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1996-138d \~PDOCS\ORD\BZNKLFY ORD AN ORDINANCE OF THE CITY OF DENTON AUTHORIZING THE CITY MANAGER TO EXECUTE CONTRACT BETWEEN THE CITY OF DENTON AND BINKLEY & BARFIELD, INC.; AUTHORIZING THE EXPENDITURE OF FUNDS; AND DECLARING AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: ~ That the City Manager is hereby authorized to execute a contract between the city of Denton and Blnkley & Barfleld, Inc. for civil Engineering Services for replacement of the existing culvert on Kerley Street. S_~ That the City Manager is hereby authorized to expendlthe funds as specified in the contract. ~ That this ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the/~day of ~, 1996. ATTESTI: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: HERBERT L. PROUTY, CITY ATTORNEY CITY OF DENTON ENGINEERING SERVICES AGREEMENT This agreement, Is made and entered into by and between the City of Denton, Texas, a mumc~pal corporation, hereinafter referred to as "CITY" and BINKLEY & BARFIELD, INC, hereinafter referred to as "ENGINEER" acting by and through their duly authorized representatives The terms of this Agreement shall be admunstered on behalf of the City by its Director of Engineering and Transportation or his designated representative hereinafter referred to as "D~rector" WITNESSETH The CITY hereby contracts for the services of ENGINEER to prepare construction plans, specifications, details, and special provisions for Kerlv, Street Culvert located m the City of located in the City of Denton, Denton County, Texas, hereinafter called the "PROJECT" I EMPLOYMENT OF THE ENGINEER The City agrees to retain the Engineer, and the Engineer agrees to perform professional engineering services in connection with the ProJect as set forth in the paragraphs following, with diligence and in accordance w~th the usual professional standards customardy obtained for such services in the State of Texas, and the City agrees to pay, and the Engineer agrees to accept fees as specified m the paragraphs following as full and final compensation for the work accomplished II SCOPE OF SERVICES The scope of the work is set forth in Exhibit A, attached to and made part of this Contract for all purposes Deviations from the scope of work may be authorized from time to tn'ne by the City by written author~zatlon III SCHEDULE OF WORK The Engineer agrees to begin work ~mmed~ately upon execution of this Contract and to proceed diligently with said work to completion, as described in Exhibit B, attached hereto and made a part of this contract for all purposes Th~s agreement may be sooner terminated in accordance with the provisions hereof Tune is of the essence ~n this agreement The engineer shall make all reasonable efforts to complete the services set forth herein as expedmously as possible and to meet the schedule of work herein established IV COMPENSATION AND METHOD OF PAYMENT Payment to the Engineer for services rendered will be made monthly based upon the Engineer's monthly progress report and itemized and certified statements on an invoice form that is acceptable to the City Monthly statements should include authorized non-salary expenses with supporting itemized ~nvoices and shall be submitted to the City on or about the fifteenth (15) day of each month Compensation for the services of the Engineer will be as set forth in Exhibit C, which ~s attached hereto and made a part of this contract for all purposes The itemized and certffied statements shall show the total mount earned to the date of submission and the amount due and payable as of the date of the current statement Final payment of any money due shall be made to the Engineer after satisfactory completion of all services and obhgat~ons covered m this contract, including acceptance of design by the City The final payment does not relieve the Engineer of his responsibility of correcting any errors and/or omissions resulting from his negligence during the design as well as the construction of the project Nothing contained in this section shall require the City to pay for unsatisfactory, as reasonably determined by the Director, or which is not submitted in compliance of the contract, or when the engineer is in default under this contract V INFORMATION TO BE PROVIDED BY THE CITY The City agrees to furmsh the information set forth in Exhibit D, attached to and made a part of this Agreement for all purposes, prior to the Engineer's beglnmng work VI PROGRESS REPORTS The Engineer shall submit monthly progress reports and attend monthly progress meetings scheduled by the City Each report shall outline work accomplished and special problems or delays encountered on the ProJect during the previous report period, and the planned work aCtlWtles and special problems or delays anticipated for the next report period VII INSURANCE A The Engineer agrees to furnish, Engineer's Workman's Compensation m accordance with statutory requirements and Professional and Employer's Llabihty Insurance for bodily injury and property damage in amounts satisfactory to the City but not less than $1,000,000 annual aggregate, and agrees that such coverage shall be maintained during the term of this Contract The Engmeer shall be responsible for deterunmng that its subcontractors, where permitted, lhkewlse carry and maintain adequate insurance coverage B All such insurance shall be maintained with an insurance company licensed to do business m Texas with a rating