Loading...
2001-142 NO AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT WITH BURNS & MCDONNELL ENGINEERING COMPANY, INC FOR ENGINEERING AND RELATED SERVICES PERTAINING TO APPROVED ELECTRICAL POWER SYSTEM PROJECTS FOR DENTON MUNICIPAL ELECTRIC, AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR, AND PROVIDING AN EFFECTIVE DATE WHEREAS, the City Cotmcd deems it m the public ~nterest to engage the firm of Bums & McDonnell Engmeenng Company, Inc, a M~ssoun Corporation, of Kansas City, M~ssoun ("B&M"), to provide professional eng~neenng and related services perttumng to approved electrical power system projects for Denton Mumc~pal Electric, and WHEREAS, the C~ty staff has reported to the C~ty Cotmcll that there ~s a substantial need for the above-descnbed professional serwces, and that limited C~ty staff cannot adequately perform the services and tasks w~th its own personnel, and WHEREAS, Chapter 2254 of the Texas Government Code, known as the "Professional Services Procurement Act", generally prowdes that a City may not select a provider of professional services on the bas~s of compeUUve b~ds, but must select the provtder on the bas~s of demonstrated competence, knowledge, and qualfficat~ons, and for a fair and reasonable price, and WHEREAS, the City Council has prowded ~n the City Budget for the appropriation of funds to be used for the purchase of the professional servmes, as set forth in the Professional Services Agreement, NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION 1 That the City Manager ~s hereby authorized to execute a Professional Servmes Agreement with Bums & McDonnell Engmeenng Company, Inc, of Kansas City, Missouri, for professional engmeenng and related services pertmmng to approved electrical power system projects for Denton Mtmlc~pal Electric, m substantmlly the form of the Professional Services Agreement attached hereto and incorporated herewith by reference SECTION 2 That the award of this Agreement by the City ~s on the basis of the demonstrated competence, knowledge, and quahficatlons of B&M and the abd~ty of B&M to perform the professional servmes needed by the C~ty for a fair and reasonable price SECTION 3 That the expenchture of funds as provided in the attached Professional Servmes Agreement ~s hereby authorized SECTION 4 That ttus ordinance shall become effective lmmedaately upon its passage and approval PASSED AND APPROVED th~s the ~ day of ~ ,2001 ~UL1NE BROCK, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY S \Our Documents\Ordmanees\0BBums & McDonnoll Engmeenng Co PSA-DME doc STATE OF TEXAS § COUNTY OF DENTON § PROFESSIONAL SERVICES AGREEMENT FOR ENGINEERING SERVICES AND RELATED SERVICES PERTAINING TO APPROVED ELECTRICAL POWER SYSTEM PROJECTS FOR DENTON MUNICIPAL ELECTRIC THIS AGREEMENT ls made and entered into on the ,~//Z~day of ~, 200 l, by and between the City of Denton, Texas, a Texas Mtmlclpal Corporation,' 'with its pnnclpal office at 215 East McKanney Street, Denton, Texas 76201 (hereinafter "OWNER"), and Bums & McDonnell Engineering Company, Inc, a Missouri Corporation, with its offices at 9400 Ward Parkway, Kansas City, Missouri 64114-3319 (hereinafter "CONSULTANT"), the parties acting herein, by and through their respective duly-authorized representataves and officers WITNESSETIt, that m conslderalaon of the covenants and agreements herein contained, the parties hereto do mutually AGREE as follows ARTIC~T .F. I EMPLOYMENT OF CONSULTANT The OWNER hereby contracts w~th CONSULTANT, as an independent contractor, and the CONSULTANT hereby agrees to perform the services herein in connection with the ProJect as stated in the Articles to follow, with chhgence and in accordance with the professional standards customarily obtained for such services in the State of Texas The professional services set forth herein are in connection with the followmg described prelect (the "Project") Professional engmeenng and other related services perta~mng to electrical power system relay protection and control design support for approved Capital Improvement Projects for a one-year term on a non-exclusive, as-needed basis, as requested by Denton Municipal Electric ("DME") ARTTC~T ,E lT SCOPE OF SERVICES The CONSULTANT shall perform the following basic