Project, and similar ~ncldental expenses incurred ~n connection w~th the Project B BILLING AND PAYMENT For and in consideratlonof the professional services to be performed by the CONSULTANT herein, the OWNER agrees to pay CONSULTANT, based upon the satisfactory completion of the basic services tasks set forth in the Scope of Services as shown ~n Article II above, as s,o~ ....... ~,c0N,~,~.~^.~,~ .~, Ps^ o~,~ ~.~o~ Page 2 of 10 follows 1 CONSULTANT shall perform its work on this Project in substantial accordance w~th the tasks set forth in the "Fee Summary," which consists of a four (4) page attachment, the letter dated September 9, 1999 referred to m Amele II A above, which Is marked as Exhibit ,,B,,, and which Exhibit ~s incorporated herewith bY reference CONSULTANT shall be prod for services rendered pursuant to the Agreement on an hourly fee basis, plus reimbursement for all reasonably incurred out-of-pocket expenses, billed monthly CONSULTANT shall bill from time sheets, m minimum ¼ hour or smaller time increments, at the hourly rates set forth in CONSULTANT' S "Proposed Salary Rate - September 1999 - September 2000" which is attached hereto as Exhibit "C', and which Exhth~t is incorporated herewith by reference The OWNER agrees to pay to CONSULTANT for its professional services performed, and for its out-of pocket expenses incurred in the Project, a total amount not to exceed $ 293,440 00 2 Partial payments to the CONSULTANT will be made monthly ~n accordance with the statements reflecting the actual completion of the basic services, rendered to and approved by the OWNER through its Director of Electric Utlhnes or her designee 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 ten (10%) percent of the above not-to-exceed amount until satisfactory completion of the Project by the CONSULTANT 3 Nothing contained m this Article shall require the OWNER to pay for any work which is unsatisfactory as reasonably determined by the Director of Electric Utilities or her designee, or which is not submitted by CONSULTANT to the OWNER in compliance with the terms of this Agreement The OWNER shall not be reqmred to make any payments to the CONSULTANT at any time when the CONSULTANT is m default under th~s Agreement 4 It is specifically understood and agreed that the CONSULTANT shall not be authorized to undertake any work pursuant to this Agreement which would require addmonal payments by the OWNER for any charge, expense or reimbursement above the not-to-exceed amount as stated hereinabove, without first having obtained the prior written authorization from the OWNER CONSULTANT shall not proceed to perform any services to be later provided for under Article III "Additional Services" w~thout first obtaining prior written authorization from the OWNER C ADDITIONAL SERVICES For additional services authorized in writing by the OWNER m Article III heremabove, CONSULTANT shall be prod based on a to-be-agreed-upon Schedule of Charges Payments for additional services shall be due and payable upon submission by the CONSULTANT, and shall be in accordance with Article V B heremabove Statements for basic services and any additional services shall be submitted to OWNER no more frequently than once monthly D PAYMENT If the OWNER fmls 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 ~,~ ....... c.,~,,~9~Ha,~,~,~,~ ,nc ~^ o~,,.~..,~.,.~o~ Page 3 of 10 rate of one percent (1%) per month from and after the said sixtieth (60th) day, and in addition, thereafter, the CONSULTANT may, after giving ten (10) days written notice to the OWNER, suspend services under this Agreement until the CONSULTANT has been paid in full for all amounts then due and owmg, and not disputed by OWNER, for services, expenses and charges Provided, however, nothing herein shall require the OWNER to pay the late charge of one percent (1%) per month as set forth herein, if the OWNER reasonably determines that the CONSULTANT's work is unsatisfactory, in accordance with Article V B of this Agreement, and OWNER has notified CONSULTANTofthat fact In writing ARTICLE VI OBSERVATION AND REVIEW OF THE WORK The CONSULTANT will exercise reasonable care and due dlhgence m discovering and promptly reporting to the OWNER any defects or deficiencies an the work of the CONSULTANT or any of ~ts 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 serwce and shall become the property of the OWNER upon the termination of th~s 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 