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2000-353 NOTE' First Amendment - Ordinance No 2002-075 O INANCENO AN ORDiNANCE OF THE CITY OF DENTON, TEXAS AUTHORIZiNG THE CITY MANAGER TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT WITH SHIMEK, JACOBS & FINKLEA, L L P, FOR ENGINEERING SERVICES PERTAINING TO THE DESIGN OF AND THE PREPARATION OF CONSTRUCTION PLANS AND SPECIFICATIONS FOR THE CITY OF DENTON 900 SERVICES LEVEL ONE MILLION GALLON ELEVATED WATER STORAGE TANK, AUTHORIZiNG THE EXPENDITURE OF FUNDS THEREFOR, AND PROVIDING AN EFFECTIVE DATE WHEREAS, the City Council deems it in the public interest to engage the firm of Sbamek, Jacobs & Flnklea, L L P, a Limited Liability Partnership, of Dallas, Texas ("SJ&F"), to provide professional engmeenng sorvmes to the City pertaining to the design of and the preparation of construction plans and specifications for the City's approved, and to-be- constructed, 900 services level one million gallon elevated water storage tank, and WHEREAS, the City staff has reported to the City Council that there is a substantial need for the above-described professional services, and that limited City staff cannot adequately perform the services and tasks with its own personnel, and WHEREAS, Chapter 2254 of the Texas Government Code, known as the "Professional Services Procurement Act", generally provides that a City may not select a provider of professional services on the basis of competitive bids, but must select the provider on the barns of demonstrated competence, knowledge, and qualifications, and for a fair and reasonable price, and WHEREAS, the City Council has provided in the City Budget for the appropriation of funds to be used for the purchase of th~ professional services, 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 is hereby authorized to execute a Professional Services Agreement with Shlmek, Jacobs & Flnklea, L L P, of Dallas, Texas, for englneenng services pertmmng to the design of and the preparation of construction plans and specifications for the Clty's 900 service level, one million gallon elevated water storage tank, in substantially 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 is on the basis of the demonstrated competence, knowledge, and qualifications of SJ&F and the ability of SJ&F to perform the professional services needed by the City for a fmr and reasonable price SECTION 3 That the expenditure of funds as provided in the attached Professional Services Agreement is hereby anthonzed SECTION 4 That tins ordinance shall become effective ~mmedmtely upon ~ts passage and approval PASSED AND APPROVED this the r7~~ day of ~~J ,2000 EULINE BROCK, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY S \Our Documents\Ordmances\00\Shlmek Jacobs & Fmkl~a PSA-Water 1 MGD Elevated Tank doc STATE OF TEXAS § COUNTY OF DENTON § PROFESSIONAL SERVICES AGREEMENT FOR ENGINEERING SERVICES PERTAINING TO THE DESIGN OF AND THE PREPARATION OF CONSTRUCTION PLANS AND SPECIFICATIONS FOR THE CITY OF DENTON 900 SERVICE LEVEL ONE 1VI~LION GALLON ELEVATED WATER STORAGE TANK THIS AGREEMENT ,s made and entered into as of the ~ day of ~~ , 2000, by and between the Ctty of Denton, Texas, a Texas Mumctpal Corporataon, wtth tts pnnclpal offices at 215 East McKmney Street, Denton, Texas 76201 (hereafter "OWNER") and Shn'nek, Jacobs & Fmklea, LLP, a Lnmted Ltainhty Partnersinp, wzth its offices at 8333 Douglas Avenue, #820, Dallas, Texas 75225 (hereafter "CONSULTANT'), the pames acting hereto by and through then: duly-authorized representatives and officers WlTNESSETH, that m cons~deratzon of the covenants and agreements hereto contained, the parties hereto do mutually AGREE as follows AR TTC~T,F, I EIviFLOYMENT OF CONSULTANT The OWNER hereby contracts w~th CONSULTANT, as an independent contractor, and the CONSULTANT hereby agrees to perform the sen, roes herem m connectaon w~th the ProJect as stated m the Artmles to follow, wuth chhgence and m accordance w~th the professmnal standards customarily obtained for such services m the State of Texas The professmnal serrates set forth hereto are m connectton wath the following described project (the "Project") The ProJect consmts of preparatton of plans and spemficat~ons for a one milton gallon elevated water storage tank and general engmeenng services to be rendered dunng the constmcUon phase of the ProJect The CONSULTANT agrees to exermse the same degree of care, sl~ll and dQ~gence m the performance of these sermees as ~s ordinarily prowded by a profesmonal consultant under smular mrcumstances and the CONSULTANT shall, at no cost to OWNER, "re-perform" servmes winch fall to satisfy the foregoing standard performance ARTTC~T,I~, IT SCOPE OF SERVICES The CONSULTANT shall perform the following Basra Servmes m a professional manner A To perform those professzonal services as set forth m the "Task 1 - Scope of Basra Servmes- 900 Serrate Level Elevated Storage Tank," prepared by ENGINEER for OWNER winch document zs attached hereto as Exinbzt "A," and zs incorporated herem by reference, winch document consists of nme (9) pages, and ts comprised of four seetnons 1 Part I - Preparation of Plans and Specifications 2 Part 1I - Bidding Phase 3 Part HI- Constructmn Phase 4 Part IV - Exclumons 5 Section "A" - Completion Schedule 6 Section "B" - Payment Schedule for Basic Semces B If there m any conflict between the terms of tins Agreement and those Exbabns attached to flus Agreement, the terms and conthtlons of flus Agreement shall control over the terms and concht~ons of such Exbablts ARTTCJ ,R Ill ADDITIONAL SERVICES Any additional sermcas to be performed by the CONSULTANT, if authorized by the OVv2qER, winch are not included as Basic Services m the above-described Scope of Sermces, set forth as provided by Article II above, shall be later agreed-upon by OWNER and CONSULTANT, who shall determine, m writing, the scope of such adcht~onal serrates, the mount of compensation for such addmonal services, and other essentml terms pertannng to the provision of such adchtlonal services by the CONSULTANT OWNER and CONSULTANT have agreed that those additional services items shown m Exinbat "B", incorporated herein by reference, and attached hereto are "Additional Services", that are, sermces winch CONSULTANT and OVqNER may consider as flus engagement progresses ARTTC~T ,R IV PERIOD OF SERVICE Tbas Agreement shall become effective upon execution by the OWNER and the CONSULTANT and upon the issuance ora notme to proceed by the OWNER, and shall remain m force for the penod that may reasonably be reqmred for the completion of the ProJect, mctudmg Additional Services, ff any, and any reqmred extensions approved by the OWNER Tins Agreement may be sooner temnnated m accordance with the provisions hereof Tune is of the essence m tbas Agreement CONSULTANT shall make all reasonable efforts to complete the services set forth hereto as expedmously as posmble and to meet the schedule reasonably established by the OWNER, acting through its Asmstant City Manager of Ut~ht~es, or bas demgnee AR TTC. T .F. V COMPENSATION A COMPENSATION TERMS 1 "Subcontract Expense" m defined as those expenses, if any, recurred by CONSULTANT m the employment of others m outside finns, for services in the area Page 2 of 10 of professional engineering, or related servmes Any subcontract or subconsultant bdlmg reasonably recurred by the CONSULTANT m cormectmn w~th the ProJect shall be mvomed to OWNER at the actual cost 2 "D~rect Non-Labor Expense" as defined as that expense, based upon actual cost, for any out-of-pocket expense reasonably incurred by the CONSULTANT m the performance of tbas Agreement for long d~stance telephone charges, telecopy charges, messenger sermces, printing and reproduction expenses, out-of-pocket expenses for purchased computer t~me, prudently recurred travel expenses related to the work on the ProJect, and mrmlar mmdental expenses ~ncurred m connection w~th the ProJect B BILLn',IG AND PAYMENT For and m consideration of the professional services to be performed by the CONSULTANT hereto, the OWNER agrees to pay CONSULTANT, based upon the satisfactory completion of the basra services tasks set forth m the Scope of Servmes as shown in Artmle II above, as follows 1 CONSULTANT shall perform its work on tins ProJect m accordance w~th the promslons and the tasks set forth m Extnbat "A" - "Task 1' attached hereto and incorporated herewith by reference CONSULTANT shall perform the smd professional servmes substantially ~n accordance wath the "ProJect Schedule" set forth m ExInb~t "A" - Section "A" CONSULTANT shall be paid for servmes rendered pursuant to the Agreement on the basra set forth m the "ProJect Budget - Section B" set forth m Exbab~t "A" OWNER agrees to pay to CONSULTANT for ~ts professmnal servmes performed, and for ~ts out-of pocket expenses incurred m the ProJect, a total lump-sm amount of $33,600 00 2 Partial payments to the CONSULTANT wall be made monthly m accordance with the statements reflecting the actual completion of the basic sermces, rendered to and approved by the OWNER through 1ts Assistant City Manager for Utlht~es or bas designee However, under no mrcumstances shall any monthly statement for senaces exceed the value of the work performed at the me a statement ~s rendered The OWNER may withhold the final ten (10%) percent of the above not-to-exceed amount untd satisfactory completmn of the ProJect by the CONSULTANT 3 Nothing contained m tbas Arttcle shall reqmre the OWNER to pay for any work wbach ~s unsatisfactory as reasonably detenmned by the Assistant City Manager for Utlhttes or bas designee, or wbach is not subrmtted by CONSULTANT to the OWNER m compliance w~th the terms of tbas Agreement The OWNER shall not be reqmred to make any payments to the CONSULTANT at any tune when the CONSULTANT is m default under tins Agreement 4 It is specffically understood and agreed that the CONSULTANT shall not be anthonzed to undertake any work pursuant to tins Agreement wbach would reqmre addl'aonal payments by the OWNER for any charge, expense or rennbursement above the not-to-exceed amount as stated heremabove, w~thout first having obtained the prior written authonzataon from the OWNER CONSULTANT shall not proceed to perform any servmas to be later s,o~u~c~,~.~^~.~,~ Page 3 of 10 provided for under Article III "Additional Services" without first obtaining pnor written anthonzaUon from the OWNER C ADDITIONAL SERVICES For adcht~onal servaces authorized m writing by the OWNER an Article l]I heremabove, CONSULTANT shall be pa~d based on a to-be-agreed-upon Schedule of Charges Payments for adchttnnal serwces shall be due and payable upon subnuss~on by the CONSULTANT, and shall be m accordance w~th Article V B heremabove Statements for bas~c services and any addmonal services shall be submatted to OWNER no more frequently than once monthly D PAYMENT If the OWNER fails to make payments due the CONSULTANT for serwces and expenses w~thm s~xty (60) days aiter receipt of the CONSULTANT'S undasputed statement thereof, the amounts due the CONSULTANT will be xncreased by the rate of one percent (1%) per month from and ailer the smd s~xUeth (60th) day, and m addaUon, thereaiter, the CONSULTANT may, after g~vmg ten (10) days written notxce to the OWNER, suspend services under fins Agreement until the CONSULTANT has been pa~d tn fu11 for all amounts then due and owing, and not d~sputed by OWNER, for services, expenses and charges Prowded, however, nothing hereto shall reqmre the OWNER to pay the late charge of one percent (1%) per month as set forth hereto, ~f the OWNER reasonably detenumes that the CONSULTANT's work ~s unsatasfactory, ~n accordance w~th Art~cte V B oftlus Agreement, and OWNER has notzfied CONSULTANT of that fact m wntlng ARTTCT ,R VT OBSERVATION AND REVIEW OF THE WORK The CONSULTANT will exercise reasonable care and due diligence ~n d~scovenng and promptly reporting to the OWNER any defects or defic~enctes m the work of the CONSULTANT or any of ~ts subcontractors or subconsultants ARTTC. T ,R VII OWNERSHIP OF DOCUMENTS All documents prepared or furmshed by the CONSULTANT (and CONSULTANT's subcontractors or subeonsultants) pursuant to th~s Agreement are instruments of service and shall become the property of the OWNER upon the termination of tlns Agreement The CONSULTANT ~s entitled to retain cop~es of all such documents The documents prepared and furmshed by the CONSULTANT are intended only to be apphcable to tins project and OWNER's use of these documents ~n other projects shall be at OWNER's sole risk and expense In the event the OWNER uses the Agreement m another project or for other purposes than specified herem any of the mformatmn or materials developed pursuant to tins agreement, CONSULTANT ~s released from any and all hab~hty relating to thetr use m that project ARTTCT ,R VTTT INDEPENDENT CONTRACTOR CONSULTANT shall prowde services to OWNER as an independent contractor, not as an employee of the OWNER CONSULTANT shall not have or clmm any nght arising from employee status ~,o.,,~,...,.