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2011-085ORDINANCE NO. 2011-085 AN ORDINANCE APPROVING A "SECOND AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT FOR ARCHITECT OR ENGINEER" BY AND BETWEEN THE CITY OF DENTON, TEXAS AND MALCOLM PIRNIE, INC. TO PROVIDE ENGINEERING SERVICES FOR THE DESIGN OF THE LAKE LEWISVILLE WATER TREATMENT PLANT REHABILITATION AND PROCESS UPGRADE; AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (PROVIDING FOR AN ADDITIONAL $964,260 FOR ADDITIONAL SERVICES ON THE PROJECT-AGGREGATING $3,703,360). WHEREAS, on August 18, 2009 the Council selected Malcolm Pirnie, Inc. a professional engineering firm ("Pirnie") to provide professional services for the design of the Lake Lewisville Water Treatment Plant Rehabilitation and Process Upgrade (the "Project"); and the Council awarded a "Professional Services Agreement for Architect or Engineer" ("Agreement") to Pirnie in the original sum of $2,600,000, approved by Ordinance No. 2009-187; and WHEREAS, on September 7, 2010 the First Amendment to such Agreement (hereafter the "First Amendment"), providing for additional professional services for the Project was approved by the City Council in the amount of an additional $139,100, by Ordinance No. 2010- 202; and WHEREAS, Pirnie has been heretofore selected as the most highly qualified firm on the basis of its demonstrated competence and qualifications to perform the proposed professional engineering services; and WHEREAS, the fees under the Agreement are fair and reasonable and are consistent with and not higher than the recommended practices and fees published by the professional associations applicable to Pirnie's profession, and such fees do not exceed any maximum provided by law; and WHEREAS, a Second Amendment to the Agreement is necessary because additional services need to be added to the Project as described in said Second Amendment and Staff is pleased with the overall quality of the work performed thus far under the Agreement and the First Amendment by Pirnie regarding the Project; and is satisfied with the final scope of services and fee negotiations represented in the Agreement, the First Amendment and the Second Amendment; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The Preamble to this Ordinance is hereby adopted by reference for all purposes. SECTION 2. The City Council hereby authorizes and approves the "Second Amendment to Professional Services Agreement for Architect or Engineer" ("Second Amendment") entered into by and between the City of Denton, Texas and Malcolm Pirnie, Inc. in the amount of $964,260 as provided for therein; said Second Amendment is attached hereto as Exhibit "A" and is incorporated herewith by reference. SECTION 3. The City Manager is hereby designated to execute the Second Amendment. SECTION 4. The City Manager is hereby authorized to expend funds as provided for by the Second Amendment. SECTION 5. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the 10day of '2011. MARK A. BURROU , ~4YOR ATTEST: JENNIFER WALTERS, CITY SECRETARY By: APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY By. 1 Page 2 THE STATE OF TEXAS § COUNTY OF DENTON § SECOND AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT FOR ARCHITECT OR ENGINEER WHEREAS, a "Professional Services Agreement for Architect or Engineer" (hereafter the "Agreement") was approved by the Denton City Council on August 18, 2010 as evidenced by Ordinance No. 2009-187, and said Agreement was entered into on the 18th day of August, 2009, by and between MALCOLM PIRNIE, Inc., a Corporation (hereafter the "PROFESSIONAL"), acting by and through its duly empowered officers and representatives; with its corporate offices at 104 Corporate Park Drive, White Plains, New York 10602 and an office at 12400 Coit Road, Suite 1200, Dallas, Texas 75251; and the CITY OF DENTON, TEXAS, a Texas municipal corporation, with its offices at 215 East McKinney Street, Denton, Texas 76201, acting by and through its duly authorized and empowered City Manager (hereafter "OWNER"); and which Agreement provided for certain necessary licensed professional engineering services, with expenditure authority not-to-exceed $2,600,000 regarding the "Lake Lewisville Water Treatment Plant Rehabilitation and Process Upgrade" (the "Project"); and WHEREAS, a "First Amendment to Professional Services Agreement for Architect or Engineer" (hereafter the "First Amendment"), was approved by the Denton City Council on September 7, 2010 as evidenced by Ordinance No. 