purposes than specified hereto 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 officmls, officers, agents, attorneys 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 recurred by the OWNER, and ~ncluding without limitation damages for bodily and personal injury, death, or property damage, resulting from the negligent acts or omissions of the CONSULTANT or ~ts officers, shareholders, agents, attorneys and employees In the execution, operation, or performance of th~s Agreement Nothing in th~s Agreement shall be construed to create a liability to any person who is not a ~,~,~m,~,,,~o,,,,~,~",'~^~'~'" "' ~^ ~"~'~ ~"""~'~0' Page 4 of 10 party to this Agreement and nothing heroin shall wmve any of the party's defenses, both at law or equity, to any claim, cause of actton or htlgatlon filed by anyone not a party to th~s 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, CONSULTANT shall maintain the following insurance w~th an insurance company hcensed to do bus~ness in the State of Texas by the State Insurance Board or any successor agency, that has a rating with A M Best Rate Carriers of at least an "A-" or above A Comprehensive General Llablhty Insurance with bodily injury hmlts of not less than $500,000 for each occurrence and not less than $500,000 ~n 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 Llabthty Insurance with bodily ~njury limits of not less than $500,000 for each person and not less than $500,000 for each accident and w~th property damage hm~ts for not less than $100,000 for each acmdent C Worker's Compensation Insurance ~n accordance w~th statutory reqmrements and Employer's Llabdlty Insurance with hm~ts of not less than $100,000 for each accident D Professional Lmbfllty Insurance with limits of not less than $1,000,000 annual aggregate E CONSULTANT shall furnish insurance certificates or ~nsurance pohcles at the OWNER's request to evidence such coverages The insurance policies shall name the OWNER as an additional insured on all such policies to the extent that is legally possible, and shall contain a provlsmn that such insurance shall not be cancelled or modified w~thout thirty (30) days prior written notice to OWNER and CONSULTANT In such event, the CONSULTANT shall, prior to the effective date of the change or cancellatxon of coverage, dehver copras of any such substitute policies, furnishing at least the same policy hmlts and coverage, to OWNER ARTICLE XI ARBITRATION AND ALTERNATE DISPUTE RESOLUTION The part,es may agree to settle any dxsputes under this Agreement by submltttng the d~spute to arbitration or other means of alternate dispute resolution such as mediation No arbitration or alternate d~spute resolution arising out of or relatxng to, th~s Agreement ~nvolv~ng 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 th~s Agreement, either party may terminate th~s Agreement by providing thirty- (30) days advance written notice to the other party B Th~s Agreement may be terminated m whole or in part in the event of either party substantially falhng to fulfill its obhgations under this Agreement No such term~nation will be effected unless the other party ~s g~ven (1) written notice (delivered by certxfied mml, return receipt requested) of intent to terminate and setting forth the masons specifying the nonperformance or other reason(s), and not less than thirty (30) calendar days to cure the failure, and (2) an opportumty for consultation w~th the termmatxng party prior to termination C If the Agreement ~s termxnated prior to completion of the services to be prowded hereunder, CONSULTANT shall ~mmedmtely cease all services upon receipt of the written notme of term~natxon from OWNER, and shall render a final bill for servmes to the OWNER within twenty (20) days after the date of termination The OWNER shall pay CONSULTANT for all services properly rendered and satxsfactonly performed, and for reimbursable expenses prior to notice of termination being received by CONSULTANT, in accordance w~th Article V ofthxs Agreement Should the OWNER subsequently contract with a new consultant for the continuation of services on the ProJect, CONSULTANT shall cooperate ~n provt&ng information to the OWNER and to the new consultant If applicable, OWNER shall allow CONSULTANT a reasonable txme to transit~on and to turn over the Project to a new consultant CONSULTANT shall turn over all documents prepared or furmshed by CONSULTANT pursuant to th~s Agreement to the OWNER