1990-1152963L
ORDINANCE NO. :&Atr
AN ORDINANCE AUTHORIZING THE MAYOR TO EXECUTE AN AGREEMENT BETWEEN
THE CITY OF DENTON AND ALAN PLUMMER AND ASSOCIATES, INC. FOR PRO-
FESSIONAL ENGINEERING SERVICES; APPROVING THE EXPENDITURE OF FUNDS
THEREFOR; AND PROVIDING FOR AN EFFECTIVE DATE.
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION I. That the City Council hereby approves and autho-
rizes the Mayor and City Secretary to execute and attest, re-
spectively, the agreement between the City of Denton and Alan
Plummer and Associates, Inc. for the design of wastewater treat-
ment facilities at the Pecan Creek Wastewater Treatment Plant,
under the terms and conditions contained in said agreement which
is attached hereto and made a part hereof.
SECTION II. That the City Council authorizes the expenditure
of funds in the manner as specified in the agreement, not to exceed
one Hundred Eighty-Seven Thousand Six Hundred Ninety-Nine and
No/100 ($187,699) Dollars.
SECTION III. That this ordinance shall become effective
immediately upon its passage and approval.
PASSED AND APPROVED this the L/~ day of 1 , 1990.
BOB CASTLEBERRY,
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
r
BY
APPROVED AS TO LEGAL FORM:
DEBRA ADAMI DRAYOVITCH, CITY ATTORNEY
c
BY:1 Ln~
2962L
ENGINEERING SERVICES AGREEMENT
FOR THE DESIGN OF
PECAN CREEK WASTEWATER TREATMENT PLANT
THI;ij AGREEMENT is made and entered into as of the day
of , 1990, by and between the City of Denton, with
its princi 1 office at 215 East McKinney Street, Denton, Denton
County, Texas 76201, ("OWNER") and Alan Plummer and Associates,
Inc., with its principal office at 841 West Mitchell Street,
Arlington, Tarrant County, Texas 76013, hereinafter called the
("ENGINEER") acting herein, by and through its representative,
duly authorized so to act for and in behalf of said ENGINEER.
WITNESSETH, that in consideration of the covenants and agree-
ments herein contained, the parties hereto do mutually agree as
follows:
ARTICLE I
EMPLOYMENT OF ENGINEER
The OWNER agrees to employ the ENGINEER, and the ENGINEER agrees
to perform professional engineering services in connection with
the Project as stated in the sections to follow, and for having
rendered such services, the OWNER agrees to pay to the ENGINEER
compensation as stated in the section to follow.
The Project shall include design of wastewater treatment
facilities at the Pecan Creek Wastewater Treatment Plant (WWTP).
The ENGINEER agrees to exercise the same degree of care, skill and
diligence in the performance of these services as is ordinarily
provided by a professional consultant under similar circumstances
and ENGINEER shall, at no cost to OWNER, "reperform" services
which fail to satisfy the foregoing standard of performance.
ARTICLE II
PERIOD OF SERVICE
This Agreement shall become effective upon execution by the
OWNER and the ENGINEER and shall remain in force for the period
which may reasonably be required for the design, award of con-
tract, and construction of the Project, including Additional
Services and any required extensions approved by the OWNER.
ARTICLE III
BASIC ENGINEERING SERVICES
The ENGINEER shall render the following professional services
for development of the PROJECT:
PHASE I - EVALUATION AND PRELIMINARY DESIGN PHASE
Upon execution of this Agreement the ENGINEER shall:
A. Consult with OWNER: (1) to review the scope of work, (2)
to verify the OWNER's requirements for the Project, and
(3) to review available data.
B. Advise OWNER as to the necessity of OWNER's providing or
obtaining data or services from others, and assist the
OWNER in connection with any such services.
C. Prepare a flow chart showing key project milestones in-
cluding Phase I through III. The flow chart will be
updated monthly and sent to the OWNER. The ENGINEER
understands that the OWNER desires the final construction
phase of the project (facilities required to meet the new
wastewater discharge permit requirements at a flow rate of
12 MGD) to be in operation within 30 months of issuance of
the new wastewater discharge permit; however, the OWNER
acknowledges that the ENGINEER is only one of the many
parties involved in the project and that the ENGINEER
cannot assure completion of the project by a specific date.
D. All formal workshops and quality control reviews will be
held in the ENGINEER's office.