of A- or above with Best The insurance pohcles shall name the City as an additional insured and contain a provision that such insurance shall not be cancelled or modffied without 30 days prmr written notice to the City VIII LIABILITY The Engineer will and does hereby agree to indemnify and hold harmless the City and ItS officers, agents, and employees, from any and all damages, loss or hablhty of any kind whatsoever, including bodily injury, property damages, court costs and reasonable attorney's fees, by reason of injury to third persons occasioned by any negligent act, error or omission of the Engmeer, its agents, employees, or other person for whom the Engineer is legally liable, in rendering or failing to render professional services with regard to the performance of this Agreement The Engineer will, at his cost and expense, defend and protect the City against any and all such claims and demands arising out of the negligent performance of the Engineer, as agents, employees or other persons for whom the Engineer is legally liable, in connection with work performed under this Agreement IX INDEPENDENT CONTRACTOR In the performance of work or services hereunder, the Engineer shall be deemed an independent contractor not under the dlreet control and superwslon of the City, and any of its employees performing work reqmred hereunder shall be deemed solely employees of the Engineer, or its subcontractors where perrmtted X SUBCONTRACTS In fulfxlhng its duties pursuant to this Contract, the Engineer may subcontract to md~wduals, corporations, orgamzatlons, governments or governmental subdivisions or agencies, partnerships, assoclattons or other legal entxtles Such subcontracts will be entered into only with written approval from the Cxty Subcontractors are listed in Exhibit E, which is attached to and made part of th~s contract for all purposes XI TRANSFER OF INTEREST Neither the City nor the Engineer may assign or transfer their individual interests in the Contract without the written consent of the other party The City and the Engineer each binds itself and Its successors and assigns to the other party with respect to all covenants of th~s Contract Nothing herein is to be construed as ereatxng a personal liability on the part of any offxcer or agent of the City XII AUDITS AND RECORDS At any tune during normal business hours and as often as the City may deem necessary, the Engineer shall make available to representatives of the City for examination all of its records w~th respect to all matters covered by the Contract and wxll permit representatives of the Cxty to audit, examine and make excerpts or transcripts from such records and to make audits of all contracts, invoices, materials, payrolls, records of personnel, conditions of employment and other data relating to all matters covered by this Contract, for a period of three (3) years from the date of final settlement or for such other or longer period, d any, as Is required by apphcable statute or lawful requirements XIII EQUAL EMPLOYMENT OPPORTUNITY The Engineer shall not discriminate against any employee or applicant for employment because of race, color, religion, sex or national origin The Engineer shall take affirmative action to ensure that appheants are employed, and that employees are treated during employment, without regard to their race, color, rehgxon, sex or national orxgln Such action shall include, but not be lunlted to, the following Employment, upgrading, demotions or transfers, recruitment or recruitment advertising, layoffs or terminations, selection for traimng, ~ncludxng apprentxceshlps, and participation m recreational aetlvltaes The Engineer agrees to post m conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondlscrumnation clause The Engineer will, in all solicitations or advertisements for employees placed by or on behalf of the Engineer, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex or national origin The Engineer will cause the foregoing provlsxons to be inserted m all subcontracts for any work covered by the Contract so that such provision wxll be binding upon each subcontractor, excepting that the foregoing provisions shall not apply to contracts or subcontracts for standard commercial supplies or raw materials The Engineer shall keep such records and submit such reports concermng the racial and ethmc origin(s) of apphcams for employment and employees as the law may require The Engineer agrees to comply with such rules, regulations or guidelines as may be issued to maplement these requirements XIV CONTRACT TERMINATION Either party may terminate this Contract upon giving written notice to the other party at least thlr~ (30) days prior to the date of termination In the event of termination, the Engineer shall deliver to the City all flmshed or unfimshed documents, data, studies, surveys, drawings, maps, models, reports, photographs, ere, prepared by the Engineer under this Contract The Engineer shall be entitled to receive just and equitable compensation for any work satisfactorily completed m accordance with the provisions of this agreement prior to termination Should the City subsequently contract with a new consultant for continuation of services on the project, the Engineer shall cooperate in providing information XV COST ESTIMATES Cost esUmates prepared by the Engineer represent its best judgement as a design professional familiar with the construction industry It is recogmzed, however, that