Loading...
2003-318ORDINANCE NO. AN ORDINANCE AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT WITH THE FIRM OF ARTHUR SURVEYING CO., INC. TO PROVIDE PROFESSIONAL SURVEYING SERVICES IN SUPPORT OF THE CITY OF DENTON ENGINEERING DEPARTMENT; AUTHORIZING THE EXPENDITURE OF FUNDS THEREFORE AND PROVIDING AN EFFECTIVE DATE (RFP 3083-IN AN AMOUNT NOT TO EXCEED $300,000). WHEREAS, The professional services provider (the "Provider) mentioned in this ordinance is being selected as the most highly qualified on the basis of its demonstrated competence and qualifications to perform the proposed professional services; and WHEREAS, The fees under the proposed contract are fair and reasonable and are consistent with and not higher than the recommended practices and fees published by the professional associations applicable to the Provider's profession and such fees do not exceed the maximum provided by law; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. That the City Manager is hereby authorized to enter into a professional service contract with Arthur Surveying Co., Inc. to provide professional surveying services for the City of Denton Engineering Department, a copy of which is attached hereto and incorporated by reference herein. SECTION 2. The City Manager is authorized to expend funds as required by the attached contract. SECTION 3. The findings in the preamble of this ordinance are incorporated herein by reference. SECTION 4. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the ,2003. EUL1NE BROCK, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: HERBERT L. PROUTY, CITY ATTORNEY PSA 3083 PROFESSIONAL SERVICES AGREEMENT FOR ARCHITECT OR ENGINEER THIS AGREEMENT is made and entered into as of the ~7~/~ day of ~~ ,2003, by and between the City of Denton, Texas, a Texas municipal corporation, with its principal office at 215 East McKinney Street, Denton, Denton County, Texas 76201, hereinafter called "Owner" and Arthur Surveying Co., Inc., with its corporate office at 220 Elm Street, Suite 200, P.O. Box 54, Lewisville, Texas 75067, hereinafter called "Design Professional," acting herein, by and through their duly authorized representatives. In consideration of the covenants and agreements herein conta'med, the parties hereto do mutually agree as follows: SECTION 1 EMPLOYMENT OF DESIGN PROFESSIONAL The Owner hereby contracts with the Design Professional, a licensed Texas architect or engineer or surveyor, as an independent contractor. The Design Professional hereby agrees to perform the services as described herein and in the Proposal, the General Conditions, and other attachments to this Agreement that are referenced in Section 3, in connection with the Project. The Project shall include, without limitation, Indefinite Delivery Surveying Services-with Attachments A, B, and C. Page 1 H:\Survey Servi¢cs\Contract~Arthur Surveying Agreement.doc Revised 5-30-02 SECTION 2 COMPENSATION The Owner shall compensate the Design Professional as follows: 2.1 BASIC SERVICES 2.1.1 For Basic Services the total compensation shall not exceed $300,000 without additional authorization from the Owner. 2.1.2 Progress payments for Basic Services shall be paid at hourly reimbursable rates in accordance with Attachment 'B' and 'C' for services performed by the Design Professional, plus any direct cost reimbursables. 2.2 REIMBURSABLE EXPENSES Reimbursable Expenses shall generally be a multiple of 1.10 times the expenses incurred by the Design Professional, the Design Professional's employees and consultants in the interest of the Project as defined in the General Conditions. Reimbursable expenses as agreed to between the Owner and Design Professional are described in more detail in Attachment 'C'. SECTION 3 ENTIRE AGREEMENT This Agreement includes this executed agreement and the following documents all of which are attached hereto and made a part hereof by reference as if fully set forth herein: 1. Applicable portions of the City of Denton General Conditions to Agreement for Architectural or Engineering Services. 2. Attachments A through C. This Agreement is signed by the parties hereto effective as of the date first above written. Page 2 H:\Survey Scrvices\ContractLAr~hur Surveying Ag~eeraent.do¢ Rcvised 5-30-02 ATTEST: JENNIFER WALTERS, ~ITY SECRETARY HERBERT L. PROUTY, CITY ATTORNEY ON CITY MANAGER Arthur Surveying ~o.,,Inc./f/'-I /~ ~rOe~ntL. Afthur,-RPL ff - ¥ ' WITNESS: Page 3 H:\Survcy Scrviccs\ContraetLMlhur Surveying Agreement.doe Revised 5-30-02 GENER~'L T~) ~ EtiGINEER1NG sERVICES ~,GR~E~NT VOR ~2,CltrrEC~L O~ i.l limitation, the competitive sealed bidding process. Although the Owaer will c~nsider the advice of the Design Pmfessinnal, the award &the construnfion conh'act is in the sole discretion of thc Owner. 2.5,2 If the construction contsact amount for the Project exceeds the tatal construction cost of the Project as set forth in the approved Detailed Statement of Probable Construmion Costs of the Project submiRed by the Design Professional, then the Design Professional, at iii sole cost and cxgnnse, will revise the Construction Documents as may be required by the Owner to reduce or modify the quantity or quality of thc work so that the total cons~ucdon cost of the Project will not exceed thc total construction cost set forth in the approved Detailed Statement of Probable Consiiuction Costs. 2.6 CONSTRUCTION PHASE - ADMINISTRATION OF THE CONSTRUCTION CONTRACT 2.6.1 The Design Professional's responsibility to provide Basic Services for the Construction Phase under this Agreement commences with the award of thc Conteact for Consmsmion and terminates at the issuance to thc Owner of the final Cer'dfinate for Payment, unless extended under the terms of Subsection 8.3.2. 