E. Perform an Uprating Evaluation of the Pecan Creek Waste-
water Treatment Plant. The Uprating Evaluation would
consist of the following tasks:
Plant Uprating Evaluation
1. Collect three to five years of daily plant operating
records including (if available):
a) influent flow, BOD, TSS, NH3-N
b) effluent (discharge) flow, BOD, TSS, NH3-N
c) BOD, TSS, NH3-N into aeration basins
d) MLSS in basins, sludge return rate, waste sludge
flow, DO, total air flow
2. Review treatment plant historical operational data in-
PAGE 2
eluding BOD and suspended solids removal in the primary
and secondary treatment systems, aeration basin solids
levels, and other pertinent information relevant to
operation of the treatment plant.
3. Determine the capacity of the various treatment units
based on Texas Water Commission design criteria.
4. Design a detailed sampling and testing program to gather
additional plant performance data required to support an
uprating of the treatment plant capacity. The detailed
sampling and testing program will be performed by the
OWNER or an independent testing laboratory employed by
the OWNER.
5. Evaluate operation procedures and identify O&M concerns.
6. Conduct a workshop with the OWNER to review the data and
determine the requirements for any further testing pro-
grams.
7. Perform aeration system efficiency testing based on
Oxygen Uptake Rate (OUR) Steady State analysis.
8. Calculate allowable loading rates for each treatment
unit based on operating data and actual operating
conditions.
9. Determine appropriate influent design loadings based on
statistical analysis of influent data.
10. Determine hydraulic capacity of treatment units and
capacity of existing air blower system.
11. Determine maximum loading for each treatment unit to
meet required permit.
12. Determine sizing for equalization basin based on plant
peak flow records.
13. Determine actual plant capacity rating based on the
revised permit limits.
14. Prepare Technical Memorandum presenting the results of
the Uprating Evaluation for review by the OWNER and the
technical review committee.
15. Perform Quality Control review of plant uprating
evaluation.
16. Present ten copies of final evaluation results to OWNER.
PAGE 3
17. Attend one (1) meeting with Texas Water Commission
(TWC) staff in Austin to review the results of the
plant evaluation study and discuss the proposed
uprating of the wastewater treatment plant.
F. Prepare a Preliminary Design Report containing schematic
layouts and sketches as follows:
Preliminary Design Report
1. Develop schematic layout of new aeration equipment in
the north aeration basins and dechlorination facil-
ities.
2. Develop sizing, piping, and preliminary layout of sludge
belt press facility included in the 1990 Wastewater
Treatment Plant Master Plan. (Consideration will be
given to the impact of the Enviro sludge disposal method
on the building layout.)
3. Determine location, sizing, and piping required for
equalization basin.
4. Determine hydraulic improvements necessary to treat
plant flows.
5. From plant uprating evaluation, recommend improvements
required to meet discharge permit parameters at existing
flow.
6. Prepare itemized list and schematic layouts of treatment
unit improvements necessary for increased capacity to 15
MGD and the additional capacity and an opinion of pro-
bable cost associated with each improvement. These
improvements are to be based on codisposal of waste
activated sludge in the municipal landfill.
7. Review the support facilities and buildings recommended
in the 1990 Wastewater Treatment Plant Master Plan with
the OWNER. Based on the need for improved support facil-
ities and buildings, as determined by the OWNER, include
the cost shown in the Master Plan for these facilities
in the opinion of cost for the project.
8. Based on projected flows shown in the 1990 Wastewater
Treatment Plant Master Plan or updated by the OWNER,
develop an implementation schedule of further improve-
ments to meet projected demands.
9. Develop a conceptual layout drawing of the ultimate site
development based on the City receiving a more stringent
PAGE 4
discharge requirement for phosphorous removal. The 1990
Wastewater Treatment Plant Master Plan layout for 20 MGD
will be used as the basis for developing the overall
ultimate site development plan. The plan will address
on-site liquid and solids treatment; however, sludge
disposal by landfilling or other means will not be
addressed in this study.
10. Develop recommended initial construction project with
opinions of probable cost and submit Draft copy of
Preliminary Design Report for review by the OWNER and
technical review committee.
11. Perform Quality Control review for Preliminary Design
Report.
12. Prepare twenty-five (25) copies of
Design Report for submittal to th
tion of the Uprating Evaluation
Design report will be made to the
Board and Denton City Council, a
presentations, in Denton.
the final Preliminary
e OWNER. A presenta-
and the Preliminary
Denton Public Utility
total of two formal
13. Attend two (2) meetings with TWC staff in Austin: one
to present the initial approach to the project and one
to present the final proposal for uprating plant capacity
and preliminary design of proposed improvements.