services in a professional manner A CONSULTANT shall perform all those services as are necessary and as described m the letter from Steve Coleman, P E, Project Manager, T & D Division of CONSULTANT to Chuck Sears, Engmeenng Admlmstrator, DME, dated February 5, 2001 which constitutes a proposal to the City of Denton and which is attached as Exhibit "A" and is incorporated herewith by reference B If there is any conflict that arises between the terms of this Agreement and the Exhibit attached to flus Agreement, then the terms and conditions of this Agreement shall control over the terms and conditions of the attached Exhibit ARTICI ,F. Ill OPINIONS OF PROBABLE COSTS Oplmons of probable costs prepared by CONSULTANT relating to construction costs and schedules, operation and mmntenance costs, equipment charactenstms and performance, and operating results are based on CONSULTANT'S experience, qualifications and judgment as a design professional Since CONSULTANT has no control over weather, cost and avmlainhty of labor, material and equipment, labor productivity, construction contractor's procedures and methods, unavoidable delays, construction contractor's method of determlmng prices, economic conditions, competitive bidding or market conditions and other factors affecting such opunons of probable cost, CONSULTANT does not guarantee that actual rates, costs, performance, schedules, etc, will not vary from opinions of probable costs prepared by CONSULTANT ARTICI ,F, IV ADDITIONAL SERVICES Any additional services to be performed by the CONSULTANT, if authorized by the OWNER, winch are not mcinded as Basic Services in the above-described Scope of Services, set forth as prowded by Article II heremabove, shall be later agreed-upon by OWNER and CONSULTANT, who shall determine, mwntmg, the scope of such additional services, the mount of compensation for such additional services, and other essential terms pertmmng to the provision of such additional service by the CONSULTANT ARTTC. 1,1~ V PERIOD OF SERVICE A This Agreement provides for a one-year term Tins Agreement shall become effective upon its execution by the OWNER and the CONSULTANT, and services shall be provided hereunder upon the issuance of a notice to proceed by the OWNER This Agreement shall remain m force for the period that may reasonably be reqmred for the completion of the ProJect activities, including Additional Services, if any, and any reqmred extensions approved by the OWNER Tins Agreement may be sooner terminated m accordance w~th the provisions hereof Time is a material consideration of this Agreement CONSULTANT shall make all reasonable efforts to complete the services set forth hereto as expeditiously as possible and to meet the schedule reasonably established by the OWNER, acting through its Director of Electric Utilities or her designee CONSULTANT and OWNER further agree that the terms of this Agreement may be extended by OWNER for an additional one-year term upon the compleuon of the term of ,ttus Agreement at CONSULTANT'S then prevmlmg year 2001 standard billing rates charged to mummpal governments, by a written amendment to tins Agreement approved by the duly-anthonzed officers and representatives of the OWNER and CONSULTANT AR'I'TCT ,F, VT COMPENSATION A COMPENSATION TERMS 1 "Direct Non-Labor Expense" is defined as that expense [other than "per diem" expense], based upon actual cost plus 10%, for any out-of-pocket expense reasonably incurred by the CONSLrLTANT related to its performance of this Agreement for long dsstance telephone charges, telecopy charges, messenger services, pnnting and reproduction expenses, out-of-pocket expenses for purchased computer t~me, prudently incurred travel expenses related to the work on the Prolect, and similar incidental expenses recurred m connection with the ProJect B BILLING AND PAYMENT For and in consideration of the professional services to be performed by the CONSULTANT herein, the OWNER agrees to pay CONSULTANT, based upon the satisfactory completaon of the Basle Serwces tasks set forth in the Scope of Servmes as shown in Article II above, as follows 1 CONSULTANT shall perform ~ts work on this ProJect on an hourly fee basis, plus reimbursement for all reasonably recurred out-of-pocket