2.6.2 The Design professinnal shall provide detailed administration of the Contract for Construction as set forth below. For design professinnalss the administration shall also be in accordance with AIA document A201, Genemi Conditions of the Contract for Construction, cuneat as of the date of the Agreement as may be amended by thc City of Dentnn special conditions, unless otherwise provided in the Agreement. For engineers the admi~stmfion shall also be in accordance with the Staadard Specifications for Public Works Consiiumion by the North Control Texas Council of Governments, current as of the date &the Agreement, unless otherwise provided in the Agreement. 2.6.3 Constraction Phase duties, responsibilities and limitations of authority of the Design Prothssinnal shall not be restxieted, modified or extended without written agreement of the Owner and Design Professional. 2.6.4 Thc Design Professional shall be a representative &and shall advise and consult with the Owner (I) during construction, and (2) ct the Owner s direction from time to time during the eorceedon, or wananty period described in the Contract for Constraction. The Design Professional shall have authority to act on behalf of the Owner ouly to the extent provided in the Agreement and these General Conditions, unless otherwise modified by written instruraent. 2.6.5 The Design Pmfessinnal shall observe the eonsuuedon site at least one time a week, while construction is in progress, and as reasonably necessary while constcaedon is not in progress, m become familiar with the progress and quality of the work completed and to determine if the work is behig performed in a manner indieat~g that the work when completed will be in accordance with the Contract Documents. Design Professional shall provide Owner a written report subsequent to each on-site visit. On the basis &on-site observations thc Design Professional shall keep tl~e Owner informed &the progress and quality of the work, and shall exercise the Degree of Care anti diligence in discovering and prompriy reporting to the Owner any observable defeeii or deficiencies ha the work of Contractor or any subcontractors. The Design Professional represents that he will follow Degree of Care in performing all Services under the Agreement. The Design Professional shag promptly correct any defective designs or specifications fomiabed by the Design Professional at no cost to the Owner. The Owners approval, acceptance, use of or payment for all or any part of thc Design Professinnal*s Services hereunder or of the Project itself shall in no way alter the Design Professional's obligations or the Owaefs rights hereunder. 2.6.6 Thc Design Professional shall not have control over or charge of and shall not be responsible for constructinn means, methods, techniques, sequences or procedures, or for safety preeamiens and programs in connection with thc work. The Design Pmfesalunal shall not be responsible for the Contractors schedules or failure to can3, out the work in accordance with the Contract Documents exespt insofar as such failure may result fr~rn Design Professional's ncgiignat acts or omis- sions. The Design Professional shall not have conWol ever or charge of acts er omissions of the Contractor, Suhcontracmm, or their agents or employees, or of any ether persons performing portions of the work. 2.6.7 The Design Professional shall at all times have access to the work wherever it is in preparation or progress. 2.6.8 Except as may otherwise be provided in the ConUact Documents or when direct eemmualcedons have bcen specially authorized, the Owner and Contractor shall communicate through the Design Professional. Communications by and with the Design Professional's consultants shall be through the Design Professional. 2.6.9 Based on the Design Professional's observations at the site of the work and evaluations of the Contyactofs Appbeations for Payment, the Design Professional aball review and cer~fy the amounts due the Contractor. 2.6.10 The Design Professional's certifinahan for payment shall constitoto a ~epresentafion to the Owner, based on the Design Professional's observations at the site as provided in Subsection 2.6.5 and on the data comprising the Contractor's Application for Paymenh that the work has progressed to the point indicated and that thc quality of the Work is in accordance with the Contract Documents. The foregoing representations are subject to minor deviafons finm the ConWaet Documents cor- rectable pfinr to completion and to specific qualificarions expressed by the Design Professional. The issuance of a Certifinato for Payment shall further constitute a representation that the ConU~or is entitled to payment in the amount certified. How~wr, the issuance of a Coaifinato for Payn~ent shall not be a representation that the Design Professional has (I) reviewed constmctiun means, methods, techniques, sequences or procedures, or (2) ascertained how or for what purpose the Ceniiactor has used money previously paid on accotmt of the Contract Sum. 2.6.11 Thc Design Professional shall have the responsibility and authority to reject work which does not conform to the Contract Documents. Whenever the Design Professional considers it nezessary or advisable for knplementmion of the intent &the Contract Deeuments, the Design Professional will have authority m require additional inspection or testing of the work in accordance with the provisions of the ConWact Documenii, whether