G. Phase II - Detailed Design Phase
The scope of work for this phase is a general outline of
services to be provided and is based on the understanding of
the project at this time. Upon completion of Phase I,
Evaluation and Preliminary Design Phase, a detailed scope
of work for Phase II, Detailed Design Phase, will be
furnished to the OWNER.
After written authorization from the OWNER, the ENGINEER
shall provide professional services in this phase as follows:
1. Prepare detailed plans, specifications, contract docu-
ments, designs, and layouts of improvements to be
constructed. Surveys, if furnished, are Additional
Services.
2. Provide the OWNER with advice, when requested, with res-
pect to the making of all subsurface investigations,
including borings, test pits, soil resistivity surveys,
and other subsurface explorations; however, the making
of such investigations and the interpretations of data
and reports by special consultants are not a part of
PAGE 5
the services to be rendered by the ENGINEER, and the
cost therefore shall be paid by the OWNER.
The ENGINEER shall monitor and
testing laboratories and inspect
for the testing or inspection of
tests, factory testing, etc., for
cost of such laboratory tests or
paid by the OWNER.
review the work of
ion bureaus required
materials, witnessed
the Project, but the
inspection shall be
3. Furnish the OWNER, when requested, the engineering data
necessary for applications for routine permits required
by local, state and federal authorities. Preparation
of detailed applications and supporting documents for
government grants planning advances, or discharge permit
renewals will be provided as Additional Services, if
required.
4. Submit plans, specifications, and contract documents to
the applicable federal and state agency(s) for approval,
where required.
5. Furnish such information necessary to utility companies
whose facilities may be affected or services may be
required for the Project.
6. Prepare revised opinion of probable construction cost,
and bidder's proposal forms (project quantities) of the
improvements to be constructed.
7. Conduct Quality Control (QC) workshops utilizing senior
staff members with experience acceptable to the OWNER.
QC workshops are to be held at approximately 30, 60 and
95 percent complete milestones of Phase II Detailed
Design.
8. Furnish the OWNER three (3) sets of copies of plans,
specifications, and bid proposals marked "Preliminary"
for approval by the OWNER. Upon final approval by the
OWNER, the ENGINEER will provide the OWNER ten (10) sets
of copies of "Final" plans. As directed by the OWNER,
additional sets of plans, specifications and bid docu-
ments as are necessary in the receipt of bids for con-
struction and as are required in the execution of the
project, shall be furnished by the ENGINEER and shall
be paid for by the OWNER at actual cost of reproduction.
H. Phase III - Construction Phase Services
Prior to completion of the detailed phase and approval of
"Final" plans and specifications by the OWNER, a detailed
PAGE 6
scope of work for Phase III, Construction Phase Services,
will be furnished to the OWNER.
After written authorization from the OWNER, the ENGINEER
will proceed with the performance of services in this
phase as follows:
1. Assist the OWNER in securing bids, issuing notice to
bidders and notifying construction news publications.
The notice to bidders will be furnished to the OWNER
for publication in the local news media. The cost for
publications shall be paid by the OWNER.
2. Assist the OWNER in the opening, tabulation, and
analysis of the bids received and furnish recommenda-
tions on the award of contracts or the appropriate
actions to be taken by the OWNER.
3. Assist in the preparation of formal contract documents
for construction contracts.
4. Assist in conducting pre-construction conference(s)
with the Contractor(s), review construction schedules
prepared by the Contractor(s), and prepare a proposed
estimate of monthly cost requirements of the project.
5. Make two visits each month of the site (as distinguished
from the continuous services of a Resident Project Rep-
resentative) to observe the progress and the quality of
work and to attempt to determine in general if the work
is proceeding in accordance with the contract documents.
In performing these services, the ENGINEER will endeavor
to protect the OWNER against defects and deficiencies
in the work of Contractors. The ENGINEER will report
any observed defects or deficiencies immediately to the
OWNER. However, it is understood that the ENGINEER
does not guarantee the Contractor's performance nor is
he responsible for supervision of the Contractor's
operation and employees. ENGINEER shall not be respon-
sible for the means, methods, techniques, sequences or
procedures of construction selected by Contractor or
the safety precautions and programs incident to the
work of the Contractor.