the Engineer has no control over the cost of labor, materials or equipment, over the Contractor's method of determlmng bid process, or over competitive bidding or market conditions Accordingly, the Engineer cannot and does not guarantee that bids will not vary from estimates prepared by him But nothing herein shall relieve the Engineer from diligently using his best efforts to provide an accurate estimate of the probable construction cost of the project XVI OWNERSHIP OF DOCUMENTS All documents, including original drawings, estimates, specifications, field notes and data are and shall remain the property of the City, and the City shall have the right to access and use of all such data related to the project The Engineer shall have the right to retain copies of all such documents The Engineer will provide a complete set of reproducible mylars of the completed drawings plus magnetic disks contalmng the roadway plan and profile drawings on AutoCAD to the City at no additional cost to the City The City understands and agrees that if It uses these documents on other projects, that it does so at its own risk and the Engineer shall not be hable to the City for any failure of these documents regarding other projects XVII SPECIAL PROVISION This instrument contains the entire Agreement between the City and the Engineer, except as adflltlonally stated an Exlublts A through E XVIII RIGHT-OF-ACCESS The City will furnish right-of-access on the land for the Engineer to perform the required surveys, or other necessary investigations The Engineer will take reasonable precautions to mmnnlze damage to the land m the performance of such surveys and investigations The City will explain to land owners that some damage to vegetation may be unavoidable when obtalmng access to the site, and in performance of survey activities XIX MAILING ADDRESSES All notices and commumcations under this Contract to be marled or delivered to the City shall be sent to the address of the City as follows, unless and until the Engineer is otherwise notifaed Mr Jerry Clark, P E Cxty of Denton City Hall West 221 North Elm Denton, Texas 76201 All notices and commumcatlons under this Contract to be marled or delivered to the Engineer shall be sent to the address of the Engineer as follows, unless and until the City as otherwise noUfied Fred Balster. P E BINKLEY & BARFIELD. INC 12860 Hfllcrest Road. State 222A Dallas, Texas 75230-1519 Any not,ecs and commumcatlons required to be gaven in writing by one party or the other shall be consadered as having been given to the addressee on the date the notice or commumcataon as posted by the sending party XX CONTRACT AMENDMENTS The part,es hereto, wathout invalidating this Contract, may alter or amend this Contract upon advance written agreement of the parties XXI RESPONSIBILITY FOR CLAIMS AND LIABILITIES Approval by the City shall not constitute nor be deemed a release of the responsIblhty and liability of the Engineer, ~t's employees, assocaates, agents, and consultants for the accuracy and competency of their desagns or other work, nor shall such approval be deemed to be an assumptxon of such responsibility by the Caty for any defect in the design or other work prepared by the Engmeer ars employees, subcontractors, agents, and consultants XXII VENUE Venue of any stat or cause of actaon under this contract shall he exclusavely In Denton County, Texas Thxs contract shall be construed in accordance w~th the laws of the State of Texas XXIII NO BENEFITS Nothing under this Contract shall be construed to gave any rights or benefits m this contract to anyone other than City and Engineer and the duties and responsibflmes undertaken are not for the benefit of any other party XXIV COMPLIANCE WITH LAWS Engmeer shall fully comply with all applicable Federal, State, and local laws XXV CAPTIONS The captions of th~s contract are for mfurmat~onal purposes only and shall not in any way affect the substantive terms or conditions of this contract Executed ~n two (2) counterparts, each of which is deemed to be an original and as of the day and date first written m fins contract IN WITNESS WHEREOF, the C~ty of Denton, Texas, by its duly authorized C~ty Manager and engineer, has executed fins Agreement through its duly authorized undersigned officer on the dayof CITY CONTRACTOR The C~ Texas BINKLEY & B~IRFIELD. INC C~ty Manager lfired Baister, P E Engineer-Manager 6 EXHIBIT A BASIC SERVICES The scope of services includes civil engineering serwces for the preparation of construction plans for the replacement of an ex~st~ng culvert on Kerly Street and a bike path The project would mclude reconstruction of a portion of Kerly Street, channehzatlon, and relocation of uttht~es SPECIAL SERVICES Topographic survey of the site and settmg control points for the contractor's surveyor ADDITIONAL SERVICES If additional services are required for the project, the fees will be agreed upon by both parties prior to execution of those services Fee payment will be by percentage of completion EXHIBIT B The schedule for completion of the design ~s 120 calendar days EXHIBIT C BASIC SERVICES LUMP SUM FEES Construction Plans and Bid Documents $14,000 00 SPECIAL SERVICES Topographic Survey $ 1,500 00 Expenses $ 1,400 00 Total $ 16,900 00 EXHIBIT D Items to be furnished by the City 1 Horizontal and vertical control data 2 As built plans of the existing infrastructure 3 B~ke path approvals EXHIBIT E Subcontractor L~st JOM, Inc - Survey Services