~...~,~,,~.,,~.~^'~.,..~,.~,~ Page 4 of 10 ARTTCT J~ TX INDEMNITY AGREEMENT The CONSULTANT shall mdemmfy and save and hold harmless the OWNER and ~ts offic~als, officers, agents, attorneys and employees from and against any and all llablhty, claLms, demands, damages, losses and expenses, mcludmg but not hnuted to court costs and reasonable attorney fees recurred by the OWNER, and mcludmg without Inmtatlon damages for bodily and personal injury, death, or property damage, resulting from the negligent acts or ommslons of the CONSULTANT or ~ts officers, shareholders, agents, attorneys and employees m the execution, operatmn, or performance of tins Agreement Nothing m tins Agreement shall be construed to create a habdlty to any person who ~s not a party to tlms Agreement and nothing herem shall waive any of the party's defenses, both at law or equity, to any clatm, cause of action or ht~gatlon filed by anyone not a party to thas Agreement, including the defense of governmental Lmmumty, winch defenses are hereby expressly reserved ARTTCT,F, X INSURANCE Dunng the performance of the Services under tins Agreement, CONSULTANT shall maintain the following msurance wath an insurance company hcensed to do busmess m the State of Texas by the State Insurance Board or any successor agency, that has a ratmg w~th A M Best Rate Careers of at least an "A-" or above A Comprehensive General Llainhty Insurance w~th bodily injury hrmts of not less than $500,000 for each occurrence and not less than $500,000 m the aggregate, and with property damage lmuts of not less than $100,000 for each occurrence and not less than $100,000 m the aggregate B Automoinle Lmb~hty Insurance w~th bochly mjury lnmts of not less than $500,000 for each person and not less than $500,000 for each accident and w~th property damage Irtmts for not less than $100,000 for each acmdent C Worker's Compensatton Insurance m accordance with statutory reqmrements and Employer's L~abfl~ty Insurance w~th lamts of not less than $100,000 for each accident D Professional Lmbfl~ty Insurance voth hn'nts of not less than $1,000,000 annual aggregate E CONSULTANT shall furmsh insurance certfficates or insurance pohc~es at the OWNER's request to evidence such coverages The msurance pohmes shall name the OWNER as an additional insured on ali such pohmcs to the extent that is legally possible, and shall contain a prowsmn that such insurance shall not be cancelled or modified without tinrty (30) days prmr written notice to OWNER and CONSULTANT In such event, the CONSULTANT shall, prior to the effective date of the change or cancellation of coverage, dehver cop~es of any such substitute pohc~es, furmshmg at least the same pohcy hrmts and coverage, to OWNER ARTTCT,F, XI ARBITRATION AND ALTERNATE DISPUTE RESOLUTION The part,es may agree to settle any &sputes under tlns Agreement by subrmttmg the d~spute to arbitration or other means of alternate chspute resolution such as med~ataon No arbitration or altemate d~spute resolutmn arising out of or relating to, tins Agreement ~nvolvmg one party's d~sagreement may include the other party to the d~sagreement w~thout the other's approval ARTIST .R ~ TERMINATION OF AGREEMENT A Notwithstanding any other prows~on of fins Agreement, either party may terrmnate tl, ns Agreement by prowdmg thtrty- (30) days advance written no'ace to the other party B Tlus Agreement may be alternatively be terminated m whole or m part m the event of e~ther party substantmlly fmlmg to fulfill tts obhgat~ons under tl'ns Agreement No such termmatmn will be effected unless the other party ~s given (1) wntten notme (dehvered by cemfied mml, remm receipt requested) of intent to terminate and setting forth the reasons specifying the nonperfonnance or other reason(s), and not less than tturty (30) calendar days to cure the fmlure, and (2) an opportumty for consultatmn w~th the termmanng party prior to tennmaUon C If the Agreement ~s terminated pnor to completmn of the services to be prowded hereunder, CONSULTANT shall munechately cease all servmes upon receipt of the written notme of termination from OWNER, and shall render a final bill for servmes to the OWNER w~ttnn twenty (20) days after the date of termination The OWNER shall pay CONSULTANT for all serv, ces properly rendered and sat~sfactonly performed, and for reunbursable expenses prior to nolxce of termination being received by CONSULTANT, m accordance w~th Artmle V of tins Agreement Should the OWNER subsequently contract w~th a new consultant for the continuation of servmes on the ProJect, CONSULTANT shall cooperate m pmmdmg mfonnat~on to the OWNER and to the new consultant If apphcable, OWNER shall allow CONSULTANT a reasonable tune to tranm~on and to turn over the Project to a new consultant CONSULTANT shall turn over all documents prepared or furmshed by CONSULTANT pursuant to ti'as Agreement to the OWNER on or before the date of termmatton, but may mmntam cop~es of such documents for ~ts files ARTTC, T ,R XqTf RESPONSI:B]:LITY FOR CLAIMS AND L~d3ILIT~ES Approval of the work by the OWNER shall not constitute nor be deemed a release of the respons~b~hty and hab~hty of the CONSULTANT, ~ts officers, employees, agents, subcontractors, and subeonsultants for the accuracy and competency of their designs or other work performed pursuant to th~s Agreement, nor shall anoh approval by the OWNER be deemed as an assumptaon of such respons~b~hty by the OWNER for any defect m the design or other worL prepared by the CONSULTANT, ~ts principals, officers, employees, agents, subcontractors, and subconsultants AI~TT~T .~, XTV NOTICES All nottces, commumcatlons, and reports reqmred or pemutted under tins Agreement shall be personally dehvered to, or telecopled to, or mtuled to the respective parties by depositing same m the Umted States mml at the addresses shown below, postage prepmd, certified mml, return receipt requested, unless othemase specified hereto To CONSULTANT To OWNER Shn'nek, Jacobs & Fmklea, L L P City of Denton, Texas Attn Gary C Hendncks, P E Michael W Jez, City Manager 8333 Douglas Avenue, #820 215 East McKmney Dallas, Texas 75225 Denton, Texas 76201 Fax (214) 361-0204 Fax (940) 349-8596 All nottces under tlus Agreement shall be effective upon their actual receipt by the party to whom such nonce is g, ven, or three (3) days after mmhng of the nouce, wbachever event shall first occur ARTTCT,F, X'V ENTIRE AGREEMENT Tlus Agreement conslstmg of ten (10) pages and two (2) extnblts conslatutes 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, pronuses, representatmns, negottatlons, chscuss~ons, commumcatlons, understanchngs, and agreements wlueh may have been made m connection with the subject matter of tins Agreement ARTTCT,F, X-VT SEVERABILITY If any provision of tlus Agreement is found or deemed by a court of competent jurisdiction to be invalid or unenforceable, it shall be considered severable from the remainder of ttus Agreement, and shall not cause the remamder to be mvahd or unenforceable In such event, the pames shall reform thts Agreement, to the extent reasonably possible, to replace such stricken provision with a vahd and ~afforeeable provision wtuch comes as close as possible to expressing the original intentions of the pames respecting any such stricken prevision ARTTCI ,FI XVII COMPLIANCE WITH LAWS The CONSLTLTANT shall comply w~th all federal, state, local laws, roles, regulations, and ordinances applicable to the work performed by CONSULTANT hereunder, as they may now read or as they may hereafter be amended A~T~T.~ X'VFFi- DIS CI~,~xTATION ?RO~I?ED In peffo~g ~e semces req~ed here~der, ~e CONS~T~ shall not ~scn~ate ag~st ~y person on ~e b~s of race, color, rehgmn, sex, natmnal on~n or ~ces~, age, or physmal h~d~cap ARTTCT.R PERSO~L A CONS~T~ represents ~at ~t h~ or will sec~e at ~ts o~ expeme all perso~el mq~ed to peffom all ~e semces mq~ed ~der ~s Ageement Such perso~el sh~l not be employees or officers of, nor have ~y con~acm~ relat~om w~ ~e O~R CONS~T~ shall medmtely ~o~ ~e O~R m ~Lng of ~y con.ct of mt~est or pot~ co.mt of interest that CONS~T~T may d~scover, or w~ch may rose d~g · e te~ of ~s A~e~ent B All se~mes req~ed here~der ~I1 be peffomed by CONS~T~ or ~der ~m ~ect supe~smn ~1 perso~el engaged m perfo~g ~e work provided for m ~s A~eement, shall be qu~ffied, ~d shall be au~onzed ~d petalled ~der state ~d local laws to perfom such ARTICI ,R XX ASSIGN~ITY ~e CONS~T~ sh~l not ~s~ ~y ~nterest m ~s A~eement ~d sh~l not ~fer ~y interest m ~s A~eem~t (whe~er by ~s~ent, novation or o~e~se) w~out ~e pnor ~en consent of ~e O~R CONS~T~T shall promptly no~ O~R of ~y chmge of ~ts nme ~ well ~ of~y s~fic~t c~ge m ~ts co¢orate s~c~e or m ~ts op~a~o~ ~RTICI,R MOD~ICATION No wmver or modffiea~on of ~s A~e~ent or of ~y coven~t, con&tmn, lmta~on hereto contained sh~l be v~d ~ess m ~tmg ~d duly executed by ~e p~ to be ch~ged ~er~th No emdence of ~y wmver or modffica~on sh~l be offered or received ~n evidence m procee~g msmg be~een ~e p~es hereto out of or ~fec~g ~s A~ement, or ~e nghts or obhgatmns of ~e p~ms heremder, ~ess such wmver or modfficat~on ~s m ~tmg, duly execmed The p~es ~er a~ee ~at ~e prov~smns of ~s ~mle wdl not be wmved ~ess hereto set fo~ ARTICI ~SCELL~OUS A ~e fo~o~g e~b~t ~s a~ached to, mco~orated w~t~, ~d ~s made a p~ of ~s A~eem~t for ~1 p~oses pemn~t Exhibit "A" - Basic Services Exhibit "B" - Additional Services B CONSULTANT agrees that OWNER shall, until the exp~raUon of three (3) years after the final payment made by OWNER under tins Agreement, have access to and the nght to examine any directly pertinent books, documents, papers and records of the CONSULTANT revolving transacUons relating to flus Agreement CONSULTANT agrees that OWNER shall have access dunng normal wor!ong hours to all necessary CONSULTANT facflmes and shall be provided adequate and appropriate working space m order to conduct exammataons or anchts m compliance w~th this Aracle OWNER shall give CONSULTANT reasonable advance notice of all intended exammataons or audits C Venue of any suat or cause of actaon under flus Agreement shall lac exclusively tn Denton County, Texas Tins Agreement shall be governed by and construed m accordance w~th the laws of the State of Texas D For purposes of flus Agreement, the parties agree that the key persons who wall perform most of the work under flus Agreement shall be Gary C Hendncks, P E, Project Manager, and John W Barkhoff, P E Tins Agreement has been entered anto with the understanding that the two (2) above-stated employees of CONSULTANT shall perform all or a mgmficant portaon of the work on the Pro.