or not such Work is fobmiated, installed or completed. However, neither this authority of the Design Professional nor a decision made in geed faith either to exercise or not exercise such authority shall give rise to a duty or responsibility of the Design Professional to the Contractor, Subcontractors, material and equipment suppliers, their agents or empinyees er other persons performing pp~ons of the work. 2.6.12 The Design Professional shall review and approve or take other appropriate aedon upon Contractors submittals such as Shop Drawings, Product Data and Samples for the purpose of (I) determining compliance with applicable laws, statutes, ordinances and cmies; and (2) determining whether or not the work. whtm completed, will be in compliauce with the requirements of foe Coniiact Doctu~enii. The Design Professional shall act with such reasonable promptness to cause no delay in the work or in thc constraedon of the Owner or of separate contractors, while allowing suffieieat rime in the Design Professinna?s professional jmigment to permit adequate review. Review of such submhials is not conducted for the puq~ose of detenniding the accuracy and completeness of other details such as dimensions and quantifies or for suhstamiaring insla~aetions for installation or performance of equipment or systems designed by the Coniiacmr, all of which renmin the responsibility of the Contractor to the extent required by the Contract Documents. Thc Design Professional's review shall not constitute approval of safety preeamions or, unless otherwise specifically stated by the Design Professional, of constcuction means, methods, techniques, sequences or procedures. The Design Professional's approval of a speeifin item shall not thdieate approval of an assembly of which the item is a comgnneat. When professional eerdfication of performance aba~'actarhaics Pagn 2 of 8 H:\Sur~ey Servicos\Conteact\GENERAL CONDITIONS-ARCHITECT-ENGINEER.doc Revised 5-30-02 of materials, systems or equipment is required by the Contract Documents, thc Design Professional shall be cntitfed to rely upon such certification to establish that thc materials, systems or equipment will ment thc performance criteria required by tho Contract Documents. 2.6.13 Thc Design Professional shall prepare Changn Orders and Construction Change Dircctivcs, with supporting documentation and data if deemed necessary by the Design Professional as provided in Subsections 3.I.I and 3.3.3, for the Ownees approval and execution in accordance with thc Contract Documents, and may authorize minor changes in thc work not involving an adjustment in thc Contract Sum or an extension of the Contmnt Time which are not inconsistent with the intent of the Contract Documents. 2.6.14 On hemilf of the Owaer, the Design Professional shall conduct inspections to determine the dates of Substantial Completion and Final Completion, and if mgnested by the Owner shall issue Cerdficates of Substantial and Final Completion. The Design Professional will receive and review wri~en gnarantees and related decuraents required by the Contract for Constmcgon to be assembled by the Contractor and shall issue a final cerdficate for Payment upon compliance with the requirements of thc Contract Documents. 1,6.15 The Design Professional shall inte~tm and provide recommendations on matters concerning performance of the Owner and Contractor under the requirements of the Contract Documents on written request of either the Owner or Contractor. The Design Professional's response to such requests shall be mede with reasonable promptocss and within any time limits agreed upon. 2.6.16 Interpretations and decisions of the Design Professional shall be consistent with file intent of and reasonably inferable fi'om the Contmnt Documents and shall be in writing or in the form of drawthgs. When making such intmpretatinns and initial decisions, the Design Professional shall endeavor to secure faithful performance by both Owner and Contractor, and shall not ha liable for results or interpretations or decisions so rendereq in good faith in accordance with all the provisions of this Agreement and in the absence of negligence, 2.6.17 The Design Professional shall render written decisions within a reasonable time on all claims, disputes or other matters in question be~vcen the Owner and Contractor relating to the execution or progress of the work as provided in the Contract Documents. 2.6.18 The Design Professional (I) shall render services under the Agreemcnl in accordance with the Degree of Care; (2) will reimburse the Owner for all damages caused by the defective designs the Design Professional prepares; and O) by acknowledging payment by the Owner of any fees due, shall not be released from any fights the Owner may have under the Agreement or diminish any of the Design Professional's obligations thereunder. 2.6.19 The Design Professional shall provide the Owner with four sets of repmdualble prints showing all significant changes to the Constngnion Documents during the Construction Phase. ARTICLE 3 AI)I)ITIONAL SERVICES 3,1 GENERAL 3.1.1 Thc services described in this Pa'dclc 3 are not included in Basic Services unless so idcntificd in thc Agreement or Proposal, and they shall be paid for by thc Owner as provided in the Agreement, in addition to the compcnsation for Basic Services. The services described undcr Sections 3.2 and 3.4 shall only be provided if anthorizcd or confirmed in writing by thc Ovmcr. If scrvices described under Contingent Additional Services in Section 3.3 are required duc to circumstances beyond the Design Professional's control, thc Design Professional shall notiOj the Owner in writing and shall not commencc such eddi0onal services until it rcccives wdaen approval ~om thc Owner to proceed. If the Owner thdicatcs in writing that all or part of such Contingsnt Additional Servlces am not required, the Dealgn Professional shall havc no obligation to providc those services. Owner will be responsible for compensating thc Design Professional for Contingcnt Addirional Services only if they are not required due to the negligence or fault of Design Professional. 