expenses, b~lled monthly CONSULTANT shall bill from time sheets, ~n mnumum one half (1/2) hour increments of trine, at the rates set forth m CONSULTANT'S "Proposal to City of Denton" a four (4) page document, dated February 5, 2001, from CONSULTANT to OWNER respecting the scope of services and the compensation and expense price structure, wbach ~s attached hereto as Exlublt "A" and which is incorporated herewith by reference OWNER shall pay to CONSULTANT for its professional services performed, and for its out-of pocket expenses incurred m the Project, a total mount not to exceed $120,000 00 2 Partml payments to the CONSULTANT will be made monthly based on the percent of actual completion of the Basic Services, rendered to and approved by the OWNER through its Director of Elecmc Ut~htles or her designee However, under no c~rcumstances shall any monthly statement for services exceed the value of the work performed at the time a statement is rendered 3 Nottung contained m this Article shall reqmre the OWNER to pay for any work that ~s not submitted m compliance w~th the terms of tlus Agreement OWNER shall not be reqmred to make any payments to CONSULTANT at any t~me when CONSULTANT ~s ~n default under thas Agreement 4 It is specifically understood and agreed that the CONSULTANT shall not be anthonzed to undertake any work pursuant to thts Agreement whmh would require additional payments by the OWNER for any charge, expense or m~mbursement above the not-to-exceed amount as stated heremabove, without first hawng obtmned the prior written authorization from the OWNER CONSULTANT shall not proceed to perform any services to be later provided for under Article IV "Addatlonal Serwces" w~thout first obtmmng prior written authorization from the OWNER C ADDITIONAL SERVICES For ad&tlonal services anthonzed in writing by the OWNER in Artmle IV heremabove, CONSULTANT shall be prod based on a to-be-agreed-upon Schedule of Charges Payments for addlhonal servmes shall be due and payable upon submlssxon by the CONSULTANT, and shall be ~n accordance w~th Amcle VI B heremabove Statements for Basra Services and any Additional Services shall be submitted to OWNER no mom frequently than once monthly D PAYMENT If the OWNER fatls to make payments due the CONSULTANT for services and expenses w~tfun forty-five (45) days after receipt of the CONSULTANT's undisputed statement thereof, the amounts due the CONSULTANT will be increased by the rate of one percent (1%) per month from and after the smd forty-fifth (45th) day, and in addition, thereafter, the CONSULTANT may, after g~wng ten (10) days written not,ce to the OWNER, suspend servmes under ttus Agreement until the CONSULTANT has been prod m full for all amounts than due and owing, and not d~sputed by OWNER, for services, expenses and charges Prowded, however, nothing here~n shall require the OWNER to pay the late charge of one percent (1%) per month as set forth here~n, if the OWNER reasonably determines that the CONSULTANT's work ~s not submitted ~n accordance with the terms of this Agreement, in accordance w~th Amcle VI B of this Agreement, and OWNER has not~fied CONSULTANT of that fact m writing E MODIFICATION OF SERVICES In the event and to the extent that an act or omlss~on of OWNER, or any error or change m OWNER-provided information, or change in law, or event of force majeure affects the servmes or increases CONSULTANT'S costs, CONSULTANT shall be entitled to a change to the services and an eqmtable adjustment in the compensatxon, as appropriate CONSULTANT shall propose such changes ~n services and any eqmtable adjustment ~n compensation in writing, and OWNER shall accept or d~spute such proposal ~n writing w~thm fifteen days of receipt of CONSULTANT'S proposal AR TIC. T .g. VII OBSERVATION AND REVIEW OF THE WORK The CONSULTANT will exercise reasonable care and due diligence in dmcovenng and promptly reporting to the OWNER any defects or deficiencies ~n the work of CONSULTANT ARTICI.F. VIII OWNERSHIP OF DOCUMENTS All original documents prepared or furmshed by the CONSULTANT pursuant to this Agreement are msmunents of serwce and shall become the property of the OWNER upon the termination of ttus Agreement The CONSULTANT is entitled to retmn cop~es of all such documents