6. Consult and advise with the OWNER during construction,
make recommendations to the OWNER regarding materials
and workmanship, and prepare change orders with OWNER's
approval.
7. Review samples, catalog data, schedules, shop drawings,
laboratory, shop and mill tests of material and equip-
PAGE 7
ment and other data pursuant to the General Conditions
of the Construction Contract.
8. Assist the OWNER in arranging for testing of materials
and laboratory control during construction to be con-
ducted at the OWNER's expense.
9. Interpret the intent of the plans and specifications for
the OWNER and Contractor(s). Investigations, analyses,
and studies requested by the Contractor(s) and approved
by the OWNER, for substitutions of equipment and/or
materials or deviations from the plans and specifica-
tions will be considered an additional service. NOTE:
Such studies conducted by the ENGINEER, if determined
to be inadequate, due to incompleteness of ENGINEER pre-
pared plans and specifications, will be redone without
additional compensation. Any defective designs, plans
or specifications furnished by the ENGINEER shall be
promptly corrected by the ENGINEER at no cost to the
OWNER.
10. Review and comment on monthly and final estimates for
payment to Contractor(s), pursuant to the General Condi-
tions of the Construction Contract.
11. Conduct, in company with the OWNER's representative, a
final inspection of the Project for conformance with
the design concept of the Project and general compliance
with the contract documents, and review and comment on
the certificate of completion and the recommendation
for final payment to the Contractor(s).
12. Revise the construction drawings in accordance with the
information furnished by construction Contractor(s)
reflecting changes in the Project made during construc-
tion. One set of reproducible prints of "Record Draw-
ings" shall be provided by the ENGINEER to the OWNER.
13. The ENGINEER will contact the OWNER's operating staff
ten (10) months after the date of final acceptance to
determine warranty items to be addressed by the
Contractor.
ARTICLE IV
ADDITIONAL SERVICES
Additional services to be performed by the ENGINEER, if auth-
orized by the OWNER, which are not included in the above described
basic services, are described as follows:
PAGE 8
A. Field Surveying required for the preparation of designs,
drawings and plans including topographic survey of the
plant site.
B. Field layouts or the furnishing of construction line and
grade surveys.
C. Investigations involving detailed consideration of opera-
tion, maintenance and overhead expenses, and the prepara-
tion of rate schedules, earnings and expense statements,
feasibility studies, appraisals, evaluations, assessment
schedules, and material audits or inventories required for
certification of force account construction performed by
the OWNER.
D. Making necessary property, boundary and right-of-way sur-
veys, preparation of easement and deed descriptions, in-
cluding title search and examination of deed records.
Providing a land agent or public relations specialist to
assist the OWNER in obtaining easements.
E. Preparing applications and supporting documents for govern-
ment grants, loans, or planning advances and providing data
for detailed applications.
F. Providing shop, mill, field or laboratory inspection of
materials and equipment.
G. Preparing any required operation and Maintenance Manuals or
conducting operator training and preparing Environmental
Impact Assessments or Statements.
H. 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.
I. Furnishing the services of a Resident Project Representa-
tive to act as the OWNER's on-site representative during
the construction phase, if requested by the OWNER. If the
ENGINEER is requested to visit the site more frequently
than two (2) visits each month as set forth in Section
III, Paragraph H.5, the requested visits shall be con-
sidered as an Additional Service and the ENGINEER shall be
entitled to additional compensation. If OWNER desires the
service of a resident project engineer, a separate
agreement shall be executed by the parties.
J. Assisting the OWNER in claims disputes with Contractor(s).
K. Performing investigations, studies and analyses of substi-
PAGE 9
tutions of equipment and/or materials or deviations from
the plans and specifications.
L. Assisting OWNER or Contractor in the defense or prosecu-
tion of litigation in connection with or in addition to
those services contemplated by this Agreement. Such ser-
vices, if any, shall be furnished by ENGINEER on a fee
basis negotiated by the respective parties outside of and
in addition to this Agreement.
M. Sampling, testing or analysis beyond that specifically
included in Basic Services.
N. Preparing copies of Computer Aided Drafting (CAD) elec-
tronic data bases, drawings, or files for the OWNER's use
in a future CAD system.
0. Providing video camera with video tapes of construction
phase to be used as a historical record and for operator
training.
P. Attendance at additional meetings beyond those specif-
ically noted in Basic Services required by TWC, other
regulatory agencies or the OWNER.