on or before the date of termination, but may mmntaln copies of such documents for ~ts files ARTICLE XIII RESPONSIBILITY FOR CLAIMS AND LIABILITIES Approval of the work by the OWNER shall not constitute nor be deemed a release of the responslblhty and habd~ty of the CONSULTANT, its officers, employees, agems, subcontractors, and subconsultants for the accuracy and competency of their designs or other work performed pursuant to thxs Agreement, nor shall such approval by the OWNER be deemed as an assumption of such respons~b~hty by the OWNER for any defect in the design or other work prepared by the CONSULTANT, ~ts pnnclpals, officers, employees, agents, subcontractors,and subconsultants ARTICLE XIV NOTICES All notices, communications, and reports required or permitted under this Agreement shall be personally dehvered to, or telecopled to, or mmled to the respective parties by depositing same in the United States mini at the addresses shown below, postage prepmd, certified mall, return receipt requested, unless otherwise spemfied hereto To CONSULTANT To OWNER Halff Assocmtes, Inc City of Denton, Texas George Prall, P E, Vice-President Howard Martin, ACM/Utd~tles 8616 Northwest Plaza Dnve 215 E McKlnney Dallas, Texas 75225 Denton, Texas 76201 Fax (214) 739-0095 Fax (940) 349-8120 All notices under this Agreement shall be effective upon their actual receipt by the party to whom such notice is given, or three (3) days after malhng of the notice, whichever event shall first occur ARTICLE XV ENTIRE AGREEMENT This Agreement consisting of ten (10) pages and three (3) attachments 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, understandings, and agreements which may have been made in connection with the subject matter of this Agreement ARTICLE XVI SEVERABILITY If any provision of this Agreement is found or deemed by a court of competent jurisdiction to be lnvahd or unenforceable, it shall be considered severable from the lemalnder of th~s Agreement, and shall not cause the remainder to be invalid or unenforceable In such event, the parties shall reform this Agreement, to the extent reasonably possible, to replace such stricken provision with a valid and enforceable provision which comes as close as possible to expressing the original intentions of the parties respecting any such stricken prowslon ARTICLE XVII COMPLIANCE WITH LAWS The CONSULTANT shall comply with all federal, state, local laws, rules, regulations, and ordinances apphcable to the work performed by CONSULTANT hereunder, as they may now read or as they may hereafter be amended ARTICLE XVIII DISCRIMINATION PROHIBITED In performing the services reqmred 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 CONSULTANT represents that ~t 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, nor have any contractual relations with the OWNER CONSULTANT shall immediately inform the OWNER in writing of any conflict of interest or potential conflict of interest that CONSULTANT may discover, or which may arise during the term of this Agreement B All servmes required hereunder will be performed by CONSULTANT or under its direct ~,~,~ ....... c0..~.~A,~..~ ,,, ~^ ~,.~.~.,.~o~ Page 7 of 10 supervts~on All personnel engaged m peffonmng the work prowded for tn th~s Agreement, shall be quahfied, and shall be authorized and permitted under state and local laws to perform such services ARTICLE XX AS SIGNABILITY The CONSULTANT shall not assign any interest ~n th~s Agreement and shall not transfer any tnterest ~n this Agreement (whether by asstgnment, novation or otherwtse) w~thout the prior written consent of the OWNER CONSULTANT shall promptly not~fy OWNER of any change of ~ts name as well as of any s~gmficant change tn tts corporate structure or tn tts operations ARTICLE XXI MODIFICATION No wmver or modfficat~on of th~s Agreement or of any covenant, condmon, hmttatton here~n contatned shall be vahd unless ~n writing and duly executed by the party to be charged therewith No evtdence of any watver or mo&ficanon shall be offered or recetved tn ewdence tn any proceedtng artstng between the pames hereto out of or affecting th~s Agreement, or the rights o~ obhgatmns of the parttes hereunder, unless such wmver or mod~ficanon ts ~n wnttng, duly executed The parttes further agree that the provtstons of thts Arncle will not be wmved unless as heretn set forth ARTICLE XXII MISCELLANEOUS A The following exhibits are attached to, ~ncorporated w~th~n, and are made a