The documents prepared and furnished by the CONSULTANT are ~ntended only to be applicable to flus project and OWNER's use of these documents m other projects shall be at OWNER's sole risk and expense In the event the OWNER uses the Agreement in another project or for other purposes than specified hereto any of the information or materials developed pursuant to this agreement, CONSULTANT ~s released from any and all liability relating to their use in that project ArTTCT,~ T¥ 1NDE?ENDEN? CONTI~s~C?OR CONSU~TAN~ shall prowde s~'wces to OWN~,R ~ em ~ndependent contractor, not as ~ employee of the OWNER CONSULTANT shall not have or claim any right ansmg from employee status ARTICLE X INDEMNITY AGREEMENT A The CONSULTANT shall ]ndemmfy and save and hold harmless the OWNER and officmls, officers, agents, attorneys and employees from and against any and all habfl]ty, claims, demands, damages, losses and expenses, including but not hm]ted to court costs and reasonable attorney fees incurred by the OWNER, and mclud]ng without hm]tatlon damages for bodily and personal injury, death, or property damage, resulting from the neghgent acts or omissions of the CONSULTANT or its officers, shareholders, agents, attorneys and employees ~n the execution, operation, or performance ofth~s Agreement B Notlung in ti'ns Agreement shall be construed to create a habfl]ty to any person who is not a party to tlus Agreement and nothmg herein shall wmve any of the party's defenses, both at law or equity, to any clmm, cause of act]on or ht]gation filed by anyone not a party to tins Agreement, including the defense of governmental ]mmumty, which defenses are hereby expressly reserved C Promded however, m no event shall CONSULTANT'S total habfi~ty under tlus Agreement in the aggregate, exceed $1,000,000 D In no event will CONSULTANT be hable for any specml, mchrect or consequentml damages including, without hm]tat~on, damages or losses in the nature of increased project costs, loss of revenue and profit, lost product]on, clmms by customers of OWNER, or governmental fines or penalties ARTICT ,F, XI INSURANCE Dunng the performance of the Services under tlus Agreement, CONSULTANT shall mmntmn the followmg msurance with an insurance company hcensed to do bus]ness in the State of Texas by the State Insurance Board or any successor agency, that has a rating with A M Best Rate Careers of at least an "A-" or above A Commercial General Liability Insurance with bodily injury hmlts of not less than $500,000 for each occurrence and not less than $500,000 m the aggregate, and with property damage hmlts of not less than $100,000 for each occurrence and not less than $100,000 in the aggregate B Automobile Lmbfl]ty Insurance with bodily ~njury hm]ts of not less than $500,000 for each person and not less than $500,000 for each acc]dent and with property damage hm~ts for not less than $100,000 for each accident C Worker's Compensation Insurance in accordance w~th statutory reqmrements, and Employer's Liability Insurance with lmaltS of not less than $100,000 for each acmdent D Professional Lmbfllty Insurance and/or Errors & Omms~ons Insurance w~th hmlts of not less than $500,000 annual aggregate E CONSULTANT shall furmsh insurance certfficates to OWNER to ewdence such coverages The insurance certfficates shall name the OWNER as an add~tmnal ~nsured on all such pohcms, to the extent that is legally posmble, and shall contain a provision that such insurance shall not be cancelled or modffied wathout thxrty (30) days prior written notxce to OWNER and CONSULTANT In such event, the CONSULTANT shall, prior to the effective date of the change or cancellatxon of coverage, dehver copxes of certfficates, futmsbang at least the same pohcy hmlts and coverage, to OWNER AR TTCT,F~ XII ARBITRATION AND ALTERNATE DISPUTE RESOLUTION The part,es may agree to settle any disputes under tlus Agreement by submitting the dmpute to arbitration or other means of alternate d~spute resolution such as medaat~on No arbitration or alternate dispute resolution arising out of or relating to, th~s Agreement ~nvolwng one party's d~sagreement may include the other party to the d~sagreement without the other's approval ARTICI ,F, XITT TERMINATION OF AGREEMENT A Notwithstanding any