Q. Preliminary Design of support facilities and buildings,
additional sludge digestion facilities, and ultimate
sludge disposal facilities (sludge only landfill or addi-
tional sludge injection acreage and equipment) recommended
in the 1990 Wastewater Treatment Plant Master Plan.
R. Any additional services required by the OWNER not included
in Basic Services.
ARTICLE V
RESPONSIBILITIES OF OWNER
The OWNER shall do the following in a timely manner so as not to
delay the services of the ENGINEER:
A. Designate in writing a person to act as the OWNER's repre-
sentative with respect to the services to be rendered
under this Agreement. Such person shall have contract
authority to transmit instructions, receive information,
interpret and define the OWNER's policies and decisions
with respect to the ENGINEER's services for the Project.
B. Provide all criteria and full information as to the OWNER's
requirements for the Project, including design objectives
and constraints, space, capacity and performance require-
PAGE 10
ments, flexibility and expandability, and any budgetary
limitations; and furnish copies of all design and construc-
tion standards which the OWNER will require to be included
in the Drawings and Specifications.
C. Assist the ENGINEER by placing at the ENGINEER's disposal
all available information pertinent to the Project includ-
ing previous reports and any other data relative to design
or construction of the Project.
D. Arrange for access to and make all provisions for the
ENGINEER to enter upon public and private property as
required for the ENGINEER to perform services under this
Agreement.
E. Examine all studies, reports, sketches, drawings, specifi-
cations, proposals and other documents presented by the
ENGINEER, obtain advice of an attorney, insurance coun-
selor and other consultants as the OWNER deems appropriate
for such examination and render in writing decisions per-
taining thereto within a reasonable time so as not to
delay the services of the ENGINEER.
F. Furnish approvals and permits from all governmental auth-
orities having jurisdiction over the Project and such
approvals and consents from others as may be necessary for
completion of the Project.
G. The OWNER shall make or arrange to have made all subsurface
investigations, including but not limited to borings, test
pits, soil resistivity surveys, and other subsurface explo-
rations. The OWNER shall also make or arrange to have
made the interpretations of data and reports resulting
from such investigations. All costs associated with such
investigations shall be paid by the OWNER.
H. The OWNER shall make or arrange to have made all testing
and sampling required at the wastewater treatment plant or
in the collection system including flows, BOD and suspended
solids, concentrations, aeration basin solids levels, and
other pertinent information relevant to operation of the
treatment plan. All costs associated with such testing
and sampling shall be paid by the OWNER.
I. Provide such accounting, independent cost estimating and
insurance counseling services as may be required for the
Project, such legal services as the OWNER may require or
the ENGINEER may reasonably request with regard to legal
issues pertaining to the Project, including any that may
be raised by the CONTRACTOR(s).
PAGE 11
J. The OWNER shall determine, prior to receipt of construc-
tion bid, if the ENGINEER is to furnish Resident Project
Representative service so the Bidders can be informed.
K. If OWNER designates a person to represent the OWNER at the
site who is not the ENGINEER or ENGINEER's agent or
employee, the duties, responsibilities and limitations of
authority of such other person and the effect thereof on
the duties and responsibilities of the ENGINEER will be
set forth in an agreement that is to be identified,
attached to this Agreement, and a copy of which shall be
furnished ENGINEER before such services begin.
L. Attend the pre-bid conference, bid opening, pre-construc-
tion conferences, construction progress and other job re-
lated meetings and substantial completion inspections and
final payment inspections.
M. Give prompt written notice to the ENGINEER whenever the
OWNER observes or otherwise becomes aware of any develop-
ment that affects the scope or timing of the ENGINEER's
services, or any defect or nonconformance of the work of
any contractor.
N. Furnish, or direct the ENGINEER to provide, Additional
Services as stipulated in Article IV of this Agreement or
other services as required.
0. Provided transportation such as airline fare, automobile
rental or subsistence required for the OWNER's personnel
to attend project meetings or inspection trips.
P. Bear all costs incident to compliance with the requirements
of this Article V.
ARTICLE VI
COMPENSATION
A. COMPENSATION TERMS:
1. "Salary Cost" is defined as the cost of salary (pay-
roll) for engineers, draftsmen, stenographers, sur-
veyors, clerks, laborers, etc., for time directly
chargeable to the Project, plus Social Security
contributions, unemployment compensation, insurance
retirement benefits, medical and insurance benefits,
disability payments, sick leave, vacation and holiday
pay applicable thereto. (Salary cost is equal to 1.35
times salary.)