part of thts Agreement for all purposes pertinent Exh~bxt "A" -- Scope of Servmes Exh~b~t"B"-- Fee Summary Exhibit "C" - Proposed Salary Rate B CONSULTANT agrees that OWNER shall, until the exptratton of three (3) years after the final payment made by OWNER under th~s Agreement, have access to and the right to examine any d~mctly pemnent books, documents, papers and records of the CONSULTANT ~nvolwng transactions relating to th~s Agreement CONSULTANT agrees that OWNER shall have access dtmng normal working hours to all necessary CONSULTANT facflmes and shall be prowded adequate and appropriate worktng space ~n order to conduct examinations or audits ~n comphance w~th th~s Artmle OWNER shall g~ve CONSULTANT reasonable advance notme of all intended examinations or audits C Venue of any stat or cause of action under thts Agreement shall he exclusively tn Denton County, Texas Th~s Agreement shall be governed by and construed tn accordance w~th the laws of the State of Texas D For purposes ofth~s Agreement, the pames agree that George Prall, P E, Vine-President of CONSULTAN r ("Prall") shall serve as the ProJect Manager of CONSULTANT, respecnng thts engagement Th~s Agreement has been entered ~nto wtth the understanding that Prall s,~o ....... co~,..~,~,~*.~.,,. ,.~ ~s^ o~.~,~r~.~.,.~.~ Page 8 of 10 shall serve as lhe CONSULTANT's Project Manager and the key person serving the OWNER on tins Project Any proposed changes requested by CONSULTANT, respecting Prall serving as the key person on the ProJect, shall be subject to the approval of the OWNER, whtch approval the OWNER shall not unreasonably withhold Nothing herein shall limit CONSULTANT from using other qualified and competent members of its firm to perform the other services reqmred hereto, under ~ts supervision or control E CONSULTANT shall commence, carry on, and complete its work on the Project with all apphcable dispatch, and ~n a sound, economical, efficient manner, and in accordance with the prows~ons hereof In accompllsh~ngthe Project, CONSULTANT shall take such steps as are appropriate to ensure that the work involved is properly coordinated with related work being camed on by the OWNER F The OWNER shall assist the CONSULTANT by placing at the CONSULTANT's disposal all available ~nformation 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, pubhc and private property as required for the CONSULTANT to perform professional services under this Agreement OWNER and CONSULTANT agree that CONSULTANT is entitled to rely upon informatmn furmshed to It by OWNER without the need for further lnqmry or investigation into such information G The captmns of this Agreement are for informational purposes only and shall not in any way affect the substantive terms or cond~tions of this Agreement IN WITNESS WHEREOF, the City of Denton, Texas has executed this Agreement in four (4) original counterparts, by and through its duly-authorized City Manager, and CONSULTANT has e_xegcted this Agree.~en.t by an~ through its duly-authorized undersigned officer on this the / (] 'v~rg~ dayof {~w'-~4~.J_J ,1999 "CITY" CITY OF DENTON, TEXAS By ~a~(~ e l~lc{lael W( Jez, ~_~ M~lnager ATTEST JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY "CONSULTANT" HALFF ASSOCIATES, INC A Texas Corporation By Geor~ePral~,P F ,V~ce-Pres~dent ATTEST Secretar~d 8616 NORTHWEST PLAZA DR~VE DALLAS TEXAS 75225 l Halff Associates ~AX (2~4) 7390095 I~IO~ · ARCH]'rECTS · SCIENTISTS 1~ · SURVEYORS September 9, 1999 1008-99-0294 Mr PS Arora, PE City of Denton 901-A Texas Street Denton, Texas 76201 Re Graveyard Branch Santtary Sewer Dear Mr Arora Halff Assocmtes is pleased to submit th~s fee proposal and scope of work to promde eng~neenng serrates reqmred for the design of Graveyard Branch Samtary Sewer ma~n The construction plans will be prepared mn accordance w~th the C~ty of Denton requirements Standard City details and plan notes wall be used whenever apphcable Techmcal Spec~ficatmons will be prepared m accordance wah the C~ty of Denton reqmrements and NCTCOG Standard Spemficauons for Pubhc Works Construcuon We have included Exhmbmt 'A' Scope of Servmes and ExhibIt 'B' Fee Summary We trust you will find these acceptable We look forward to working w~th you on flus project Sincerely Yours, TI N · WATER RESOURCES ' LAND DEVELOPMENT MUNICIPAL ' ENVIRONMENTAL' STRUCT~ ~m~( TRANSPORTA 0 MECHANICAL ELECTRICAL SURVEYING ' GEOG~PHIC iNFORMATION SYSTEMS . ~ EXHIBIT A SCOPE OF SERVICES Halff Associates, Inc (Haiti), Is pleased to present the following Scope of Services for provtchng survey and engmeenng services for the Graveyard Branch Samtary Sewer for thc Ctty of Denton Below is an outhne of the major tasks we anticipate for tlus project Each task is d~scussed m detail in the pages that follow 100 Project Management 200 Alignment Study 300 Permits 400 Survey 500 Design 600 Construction Exclusions TASK 100 - PROJECT MANAGEMENT Halff Associates will manage and control tis professional services contract, to provide the most efficient completion of the project Under th~s task we will, provide scope, schedule and cost control services WORK EFFORT AND COORDINATION 1 Conduct project hckoffmeetmg to estabhsh project goals and objectives, review the project decision process, define anticipated work products, identify reformation needed to perform the work, :refine the project schedule and estabhsh points of contact and commumcatmn 2 Produce schedule for the various stages of the project 3 Attend monthly coordination meetings w~th C~ty of Denton staff as reqmred TASK 200 - ALIGNMENT STUDY (Specml Service) Halff Associates shall provide the Conceptual Design Analys~s for the valuation of a maximum of four (4) alternative samtary sewer ahgnments based on comblnanon of the Carter & Burgess and City ahgttments The analys~s will be summarized m a letter report submitted to the C~ty of Denton Project Management Team Coordinate the project with City staff and regulatory/resource agencies to prowde early identification of potential ~mplementatlon obstacles and to develop a "working consensus" of the final routing and project amenities Page I Subtask 201: Data Collection I Meet with City of Denton staffto review the design intent for the proposed ahgnment and schedule for comploUn8 design and construction 2 Review, as provided bY City°f Dent°n' available as'built' design and planmng mf°rmatl°n on existing and planned utfimes, transportation faciht~es, developments, and other surface and subsurface features within the area Review existing aerial photographs of the proposed alignment alternatives 3 Review available survey, ownership, and topographic data collected to date, as provided by the City of Denton 4 Prepare a &gltal baae map based on USGS Quadrangle sheets and available aerial photographs Subtask 202 - Alternative Alignments I Develop alternative pipeline routes 2 Tour the routes with City staff to identify special concerns and determine additional investigative work that may be required 3 Document pertinent data collected on base maps Conduct lmtlal field surveys (spot elevations) to supplement base map Note, detail surveys for design shall be conducted during design 5 Identify properties affected and determine the size and number of easements required for the pipeline routes investigated 6 Meet with the City of Denton Eng~neenng, Right-of-Way, and other departments to review the preliminary alignment, and identify necessary ad3ustments 7 Evaluate the alternative pipeline routes based on social, right-of-way availability, construetabihty, anticipated cost, and environmental factors Subtasl~ 205 - Ahgnment Fmaltgatton 1 Meet w~th C~ty of Denton for a I/2-day workshop to d~scuss and present alignment evaluations and prowde techmcal assistance to city staff in their selection of a preferred ahgnment 2 Attend and assist the City Staffwlth up to t~o (2) public meetings including presentanons of the preferred alignment to the Public Utiht~es Board, and City Council 3 Document and provide the C~ty of Denton the final pre[erred pipeline alignment TASK 300 * PERMITS (Special Service) Conduct field investigation for the permitting reqmrements for the entire project alignment Meet with the Corps of Engineers, TXDOT, and Railroad to ~dentffy specific requirements and to define the apphcatxon/review process for the permit(s), as required Prepare the necessary supporting documentation for the application(s) Assist C~ty of Denton in chscussions w~th the permitting agencies, as required, for the construction of the pipeline project Page 2 Subtask $01 - Cows of Engineers I Meet w~th the Corps of Engineers to identify specific requirements and to define the apphcation/rewew process 2 Coordinate w~th deel~n staff to clanfyplpehne route and define areas wherever the plpchne may impact a sensitive area 3 Conduct an Archeologlcal Survey of the proposed plpehn¢ route 4 Prepare the necessary documentation for submittal of a