other prows~on of th~s Agreement, e~ther party may terminate th~s Agreement by providing tturty (30) days advance written notme to the other party B Th~s Agreement may alternatively be terminated ~n whole or ~n part m the event of e~ther party substantmlly ftulmg to fulfill ~ts obhgatlons under th~s Agreement No such termination wall be effected unless the other party ~s g~ven (1) written notme (dehvered by certffied mml, remm receipt requested) of ~ntent to terminate and setting forth the reasons specifying the nonperformance or other reason(s), and not less than thirty (30) calendar days to cure the fmlure, and (2) an opportunity for consultation w~th the terminating party prior to termination C If the Agreement ~s terminated prior to completaon of the services to be prowded hereunder, CONSULTANT shall ~mmedmtely cease all servtces upon receipt of the written not,ce of termination from OWNER, and shall render a final b~ll for services to the OWNER w~th~n twenty (20) days after the date of tennmatmn The OWNER shall pay CONSULTANT for all sermces properly rendered and satisfactorily performed, and for reimbursable expenses prior to notice of termination being received by CONSULTANT, ~n accordance w~th Artmle VI of this Agreement Should the OWNER subsequently contract w~th a new consultant for the continuation of services on the ProJect, CONSULTANT shall cooperate ~n prowchng mformat~on to the OWNER and to the new consultant If applicable, OWNER shall allow CONSULTANT a reasonable t~me to transition and to turn over the Project to a new consultant CONSULTANT shall turn over all documents prepared or furnished by CONSULTANT pursuant to th~s Agreement to the OWNER on or before the date of tennmat~on, but may mmntmn copies of such documents for its files ARTIC~I ,P, XIV RESPONSIBILITY FOR CLAIMS AND LIABILITIES Approval of the work by the OWNER shall not constitute nor be deemed a release of the responsibility and hablhty of the CONSULTANT, its officers, employees, or agents, for the accuracy and competency of their work performed pursuant to tins Agreement, nor shall such approval by the OWNER be deemed as an assumption of such responsibility by the OWNER for any defect in the work prepared by the CONSULTANT, its pnnmpals, officers, employees, and agents ARTTCI.~ XV NOTICES All notmes, commumcatlons, and repons mqmred or permitted under tins Agreement shall be personally delivered to, or telecopled to, or totaled to the respective parties by depositing same in the Umted States mai at the addresses shown below, postage prepmd, certified real, remm receipt requested, unless otherwise specified herein To CONSULTANT To OWNER Bums & McDonnell City of Denton, Texas Steve Coleman, P E, Project Manager City Manager 9400 Ward Parkway 215 East McK~uney Kansas City, Missouri 64114-3319 Denton, Texas 76201 Fax (816) 333-3690 Fax (940) 349-8596 All not~ces provided under tins Agreement shall be effective upon their actual receipt by the party to whom such notice is given, or three (3) days after mmhng of the notice, whichever event shall first occur ARTICI .F, XVI ENTIRE AGREEMENT Tlus Agreement consisting of eleven (11) pages and one (1) Exhibit constitutes the complete and final expression of the Agreement of the parties and is intended as a complete and exclusive statement of the terms of their agreements, and supersedes all prior contemporaneous offers, promises, representations, negotiations, d~scusslons, communications, understandings, and agreements winch may have been made in connection with the subject matter of this Agreement ARTTC. T J~ 5(VTI SEVERABILITY If any provlmon of this Agreement is found or deemed by a court of competent j unsdmtion to be invalid or unenforceable, it shall be considered severable from the remmnder of this Agreement, and shall not cause the remmnder to be invalid or unenfomeable In such event, the parties shall reform tins Agreement, to the extent reasonably possible, to replace such stricken provision with a valid and enforceable pmwslon wbach comes as close as possible to expressing the original intentions of the part~es respecting any such stricken prows~on All TTCI.F. XVTTT COMPLIANCE WITH LAWS CONSULTANT shall comply w~th all federal, state, local laws, roles, regulations, and ordinances apphcable to the work performed by CONSULTANT hereunder, as they may now read or as they may hereafter be mended ARTTCT .g. XTX DISCRIMINATION PROHIBITED In performing the services reqmred hereunder, CONSULTANT shall not d~scnm~nate agmnst any person on the bas~s of race, color, religion, sex, national origin or ancestry, age, or physical handicap ARTICI.