PAGE 12
2. "Subcontract Expense" is defined as the expense that is
incurred by the ENGINEER in employment of others in out-
side firms for services in the nature of foundation
borings, testing, surveying, and similar services.
3. "Direct Non-Labor Expense" is defined as that expense
for any assignment incurred by the ENGINEER for sup-
plies, transportation and equipment, travel, communi-
cations, subsistence and lodging away from home and
similar incidentals in connection with that assign-
ment.
B. BASIC SERVICES:
For and in consideration of Phase I - Evaluation and Pre-
liminary Design Phase of the Basic Services to be rendered
by the ENGINEER, the OWNER agrees to pay based on the Sche-
dule of Charges shown in Exhibit A, with the total fee not
to exceed One Hundred Eighty-Seven Thousand Six Hundred
and Ninety-Nine Dollars ($187,699). The total not to
exceed amount is based on an estimated amount of $81,802
for the Plant Uprating Evaluation and an estimated amount
of $105,897 for the Preliminary Design Report. Partial
payments to the ENGINEER will be made on the basis of
monthly statements rendered to and approved by the OWNER;
however, under no circumstances shall any monthly state-
ment for services exceed the value of 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.
Prior to proceeding beyond Phase I - Analysis Phase, the
ENGINEER shall submit a maximum fee for Phase II - Detailed
Design Phase and Phase III - Construction Phase Services
for approval of the OWNER. The agreed maximum fees will be
attached to and made a part of this Agreement for Engineer-
ing Services.
Nothing contained in this article shall require City to pay
for any work which is unsatisfactory as reasonably deter-
mined by the Executive Director of Utilities or which is
not submitted in compliance with the terms of this Con-
tract. City shall not be required to make any payments to
the ENGINEER when the ENGINEER is in default under this
Contract.
It is specifically understood and agreed that the ENGINEER
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 fee as stated without having first obtained
written authorization from the OWNER. ENGINEER shall not
PAGE 13
proceed to perform the services listed in Phase II,
Detailed Design, or Phase III, Construction Phase, without
obtaining prior written authorization from OWNER.
C. ADDITIONAL SERVICES
1. For Resident Representation During Construction and
Construction Layout.
For the resident representation during construction and
construction layout (Article IV.I), the ENGINEER shall
be paid based on the Schedule of Charges in Exhibit A.
Payments for resident project representation and
construction layout shall be due and payable upon
submission of statements by the ENGINEER. Statements
shall not be submitted more frequently than monthly.
For additional services in Article IV, the ENGINEER
shall be paid based on the Schedule of Charges shown in
Exhibit A. Payments for additional services shall be
due and payable upon submission by the ENGINEER. State-
ments shall not be submitted more frequently than
monthly.
D. PAYMENT
If the OWNER fails to make payments due the ENGINEER for
services and expenses within sixty (60) days after receipt
of the ENGINEER'S statement therefore, the amounts due the
ENGINEER will be increased at the rate of 1 percent (1%)
per montn from said sixtieth (60th) day. In addition, the
ENGINEER may, after giving seven (7) days' written notice
to the OWNER, suspend services under this Agreement until
the ENGINEER has been paid in full all amounts due for
services, expenses and charges. Any applicable new taxes
imposed upon services, expenses, and charges by any govern-
mental body after the execution of this contract will be
added as necessary to the ENGINEER's compensation.
ARTICLE VII
The ENGINEER will
upon execution of this
work in accordance with
ITEM
Technical Memorandum -
Wastewater Treatment
TIME OF COMPLETION
commence work on the Project immediately
contract. The ENGINEER shall complete the
the following schedule:
SUBMIT DRAFT REPORT FOR REVIEW BY OWNER
150 days after receipt of authorization
to proceed (February 1, 1991)*
PAGE 14
Plant
Uprating Evaluation
Preliminary Design - 180 days after receipt of authorization
Report to proceed (March 1, 1991)
*Based on receipt of authorization to proceed by September 1,
1990.
SECTION VIII
OPINION OF PROBABLE CONSTRUCTION COST
The ENGINEER will furnish an opinion of probable construction
cost of the work, but does not guarantee the accuracy of such
estimates.