3.2 PROJECT REPRESENTATION BEYOND BASIC SERVICES 3.2.1 If more extensive representation at thc site than is described in Subsection 2.6.5 is required, the Design Professional shall provide one or mom Projcnt Representatives to assist in carvjing out such additional on-~ite responsibilities. 3.3 CONTINGENT ADI)mONAL SERVICES 3.3.1 Making material revialom in Drawings, Specifications or other documents when such revisions are: I. inconsistent with approvals or instructions previously given by the Owner, including revisions made necessary by adjustments in the Owner's program or Project budget; 2. required by the enactment or revision ofcndes, laws or mgnlafions subsequent to the preparation of such d~cuments, or 3. due to changes required as a result of the Owner's failure to render decialon in a timely maunen 3.3.2 Providing services required bemuse of significant changes in the Project including, hut not limited to, size, quality, complexity, or the Owners schedule, except for services rcquired under Subsection 2.5.2. 3.33 Preparing Drawings, Specifications and other documentation and supporting data, and providing other services in eounetaion with Change Orders and Consm~ofion Change Directives. 3.3.4 Providing consultation concerning replacement of work damaged by fire or other cause during construction, and fumishthg services required in connection with the replacement of such work. 3.3.5 Providing services made necessary by the default of the Contractor, by major defects or deficiencies in the work of fee Contractor, or by failure of performance ofthther the Owner or Contractor under the Contract for Conslracfion. Page 3 of 8 H:\Survey Services\Contract\GENERAL CONDITIONS-ARCHITECT-ENGINEER.doc Revised 5-30-02 3.3.6 Providing services in evaluating an extensive number of alalms submitted by the Contractor or others in connection with thc work. 33.7 Providing services in connection with a public hcadng, arbitration proceeding or legal proceeding except where the Design Professional is patty thereto. 3.3.8 Providing services in addition to those required by Article 2 for preparing documents for altemata, sapamta or sequential bids or providing seralccs in connection with bidding or co~mcfion prior to the completion of the Construction Documents Phase. 3.3.9 NoWvithstsnding anything contained in the Agreement, Pmpasal or these General Conditions to the conlrary, all services described in this Article 3 that are caused or necessitated in whole or in part due to the negligent act or omission of thc Design Professional shall be performed by the Design Professional m a part of the Basic Services under the Agreement with no additional compansadon above and beyond the compansafion due the Design Professional for the Basic Services. The intervening or concurrent negligence of the Owner shall not limit the Design Professional's obligations under this Subsection 3.3.9. 3.4 OPTIONAL ADDITIONAL SERVICES 3.4.1 Providing financial feasibility or other special studies. 3.4.2 Providing planning surveys, site evaluations or comparative s~thes of prospective sites. 3.4.3 Providing special surveys, cnvironmentol stadies and suhmisslons required for approvals of governmental authorities or others having jurisdiction over the Project. 3.4.4 Providing services relative to futorc facilities, systems and equipment. 3.4.5 Providing services to investignta existing conditions or facilities or to make measured drawings thereof. 3.4.6 Providing services to veti~ thc accuracy of drawings or other information furnished by thc Owner. 3.4.7 Providing coordination of construction per formed by scparata contractors or by the Owner's own forces and coordination of services required in connection with conslxuction performed and equipment supplied by the Owner. 3.4.8 Providing derailed quantity surveys or inventories of material, equipment and labor. 3.4.9 Providing analyses of opemdng and malntananee costs. 3.4.10 Making investigations, inventories of materials or equipment, or valuations and detailed appraisals of existing facilities. 3.4.12 Pmvidthg assistance in the utilization of equipment or systems such as tasting, adjusting and balancing, preparation of operation and maintenance manuals, training pa~sonnel for operation and mathtanance and consultation during operation. 3.4.13 Providing interior design and similar services required for or in connection with the seleednn, procun~ment or installation of turnftme, fi~mishthgs and related equipment. 3.4.14 Providing services other than as provided in Section 2.6.4, after issuance to the Owner of the final Cerdfie~ta for Payment and expiration of the Warranty period of the Contract for Consh~edon. 3.4.15 Providing services of consultants for other than aralfitactaral, civil, structural, mechanical and electrical engineering portions of the Project provided as a part of Basic Services. 3.4.16 Providing any other see,ices not otherwise included in this Agreement or not customarily fitmished in accordance with generally accepted architectural practice. 