~ ~X'Z PERSONNEL A CONSULTANT represents that ~t has or wall secure at its own expense all personnel reqmred to perform all the services reqmmd under th~s Agreement Such personnel shall not be employees or officers of, nor have any contractual relations w~th the OWNER CONSULTANT shall ~mmed~ately reform the OWNER ~n writing of any conflict of interest or potentml conflict of ~nterest that CONSULTANT may thscover, or which may arise dunng the term ofth~s Agreement B OWNER reqmres that CONSULTANT carefully safeguard all documents, data, and information prowded by OWNER to CONSULTANT ~nmdent to th~s engagement CONSULTANT recogmzes that such documents, data, and information, ~nvolve sensitive, competltave ~ssues, m some cases, confidential lnformat~on, and in some cases proprietary mformat~on, and the dasclosure of such ~nformatlon by CONSULTANT to any third party, without the express written consent of OWNER, ~s expressly probab~ted by OWNER, and would hkely cause economm loss and detriment to OWNER Any such unauthorized dmelosure of reformation by CONSULTANT shall constitute an act of default respecting this Agreement CONSULTANT represents to OWNER that it w~ll safeguard OWNER's mformatlon and wall, upon OWNER'S reasonable request, provide OWNER w~th CONSULTANT'S pohmes mgarchng ~ts procedures for ldentlfytng conflicts of interest, and ~ts procedures and safeguards wtuch are in place which would apply to CONSULTANT'S treatment and handling of OWNER'S documents, data, and mformat~on dunng this engagement C All services reqmred hereunder will be performed by CONSULTANT or under ~ts d~rect superv~slon All personnel engaged m performing the work prowded for m this Agreement, shall be qualffied, and shall be authorized and permitted under apphcable state and local laws to perform such senqces ARTTCI,~ XX'I ASSIGNABILITY The CONSULTANT shall not assign any interest m th~s Agreement and shall not transfer any interest m th~s Agreement (whether by assignment, novation or otherwme) without the prior written consent of the OWNER CONSULTANT shall promptly notify OWNER of any change of ~ts name as well as of any material change in ~ts corporate structure, its location, and/or m its operations ARTTCT ,1~, X~'TT MODIFICATION NO wmver or modfficat~on of tlus Agreement or of any covenant, condatlon, hmltat~on here~n contmned shall be vahd unless m writing and duly executed by the party to be charged therewith No ewdence of any waiver or modfficat~on shall be offered or received ~n evidence in any proceeding arising between the parties hereto out of or affecting this Agreement, or the rights or obhgat~ons of the parties hereunder, unless such wmver or modification is in writing, duly executed The parties further agree that the provisions of this Article w~ll not be wmved unless as here~n set forth ARTICI.F. XXIII MISCELLANEOUS A CONSULTANT agrees that OWNER shall, untd the explratmn of three (3) years after the final payment made by OWNER under this Agreement, have access to and the right to examine any d~rectly pertinent books, documents, papers and records of the CONSULTANT lnvolmng transacttons relating to flus Agreement CONSULTANT agrees that OWNER shall have access during normal working hours to all necessary CONSULTANT faclht~es and shall be prowded adequate and appropriate working space ~n order to conduct examtnat~ons or audits in compliance w~th tlus Article OWNER shall g~ve CONSULTANT reasonable advance notme of all intended examinations or audits PROVIDED HOWEVER, that the basis of CONSULTANT'S fixed price, fixed hourly rates, or fixed salary multipliers 0f applicable) shall not be subject to audit B Venue of any stat or cause of action under th~s Agreement shall lie exclusively in Denton County, Texas This Agreement shall be govemed by and construed ~n accordance w~th the laws of the State of Texas C For purposes of tbas Agreement, the