Opinions of probable construction cost, financial evaluations,
feasibility studies, economic analyses of alternate solutions and
utilitarian considerations of operations and maintenance cost
prepared by the ENGINEER hereunder will be made on the basis of
the ENGINEER's experience and qualifications and represent the
ENGINEER's best judgment as an experienced and qualified design
professional. It is recognized, however, that the ENGINEER does
not have control over the cost of labor, material, equipment or
services furnished by others or over market conditions or con-
tractors' methods of determining their prices, and that any util-
itarian evaluation of any facility to be constructed or work to
be performed on the basis of the Report must be necessity be
speculative until completion of its detailed design. Accordingly,
the ENGINEER does not guarantee that proposals, bids or actual
costs will not vary from opinions, evaluations or studies sub-
mitted by the ENGINEER to the OWNER hereunder.
ARTICLE IX
REVISION TO PLANS AND SPECIFICATIONS
The OWNER reserves the right to direct substantial revision
of the Plans and Specifications after approval by the OWNER as
OWNER may deem necessary, but in such event the OWNER shall pay
to the ENGINEER just and equitable compensation for services
rendered in making such revisions.
ARTICLE X
OBSERVATION AND REVIEW OF THE WORK
The ENGINEER will endeavor to protect the OWNER against de-
fects and deficiencies in the work of contractors, by observation
PAGE 15
of the work as it progresses, by interpretation of the plans,
specifications and other contract documents to and with the con-
tractors, by the disapproval of defective work as may be observed
and the issuance of stop-orders from the OWNER with respect to
defective material and workmanship where they are observed, and
the ENGINEER will exercise due diligence to assist the OWNER in
requiring that the work be done in accordance with plans and
specifications; but the CONTRACTOR will remain independent con-
tractor with the OWNER, and the ENGINEER does not guarantee the
performance of such construction contracts. As set forth in
Article III.H.5 and Article IV.I, the ENGINEER shall not be
responsible for the means, methods, techniques, sequences, or
procedures of construction selected by the CONTRACTOR, or the
safety precautions and programs incident to the work of the
CONTRACTOR.
ARTICLE XI
OWNERSHIP OF DOCUMENTS
All documents prepared or furnished by the ENGINEER (and
ENGINEER's independent associates and consultants) pursuant to
this Agreement are instruments of service and ENGINEER shall re-
tain an ownership and property interest herein. The OWNER may
make and retain copies for information and reference; however,
such documents are not intended or represented to be suitable for
reuse by the OWNER or others. Any reuse by the OWNER without
written verification or adaptation by the ENGINEER will be at the
OWNER's sole risk and without liability or legal exposure to the
ENGINEER, or to the ENGINEER's independent associates or consul-
tants, and the OWNER shall indemnify and hold harmless the ENGI-
NEER and ENGINEER's independent associates and consultants from
all claims, damages, losses and expenses, including attorneys'
fees arising out of or resulting therefrom. Any such verifica-
tion or adaptation will entitle the ENGINEER to further compen-
sation at rates to be agreed upon by the OWNER and the ENGINEER.
ARTICLE XII
INDEMNITY AGREEMENT
The ENGINEER shall indemnify and save harmless the OWNER and
its officers, agents, and employees from the liability of the
OWNER on account of any injuries or damages received or sustained
by any person or persons or property, including court costs and
reasonable attorneys fees incurred by the OWNER, proximately
caused by the negligent acts or omissions of the ENGINEER or its
officers, agents, or employees in the execution, operation, or
performance, or performance of this Agreement.
In the event of liability from suits, actions or claims aris-
ing out of or occasioned by the negligence of both the ENGINEER
PAGE 16
and the OWNER, their agents or employees, in the performance of
this Agreement, each party shall contribute toward the satisfac-
tion of the liability its proportionate share, which share shall
be equal to the percentage of negligence attributable to the
party.
ARTICLE XIII
ARBITRATION
No arbitration arising out of, or relating to, this Agreement
involving one party to this Agreement may include the other party
to this Agreement without the other's approval.
ARTICLE XIV
TERMINATION OF CONTRACT
This agreement may be terminated by either party upon thirty
days' written notice. In the event of any termination, the
ENGINEER will be paid for all services properly rendered and
reimbursable expenses incurred to the date of termination and, in
addition, all reimbursable expenses directly attributable to
termination. Should City subsequently contract with a new
Consultant for continuation of services on the Project, ENGINEER
shall cooperate in providing information.