3.4.17 Preparing a set of rcgreduciblc record drawings in addition to those required by Subsection 2.6.19, showing significant changes in the work made during con- struction based on marked-up prints, drawings and other data fi~mished hy thc Contractor to the Design Professional. 3.4.18 Notwithstanding anything contained in thc Agreement, Proposal or these General Conditions to thc contrary, all services described in this Article 3 that arc caused or ncccsaltated in whole or in part duc to thc negligent act or omission of the Design Professional shall be performed by the Design Professional as a part of thc Basic Services under the Agreement with no additional compensation above and payond thc compensation due the Design Professional for the Basic Services. T~e intctventhg or concurrent negligence of thc Owaer shall not limit the Design Professional's obligations under this Subsection 3.4.18. ARTICLE 4 OWNER'S RESPONSIBILITIES 4.1 Thc Owner shall consult with thc Design Pmthssinnal regarding requirements for thc Project, including (I) thc Owa¢l's objectives, (2) schedule and design constraints and mitada, including space requirements and relationships, flexibility, expendability, special equipment, systems and site reqinrcmcnts, as more speci- fically described in Subsection 2.2.1. 4.2 The Owner shall establish and update an overall budget for thc Project, including the Construction Cost, the Owncr's other costs and reasonable contingencies related to all of these costs. 4.3 If requested by the Design Professional, thc Owner shall furnish evidence that financial arrangements have been made to f~lfill the Owner's obligations under this Agreement. Page 4 of 8 H:\Survcy Services\Contract\GENERAL CONDITIONS-ARCHITECT-ENGINEER.doc Revised 5-30-02 ; 4.4 Thc Owner shall designate a representative authorized to act on the Owner's babalf with respect to thc Project. The Owner or such aethorlzcd representative shall render de~ialons in a timely manner per~ning to documents submitted by thc Design Professional in order to avoid unreasonable delay in thc orderly and sequential progscas of the Design Professional's services. 4.5 Where applicable, the Owner shall fumiab surwys describing physical abaracteristies, legal ]imitations mid utility locations for the site of the Project, and a wrlt~n legal description of the site. The surveys and legal information shall inalude, as applicable, grades and lines of streets, alleys, pavcmente and adjoining property and stsuctoms; adjacent drainage; fights-of-way, restrictions, easements, encroaabments, zoning, deed restrictions, boundaries and contours of thc site; locations, dimensions and necessary data poriaimng to culaling buildings, other improvements and tn:es; and information conecrnthg available utility services and lines, both public and private, above and below grade, including inverts and depths. All thc information on tho survey shall be referenced to a project benchmark. 4.6 Where applicable, the Owner shall furnish the services of gcotschnical engineers when such services am requestad by thc Design Professional. Such services may include but arc not gmitad to test borings, tut pits, detemainafions of soil beating vaiues, percolation tests, evaluations of hazardous materials, ground corrosion and re- sistivity tests, including necessary operabons for anticipating sub-soil conditions, with repons and appropriate professional rccommcndabons. 4.6.1 Thc Owner shall furnish tho services of other consultants whan such services arc reasonably required by die scope oftbe Project and am requestad by the Design Professional and are not retained by the Design Professional as pm of its Basic Services or Additional Scmaics. 4.7 When not a part of the Additional Services, the Owner shall furnish sRuctaral, mechanical, chemical, air and water pollution tests, lasts of hazardous materials, and other ]aborato~ and cnviromnental tests, inspections and repons required by law or thc Contract Documents. 4.8 The Owner shall furnish all legal, accounting and insurance counseling services as may be nccessmy at any time for the Project, including auditing services the Owner may require to vcdfy the Con~ractees Applications for Payment or to asec~edn how or for what purposes thc Cordractor has used thc money paid by or on baba]f of thc Owner. 4.9 The services, information, surveys and regnns mquirad by Owner under Sections 4.5 through 4,8 shall be furnished at the Ownegs expense, and the Design Professional shall be emifled to rely upon die accuracy and completeness thereof th the absence of any negligence on the part of the Design Professional. 4.10 The Owner shall g/vt prompt written notice to the Design Professional if the Owner becomes aware of any fault or defect in the Project or nonconformance with 4.11 Design Professional shall propose langnage for certificates or eet'dflcations to be requested of the Design Professional or Design Professional's consultants and shall submit such to the Owner for review and approval at ]east fourteen (14) days prior to execution. The Owner agrees not to mgnest eeflificafions that would require knowledge or services beyond the scope of the Agreement. ARTICLE $ CONSTRUCTION COST g.l CONSTRUCTION COST DEFINED 5.1.1 Tbe Construction Costshallbethetotalcost orestimatad costto the Owner of all clements ofthe Project designed or specified by the Dcalgn profesalonal. g.l.2 '[he Constmabon Cost shall include the cost at current market rates of labor and materials thmishad by the Owner and equipment designed, specified, selected or specially provided for by the Design Professional, plus a reasonable allowance for the Contractor's overhead and profit. In addition, a reasonable allowance for con- tingencies shall be included for market conditions at die time of bidding and for changes in the work during eonstmabon. 