~ect Any proposed changes regarding change of personnel, requested by CONSULTANT, respecting one or more of the two (2) above-stated employees, shall be subject to the approval of the OWNER, wbach approval the OWNER shall not unreasonably withhold Nothing hereto shall Intnt CONSULTANT from using other qualified and competent members of its fa-m to perform the other mmdental semces reqmred herein, under its supervision or control E CONSULTANT shall commence, carry on, and complete its work on the Project with all apphcable chspatch, and m a sound, economacal, efficient manner, and tn accordance wuth the provisions hereof In accomphsbang the Project, CONSULTANT shall take such steps as are appropriate to ensure that the work involved as properly coordinated with related work being camed on by the OWNER F The OWNER shall assist the CONSULTANT by placing at the CONSULTANT's chsposal all avmlable reformation pertinent to the Project, meludmg previous repons, any other data relative to the Project and arrangxng for the access to, and make all provisions for the CONSULTANT to enter m or upon, public and pnvate property as reqmred for the CONSULTANT to perform pmfesmonal services under flus Agreement OWNER and CONSULTANT agree that CONSULTANT is entitled to rely upon reformation furmshed to it by OWNER wathout the need for further tnqumy or mvestagatlon nato such m_formation G The captions of thts Agreement are for reformational purposes only and shall not tn any way affect the substanUve terms or condmons of flus Agreement IN WITNESS WHEREOF, the Caty of Denton, Texas has executed ti'ns Agreement tn four (4) ongtnal counterparts, by and through its duly-authorized City Manager, and CONSULTANT has executed flus Agreement by and througl~, its duly-authorized undermgned officer on tbas the ~,~ ~'~ day of ~ ,2000 s,o~ ~,~o~ · ~ ~ ~,~ ~ P age 9 of 10 "OWNER" CITY OF DENTON, TEXAS ~cha¢l W Jez, ~ Ivl~anager ATTEST JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY "CONSLrLTANT" SHIME~ JACOBS & FINKLBA, L L P By._~~ ATTEST ~r~rAJ ~ TASK "1" SCOPE OF BASIC SERVICES 900 SERVICE LEVEL ELEVATED STORAGE TANK PART I PREPARATION OF PLANS AND SPECIFICATIONS Preparation of' plans, specifications and bidding documents for a 1-Million Gallon Composite Elevated Tank based on the following items a) Specifications based on £ollowmg standards l) American Water Works Association (AWWA) ii) American Nation Standards Institute (ANSI) ru) American Society of Testing Materials (ASTM) iv) National Sanitation Foundation (NSF) v) American Concrete Institute (ACI) b) Tank Accessories to Include the £ollowmg Pipe Connections Wet R~ser Overflow Access and Trunk Doors Drain Antenna Bracket Tank Ladders Obstruction Light Roof Hatches Interior Light System Vent Exterior Light System Cathodic Protection Electrical System Valve & Electric Valve Operators Chloramlne Residual Analyzer c) Provide engineering services for expanding the C~ty's monitoring and control system in order to connect the proposed tank to the SCADA system d) Provisions for site landscape screening along fence lines and reestablished grass at the site e) Provisions for concrete driveway to access tank truck door f') The limits of the property will be as shown on the records drawings provided by the Ctt3 No additional field surveys will take place to establish property comers Information from record drawings will be placed on the construction plans g) The benctunark on site will be verified by field surveys and tied to existing control provided by the City of Denton h) The high-water level (HWL) as shown in the City of Denton's water distribution system master plan, will be the high-water level of the proposed tank The high water level shall be established from a benchmark elevation as provided by the City of Denton This high water level may be reconfirmed by the City and changed prior to finishing the construction plans The coating system will not include red lead primer Specifications will be prepared that will be in conformance with the Texas Natural Resources Conservation Commission Regulations for containment systems j) Plans and specifications will include provisions for erosion control devices to be erected as required, along property lines k) Preparation of FAA Notice of Proposed Construction form for City execution as project requirements dictate 1) Construction Plan Sheets will be prepared at a scale of not less than I" = 40' and will include a Cover Sheet, Location Map and Sheet Index m) Preparation ofreqmred Highway and Utility permits, as required n) Coordination with other Utility Compames, as required o) Design review meetings p) Oplmon of Probable Construction Estimate q) Printing of prehminary plans and specifications for review by the City and Utlhty Compames r) Design Surveys Professtonal Servtces 4greement (05/19/00) TasIt I (Page 2 of -) 2) ENGINEER agrees to complete the design in accordance w~th the gmdehnes established by the City of Denton Water Utilities Department to include, but not be hmlted to, the following a) Any and all items required by CITY as outlined by the Scope of Work shall be inked on the original tracings by ENGINEER Completed plans must be clearly legible and understood when reproduced at one-half scale by reprographlc methods b) ENGINEER shall prepare a separate cover sheet for the project c) ENGINEER shall prepare details or typmal sections as may be required by CITY to accomplish the work covered by this contract d) ENGINEER shall complete the design of non-standard structures required for this ProJect Actual design of the composite tank and tank structure shall be performed by the successful bidder ENGINEER shall delivery to CITY complete cop~es of design calculations for any and all non-standard structures designed by ENGINEER ENGINEER'S seal (dated and signed) shall appear on all design calculations e) ENGINEER shall thoroughly check plans for completeness and accuracy f) ENGINEER shall seal, date and s~gn each sheet ~n the plan set Consultant shall also seal, s~gn and date the cover sheet and project specifications g) ENGINEER shall prepare two sets of construction specifications and contract documents A draft set of specfficatlons wall be submitted to the CITY for review Upon receipt, the ENGINEER will incorporate the CITY'S comments into the documents Two (2) final sets of construction specifications and contract documents wdl be delivered to the CITY for b~d advertisement h) UPON COMPLETION OF PARTS 1) THROUGH 3), ENGINEER shall deliver to CITY original tracings of construction plans, opinion of probable construction cost, special provisions preliminary plans, copies of all field work, and two (2) full-size sets of prints l) ENGINEER shall provide "record" drawings, prepared from the contractor's record drawings j) Submit floppy disk w~th design files in DWG format All construction plan sheets will be prepared utilizing AutoCAD 2000 on Windows NT No specific computer aided drafting and Professional Serxlces 4greement (O~/19/OOJ Task 1 (Page 3 of -9 design specifications will be utilized One copy of electromc files of design plans wall be provided to the CITY under the following conditions l) The electronic files are compatible with AutoCAD 2000, operating on an IBM compatible PC using Windows NT operating system il) ENGINEER does not make any warranty as to the compat~b~hty of these files beyond the specified release of the above stated software ill) Because data stored on electromc media can deteriorate undetected or be modified, the CITY agrees that the ENGINEER will not be held liable for completeness or correctness of electronic media after an acceptance period of thirty days after delivery of these files iv) The electromc files are ~nstruments of ENGINEER'S service Where there is a conflict between the hard copy drawings and the electronic files, the hard copy files w~i1 govern in all cases v) Both parties acknowledge mutual non-exclusive ownership of the electronic files and each party may use, alter, modify or delete the files w~thout consequence to the other party All electronic files prowded to the CITY will not contain engineers seal, handwritten dates or signatures Professlonal Ser~tces Agreement (05/19/00~ Task l {Page 4 of ~ PART II BIDDI__.__.~NG PHAS___~E 1) Preparing Addenum as necessary 2) Attend a Pre-Btd Conference at the City of Denton facilities 3) Obtain the following information from the lowest bidder > Past work history > Physical resources to produce the project Formulate based on thru reformat,on, an opxmon from mformatmn received and provide the C~ty a recommendation for award of the construction contract 4) Attend a Pre-Construction Conference at City facdines including preparing a meeting agenda P1 ofesstonal Servtces Agreement (0.~/19/00) Tas,~ I (Page ~ of -J PART III CONSTRUCTION PHASE 1) Rewew the shop drawings and other submittal information which the Contractor submits for the elevated storage tank All other submittals and shop drawing mv~ew wxll be conducted by the C~ty of Denton Our review of the elevated stoarage tank design is for the benefit of the Owner and covers only general conformance with the ~nformatlon given by the Contract Documents Review of shop drawing submissions ~s solely for their conformance with the design intent and conformance with information given in the construction documents ENGINEER shall not be responsible for any aspects ora shop drawing submission that affects or are affected by the means, methods, techmques, sequences and operations of constructxon, safety precautions and programs ~nmdental thereto, all of which are the Contractor's responsibility Two copies of all shop drawings m which no exceptions are taken by ENGINEER wall be provided to the City 2) Provide written responses to requests made by the City of Denton for information or clarification of the plans and spemficatxons 3) The City of Denton agrees to negotiate and prepare routine change orders as reqmred The ENGINEER agrees to review change order documents and promde the City any opinions that may be warranted 4) Accompany the City during their final inspection of the project 5) Recommend final acceptance of work based on information provided by the City's on- site representanve 6) A representative of Shlmek, Jacobs & Flnklea, L L P, will visit the project on an "as need" basis as constmctlon proceeds to observe progress and formulate oplmon as to quality of work as it relates to contract documents A minimum of four site wslts will be conducted by Shtmek, Jacobs & Flnklea' representatives 7) Attend a final walk tkrough of the completed project and assist the City ~n the preparation of the completion punch list Professional Services Ag~ eement fO)/19/00) Task I (Page 6 of -~ PART IV EXCLUSIONS The intent of our scope of services is to include only the services specifically hsted ~n Task 1 and Task 2 and none others Services specifically excluded from the scope of services include, but are not necessardy hm~ted to the following 1) Boundary surveys or title-searches 2) Enwronmental impact statements and assessments 3) Fees for permits or advertising 4) Detailed design of tank structure and foundation 5) Certlficatmn that work is in accordance with plans and specifications 6) Environmental cleanup 7) Review of shop drawing submittals other than those specifically related to the structural design of the eleveated storage tank 8) Preparation or review of Monthly Pay Request 9) Rewew of Daily inspection test reports 10) Preparation of routine change orders Professional Services qgreetnent (0~/19/00) Tas~ I fPage ~ of -~ SECTION "A" COMPLETION SCHEDULE 900 SERVICE LEVEL ELEVATED STORAGE TANK Part I Preliminary Plans and Specifications 90 calendar days after notice to proceed Flnal Plansand Specifications 30 calendar days after review comments received from the City Part II Bidding Phase 45 calendar days from establishment of b~d date and project advertisement Part III Construction Phase 360 days after notice to proceed is provided to construction contractor Professional Ser;~ces Agreement (05/19/00) Section ' A" (Page ] of Id SECTION "B" PAYMENT SCHEDULE FOR BASIC SERVCIES 900 SERVICE LEVEL ELEVATED STORAGE TANK Our optmon of probable constructmn cost for the basic Elevated Storage Tank construction is $1,070,000 Engineering services described under Basic Services - Task 1 for the 1 0 Million Gallon Composite Elevated Storage Tank, shall be paid on the total lump sum amount not to exceed $33,600 The schedule for the basic services payment for Parts I through III shall be as follows Basic Services Design Fees 1) I 0 Million Gallon Basic Services Phase Elevated Storage Tank Part ! - Design Phase · Prehmmary Design $18,800 · Fmal Design $8 100 Part II - B~ddlng Phase $1,300 Part III -Construction Admmistratmn Phase $5 400 Total Basic Serwces Fee (Parts I through III) $33,600 · Basic services will be invoiced on a monthly basis, based on percent complete of plans · Bidding Phase services will be billed after completion of the Pre-Construction Conference · Construction Administration services will be invoiced aS a percent