ARTICLE XV
SUCCESSORS AND ASSIGNMENTS
The OWNER and the ENGINEER each are hereby bound and the
partners, successors, executors, administrators and legal repre-
sentatives of the OWNER and the ENGINEER are hereby bound to the
other party to this Agreement and to the partners, successors,
executors, administrators and legal representatives (and said
assigns) of such other party, in respect of all covenants,
agreements and obligations of this Agreement.
Neither the OWNER nor the ENGINEER shall assign, sublet or
transfer any rights under of interest in (including, but without
limitation, moneys that may become due or moneys that are due)
this Agreement without the written consent of the other, except
to the extent that any assignment, subletting or transfer is man-
dated by law. Unless specifically stated to the contrary in any
written consent to an assignment, no assignment will release or
discharge the assignor from any duty or responsibility under this
Agreement. Nothing contained in this paragraph shall prevent the
ENGINEER from employing such independent associates and consul-
tants as the ENGINEER may deem appropriate to assist in the
performance of services hereunder.
PAGE 17
Nothing under this Agreement shall be construed to give any
rights or benefits in this Agreement to anyone other than the
OWNER and the ENGINEER, and all duties and responsibilities
undertaken pursuant to this Agreement will be for the sole and
exclusive benefit of the OWNER and the ENGINEER and not for the
benefit of any other party. This Agreement, consisting of pages
1 to 19 with Exhibits as listed in Article XVI constitutes the
entire Agreement between the OWNER and the ENGINEER and super-
sedes all prior written or oral understandings. This Agreement
may only be amended, supplemented, modified or cancelled by a
duly executed written instrument.
ARTICLE XVI
RESPONSIBILITY FOR CLAIMS AND LIABILITIES
Approval by CITY shall not constitute nor be deemed a release
of the responsibility and liability of the ENGINEER, its em-
ployees, associates, agents, and consultants 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 CITY for
any defect in the design or other work prepared by the ENGINEER,
its employees, subcontractors, agents, and consultants.
ARTICLE XVII
NOTICES
All notices, communications, and reports required or permit-
ted under this Contract shall be personally delivered or mailed
to the respective parties by depositing same in the United States
mail at the addresses shown below, certified mail, return receipt
requested unless and until either party is otherwise notified in
writing by the other party at the following addresses. Mailed
notices shall be deemed communicated as of three days mailing.
If intended for CITY, to: If intended for ENGINEER, to:
City of Denton Alan Plummer & Associates,
Attn: Robert E. Nelson Inc.
Executive Director for Utilities 841 West Mitchell Street
215 East McKinney Street Arlington, Texas 76013
Denton, Texas 76201 Attn:
MISCELLANEOUS
ARTICLE XVIII
A. The following exhibits are attached to and made a part of
this Agreement:
EXHIBIT A - Schedule of Charges
PAGE 18
B. A waiver by
provision of
waiving party
of a written
waiving party
breach.
either ENGINEER or CITY
this contract shall not
unless such waiver is in
waiver, such a waiver
's rights with respect to
of any breach of a
be binding upon the
writing in the event
,hall not affect the
any other or future
This contract is executed in two counterparts.
CITY OF DENTON, TEXAS
Castleberry, Mayor
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
n ~
BY:
APP O OED AS LEGAL FORM:
DEBRA A. DRAYOVITCH, CITY ATTORNEY
BY
ALAN PLUMMER AND ASSOCIATES,
INC., Engineer
Alan H. Plummer, ire, President
ATTE
Jo 1-111, H. Cook, Vice President
PAGE 19
EXHIBIT A
SCHEDULE OF CHARGES
Staff members (Salary x 1.35) + (Salary x 1.755)
Resident Representation (Salary x 1.35) + (Salary x 1.355)
Salary is defined as the cost of payroll of engineers, drafters,
stenographers, surveyors, clerks, laborers, etc., for time di-
rectly chargeable to the project. (Salary Cost is equal to 1.35
times salary).
Subconsultants Charges Actual Cost Times Multiplier of 1.15
All Other Direct Expenses Actual Cost Times Multiplier of 1.00
other direct expenses shall include printing and reproduction
expense, communication expense, travel, transportation and sub-
sistence away from the Engineer's office and other miscellaneous
expenses directly related to the work, including costs of labora-
tory analysis, tests, and other work required to be done by inde-
pendent persons or agents other than staff members or subconsul-
tants.
PAGE 20