2010-202, and said First Amendment was entered into on September 7, 2010, by and between MALCOLM PIRNIE, Inc., a Corporation, acting by and through its duly empowered officer and representatives; and the CCITY OF DENTON, TEXAS, a Texas Municipal Corporation, and which First Amendment provided for certain necessary licensed professional engineering services, with expenditure authority not-to-exceed an additional $139,100 regarding the Project; and WHEREAS, both PROFESSIONAL and the OWNER have each resolved and agreed that the Agreement should be continued and amended for a second time as to certain provisions, to wit: NOW, THEREFORE, in consideration of the covenants and agreements herein contained, CONSULTANT and the OWNER mutually agree to amend the Agreement by this "Second Amendment to Professional Services Agreement for Architect and Engineer" (hereafter the "Second Amendment"), as the scope of services to be rendered by PROFESSIONAL to the OWNER has been increased by the sum of $964,260 in additional professional engineering fees, increasing the amount of this engagement from $2,739,100, the total amount of the Agreement and First Amendment, to a total of not-to-exceed $3,703,360; this Second Amendment provides for an expansion of the professional services to be rendered by PROFESSIONAL, as set forth in that certain "Lake Lewisville Water Treatment Plant Upgrade Amendment No. 2" proposal addressed from PROFESSIONAL to Tim Fisher, P.E., Assistant Director of Water Utilities of OWNER, on May 2, 2011, which proposal is attached hereto as Exhibit "A" and which proposal is incorporated by reference herein, in this Second Amendment, to wit: 1 SECTION 1. PREAMBLE INCORPORATED HEREWITH BY REFERENCE The above Preamble is incorporated by reference into this Agreement. SECTION 2. CONTINUED EMPLOYMENT OF DESIGN PROFESSIONAL In addition to the original two scopes of services that are attached to the Agreement and the First Amendment previously executed by PROFESSIONAL and OWNER on August 18, 2009 and September 7, 2010 respectively, there is an additional scope of services letter dated May 2, 2011 that is attached to this Second Amendment as Exhibit "A" which is incorporated by reference herewith. This Second Amendment and its additional scope of services is necessary for further progress on the "City of Denton Lake Lewisville Water Treatment Plant ("LLWTP") Upgrade Project" to provide for: Resident Engineer Services; Operations and Maintenance Training; and Start-up and Post-Construction Services; and The PROFESSIONAL shall perform those additional professional engineering and design services as contained in Exhibit "A" to the Second Amendment attached hereto. To the extent that any of the conditions in said original Agreement have changed, then the conditions on Exhibit "A" shall be applicable. All other provisions of Section 1 of the original Agreement shall remain intact and in full force and effect. SECTION 3. BASIC SERVICES For Basic Services the compensation for this Second Amendment shall be an additional $964,260, aggregating $3,703,360 for the professional engineering and design services to PROFESSIONAL for this engagement. SECTION 4. ENTIRE AGREEMENT The Second Amendment includes the executed Agreement, executed August 18, 2009 by PROFESSIONAL and OWNER, as well as the First Amended Agreement, executed by PROFESIONAL and OWNER on September 7, 2010. It further includes the City of Denton General Conditions to the original Agreement for Architectural or Engineering Services; it further includes the Insurance Requirements that are attached to the original Agreement for Architectural or Engineering Services. 2 SFCTION 5. AMENDED AGREEMENT Save and except as amended hereby, all of the remaining clauses, sentences, paragraphs, sections and subsections of the Professional Services Agreement for Architect or Engineer, executed on the 18th day of August, 2009, and First Amendment thereto, executed on the 7th day of September, 2010, shall each remain in full force and effect. This Second Amendment shall be executed in four originals. SIGNED AND DATED b the duly-authorized representatives and officers of the parties hereto effective on the day of , 2011. "OWNER" CITY OF DENTON, TEXAS A Texas Municipal Corporation By: GEORGE C. CAMPBELL CITY MANAGER ATTEST: JENNIFER WALTERS, CITY SECRETARY By: APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY By: "PROFESSIONAL" MALCOLM PIRNI$, INC. A Corporation ATTEST: BY: ev- ` L o^' ~1 RANDALL G. McINT RE, P.E. By: W • 4V 3