of construction complete (dollar value) Professional Services Agreement lO.WI 9/00) Sectwn "B" (Page 1 of ld TASK "2" ADDITIONAL SERVICES 900 SERVICE LEVEL ELEVATED STORAGE TANK 1) Provide Geotechmcal Investigation, including three borings at the base of the proposed tank structure, two copies of report will be provided to the City Geotechnical services to be provided by a sub-consultant contract with Henly Johnston & Associates, Inc 2) Inspection - Quality Control & Materials Testing Services will be provided by Henley Johnston Assoclates as a sub-consultant to thls contract The scope of services provided will be as follows a) Daily testing and inspection of steel erection and welds, including radiographic inspection The testing and inspection of steel erection and welding will be performed by an independent testing and inspection finn contracted by the Engineer b) Daily Inspection and testing of painting operation including blasting, mil thickness and holiday testing c) Quality control and materials testing including optimum moisture/density, Atterburg limits, field density test, pier inspection, concrete testing and concrete mix design review 3) Regulatory Assistance Dunng the course of the project, as requested by OWNER personnel, the ENGINEER will be available to accompany OWNER personnel when meeting with the Texas Natural Resource Conservation Commission, U S Environmental Protection Agency, or other regulatory agencies The ENGINEER will assist OWNER personnel on an as-needed basis ~n prepanng compliance schedules, progress reports, and providing general technical support for the OWNER's compliance efforts 4) Investigations involving detailed consideration of operation, maintenance and overhead expenses, and the preparation 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 5) Preparing applications and supporting documents for government grants, loans, or planning advances and providing data for detailed applications 6) Appearing before regulatory agencies or courts as an expert witness in any litigation with third parties, including the preparation of engineering data and reports for assistance to the OWNER EXHIBIT B Professlonal Servlces Agreement (05/19/00) Tas[~ 2 (Paga /of l) SECTION "C" PAYMENT SCHEDULE FOR ADDITIONAL SERVICES 900 SERVICE LEVEL ELEVATED STORAGE TANK Englneenng services described under Task 2 - Add~nonal Services for the 1 0 Million Gallon Composite Elevated Tank and the Of/site Water Lines, shall be considered additional services Additional Services shall be paid for based on actual salary cost times a multiplier of 2 5, with expenses billed at actual invoice amount times 1 15 Based on the amtlcpated level of work mvolvled, we suggest the City of Denton budget the amounts outlined below for additional services Additional Services 1) Geotechmcal Evaluations (design phase) $7,700 2) Inspections, Quality Control and Material Testing a) Daily Steel Erection and Welding Inspection $9,750 b) Dady Blast and Paint Inspection $2,100 c) Materials Testing and Quahty Control $22,150 3) through 6) Not Funded Subtotal, 1 0 Mdhon Gallon Elevated Tank $41,700 Professional Services 4greement (0.~/19/00) Section "C' /Page I of l) O ANCENO AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY MANAGER TO EXECUTE A FIRST AMENDED PROFESSIONAL SERVICES AGREEMENT WITH BIRKHOFF, HENDRICKS & CONNVAY, L LP (FORMERLY SHIMEK, JACOBS & FINKLEA, L L P ), FOR ENGINEERING SERVICES PERTAINING TO THE CONSTRUCTION PHASE AND FOR MATERIALS TESTING REGARDING THE CITY OF DENTON NORTHWEST SERVICE AREA ELEVATED WATER STORAGE TANK, AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR, AND PROVIDING AN EFFECTIVE DATE WHEREAS, the City Council deems it ~n the public anterest to continue to engage the firm of Blrkhoff, Hendncks & Conway, L L P (formerly known as Shamek, Jacobs & Fanklea, L L P ), a Lamlted Laablhty Parmershlp, of Dallas, Texas ("BH&C"), to provade further professional enganeenng services to the Caty pertmnmg to the constmctaon phase and for materials testing, together w~th the prewously authorized preparat,on of construction plans and specifications contmned m the Profesmonal Serv,ces Agreement ("Agreement") for the C~ty's Northwest Service Area Elevated Water Storage Tank, and WHEREAS, the Caty Council on September 26, 2000 enacted Ordinance No 2000-353, which approved the City entenng into the original Professional Services Agreement of even date therewith, now there m a need for further professional services ~n the construction phase of the Project, and these additional services are specifically set forth m the terms of the First Amended Profesmonal Services Agreement ("Farst Amendment"), and WHEREAS, the City staff has reported to the City Council that there remmns a substantial need for the above-described professional services, and that hm~ted C~ty staff cannot adequately perform the services and tasks with its own personnel, and WHEREAS, Chapter 2254 of the Texas Government Code, known as the "Professional Services Procurement Act", generally provides that a C~ty may not select a provider of profesmonal serrates on the basis of competitive bads, but must select the provider on the barns of demonstrated competence, knowledge, and quahficat~ons, and for a fair and reasonable price, and WHEREAS, the City Council has provided m the City Budget for the appropriation of funds to be used for the purchase of the profesmonal serwces, as set forth ~n the F~rst Amendment to Profesmonal Services Agreement, NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION 1 That the Caty Manager Is hereby authorized to execute a F~rst Amendment to Professional Servaces Agreement with B~rkhoff, Hendmcks & Conway, L L P, of Dallas, Texas, for additional engineering services pertaining to the construction phase and for materials testing for the Caty's Northwest Area Elevated Water Storage Tank, m substantially the form of the First Amendment to Professional Services Agreement attached hereto and incorporated herewith by reference SECTION 2 That the award of this Agreement by the City is on the basis of the demonstrated competence, knowledge, and quahficat~ons of BH&C and the ability of BH&C to perform the professional services needed by the City for a fmr and reasonable price SECTION 3 That the expenditure of funds as prowded ~n the attached Professional Services Agreement ~s hereby confirmed, add~tlonally that the First Amendment, providing for the expenditure of an additional $43,228 50 ~n funds is hereby authorized, totaling $76,828 50 SECTION 4 That th~s ordinance shall become effective immediately upon its passage and approval PASSED AND APPROVED tbas the day of ~ ,2002 EULINE BROCK, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY 32 ROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY S \Our Doeuments\Ordman¢¢s\02'~B~rkhoff Hendncks & Conway LLP Engr NW Water Twr F~rst Amend PSA doe THE STATE OF TEXAS § COUNTY OF DENTON § FIRST AMENDED AGREEMENT FOR PROFESSIONAL SERVICES THIS FIRST AMENDMENT to that certaan Professional Services Agreement, executed September 26, 2000, heretofore entered into by and between the City of Denton, Texas, a Texas Municipal Corporation with its offices at 215 East McYanney Street, Denton, Texas 76201 (hereafter referred to as "CITY"), and the firm of Slumek, Jacobs & Fmklea, L L P, (now known by name change as "Btrkhoff, Hendrlcks & Conway, L L P ", hereafter referred to as "BH&C"), with its offices at 7502 Greenville Avenue, Suite 220, Dallas, Texas 75231, acting herein by and through their respective duly authollzed signatories, and NOW THEREFORE, the City of Denton, Texas and the firm of BH&C (hereafter collectively referred to as the "PARTIES"), in consideration of their mutual promases and covenants, as well as for other good and valuable considerations, do hereby AGREE to the following amendments to the terms and conditions of the Professional Services Agreement (hereafter the "Agreement") previously approved by the City Council on September 26, 2000, in the amount of $33,600, and by Ordinance No 2000-353, to wit I That those additional "Basic Services" relative to the "Construction Phase" of the Project (hereafter the "Northwest Serwce Area Elevated Water Storage Tank) set forth in the Letter from Gary C Hendncks, P E of BH&C to Timothy S Fisher, P E of the CITY, dated February 13, 2002, marked and attached as Exhibit I hereto, incorporated by reference herein, shall also be performed by BH&C, for the additional sum of $13,200, as provided by and in accordance with Article II of the Agreement "Scope of Services" and the other Articles of the Agreement II That those additional "Basic Services" set forth in the Letter and related Attachment from Herbert C Crowder, Quality Control Manager of Henley Johnston & Associates, Inc (hereafter "HJ&A"), Subcontractor, to Gary C Hendncks, P E of BH&C, for reqmred inspection and testing of materials, dated January 11, 2002, marked and attached as Exhibit II hereto, incorporated by reference herein, shall also be performed by BH&C through its subcontractor, HJ&A, for the ad&tlonal sum of $30,028 50, as provided by and in accordance with Article III of the Agreement "Additional Services" and the other Articles of the Agreement III That the addmonal "Basic Services" described and set forth m Article II above shall be added to the heretofore original approved amount of $33,600 of the Agreement, then the prowsluns of Article V B I, final sentence, of the Agreement shall instead be a lump-sum amount of $46,800, representing an additional $13,200 of compensation payable by the CITY to BH&C, which reads as follows "OWNER agrees to pay to CONSULTANT for its professional services performed, and for ~ts out-of-pocket expenses incurred an the Project, a total amount o~46,800" Further, Additional Services set forth ~n Article III and other Articles of the Agreement and modified by letter referenced an Article I above, are herby authorized, then the first sentence of Article V C shall be modified to read as follows "For additional services outhned an "Exhibit B" attached hereto, consultant shall be paid an amount not to exceed $30,028 50 for quahty control and material testing serwees provide by Henley-Johnston & Associates dunng the consi~uctlon phase of the project" IV That the CONSULTANT regarding both the Agreement and this F~rst Amended Agreement shall be hereafter referred to as the firm of Barkhoff, Hendncks & Conway, L L P, of Dallas, Texas, the successor by name change, to Sh~mek, Jacobs & F~nklea, L L P of Dallas, Texas, the original CONSULTANT, who is no longer doing business V The PARTIES agree, that except as specifically provided for by this First Amended Agreement for Professional Services, that all of the terms, covenants, conditions, agreements, rights, responslbthtles, and obligations of the PARTIES set forth in the Agreement, shall remain In full force and effect IN WITNESS WHEREOF, the City of Denton, Texas and the firm of Blrkhoff, Hendncks & Conway, L LP have executed this First Amended Agreement for Professional Services, ~n (4) original counterparts, by and through their r~l~pectlve duly ant.he, ll!zed gepresentat~ves and officers on this the c~/~L~ day of t'~[/t/~C~. _i ,2002 "CITY" CITY OF DENTON, TEXAS A Texas Mumc~pal Corporation By~~ City Manager ~ ATTEST JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY "CONSULTANT" BIRKHOFF, HENDRICKS & CONWAY, L L P S \Our Documonts\Contracts\02~B~rkhoffHcndncks & Conway F~rst Amended PSA NW Wate~ Tower floc 3 BIRKHOFF, HENDRICKS & CONWAY, L.L.P. CONSULTING ENGINEERS 7502 oreenwlle Avo, g220 Dallas, Texas 75231 Fax (214) 361d)204 Phone (214) 361-7900 P^~A C~UN~ I'~ February 13, 2002 Mr Timothy S Fmher, P E Assistaut Dn'ector of Water Utuhtses City of Denton 901 A Texas Street Denton, Texas 76201 Re Northwest Service Area Elevated Storage Tank Engmeenng Services Agreement Amendment Purchase Order Number 11249 Dear Mr Fisher As you requested, we are pleased to subn-at flus rexnslon to our Engmeenng Sennces Agreement with the City of Denton for the Northwest Service Area Elevated Storage Tank pro]ect, dated Sc'ptember 26, 2000 (Denton C~ty Ordinance Number 2000-353, Purchase Order Number 11249) Th~s rews~on mo&ties the scope of our