Section 404 Natmnwld¢ Permit No 12 to the Corps of Engineers 5 Develop a mitigation plan to offset the effects of construction of the proposed p~pchn¢ 6 Attend coordination meeting vath City Staff Subtask 302- Hydraulic Study 1 Identify locations of potential stream crossings (maximum 5) 2 Obtain available HEC-2 hydrauhc models of affected streams 3 Conduct field surveys to obtain hydraulic cross sections of affected streams 4 Perform a flood plain hydrauhc analysis of proposed aerial crossings (maximum 5) to determine design parameters and possible impact to adjacent properW owners 5 Attend coordination meeting w~th City Staff Subtask 303 - TxDOT and Radroad I Meet with the TXDOT and the Railroad to identify specific design requirements 2 Provide City with design sheets related to each permit TASK 400 - SURVEY (Special Service) Conduct the necessary field surveys for preparation of the alignment study, easements, design, and construction of the project Subtask 401 - Survey Control 1 Establish horizontal and vertical survey control (NAD83) utthzlng GPS technology 2 Set survey monumentatmn distributed along the proposed pipehne alignment Subtask 402 - Design Surveys 1 Obtain permission for access through private property 2 Conduct topographic survey of a 100' uade comdor along the concept plpehne alignment Note, additional field surveys will likely be required dunng preliminary design at locations where the final alignment may be located beyond the 100' survey comdor 3 Obtain necessary cross sections at proposed stream crossings 4 Tie all known affected properties and fence lines 5 Survey railroad markers and nearest structures (culverts, bridges, switches, etc ) as necessary for railroad permits 6 Survey all known parallel and crossing overhead and buried uuhty lines affecting the proposed pipeline 7 Develop detail survey basemap from field data Page 3 Subtask 40.t. Easement Preparation 1 Coordinate w~th Ctty of Denton to tdentlfy reqmrements for easement ldentfficatton and procurement based on final ahgnment 2 Ident~ reqmred eazements 3 Provtde necessary surveHng to rte property boundaries for preparation of easement documents 4 Prepare easement documents Includmg necessary exhibas and legal descnpttons Based on revtswns to Texas Board of Professxonal Land Surveying, Professtonal Land Surveying Practtces Act and General Rules of Procedures and Practices, dated July 1999, two types of easements can be prepared Type A If the easement traverses across a tract of land, not adjacent to a property hne, dtvtchng the parcel into two or more tracts field monumentanon of the easement comers ts reqmred Type B If the easement ts chrectly adjacent to the property line leavtng no gaps between the easement and the property hne, field monumentat~on of the easement comers ts not reqmred 5 Prepare right-of-way maps for enttre project Subtask 404 -Constructton Staktng I Estabhsh I set of project horizontal and vertical control points approximately every 2000 feet along the ahgnmcnt 2 Provide 1 set ofcenterhne "Cut Stakes" w~th offset, on 50 foot stattons and at manholes 3 Addtt~onal staking will be at the contractors expense TASK $00 - DESIGN Develop specific destgn features of the pipeline including the p~pehne plan and profile, manholes, h~ghway, roadway, utility, and river crossings, depressed samtary sewers, aerial crossings, and stream improvements Subtask 501 - Prehmtnary Design 1 Prepare prehmtnary plan and profile sheets for the recommended p~pehne ahgnment Plans will be prepared at 1 -50 H, 1"-5' V on 27" b 34" sheets 2 Confirm ptpe s~zes based on available grades, city provided flow rates and TNRCC reqmrement~ 3 Prepare prehm~nary plan for stream ~mprovements including erosion control and bank stabilization as reqmred 4 Identtfy utfltt~es to be protected and relocated 5 Prepare outhne ofconstructmn specfficauons 6 Prepare esttmate of construction quantttles and develop prehmmary estimate of probable COSt Page 4 7 Meet with C~ty to d~scuss prehmlnary plans, specifications, and estimates 8 D~stnbute prehmmary plans to local utahty compames for review Subtask 502 - Geotechmcal Investigation: 1 Conduct subsurface explorations of the proposed pipeline route Note, it ~s assumed soil bonngs will be conducted as follows 9 bonngs to 30 feet depth, 10 bonngs to 20 feet depth, 10 bonngs to 15 feet depth, and 11 bonngs to 10 depth 2 Conduct necessary subsurface explorations at four (4) proposed stream crossings 3 Prepare