5.13 Construction Cost does not include the compeassadon of the Design Professional and Design Professional's consultants, the costs of the land, rights-of-way. financing or other costs which are the responsibility of the Owner as provided in At'tide 4. g.2 RESPONSIBILITY FOR CONSTRUCTION COST 5.2.1 Evaluations of the Owner's Project budgeh preliminary estimates of Cons~metion Cost and detailed estimates of Constracfion Cost prepared by the Design Professional represent the Design Professional's best judgment as a design professional familiar with the constmcbon industry. It is mcognizad, however, that neither the Design Professional nor the Owner has control over the cost of labor, materials or equipment, over the Contractor's methods of determining bid prices, or over competitive bidding or market conditions. Accordingly. the Design Professional cannot and docs not warrant or represent that bids or cost proposals will not vary from die Owner's Project budget or from any estimate of Constracfion Cost or evaluation prepared or agreed to by the Design Professional. 5.2.2 No fixed limit of Construction Cost shall be established as a condition of the Agreement by the thmishing, pmposai or establishment of a Project budget, unless such fLxdd limit has been agreed upon in writing and signed by the parties thereto. If such a fixed limit has been established, the Design Professional shall be permitted to include contingencies for design, bidding and pdce escalation, to determine what materials, equipment, component systems and types of constraedon am to be included in the Contract Documents, to make reasonable adjustments in the scope of die Project and to include in thc Contract Documents alternate bids to adjust the Consmmbon Cost to the fixed limit. Fixed limits, if any, shall be increased in the amount of an increose in the Contract Sum occurring after execution of the Contract for Construction. g.2B Iftbe Procurement Phase has not commenced within 90 days afier the Design Professional submits the Construction Documents to the Owner, any Project budget or fixed limit of Constmetion Cost shall be adjusted to reflect changes in the general level of prices in the consumcbon industO, between the date of submission of the Constmabon Documents to the Owner and the date on which proposals are sought, ARTICLE 6 OWNERSHIP AND USE OF DOCUMENTS 6.1 Tha Drawings, Specifications and other documents prepared by thc Design Professional for this Project are insh'uments of thc Design Professional's service and shall become the property of the Owner upon termination or comp]ebon of the Agreement. The Design Professional is entitled to retain copies of all such documents. Such documents arc intended only be applicable to this Project, and Owner's use of suab documents in other projects shall be at Owner's sole risk and expense. In the event the Owner uses any of the information or materials developed pursuant to the Agreement in another project or for other purposes than are specified in the Agreement, the Design Professional is released tom any and all liability relating to their use in that project Page 5 of 8 H:\Survey Services\Contsact\GENERAL CONDITIONS-ARCHITECT-ENGINEER.doc Revised 5-30-02 6.2 Submission or dis~bution of documents to meet official regulatory requirements or for similar puq~oscs in connection with the Project is not to be construed as publication in derogation of thc Design Professional's reserved tights. ARTICLE 7 TERMINATION, SUSPENSION OR ABANDONMENT 7.3 'l]~e Agreement may bc terminated by the Owaer upon not less than seven days written notice to the Design Professional in the event that the Project is permanently abandoned. Iftbe Project is abandoned by the Owner for more than 90 consecutive days, the Design Professional or the Owner may terminate tho Ag~emont by giving written notice. 7.4 Failure of the Owner to makc payments to thc Dcsigu Pmfc*sional for work satisfactorily complcted in accordance with thc Agreement shall be considered subetanfial non- performance and cause for tenulnafion. 73 If the Owner fails to make payment to Design Professional within thi~y (30) days of receipt ora statement for services pmpedy and satisfactorily performed, the Design Professional may, upon seven days written notice to the Owner, suspend performance of services under the Agreement. 7.6 In the event of termination not the fault of the Design Professional, the Design Professional shall be compensated for services properly and satisfactorily performed prior to termthatthn. ARTICLE 8 PAYMENTS TO THE DESIGN PROFESSIONAL 8.1 DIRECT PERSONNEL EXPENSE 8.1.1 Direct Personnel Expense is defined as the direct salaries of the Design Professional's pe~onnel engaged on the Project and the portion of the cost of their mandatory and customa~ contributions and benefits related thereto, such as employment taxes and other statutory employee benefits, insurance, sick leave, holidays, vacations, pensions and similar eon~ibntions and benefits. 8.2 REIMBURSABLE EXPENSES 8.2.1 Reimbursable Expens~ are in addition to compensation for Basic and Additional Services and include expenses incurred by the Design Professional and Design Professional's employees and consultants in the interest of the Project, as identified in the following Clauses. 