eng~nemng services as follows EXHIBIT "A' sCOPE OF BASIC SERVICES · PART III CONSTRUCTION PHASE Strike the task numbered 1 through 7 and replace w~th the following Review shop drawings and other subrrattal mformat~on that the Contractor subwats Tlus rewew is for the benefit of the Owner and covers only general conformance with mformanon g~ven by the Contract Doeunmats The contractor ~s to rewew and stamp their approval on subrmttals prior to subrmttmg to the Er~neer Review by the Engineer does not reheve the Contractor of any responsibdxtles, safety measuxes or the necessity to construct a complete and workable fac~hty m accordance with the Contract Documents 2 Provide e~ther written or verbal responses (as con&t~ons &ctate) to requests for reformation or clarfficat~on to the plans to C~ty or Contractor 3 Provide wither written or verbal chrect~ves to the Contractor or City's representative regarding interpretation of the plans, specifications and contract 4 Prepare and process routine change orders for thrs project as they pertain to the original scope of services EXHIBIT I Mr Tnnothy S F~sher, P E Assistant Director of Water Utahtaes City of Denton February 14, 2002 Page Number 2 5 Prepare monthly pay requests form fi.om mformatmn received from contractor Review request and make reconm~mdation to the C~ty for payment 6 Accon~any thc C~ty dunng their final walkthrough of the project and assist the City on the preparataon of the completaon punch hst 7 Recommend final acceptance of thc project based on mformatmn provided by thc City's ons~te representative 8 Remew of Daily inspection and material test reports 9 A representative of Btrkhoff, Hendncks & Cunway, L L P wall wsat the site at appropriate intervals as constmctton proceeds to observe progress and formulate opmmn as to qualify of work as it relates to contract docmnents A rmmmum of twelve s~te ms,ts wilt be conducted. A mmnorandum wall be prepared for each s~te wslt mchcatmg the engineer's observattons and any on-site chrecttve made These ws~ts specifically exclude any respons~lhty by the Engineer for job safety or means and methods of construct~on~ · PART IV EXCLUSIONS Stoke lten~ 7. 8, 9 & 10 from tlus hst of exclusions to the scope of services For the adthttonal services outlined above, we propose to mcacease our Basic Servmes compensataon by $13,200 rnakmg the revised lump sum amount for Basic $18,600 We propose Sectton "B" of Exhibit A to the original agreement be modffied as below to reflect fins change SECTION "B" PAYMENT SCHEDULE FOR BASIC SERVICES Basle Services Phase Original Contract Additional Revised Amount Amount of this Contract (PO No 11249) Amendment Amount Part I - Design Ph~c . Prelmunary Design $18,800 $0 00 $18,800 · FmalDeslgn $8,100 $0 00 $8,100 ?art II - B~ddmg Phase $1,300 $0 00 $1,300 ?art III -Constructton Admmmtratton $5,400 $13,200 $18,600 Phase rotal Basic Serv.ces Fee (Parts I - III) $33,600 00 $13,200 00 $46,800 00 Mr T~mothy S F~sher, P E Assistant D~rector of Water Utuhttes City of Denton February 14, 2002 Page Number 3 In adtht~on to the rewsed scope of basic serwces for contract adrmms~xat~on, we have also received an updated proposal from Henley Johnston & Associates, Inc for the quality control and material testing pomon of our contract A copy ~s enclosed for your review SecUon "C" of Exhibit "A" to our agreement prowdes that adchUonal services wall be compensated for based on actual salary cost umes a mnlt~pher of 2 5 and expenses billed at actual mvmee tames 1 15 For the addataonal services prowded by Henley Johnston & Assocmtes, we hereby agree to ball the City of Denton at actual invoice amounts tmaes 1 0 Based on the Henley Johnston & Assocuates proposal, we recorranend you budget m the range of $30,028 50 these adchtaonal senaces Our original agreement promded an amount of $34,000 for these services If you are m agreement vath the re~used scope of engmeenng sexwces and compensataon amount, please have one copy of tlns Engineering Services Agreement Amendment executed for the C~ty of Denton and returned to our office We appremate the opportumty to provide contmued engineering servmes~to the C~7 ~en.,~f Dento and axe available to d~scuss thas contract amendment further at your convcmence ~t~ C Hend~ / ACCEPTED FOR TIlE CITY OF DENTON By Date (~ HENLEY JOHNSTON & ASSOCIATES, INC 11 January 2002 CITY OF DENTON, TEXAS thru BIRKHOFF, HENDRICKS & CONWAY, I.I..P 7502 Greanwlle Ave, #220 Dallas, Texas 75231 Attention Mr Gary C Handncks, P E Re Quality Control Services I 0 Million Gallon Elevated Water Storage Tank North Loop 288 Denton, Texas Dear Mr Handncks Enclosed ~s our updated proposal for Quality Control Serwces during the construction of the I 0 Mill~on Gallon Elevated Water Storage Tank off North Loop 288 in Denton, Texas Henley-Johnston & Associates, Inc will provide the necessary personnel to perform the required inspection and testing on this project The scope of the proposal ~s for full t~me ~nspection and testing ser~cas for foundabon piers and structural concrete All other items are on an "ss needed" basis Unit prices have been delineated on the attached proposals, as well as the anticipated costs Though currant Informat~on available to this office indicates that no masonry will be ~nvolved, unit pnces for mortar and grout testing have been prowded should the planned constru~on be modified in the future Please be assured that we will make every effort to work ~nth~n the budget estimate established We appreciate this opportunity to be of service to you Please contact us if there are any questions or if additional information is required Very truly yours, Herbert C Crowder Quality Control Manager Henley-Johnston & Associates, Inc Enclosure telephone (214) 941 3808 f~:~ (214) 943 7645 235 Morgan Ave HENLEY JOHNSTON & ASSOCIATES, INC QUALITY CONTROL PROPOSAL engineering ge~c~ence consultants 'AS NEEDED' TESTING - COST ESTIMATE 11 January 2002 TO City of Denton. Texa~, thru: Blrkltolf, Hendrioka & Con.ay, LL.P, DMlaa, Texae FOR Quality Control 8endeea, North Loop 288 Elevated Storage Tank, Denton, Texas ITEM ES'rlMATED NO ITEM QUANTITY UNIT TOTAL ELEVATED STORAGE TANK FOUNDA'~ON PIERS (Full Time Inspection) 107 Sr In~:~e~tor/Te~hok~ien* 48 hr $45 00 $2,180 00 108 Inspector/Technician 10 hr ~35 00 ~350 00 225a Con~rete cyllndem, ,~urlng and ~'eaking 16 ea $14 00 $224 00 225b Concrete cyllndere, hold 0 ee $10 00 $6 00 235 Field Concrete Slump As Required** N/~ N/C 248 Trip Chorgee 7 ea CONCRI=it: CONTROL - 8tructwM - Footings, 81ab, Pedestal end Dome 107 Sr Inspe~tor/Techni~ien* 144 hr 108 Inspector/Te~hnlclan 225 hr 225a Concrete cylinders, curing and breaking 96 as $14 00 $1,344 IX) 225b Concrete cyllndere, hold 0 ea $10 235 Field Concrete Slump As Required** N/C 236 Field Air Content As Required** N/C N/C 248 Trip Charges 25 ea $25 00 $625 00 :~'l .UOTURAL u i ,-EL INSPEO'I~ON 109-, Steel Inspector (Field) 100 hr $40 00 $4,0(X) 00 109d Steellnspector, X-ray 1 Inv cost+ 15% $1,00000 109e Steel Inspector, Paint Inspection 1 inv cost + 15/. $4,500 00 248 Trip C~argas 20 ea $25 00 $500 00 ASSOCIATED CONSTRUCTION (Roadway, Fence, Ut;htles, Etc ) EARTHWORK 108 Inspector/Te~hniclen 80 hr $35 00 $2.800 00 222c Optimum Moisture, Stmderd Compaction, r~ soil 3 as $115 00 $345 00 222d Optimum Moisture, Standard Compaction, soil & lime 2 as $135 00 $270 iX) 231 Field Density Tests 80 as $6 00 $400 00 248 Trip Charges 20 as $25 00 $500 00 CONCRt=Ib TESTING (Paving and Flatwork) 108 Inspe~tor/Technk~km* 32 hr $3500 $1,12000 225a Concrete cylinders, curing and ~'eaklng 32 ea $14 00 $448 00 225b Concrete ~yllndere, hold 0 as $10 00 $0 00 235 Field Concrete Slump As Required** N/C N/C 236 Field Air Content As Required** N/C N/C 248 '~'lp Charge,. 8 as $25 00 $200 00 MORTAR 107 S~ Inspector/l'echnk~lan 0 hr $45 00 $0 00 233c Morter Cut,es, curing and ~reaklng 0 ea $12 00 $6 iX) 233d Grout Prisms 0 ea $16 00 $6 00 248 'h'lp C;'arges 0 as $25 00 $0 00 REPORT8 106 Quailly Control Manager 15 hr $80 00 $1,200 00 103 Staff Support- drafting, typing, et= 8 hr $48 00 $360 00 104 Reproduc~on, in house 1600 ea $0 15 $240 00 telephone (214) 941 3808 fax (214) 943 7645 235 Morgan Ave Dallas Texas 75203 1088 (~ HENLEY JOHNSTON & ASSOCIATES, INC e~(n.~,e~geosc~,~cons~zt~ QUALITY CONTROL PROPOSAL "A~ ~EeuED' le~iING -- OO~ E~ 11 d~ ~2 TO CI~ of D~n, T~ t~ Bl~, ~r~ & ~nw~, L LP, D~, Tex~ FOR Q~I~ ~n~ol ~, No~ ~p ~8 E~v~ ~e T~ D~n, T~ P~o 2~2 ~EM E~I~D N U, T O~FE~NCE8 100 Prl~l~ 0 ~ $110 ~ ~ ~ 106 Qu~l~ ~n~l M~ 0 ~ ~ ~ ~ ~ 109 ~ Dlr~t ~pe~e 0 i~ ~t + 15% ~ ~ E~D PR~E~ TOT~ ~0.0~.~ * R~ I~n ** l~luded In I~tor~h~ time =~ge& QUALIFICATION8 8ce Covedng Lntte~ Right of Entry and acoeea to Ne to be prodded by Client All requhnd Field 8uwey for ven~bal end hofkontal oontmt will be determined by ClenL Thb ImmatJgat~on Ineelvel Quality Control 8elVleee on~y, no environmental atudle, of&ny nature are Inaluded C~ent requked ~veltlme and weekend rate wlfl be bil®d et 1,25 tJm®8 the poated unit rate8 All Involoee are due upen reoeJpt and peyaJde within 30 daye of date of Ir~ee. Heibel C Quality Control Manager Henley-Johnston & AMo~latee, Ino AOOEPTED DATE telephone (214) 941 3808 fa~ (214) 943 7645 235 Morgan Ave Dallas Texas 75203 1088 O CENO AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT WITH SHLMEK, JACOBS & FINKLEA, L L P, FOR ENGINEERING SERVICES PERTAINING TO THE DESIGN OF AND THE PREPARATION OF CONSTRUCTION PLANS AND SPECIFICATIONS FOR TIKE CITY OF DENTON 900 SERVICES LEVEL ONE MILLION GALLON ELEVATED WATER STORAGE TANK, AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR, AND PROVIDING AN EFFECTIVE DATE WHEREAS, the C~ty Council deems ~t ~n the pubhe interest to engage the firm of Sh~mek, Jacobs & Fmklea, L L P, a L~m~ted Lmb~hty Parmersbap, of Dallas, Texas ("SJ&F"), to prov, de professional engineering serwces to the Cay pertmmng to the design of and the preparation of construction plans and specfficat~ons for the C~ty's approved, and to-be- constructed, 900 servmes level one mflhon gallon elevated water storage tank, and WHEREAS, the C~ty staffhas reported to the C~ty Council that there ~s a substantml need for the above-described professional services, and that hm~ted C~ty staff cannot adequately perform the servmes and tasks w~th ~ts own personnel, and WHEREAS, Chapter 2254 of the Texas Government Code, known as the "Professmnal Servmes Procurement Act", generally provides that a C~ty may not select a prowder of professional servmes on the bas~s of competitive b~ds, but must select the provider on the bas~s of demonstrated competence, knowledge, and quahficatmns, and for a fmr and reasonable price, and WHEREAS, the C~ty Council has prowded m the C~ty Budget for the appropnataon of funds to be used for the purchase of ihe professmnal services, as set forth m the Professmnal Services Agreement, NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION 1 That the C~ty Manager ~s hereby authorized to execute a Professmnal Servmes Agreement w~th Sh~mek, Jacobs & F~nklea, L L P, of Dallas, Texas, for enganeermg services pertmmng to the design of and the preparatmn of constmctmn plans and specfficatmns for the City's 900 service level, one mflhon gallon elevated water storage tank, msubstanttally the form of the Professmnal Servmes Agreement attached hereto and incorporated herewith by reference SECTION 2 That the award of flus Agreement by the C~ty ~s on the bas~s of the demonstrated competence, knowledge, and quahficat~ons of SJ&F and the ability of SJ&F to perform the professional services needed by the C~ty for a fmr and reasonable price SECTION 3 That the expenditure of funds as prowded ~n the attached Professmnal Services Agreement Is hereby authorized SECTION 4 That tlus ordinance shall become effective nrmaedlately upon its passage and approval PASSED AND APPROVED this the r~~'-~ dayof,/~t2~~~ ,2000 EUL1NE BROCK, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY By ~~ S \Our Doeumenls\Ordmances\00\Shlmek Jacobs & Fmklea PSA Water I MGD Elevated Tank doc COUNTY OF DENTON § PROFESSIONAL SERVICES AGREEMENT FOR ENG]NEEKING SERVICES PERTAINING TO THE DESIGN OF AND THE PREPARATION OF CONSTRUCTION PLANS AND SPECIFICATIONS FOK THE CITY OF DENTON 900 SERVICE LEVEL ONE MILLION GALLON ELEVATED WATER