soil logs and conduct laboratory analysis to determine general soil and ground water condItions 4 Provide recommendations for foundation type, depth and allowable loading for aenal crossing 5 Prepare report of findings Subtask 503 -Flnal Design 1 Finalize prehmmary plans by incorporating City, regulatory agencies, and utility companies comments 2 Prepare special details (1 e manholes, special utxhty crossings, aerial crossings, etc) 3 Prepare survey control data sheet 4 Develop Traffic Control plan 5 Finalize technical specfficatlons 6 Submit final construcnon plans and techmcal specification secnons to the C~ty for final review 7 Address City's final comments and provide F~nal Constmcuon plans and techmcal specifications to the City Submittal of all plans and specifications wall be prepared on Mmrostalon CADD (AutoCADD 14 companble), and MS Word, respectfully Digital files and one set ofreproducabtes of the final documents will be prowded to City on CD ROM and appropriate medm TASK 600 - Construction Subtask 601 - Bidding To provide assistance to the City of Denton throughout the bidding phase to clarify the intent of the construction documents and evaluate bids I Participate in one (1) pre-bid conference 2 Respond to design-related mqmnes from C~ty and bidders to clarity the intent of the contract documents Prepare and submit addenda to City In accordance w~th established procedures and format Page 5 $#bta~k 602. Construction Provide construction pha~¢ asststance to Cfly of Denton including meeting attendance It,s anticipated that the City of Denton will perform the construction management and mspectton services for the project 1 Attend one prc-constructwn conference and one neighborhood meeting 2 Respond to Request for Information/Clarification on t~chmcally complex ~ssues related directly to design 3 Participate in final mspectlon as required (one day maximum) at thc completion of the project 4 Prepare record drawing from ~nformat~on prowded by the Pro~'arn Manager Provide Program ManaEer with final record drawings on CD ROM Page 6 The following exclusions are not included with the "Scope of Services" for the dCSlgll of the Graveyard Branch Sanitary Sewer 1 Reproduction of Contract Documents for bidding and construction (To be provided by the City) 2 Quality control and material testing services dunng construction (to be provided by the City), 3 Landscape arcbatecture and related details, 4 All surveying, not specifically identified within the "Scope of Services" 5 Filing fees, permit fees and tax on surveys, 6 Enwronmental evaluations, investigations, assessments, and impact statements, except as related to 404 permitting, 7 Traffic engineering report or studies, ,, f 8 Construction admlmstratlon except as specifically identified within the Scope o Services, 9 Design for relocation, adjustment and/or demolition of existing improvements, or infi-astructure, 10 Paving design or details, 11 Prepaxat~on of Stormwater Pollution Prevention Plans, 12 Testir~g and laboratory analysis, construction observation and or quality control, Page 7 EXHIBIT B FEE SUMMARY BASIC ENGINEERING DESIGN FEE OPINION OF PROBABLE CONSTRUCTION COST $ 2,800,000 TSPE Curve AB 5 80% Basic Fee $ 162,400 15% Fee Reduction (Constr) $ (24,360) TOTAL BASIC DESIGN FEE (Lump Sum) $ 138,040 SPECIAL SERVICES TASK 200 - ALIGNMENT STUDY (Lump Sum) $ 14,500 2 - Meetings/Prasenta1 t~ons ($1,000 00 each) $ 2,000 TASK 300 - PERMITS Subtask 301 ~ 404 Permit (Hourly) $ 12,000 - Archeologic Study (Lump Sum) $ 2,000 Subtask 302 - Hydraulic Study (Hourly) $ 15,000 TASK 400 - SURVEY Subtask 202 4 Supplemental Survey (Lump Sum) $ 5,000 Subtask 401 (GPS Control) (15 @ $400 00 ea ) $ 6,000 Subtask 402 Design Survey (Lump Sum) $ 32,000 Subtask 403 - 10 Esmt, Type A,($1200 ea ) $ 12,000 - 10 Esmt, Type B,($900 ea ) $ 9,000 Subtask 404 0 Construction Staking (0 60/LF) $ 12,000 TASK 500 - DESIGN Subtask 502 - Geotechnical (CostI $ 22,100 TOTAL SPECIAL SERVICES $ 143,600 CONSTRUCTION SERVICES TASK 600 - CONSTRUCTION Subtask 601 - Bidding (Hourly) $ 2,500 Subtask 602 - Construction (Hourlyt $ 9,300 TOTAL CONSTRUCTION SERVICES FEE $ '11,800 TOTAL FEE $ 293,440 B-3B-1 · Graveyard Branch Sanitary Sewer Denton, Texas PROPOSED SALARY RATE September 1999 - September 20000 Project Manager $ 135 00 Sr Project Manager $ 100 00 Project Engineer $ 6~- 00 Envlro Scientist 5; 64 00 CADD Tech 5; 60 00 Clerical $ 47 00 Survey Crew $ 96 00 DlRECT COSTS Actual Cost x ! 05