8.2.1.1 Expense of transportation in connection with the Project; expenses in connection with authotizcd ont-of, town iraval; long4istance commuulcations; and fees paid for securing approval of authorities having jurisdiction over the Project 8.2.1.2 Expense of reproductions (except the reprodeeden of the sets of documents referenced in Subsection 2.6.19), postage and handling of Drawings, Specifications and other documents. 8.2.13 If anthorizcd in advance by thc Owner, expense of overtime work mquirthg higher than regular rates. 8.2.1.4 Expense of reudedngs, models and mock-ups requested by the Owner. 8.2.1.5 Expense of computer-aided design and dmfl/ng equipment time when used in connection with the Project. 8.2.1.6 Other expenses that are approved in advance in writing by the Owner. 8.3 PAYMENTS ON ACCOUNT OF BASIC SERVICES 8.3.1 Payments for Basic Services shall be made monthly and, where applicable, shall be in proportion to services performed within each phase of servlec, on the basis mt for[h in Section 2 of the Agreement and thc schedule of work. 8.3.2 If and to the extent that the time initially established in the Agreement is exceeded or extended through no fault of the Design Professional, compensaOon for any services rendered during the additional period of time shall be computed in the manner set forth in Seednn 2 of the Agreement. 83.3 When compensation is based on a percentage of Construction Cost and any portions of thc Project arc deleted or otherwise not constructed, compensation for those portions of the Project shall be payable to the extent services ate performed on those poniom, in accordance with the schedule set forth in Section 2 of the Agreement based on (I) the lowest bona fide bid or (2) if no such bid or proposal is received, the most recent preliminary esfrnato of Consmction Cost or de.led estimate of Constmctthn Cost for such portions oftbe Project. 8.4 PAYMENTS ON ACCOUNT OF ADDITIONAL SERVICES 8.4.1 Payments on account of thc Design Prothsalonal's Additional Services and for Reimbursable Expenses shall be made monthly within 30 days al~er the presentation to thc Owner of the Design Pmfe~ional's statement of services rendered or expenses incurred. Page 6 of 8 H:~Survey Services\Contract\GENERAL CONDITIONS-ARCHITECT-ENGINEER.doc Revised 5-30-02 8.5 pA YMENTS W/TH/IELD No dc'duc ' ~'~ DESIGN PRo~oo. nacc°unt°fthecost.r ~adcf~mtheDcsl~- ~ defenses arc h~~' to ~y claim c..~ c~atc a liabiliW to --- g nt acts or omi ' d by thc O~c ~ and a I habili P essly ~SC~cd. , or hbgat~on ~1~ by a~v~n°t a pa~ to the A~ ~RTICLE 10 IN8U~CE y e not a pa ~rCCmcnt, and no d~~ Aut?mobilc L ab -, $100,000 for each occur2fn°t less than $1,0~ nn~ Y UCCeSSOr agenc ~ g insurance with an ~f thc CXCcution of the S~Onal shall fU~ish ins-- change or ~ ut th~ (30) da~s' ~ - a~Ver ofsubro ati ~;- ~ Automobile Lia ' · ~o the O~er cvl ' uanccllaOon, ~sh ~r ~r, ~cn notlc~ to ~,~ tarot of ~e 0 ~fletr~i~l~ 'nsu~ncc poise c~eff~l~g mSur~ee ,.oWing O~er: , ~uoma ~c Provisions .~ ;;-n~ mfcmnc~ in ~' an~ Design Pmfe.~Ye°~a~ons ~sen~..~f ~c ~e Cxccu~ A~ement "'~ ~ m conflict so ~f ,~g~m~t Shall to ~Jnte~m~ng Revised 5-30-02 11.6 Approval by the Owner shag not constitute, nor bc deemed a release of the responsibility and liability of the Design Professional, its employees, associates, agents, subcontractors, and subconsaltant~ for thc accuracy and competency of' their designs or other work; nor aba]] such approval bc deemed to bc an assumption of suab respons thili~y by thc Owner for any defect ~n the design or other work prepared by thc Design Pro fessthnal, its employees, subconlraetors, agcnt~, and consultants. 11.7 All notices, communications, and regnrts r~qu~md or permitted under the Agreement shall be pcrsonagy delivered or mailed to the respective parties by depositing same in the United States mall to the address shown below slgnamre block on the Agreement, c~rdtied mail, return receipt requested, unless otherwise specified herein. All notices shall be deemed effective upon receipt by the par~ to whom such notice is given, or within thr~e (3) days a~er mailing, 1 l.g If any provision of thc Agreement is found or deemed by a court of competent jurisdiction to be invalid or unenforceable, it shag be considered severable from the remainder &the Agreement and shall not cause the remainder to be invalid or unenforceable. In such evenk thc parties shall reform the Agreement to replace suab stricken provision with a valid and enforceable provision which comes aa close as possible to expressing the intention of the stricken provision. I 1.9 The Design Professional shall comply with all federal, state, and local laws. rules, regulations, and ordinances applicable to the work covered hereunder as they mey now read or hereinafter be amended during the term of this Agreement. II.10 In performing the Services required hereunder, the Design Professional shall not discriminate against any pc~on on the basis &race, color, religion, sex, national origin or ancestry, age, or physicaI handicap. 