STORAGE TANK ~../~~. , 2000, by and between the C~ty of Denton, Texas, a Texas Mun~apal Corporation, wtth ~ts prmmpal offices at 215 East McKmney Street, Denton, Texas 76201 (hereaRer "OWNER") and Sh~mek, Jacobs & Fmklea, L LP, a Lmmed L~ab~hty Partnerslup, w~th its offices at 8333 Douglas Avenue, #820, Dallas, Texas 75225 (hereaiter "CONSULTANT"), the pames acting herem by and through thear duly-authonzed representatives and officers WITNESSETH, that tn conmderatmn of the covenants and agreements hereto contained, the parUes hereto do mutually AGREE as follows ARTTCT ,F, T EMPLOYMENT OF CONSULTANT The OWNER hereby contracts web CONSULTANT, as an independent contractor, and the CONSULTANT hereby agrees to p~fonn the servtces heretn m counection wath the Project as stated m the Articles to follow, vnth d~hgence and m accordance w~th the professional standards customarily obtained for such serwces m the State of Texas The profcssmnal services set forth hereto are m connection vnth the following described project (the "Project") The Project consists of prepara'uon of plans and spectfications for a one nulhon gallon elevated water storage tank and general engmeermg semces to be rendered dunng the constmcuon phase of the Project The CONSULTANT agrees to exercise the same degree of care, skill and (hhgence in the performance of these services as ts ordinarily provided by a professmnal consultant under smular mrcumstances and the CONSULTANT shall, at no cost to OWNER, "re-perform" sermces wtuch fml to satisfy the foregoing standard performance ARTICT,R ~ SCOPE OF SERViCES The CONSULTANT shall perform the following Basra Serwces m a professmnal manner A To perform those profesmonal sermces as set forth m the "Task 1 - Scope of Basra Serv~ces- 900 Serrate Level Elevated Storage Tank," prepared by ENGINEER for OWNER winch document ~s attached hereto as Extnb~t "A," and ~s incorporated hereto by reference, winch document conmsts of nme (9) pages, and ts compnsed of four sections 1 Part I - Preparation of Plans and Speclficataons 2 Part H- Bidding Phase 3 Part TIT - Construction Phase 4 Part IV - Exclusions 5 Section "A" - Completaon Schedule 6 Section "B" - Payment Schedule for Basic Semces B If there is any conflact between the terms of tlus Agreement and those Extnbits attached to tl-ns Agreement, the terms and cond~aons of ti'ns Agreement shall control over the terms and condl'aons of such Exbabits ARTTCT ,R m ADDITIONAL SERVICES Any additaonal services to be performed by the CONSULTANT, if authonzed by the OWNER, wluch me not included as Basic Services m the above-descnbed Scope of Services, set forth as provided by Article II above, shall be later agreed-upon by OWNER and CONSULTANT, who shall deternune, m writing, the scope of such addluonal services, the amount of compensation for such addat~onal serwces, and other essentaal terms pertaining to the prows~on of such addmonal services by the CONSULTANT OWNER and CONSULTANT have agreed that those addmonal servaces items shown in Extublt "B", incorporated harem by reference, and attached hereto are "Adcht~onal Services", that are, serwces wtuch CONSULTANT and OWNER may consider as ttus engagement progresses ARTTCT ,R IV PERIOD OF SERVICE Tins Agreement shall become effective upon execuUon by the OWNEK and the CONSULTANT and upon the issuance of a not, ce to proceed by the OWNEI~ and shall remain m force for the period that may reasonably be reqmred for the completion of the Pro]ecg mcindmg Addat~onal Serwces, if any, and any reqmred extensions approved by the OWNER Tins Agreement may be sooner ternunated m accordance with the provisions hereof Tmae is of the essence m tins Agreement CONSULTANT shall make all reasonable efforts to complete the services set fo~h herem as expeditiously as possible and to meet the schedule reasonably estabhshed by the OWNEK, acting through its Assastant C~ty Manager of Uttlmes, or Ins designee ARTTCT ,F~ V COMPENSATION A COMPENSATION TERMS 1 "Subcontract Expense" is defined as those expenses, ~f any, recurred by CONSULTANT m the employment of others m outside firms, for services m the area of professional eng~neenng, or related serwces Any subcontract or subconsultant bflhng reasonably recurred by the CONSULTANT m connectaon with the Project shall be mvmced to OWNER at the actual cost 2 "D~rect Non-Labor Expense" is defined as that expense, based upon actual cost, for any out-of-pocket expense reasonably recurred by the CONSULTANT ~n the performance of tins Agreement for long d~stance telephone charges, telecopy charges, messenger services, printing and reproduction expenses, out-of-pocket expenses for purchased computer tame, prudently incurred 'a'avel expenses related to the work on the Project, and sm~lar incidental expenses recurred m connectaon with the Project B BILLING AND PAYMENT For and m conslderataon of the professional services to be performed by the CONSULTANT herein, the OWNER agrees to pay CONSULTANT, based upon the sat~sfacto~ completaon of the basle services tasks set forth m the Scope of Services as shown ~n Article II above, as follows 1 CONSULTANT shall perform its work on thus Project m accordance w~th the proms~ons and the tasks set forth m Exhabtt "A" - "Task 1" attached hereto and incorporated herewith by reference CONSULTANT shall perform the smd professional services substantially m accordance with the "Project Schedule" set forth m Exhab~t "A" - Section "A" CONSULTANT shall be prod for servmes rendered pursuant to the Agreement on the basis set forth m the "Project Budget - Section B" set forth m Exhab~t "A" OWNER agrees to pay to CONSULTANT for its professional services performed, and for its out-of pocket expenses recurred in the Project, a total Imp-sum amount of $33, 600 00 2 Part~al payments to the CONSULTANT will be made monthly m accordance wath the statements reflecting the actual completaon of the basic services, rendered to and approved by the OWNER through its Assistant City Manager for Utlhtles or has designee However, under no mrcumstances shall any monthly statement for serwces exceed the value of the work performed at the time a statement ~s rendered The OWNER may w~thhold the final ten (10%) percent of the above not-to-exceed amount antal satasfactory completmn of the Project by the CONSULTANT 3 Nothing contained m thas Artmle shall reqmre the OWNER to pay for any work winch is unsatasfactory as reasonably determined by the Assistant C~ty Manager for Ut~htaes or has demgnee, or which ~s not subrmtted by CONSULTANT to the OWNER m eomphance vath the terms of thus Agreement The OWNER shall not be required to make any payments to the CONSULTANT at any time when the CONSULTANT is m default under thus Agreement 4 It ~s specifically understood and agreed that the CONSULTANT shall not be authorized to undertake any work pursuant to thus Agreement whach would requu:e additional payments by the OWNER for any charge, expense or remabursement above the not-to-exceed amount as stated heremabove, w~thout first having obtmned the prior wntten authonzalaon 0rom the OWNER CONSULTANT shall not proceed to perform any services to be later promded for under Article BI "Addltaonal Serwces" without first obtmnmg pnor wntten authorization l~om the OWNER C ADDITIONAL SERVICES For adtht~onal services authorized m writing by the OWNER in Article BI horemabove, CONSULTANT shall be prod based on a to-be-agreed-upon Schedule of Charges Payments for additional serwces shall be due and payable upon subrmsslon by the CONSULTANT, and shall be m accordance with Article V B horemabove Statements for basic sormces and any addltaonal services shall be subnmtted to OWNER no more fxequently than once monthly D PAYMENT If the OWNER fails to make payments due the CONSULTANT for services and expenses within s~xty (60) days after receipt of the CONSULTANT'S undisputed statement thereof, the mounts due the CONSULTANT will be increased by the rate of one percent (1%) per month from and after the smd slxt~eth (60th) day, and m adthtaon, thereafter, the CONSULTANT may, after gavmg ten (10) days written notice to the OWNER, suspend services under tlus Agreement until the CONSULTANT has been pa~d in full for all mounts then due and owing, and not disputed by OWNER, for services, expenses and charges Prowded, however, nottung hereto shall require the OWNER to pay the late charge of one percent (1%) per month as set forth hereto, if the OWNER reasonably determines that the CONSULTANT's work is unsattsfactou, m accordance with Article V Bofthas Agreement, and OWNER has notffied CONSULTANT of that fact in writing AR"I'~C~T,I~, VI OBSERVATION AND REVIEW OF THE WORK The CONSULTANT w~ll exorcise reasonable care and due diligence m chscovermg and promptly reporting to the OWNER any defects or defielenmes m the work of the CONSULTANT or any of its subcontractors or subeonsultants ~RTICT .I~ VII OWNERSHIP OF DOCUMENTS All documents prepared or furmshed by the CONSULTANT (and CONSULTANT's subconlraetors or subconsultsnts) pursuant to tins Agreement are instruments of service and shall become the property of the OWNER upon the termmataon of tins Agreement The CONSULTANT ~s entitled to retain copies of all such documents The documents prepared and furmshcd by the CONSULTANT are intended only to be apphcable to tins 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 m another project or for other purposes than spemfied here~n any of the information or materials developed pursuant to tins agreement, CONSULTANT is released from any and all habihty relating to their use tn that project AltTICI.R VIII INDEPENDENT CON'I'KACTOR CONSULTANT shall provide services to OWNER as an independent contractor, not as an employee of the OWNER CONSULTANT shall not have or clann any right arising from employee status ).gq'ICl ,g, ~'~ INDEMNITY AGREEMENT ~e CONS~T~ sh~l md~ md save md hold ~less ~e O~R md officmls, offices, agents, a~meys md employe~s ~om md against my md ~1 h~fl~, cla~s, demmds, d~ages, losses md exp~, including but not h~ted to co~ costa md re~oaable a~omey fees me.ed by ~e O~ md mclu~ng w~out l~tat~on d~ages for bodily md person~ ~n]~, dea~ or prop~ ~age, res~tmg ~om ~e neghgent acts or o~ss~o~ of ~e CONS~T~T or ~ts officers, sh~ehold~s, agent, a~omeys md employees m ~e ex~u~on, operaUon, or peffo~ce of ~s A~eement No.rig m ~s A~eement shill be co~ed to create a habfl~ to my person who ~s not a p~ to ~s A~e~ent md no~g h~em shill wmve my of ~e p~'s defenses, bo~ at law or eqm~, ~o my elm~ cause of acaon or ht~ga~on filed by m~one not a p~ to t~s A~eement, including the delete of gov~entfl ~, w~ch defuses ~e hereby expressly rese~ed ARTTCT .~ X ~S~CE D~g ~e p~o~ce of ~e S~ees ~der ~s A~eement, CONS~T~ s~l m~ ~e following ms~ee w~ ~ ms~ce comply hce~ed to do business m ~e S~te of Tex~ by ~e State ~s~ee Bo~d or ~y successor ag~ey, ~at h~ a rating w~ A M Best C~s of at le~t ~ "A-" or ~ove A Comprehe~vo General Lmb~h~ ~ce ~ bo~ly mj~ ~ts of not less ~ $500,000 for each oce~enee ~d not less ~ $500,000 m ~e ag~egate, ~d w~ prope~ d~age l~ts of not less ~ $1~,000 for e~h oee~ence ~d not less ~ $100,000 m ~e ag~egate B Automobile Lmbth~ ~ce w~th bodily m3~ l~ts of not less th~ $500,000 for each person ~d not less ~ $500,000 for each accident ~d wl~ prop~ ~age 1~ for not less ~ $~ 00,000 for each ~eldent C Workers Compensation ~s~eo m accord~ce wx~ sta~to~ r~u~ements ~d Employer's Lmb~h~ ~ce w~ ~ts of not less ~ $100,000 for each ~c~dent D Profess~o~ Lmb~h~ ~ce ~ l~ts of not less ~ $1,000,000 ~1 ag~egate E CONS~T~ sh~l ~sh ms~ce ee~ficates or ~ce pohcxes at ~e O~R's request to evidence such cov~ages ~e ~ce pohe~es shall n~e ~e O~R ~ ad~on~ ~ed on ~1 such pohe~es to ~e extent ~at is legally possible, ~d sh~l contain a prowsxon ~at such ~ce sh~l not be c~cell~ or modified ~out ~ (30) days prior wn~ aotlce to O~ ~d CONS~T~ ~ suc~ evem, ~e CONS~T~ s~l, prior to ~e effeeave date of ~e ch~ge or c~cellatxon of coverage, dehver cop~es of ~y such subs~te pohc~es, ~g at le~t ~e s~e pohcy ~ts ~d coverage, to O~R AR TTCT ~1~, ARBITRATION AND ALTERNATE DISPUTE RESOLUTION The parttes may agree to settle any (hsputes under flus Agreement by subrmttmg the d~spute to arbitration or other means of alternate dispute resolunon such as medmtaon No arbitration or alternate chspute rasolutaon ansmg out of or relating to, flus Agreement revolving one party's chsagreement may mcIude the other party to the thsagreement without the other's approval ARTTCT .