parties agree that Steve Coleman, P E, of CONSULTANT, and ProJect Manager, T & D Division of the Kansas C~ty, M~ssoun office of CONSULTANT ("Coleman") shall serve as the ProJect Manager of CONSULTANT mspeet~ng this engagement, shall develop the scope of servmes w~th OWNER'S designated employees, and shall oversee all eng~neenng actlwtles on the ProJect This Agreement has been entered into with the understanding that Coleman shall serve as the CONSULTANT's ProJect Manager and will be a key person serving the OWNER on th~s ProJect Any proposed changes requested by CONSULTANT, respecting Coleman serving as the Project Manager on the ProJect, shall be subject to the approval of the OWNER, which approval the OWNER shall not unreasonably withhold Nothing herein shall limit CONSULTANT from using other qualified and competent members of ~ts firm to perform the other services reqmred herem, under ~ts supervision or control D CONSULTANT shall commence, carry on, and complete ~ts work on the Project w~th all apphcable d~spatch, and m a sound, econormcal, efficient manner, and m accordance w~th the engmeermg standards apphcable to the services, and the prows~ons hereof In accomphshmg the Pro.~ect, CONSULTANT shall take such steps as are appropriate to ensure that the work revolved is properly coordinated w~th related work being canued on by the OWNER E The OWNER. shall assist the CONSULTANT by placing at the CONSULTANT's disposal all avmlable mformat~on per~anent to the Project, including prewous reports, any other data relative to the Project and arranging for the access to, and make all provisions for the CONSULTANT to enter m or upon, public and private property as required for the CONSULTANT to perform professional services under th~s Agreement OWNER. and CONSULTANT agree that CONSULTANT ~s entitled to rely upon mformat~on furmshed to ~t by OWNER w~thout the need for further mqmry or investigation ~nto such ~nformat~on F The captions of this Agreement are for mformat~onal purposes only and shall not m any way affect the substantive terms or conditions of th~s Agreement 1N WITNESS WHEREOF, the C~ty of Denton, Texas has executed th~s Agreement m four (4) ongmal counterparts, by and through ~ts duly authorized C~ty Manager, and CONSULTANT has e×e ut by andduly authorized unde l ed of cer, on th s the ~ ~ day of ~O/LG~ ,2001 "CITY" CITY OF DENTON, TEXAS -~I~w-~d~M~rt~n, Xct~g C~ty Manager ATTEST JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY "CONSULTANT" BURNS & MCDONNELL ENGINEERING COMPANY, 1NC A M~ssoun Corporation ATTEST February 5, 2001 Mr Chuck Sears Eng~neenng Adm~mstrator C~ty of Denton 901-A Texas Street Denton, Texas 76201 C~ty of Denton, Texas Professional Engtneenng Servmes for Capital Improvement Plan Approved Prolects Dear Mr Sears We are pleased to prowde th~s proposal for eng~neenng services which you requested Bums & McDonnell ~s an enganeenng firm estabhshed ~n 1898, w~th headquarters ~n Kansas C~ty, M~ssoun, and hcensed to perform work ~n the State of Texas W~th approximately 1400 employee-owners, Bums & McDonnell performs work ~n many areas of design and construction Approximately 80 employee-owners are engaged ~n the Transmass~on and D~stnbut~on D~ws~on, performing system studies, design, drafting, and construction services for transmission hnes, substatmns, d~stnbut~on hnes, and commumcat~on systems Prolect Provade power system relay protection and control design support for approved Capttal Improvement Plan projects for a period of one year from date of s~gmng Scope of Servmes The following ~s our understanding of the Scope of Servmes to be prowded by Bums & McDonnell Determine the relays and controls necessary for approved Capital Improvement Plan substatmn and transmission projects 2 Promde the designs for the relay and control projects ~dent~fied ~n Item 1 to include panel layouts, terminal block layouts, and other drawings and documentation necessary to describe the designs 3 Prowde cop~es of all documentation m hard copy and electromc formats 9400 Ward P~rkwa~, Kansas Ctty Missou. 