11.11 The captions of the Agreement are for informational purposes only, and shall not in any way affect the substantive terms or conditions of the Agreement. Page 8 of 8 H:\Survey Serviees\Con~ract\GENERAL CONDITIONS-ARCHITECT-ENGINEER.doc Revised 5-30-02 ATTACHMENT 'A' SCOPE OF BASIC SERVICES The scope of Basic Services for this project generally consists of professional surveying services in support of the City of Denton (Owner) as administered by the City of Denton Engineering Department. Services will be on an indefinite delivery basis for specific tasks or projects as requested by City staff. The total amount of work is undetermined and may be limited by the total maximum compensation indicated in Section 2, Compensation, of the Professional Services Agreement. Specific tasks may include the following: · Construction staking · Field design surveys · Topographic surveys · Boundary surveys and analysis · Preparation of easement or right-of-way exhibits · GPS monument placement · Other professional surveying services as requested AIl survey services will be performed under the diract supervision of a Registered Professional Land Surveyor (RPLS) licensed to practice in the State of Texas. The Design Professional will seal all boundary surveys and other documents requiring the seal of an RPLS. All surveying services will meet or exceed the minimum standards of practice established by the Texas Board of Professional Land Surveyors. In addition to field crew(s), the Design Professional will provide the services of an RPLS and/or survey technician to support the field crew, both to prepare materials prior to field work and to compile, analyze or map the information gathered by the field crew or to otherwise prepare the work of the field crew for delivery to the Owner. PROCEDURE A representative of the Owner will provide the Design Professional with a written Survey Request Form. This request will provide a minimum of forty-eight (48) hours notice of the need for specific services and will outline briefly the nature of the work to be provided along with the necessary timeline. If the Design Professional is unable to meet the required schedule, he will notify the Owner within twenty-four (24) hours so that other provisions or a revised schedule can be arranged. Once the Design Professional has reviewed the preliminary information provided with the Survey Request Form and has agreed to accept the specific assignment as detailed, the Owner will provide detailed information, including written instructions, construction plans or drawings, deeds, sketches, electronic drawing files, or any other information necessary to complete the assignment. Upon review of the detailed information, the Design Professional will provide an estimate of the effort and/or cost of services to the Owner's designated representative. Upon completion of the work, the Design Professional will provide electronic files, plots, maps, exhibits, field notes, point files, and/or other materials as requested by the Owner. Deliverables will be produced and transmitted to the Owner using standards established and set forth by the City of Denton Engineering Department. H:\Survcy Scrviccs\ContractLAuachment A.doc Exhibit A Page 1 ATTACHMENT 'B' SCHEDULE OF FEES A. BASIC SERVICES: For work performed by the Design Professional within the scope identified in Attachment A, Scope of Basic Services, the Design Professional will be reimbursed as described below: 1. Labor Design Professional shall be reimbursed on the basis of negotiated fees for each item of service provided, as mutually agreed to by the Design Professional and the Owner, or on the basis of labor of personnel employed by the Design Professional on an hourly basis in accordance with ATTACHMENT 'C', Standard Rate Schedule for Reimbursable/Multiplier Contracts. When services are based on hourly reimbursable rates, the time charged will not include travel time to the project site from the Lewisville office of the Design Professional and will cease upon completion of the task in Denton. No travel time will be charged by the Design Professional. 2. Direct ExDenses Direct expenses, such as printing, reproductions, delivery/courier services, etc. will be reimbursed to the Design Professional at his direct invoice expense times a multiplier as set forth in Attachment 'C'. Where appropriate, a not-to-exceed amount will be established and agreed to for each item of service provided. H:\Survcy Services\Contract~Attachmcnt B.doc Exhibit B - Page I ATTACHMENT 'C' STANDARD RATE SCHEDULE FOR REIMBURSABLE/MULTIPLIER CONTRACTS (to be attached by the Design Professional) H:kSurvoy Scrvices\Conlract~A~achmcnt C.doc Arthur Surveying Co., Inc. P~o~essional I_~and ..$t~veyoxs SCHEDULE OF HOURLY RATES 220 Elm Street, Suite #200 Lewisville, Texas 75067 Effective January 2003 Registered Professional Land Surveyor Project Representative Senior Technician Junior Technician Survey Coordinator Office Manager Office Clerical Conventional Field Crew/Junior Party Chief Conventional Field Crew/Senior Party Chief GPS Field Crew $100.00 per hour $50.00 per hour $75.00 per hour $45.00 per hour $50.00 per hour $50.00 per hour $30.00 per hour $80.00 per hour $100.00 per hour $125.00 per hour STAKES: Stakes will be charged at cost + 10% if an excessive number are required. (Typically included in crew rate.) IRONS: Irons will be charged at cost + 10% if an excessive number are required. (Typically included in crew rate.) SPECIAL MONUMENTS: Special Monuments will be charged at cost + 10%. SPECIAL EQUIPMENT: Any special equipment required on a job will be charged at rental cost + 10%. OVERTIME RATES: Jobs requiring work on weekends or holidays will be billed at 1.5 tames the standard rate. Each project is evaluated to determine the best/most cost effective personnel for that particuiar project. The number of persons on a field crew is determined in the same manner. There is no cost difference in a 2 or 3 man crew. SCHEDULE OF REIMBURSABLE EXPENSES Reproduction-Out of-House Vellum Prints Mylar Prints Bond Prints Actual Expense x 1.5 $10.00 / sheet $ 20.00 / sheet $1.50 / sheet Boundary surveys, exhibits, etc. requiring a lump sum price, please call for a quote ~ 972-221-9439.