~ TERMINATION OF AGREEMENT A Notwithstanding any other prov~slon of flus Agreement, e~ther party may terminate flus Agreement by proxadmg thaW- (30) days advance written not, ce to the other party B Thas Agreement may be alternatively be temunated m whole or ~n part m the event of either party substannally fmhng to fulfill ats obhgat~ons under tins Agreement No such termmaUon will be effected unless the other party ~s given (1) written not~ce (delivered by cemfied marl, return receipt requested) of intent to tenmnate and senmg forth the reasons speclf3nng the nonperformance or other reason(s), and not less than flurty (30) calendar days to cure the failure, and (2) an opportumty for consultation with the terminating party prior to t ernnnalaon C If the Agreement ~s ternnnated prior to completion of the serwces to be prowded hereunder, CONSULTANT shall unmed~ately cease all services upon receipt of the written notace of temunanon from OWNER, and shall render a final bill for ser,aces to the OWNER w~thm twenty (20) days al[er the date of termmaUon The OWNER shall pay CONSULTANT for all services properly rendered and satasfactonly performed, and for rermbursable expenses pnor to nonce of tenmnaUon being received by CONSULTANT, m accordance w~th Aracle V of tl-ns Agreement Should the OWNER subsequently contract with a new consultunt for the contmuanon of services on the ProJect, CONSULTANT shall cooperate m providing mformanon to the OWNER and to the new consultant If apphcable, OWNER shall allow CONSULTANT a reasonable tune to trans~tion and to mm over the ProJect to a new consultant CONSULTANT shall turn over all documents prepared or furmshed by CONSULTANT pursuant to tl-ns Agreement to the OWNER on or before the date of termination, but may maintain eop~es of such documents for its files gRT[C1,12 3(r[l RESPONSIBILITY FOR CLAIMS AND LIABILITI~ES Approval of the work by the OWNER shall not constamte nor be deemed a release of the responslblhty and habthty of the CONSULTANT, ~ts officers, employees, agents, subcontractors, and subconsultants for the accuracy and competency of their designs or other work performed pursuant to tins Agreement, nor shall such approval by the OWNER be deemed as an assumpnon of such responsth~hty by the oWNER for any defect m the design or other work prepared by the CONSULTANT, ~ts principals, officers, employees, agents, subcontractors, and subconsultants AW'I~I.R XTV ~OTIC~S All notices, commumcattons, and reports reqmred or perrmtted under thts Agreement shall be personally delivered to, or teleeopled to, or marled to the respective parties by depositing same ua the Umted States marl at the addresses shown below, postage prepmd, certified marl, return receipt requested, unless otherwase specified hereto To CONSULTANT To OWNER Shunek, Jacobs & Fmklea, L L P City of Denton, Texas Attn Gary C Hendncks, P E Michael W Jez, City Manager 8333 Douglas Avenue, #820 215 East McKnmey Dallas, Texas 75225 Denton, Texas 76201 Fax (214) 361-0204 Fax (940) 349-8596 All notmes under this Agreement shall be effective upon their actual receipt by the party to whom such notme is g~ven, or three (3) days after mmlmg of the not,ce, whichever event shall first Occur ARTICI .R XV ENTIKE AGREEMENT Tlus Agre~-nent consmt~ng of ten (10) pages and two (2) extnblts constitutes the complete and final expression of the Agreement of the parttes and ~s intended as a complete and exclusave statement of the terms of their agreements, and supersedes all prior contemporaneous offers, prormscs, representations, negotiatmus, d~scussions, commmcattons, understandings, and agreements wtuch may have been made in connectaon with the subject matter of tlus Agreement ARTICI ,R SEVERABILITY If any prowslon of ti'ns Agreement is found or deemed by a court of competent junsdictlon to be mvahd or unenforceable, it shall be conmdered severable from the remmnder of this Agreement, and shall not cause the remainder to be ~nvahd or unenforceable In such event, the parties shall reform flus Agreement, to the extent reasonably possible, to replace such slacken promslon with a vahd and enforceable promslon which comes as close as possible to expressing the ongmal uatentlons of the parties respecting any such stncken pmwslon ARTTCT,R ~CvTI COMPLIANCE WITH LAWS The CONSULTANT shall comply w~th all federal, state, local laws, rules, regulauons, and ordinances appheable to the work performed by CONSULTANT hereunder, as they may now read or as they may hereafter be amended ARTICI .F. XVTII DISCK1MINATION PROHIBITED In peffontnng the sermces reqmred hereunder, the CONSULTANT shall not dascnrmnate against any person on the bas~s of race, color, rehglon, sex, national ongm or ancestry, age, or physical handmap ARTTCT .F. X1X PERSONNEL A CONSULTANT represents that ~t has or will secure at its own expense all personnel reqmred to perform all the services reqmred under tlus Agreement Such personnel shall not be employees or officers of, nor have any contractual mlatmns with the OWNER CONSULTANT shall lmmechately inform the OWNER m writing of any conflict of interest or potanttal confhct of interest that CONSULTANT may d~scover, or wtuch may arise dunng the term of tlus Agreement B All services reqmred hereunder will be performed by CONSULTANT or under its chrect supermslon All personnel engaged m performing the work prowded for in ttus Agreement, shall be quahfied, and shall be authorized and penmtted under state and local laws to perform such sermces ARTIC1,1~ xx ASSIGNABILITY The CONSULTANT shall not assign any interest m tins Agreement and shall not lransfer any interest m ttus Agreement (whether by assignment, novation or otherwise) without the prior written consent of the OWNER CONSULTANT shall promptly notify OWNER of any change of its name as well as of any s~grnfieant change m its corporate structure or m ~ts operattons ARTIC~I' .~ MODIFICATION No wmver or mochficatlon of ttus Agreement or of any covenant, condalon, hnntatlon hereto contained shall be valid unless m writing and duly executed by the party to be charged therewith No credence of any waiver or mochficauon shall be offered or recmved in ewdence m any proceeding ansmg between the pames hereto out of or affectmg tins Agreement, or the rights or obhgataons of the parties hereunder, unless such wmver or morhficatlon is m writing, duly executed The patties further agree that the prowsmns of tlus Artmle w~ll not be wmved unless as hereto set forth ARTTCI .R MISCELLANEOUS A The following exlub~t ~s attached to, incorporated w~tlun, and ~s made a part of tins Agreement for all purposes pertinent Extnb~t "A" - Basic Services Exinblt "B" - Addltmnal Sermces B CONSULTANT agrees that OWNER shall, until the expiration of three (3) years after the final payment made by OWNER under tins Agreement, have access to and the right to examine any darectly pertinent books, documents, papers and records of the CONSULTANT revolving transactions relating to tins Agreement CONSULTANT agrees that OWNER shall have access during normal work, tug hours to all necessary CONSULTANT factht~es and shall be prowded adequate and appropriate working space m order to conduct examinations or audits ~n comphanee with ttus Amcle OWNER shall g~ve CONSULTANT reasonable advance nottce of all intended exanunaUons or audits C Venue of any stat or cause of actmn under tins Agreement shall he exclusively m Denton County, Texas Thas Agreement shall be governed by and construed m accordance with the laws of the State of Texas D For purposes of ttna Agreement, the pames agree that the key persons who will perform most of the work under tins Agreement shall be Ga~ C Hendncks, P E, ProJect Manager, and John W B~rkhoff, P E Thas Agreement has been entered into w~th the understanding that the two (2) above-stated employees of CONSULTANT shall perform all or a s~gmficant po~on of the work on the Project Any proposed changes regarding change of personnel, requested by CONSULTANT, respecting one or more of the two (2) above-stated employees, shall be subject to the approval of the OWNER, wluch approval the OWNER shall not unreasonably w~thhold Nothing herem shall lumt CONSULTANT from using other qualified and competent members or,ts finn to perform the other incidental senaces reqmred here~n, under ~ts supenns~on or consol E CONSULTANT shall commence, carry on, and complete ~ts work on the ProJect with all appheable chspatch, and m a sound, economical, efficient manner, and m accordance w~th the prowsmns hereof In accomphshmg the Project, CONSULTANT shall take such steps as are appropriate to ensure that the work mvolved ~s properly coordinated with related work being earned on by the OWNER F The OWNER shall assist the CONSULTANT by placing at the CONSULTANT's d~sposal all avmlable mformat~on pertinent to the Project, including previous reports, any other data relaiave to the Project and anangmg for the access to, and make all proms~ons for the CONSULTANT to enter m or upon, pubhc and private property as reqmred for the CONSULTANT to perform professmnal services under tins Agreement OWNER and CONSULTANT agree that CONSULTANT ~s ent~fled to rely upon reformation furmshed to ~t by OWNER without the need for further mqmry or mvesttgat~on into such reformation G The captmns of tins Agreement are for mfonnattonal purposes only and shall not m any way affect the substantive terms or condatmna of tlus Agreement IN WITNESS WHEREOF, the C~ty of Denton, Texas has executed flus Agreement m four (4) ongmal counterparts, by and through ~ts duly-authorized C~ty Manager, and CONSULTANT has ~es,e~ted tins Agreem~ent b.b_ff_andxthrough ~ts duly-anthonzed undersigned officer on flus the ,~/~a day of ~Q?)./.g~OZ/~4~ ,2000 "OWNER" CITY OF DENTON, TEXAS ATTEST JENNIFER WALTERS, CITY SECRETARY By~~~ "CONSULTANT" SHIMEK,~EA, L L P ATTEST ~PA-~-rtv ~'~- lP/~oC ,4, C~,~; ~ TASK "1" SCOPE OF BASIC SERVICES 900 SERVICE LEVEL ELEVATED STORAGE TANK PART I PREPARATION OF PLANS AND SPECIFICATIONS Preparation of plans, specfficatlons and bidding documents for a 1-Mdhon Gallon Composite Elevated Tank based on the following items a) Specifications based on following standards l) American Water Works Association (AWWA) n) American Nation Standards Institute (ANSI) m) American Society of Testing Materials (ASTM) iv) National Sanitation Foundatmn (NSF) v) American Concrete Institute (ACI) b) Tank Accessories to include the following Pipe Connections Wet Raser Overflow Access and Trunk Doors Drain Antenna Bracket Tank Ladders Obstruction Light Roof Hatches Interior L~ght System Vent Exterior Light System Cathodic Protection Electrical System Valve & Electric Valve Operators Chloramlne Residual Analyzer c) Provide engineering services for expanding the C~ty's momtonng and control system ~n order to connect the proposed tank to the SCADA system d) Provisions for site landscape screening along fence lines and reestablished grass at the site e) Provisions for concrete driveway to access tank track door Profess,onatSe~,ce$ dSrecment (03/]9/00) EXHIBIT f) The hm~ts of the property will be as shown on the records drawings provided by the City No addltmnal field surveys will take place to estabhsh property comers Information from record drawmgs will be placed on the construction plans g) The benchmark on s~te will be verified by field surveys and tied to existing control provided by the C~ty of Denton h) The high-water level (HWL) as shown m the Ctty of Denton's water &stnbut~on system master plan, will be the h~gh-water level of the proposed tank The high water level shall be established from a benchmark elevatmn as provided by the C,ty of Denton This high water level may be reconfirmed by the City and changed prior to fimsh~ng the construction plans ~) The coating system will not include red lead primer Specifications wilt be prepared that will be m conformance with the Texas Natural Resources Conservation Commlssmn Regulations for containment systems j) Plans and specifications will mctude prov~smns for erosion control dewces to be