64114 3319 ~ ~ (~ ~1' '~ /~ ~ Tel 816 333 9400 Fax B16 333 3690 ~ barnsmcd corn Mr Chuck Sears February 5, 2001 Page 2 Prolect Orgamzatlon Bums & McDonnell proposes to utilize the following personnel for th~s project · Steve Coleman will act as Project Manager and perform quahty rewew of the work Mr Coleman has 26 years of experience In electrical power systems, mcludmg relay coordinanon and project management Mr Coleman ~s presently the System Studies Department Manager · Dave Stewart will determine the required relays and controls Mr Stewart is a Relay and Controls Engineer w~th Bums & McDonnell, with over 30 years experience in relay coordination Responsibilities of the City of Denton It is our understanding the City of Denton wall provide the following Provide full information as to the City of Denton's requirements for the ProJect 2 The City of Denton will provide all data necessary for the performance of th~s design, which Bums & McDonnell may rely upon in performing our services for th~s Project 3 Prowde personnel to accompany Bums & McDonnell's representative(s) as may be necessary for Bums & McDonnell to perform our services 4 Designate in wnUng a person to act as the City of Denton's representaUve with respect to the services to be performed for this ProJect Such person shall have complete authority to transn~uTinstmctlons, receive reformation, ~nterpret and define the City of Denton's pohc~es and decisions with respect to materials, equipment, elements and systems to be used m the Pro.leet Compensation 1 Amount of Payment For semces performed, the C~ty of Denton shall pay Bums & McDonnell the sum of the foIlowlng a For Ume expended by personnel, payment at the hourly rates ~ndlcated m the attached "Schedule of Hourly Professional Service Billing Rates" The schedule is effective to December 31,2001, and will be rewsed annually Mr Chuck Sears February 5, 2001 Page 3 b For reproduction, pnnt~ng, long distance telephone calls, fax services, vehicles, testing apparatus, and computer usage, amounts as determined from Bums & McDonnell's schedule of rates ~n effect at the time the service ~s provided 2 Statements Monthly statements, in Bums & McDonnell's standard format, will be submitted by Bums & McDonnell to the City of Denton for payment covenng services performed and expenses recurred dunng the preceding month Statements w~ll set forth the hours expended and classfficatmn for each person on the project, total hours expended for each classfficatmn, the total labor b~lhng, and a summary of other expenses and charges We appreciate the opportumty to serve the C~ty of Denton If you have any questmns regarding th~s proposal, please contact Steve Coleman at 816/822-3471 S~ncerely, BURNS & McDONNELL ENGINEERING CO, INC Steven P Coleman, P E ProJect Manager T&D D~wston SPC/spc Enclosures Schedule of Hourly Professional Service Billing Rates Position Classification Hourly Classification Level B~llmg Rate General Office * 5 $44 50 Technician * 6 $46 00 Assistant * 7 $52 50 8 $72 00 9 $79 00 Staff * 10 $87 50 11 $95 50 Sen~or 12 $104 00 13 $112 50 Associate 14 $124 50 15 $129 50 Pnnc~pal 16 $138 00 17 $143 00 NOTES 1 Position classifications listed above refer to the firm's internal classification system for employee compensation For example "Associate", "Senior~ etc refer to such posthons as "Associate Engineer~ Senior Aroh&tect' etc 2 The hourly rates shown above are effective for services through December 31_~2001 and are subject to revls~on thereafter 3 For any nonexempt personnel ~n positions marked w~th an asterisk (*) overtime will be billed at 1 5 t~roes the hourly labor b~lllng rates shown 4 Project time spent ~3y corporate officers will be billed at the Principal rate (Level 17) plus 25 percent - 5 For outside expenses incurred by Bums & McDonnell, such as authorized travel and subsistence and for services rendered by others such as subcontractors the client shall pay the cost to Bums & McDonnell plus 10% 6 A technology charge of $8 00 per labor hour will be b~lled for normal computer usage computer aided drafting (CAD) telephone, fax, photocopy and mall services Specialty items are n~o,t included in the technology charge 7 Monthly invoices will be submitted for payment covedng services and expenses dunng the preceding month Invoices are due upon receipt A late payment charge of 1 5% per month will be added to all amounts not pa~d within 30 days of the invoice date Form BMR1001