erected as reqmred, along property lines k) Preparation of FAA Notice of Proposed Construction form for C~ty execution as project requirements dictate I) Consta~tctlon Plan Sheets will be prepared at a scale of not less than 1" = 40' and will include a Cover Sheet, Location Map and Sheet Index m) Preparation ofreqmred H~ghway and Utthty permits, as required n) Coordination w~th other Utility Compantes, as required o) Destgn review meetings p) Opinion of Probable Construction Estimate q) Pnntmg ofprehminary plans and specfficatmns for rewew by the City and Utility Companies r) Design Surveys Profes$1onal Serv~ce$ 4greement f05/19/00) Tasfi 1 (Page 2 of -) 2) ENGINEER agrees to complete the design in accordance with the guidelines established by the City of Denton Water Uuhtles Department to include, but not be limited to, the following a) Any and all items reqmred by CITY as outlined by the Scope of Work shall be inked on the original tracings by ENGINEER Completed plans must be clearly legible and understood when reproduced at one-half scale by repmgraphlc methods b) ENGINEER shall prepare a separate cover sheet for the project c) ENGINEER shall prepare details or typical sections as may be required by CITY to accomplish the work covered by this contract d) ENGINEER shall complete the design of non-standard structures required for tins Project Actual design of the composite tank and tm~k structure shall be performed by the successful bidder ENGINEER shall delivery to CITY complete copies of design calculations for any and all non-standard structures designed by ENGINEER ENGINEER'S seal (dated and signed) shall appear on all design calculations e) ENGINEER shall thoroughly check plans for completeness and accuracy f) ENGINEER shall seal, date and sign each sheet In the plan set Consultant shall also seal, s~gn and date the cover sheet and project specfficatmns g) ENGINEER shall prepare two sets of construction specifications and contract documents A draft set of specifications wall be submitted to the CITY for review Upon receipt, the ENGINEER will incorporate the CITY'S comments into the documents Two (2) final sets of construction specfficmlons and contract documents will be delivered to the CITY for bid advertisement h) UPON COMPLETION OF PARTS 1) THROUGH 3), ENGINEER shall deliver to CITY original tracings of construction plans, optmon of probable construction cost, special provisions, preliminary plans, copies of all field work, and two (2) full-size sets of prints t) ENGINEER shall prowde "record" drawings, prepared from the contractor's record drawings j) Submit floppy disk with design files in DWG format Ail construction plan sheets will be prepared utilizing AutoCAD 2000 on Windows NT No specific computer a~ded drafting and ProfesslonaI Ser~lces 4greement (0~/19/00] Task 1 (Page 3 of -) design specifications vail be utilized One copy of electronic files of design plans will be provided to the CITY under the following conditions The electronic files are compatible with AutoCAD 2000, operating on an IBM compatible PC using Windows NT operating system 11) ENGINEER does not make any warranty as to the compatibility of these files beyond the specified release of the above stated software iii) Because data stored on electronic media can deteriorate undetected or be modified, the CITY agrees that the ENGINEER vall not be held liable for completeness or correctness of electronic medm after an acceptance period of thirty days after delivery of these files The electronic files are ~nstruments of ENGINEER'S service Where there is a conflict between the hard copy drawings and the electronic files, the hard copy files w~ll govern m all cases v) Both parties acknowledge mutual non-excluslYe ownership of the electronic files and each party may use, alter, modify or delete the files without consequence to the other party vi) All electromc files provided to the CITY will not contmn engineers seal, handwritten dates or signatures Professional Ser*tces 4greemen! {05/19/00j Task. 1 ?Page 4 of ~} PART II ~ 1) Preparmg Addenum as necessary 2) Attend a Pre-Bid Conference at the City of Denton facilities 3) Obtain the following information from the lowest bidder ~ Past work h~story ~ Physical resources to produce the project Formulate based on this information, an opinion from information received and provide the Ctty a recommendation for award of the construction contract 4) Attend a Pre-Construction Conference at City facilities including preparing a meeting agenda P~ ofesstonal Servtces 4greement fO5/! 9/009 Tas,{ I [Page .> of -) I- PART III CONSTRUCTION PHASE 1) Review the shop drawings and other submittal information which the Contractor subrmts for the elevated storage tank All other submittals and shop drawing review will be conducted by the City o£ Denton Our review of the elevated stoarage tank design is for the benefit of the Owner and covers only general conformance with the information given by the Contract Documents Review of shop drawing submissions is solely for their conformance with the design intent and conformance with information given in the construction documents ENGINEER shall not be responsible for any aspects ora shop drawing submlsslon that affects or are affected by the means, methods, techmques, sequences and operations of construction, safety precautions and programs incidental thereto, all of which are the Contractor's responsibility Two copies of all shop drawings in which no exceptions are taken by ENGiNEER will be provided to the City 2) Provide written responses to requests made by the City of Denton for information or clarification of the plans and specifications 3) The City of Denton agrees to negotiate and prepare routine change orders as required The ENGINEER agrees to review change order documents and provide the C~ty any opinions that may be warranted 4) Accompany the City dunng their final inspection of the project 5) Recommend final acceptance of work based on reformation provided by the City's on- site representative 6) A representative of Shlmek, Jacobs & Flnklea, L L P, will visit the project on an "as need" basis as construction proceeds to observe progress and formulate opinion as to quality of work as it relates to contract documents A minimum of four site visits w~ll be conducted by Shimek, Jacobs & Flnklea' representatives 7) Attend a final walk through of the completed project and assist the City in the preparatmn of the completion punch list Professtonal Sar~lces q g~ eement (0~/19/00? Tas,~ I (Page 6 of -) PART IV EXCLUSIONS The ~ntent of our scope of servmes is to include only the services specifically hsted ~n Task I and Task 2 and none others Servmes specifically excluded from the scope of servmes ~nclude, but are not necessarily lamted to the following I) Boundary surveys or t~tle-searches 2) Env~roranental impact statements and assessments 3) Fees for permits or advertising 4) Detailed design of tank structure and foundation 5) Certification that work is ~n accordance with plans and spec~ficatmns 6) Environmental cleanup 7) Rewew of shop drawing submittals other than those specffically related to the structural design of the eleveated storage tank 8) Preparatmn or rewew of Monthly Pay Request 9) Review of Daffy ~nspectmn test reports 10) Preparatmn of routine change orders Professtonat Servtce.~ 4greement ~'0~/19/00) Tas,q l [Page °of D SECTION "A" COMPLETION SCHEDULE 900 SERVICE LEVEL ELEVATED STORAGE TANK Part I Prehmlnary Plans and Specifications 90 calendar days after notice to proceed F~nalPlans and Speclficat~ons 30 calendar days after review comments received from the City Part II Bidding Phase 45 calendar days from establishment of b~d date and project advertisement Part III Construction Phase 360 days after not~ce to proceed is provided to construction contractor Profess~onal Ser~tces 4greement (03/19/00) Sectton 'A' (Page ! of I) SECTION "B" PAYMENT SCHEDULE FOR BASIC SERVCIES 900 SERVICE LEVEL ELEVATED STORAGE TANK Our oplmon of probable construction cost for the basic Elevated Storage Tank construction is $1,070,000 Engineering services described under Basic Services - Task 1 for the 1 0 Million Gallon Composite Elevated Storage Tank shall be paid on the total lump sum amount not to exceed $33,600 The schedule for the basic services payment for Parts ! through III shall be as follows Basic Services Design Fees 1) 1 0 Million Gallon Basle Services Phase Elevated Storage Tank Part l - Design Phase · Preliminary Design $18,800 · Final Design $8, I00 Part Il - Bidding Phase $I,300 Part Ill -Construction Administration Phase $5,400 Total Basic Services Fee (Parts 1 through III) $33,600 * Basra services will be invoiced on a monthly basis, based on percent complete of plans , Bidding Phase services wilt be billed after completion of the Pre-Constmcnon Conference e Construction Administration services will be invoiced as a percent of constmctmn complete (dollar value) Professional Services 4greement (0~/19/00) Sectwn "B" (Page I o]' I) TASK "2" ADDITIONAL SERVICES 900 SERVICE LEVEL ELEVATED STORAGE TANK 1) Provide Geotechmcal Investigation, including three borings at the base of the proposed tank structure, two copies of report w~ll be prowded to the C,ty Geotechmcal services to be prowded by a sub-consultant contract with Henly Johnston & Associates, Inc 2) Inspection - Quality Control & Materials Testing Services will be prowded by Henley Johnston Associates as a sub-consultant to tins contract The scope of services provided will be as follows a) Daily testing and inspection of steel erectmn and welds, mcludmg radiographic mspectmn The testing and inspection of steel erection and welding wall be performed by an ~ndependent testing and ~nspect~on firm contracted by the Engineer b) Daily inspection and testing of pmntmg operation lncludmg blasting, md thmkness and hohday testing c) Quahty control and materials testing ~nclud~ng optimum moisture/density, Atterburg hm~ts, field density test, pier ~nspectlon, concrete testing and concrete mix design rewew 3) Regulatory Assistance Dunng the course of the project, as requested by OWNER personnel, the ENGINEER will be available to accompany OWNER personnel when meeting w~th the Texas Natural Resource Conservation Commission, U S Enmromnental Protecnon Agency, or other regulatory agencies The ENGINEER will assist OWNER personnel on an as-needed basis in prepar,ng compliance schedules, progress reports, and providing general technical support for the OWNER's compliance efforts 4) Investigations tnvolwng detailed cons,deratxon of operation, maintenance and overhead expenses, and the preparation of rate schedules, earnings and expense statements, feaslbdity studies, appraisals, evaluations, assessment schedules, and material au&ts or ~nventones required for certification of force account construction performed by the OWNER 5) Preparing applications and supporting documents for government grants, loans, or planning advances and prov,ding data for detailed apphcatlons 6) Appearing before regulatory agencies or courts as an expert w~tness ~n any lmgatlon with third purt~es, ~nclu&ng the preparation of eng~neenng data and reports for assistance to the OWNER EXHIBIT B Professtonal Services Agreement (0~/19/00) TasA 2 (Page I of 1) SECTION "C" PAYMENT SCHEDULE FOR ADDITIONAL SERVICES 900 SERVICE LEVEL ELEVATED STORAGE TANK Engmeenng services described under Task 2 - Additional Services for the 10 Million Gallon Composite Elevated Tank and the Offsite Water L~nes, shall be considered additional services Additional Services shall be paid for based on actual salary cost times a mult~pher of 2 5, with expenses billed at actual invoice amount times 1 15 Based on the amticpated level of work mvolvled, we suggest the City of Denton budget the amounts outlined below for additional services Addltmnal Services 1) Geotechmcal Evaluations (design phase) $7,700 2) Inspections, Quality Control and Materml Testing a) Daily Steel Erection and Welding Inspection $9,7501 b) Daily Blast and Paint Inspection $2,100 ) c) Materials Testing and Quahty Control $22,150~/ 3) through 6) Not Funded Subtotal, 1 0 Milhon Gallon Elevated Tank _.$41,700 Professional Services dgreement ?0-~/19/009 Section C' ?Page 1 of U