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2000-390 ORI INANCE NO AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT WITH FREESE AND NICHOLS, INC FOR ENGINEERING AND SURVEYING SERVICES PERTAINING TO THE COOPER CREEK REGIONAL DETENTION POND NO 1 CONSTRUCTION PROJECT, AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR, AND PROVIDING AN EFFECTIVE DATE WHEREAS, the City Council deems it m the public interest to engage the firm of Freese and Nichols, Inc, a Texas Corporation, of Fort Worth, Texas ("F&N"), to provide professional englneenng and surveying services to the City pertairung to the preliminary design and final design of, the preparation of construction plans and specifications for, services dunng the bidding process, the performance of related construction phase services, surveying services, and general representation during construction for the Cooper Creek Regional Detention Pond No 1, and WHEREAS, the City staffhas 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 b~ds, but must select the provider on the basis 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 the 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 C~ty Manager is hereby authorized to execute a Professional Services Agreement with Freese and Nichols, Inc, a Texas Corporation, of Fort Worth, Texas, for professional englneenng and surveying servmes pertmmng to Cooper Creek Regional Detention Pond No 1 Construction Project, m substantially the form of the Professional Services Agreement attached hereto and incorporated herewith by reference SECTION 2 That the award of th~s Agreement by the City is on the basis of the demonstrated competence, knowledge, and qualifications of F&N and the abIhty of F&N to perform the professional services needed by the C~ty for a fair and reasonable price SECTION 3 That the expenditure of funds as prowded in the attached Professional Services Agreement ~s hereby authorized SECTION 4 That flus ordinance shall become effective ~mmedmtely upon ~ts passage and approval PASSED AND APPROVED flus the tT~]~ day of t~a%/otot" ,2000 EULINE BROCK, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY S \Our Documonts\Ordmances\00~Fr~ese & Nichols, In¢ PSA Engr Svc Cooper Creek Der Pond #1 doc STATE OF TEXAS § COUNTY OF DENTON § PROFESSIONAL SERVICES AGREEMENT FOR ENGINEERING AND SURVEYING SERVICES PERTAINING TO TIlE COOPER CREEK REGIONAL DETENTION POND NO. 1 CONSTRUCTION PROJECT TItI~S ,AGREEMENT is made and entered into as of the /'/l' day of O~ ,2000, by and between the C~ty of Denton, Texas, a Texas Mumc~pal Corporatmn, w~th ~ts pnnmpal offices at 215 East McKanney Street, Denton, Texas 76201 (hereafter "OWNER") and Freese and Nichols, Inc, a Texas Corporation, with ~ts offices at 4055 International Plaza, State 200, Fort Worth, Texas 76109 (hereafter "CONSULTANT"), the part,es acUng hereto, by and through thear duly-authorized representatives and officers WITNESSETH, that in cons~deratton of the covenants and agreements hereto contmned, the partxes hereto do mutually AGREE as follows ARTICI,E I EMPLOYMENT OF CONSULTANT The OWNER hereby contracts w~th CONSULTANT, as an ~ndependent contractor, and the CONSULTANT hereby agrees to perform the servmes here~n in cormectlon with the Project as stated m the Amcles to follow, with dlhgence and an accordance wath the professional standards customarily obtmned for such services m the State of Texas The professional services set forth herein are~m connectton with the following described project (the "Project") Professional engmeenng services pertaining to the prehmlnary design and final design of, the preparation of constmctton plans and specfficatlons for, serwces dunng the b~dthng process, the performance of related construction phase services, surveying services, and general representation dunng construction for the Cooper Creek Regional Detention Pond No 1 ARTII'?T,E IT SCOPE OF SERVICES The CONSULTANT shall perform the following Basle Servmes in a professmnal manner A To perform those professmnal services as set forth m the "Scope of Services", regarchng Cooper Creek Regmnal Detentxon Pond No 1, prepared by CONSULTANT for OWNER, whmh five (5) page document is attached hereto as Exhthlt "A," and ~s incorporated hereto by reference, wtuch document is comprised of, and subdivided ~nto the following sections 1 Data Collectmn, 2 Hydrologic and Hydranllc Analysis, 3 Prehmmary Regional Detention Design, s,o~ocu~~o~,~,~~ Page 1 of 10 4 Pemuttmg, 5 Development of Final Plans, and 6 ConstmcUon Administration B If there is any conflict, or If any conflact arises between the terms of tins Agreement and the Exlublts attached to this Agreement, the terms and conditions of tins Agreement shall control over the terms and condmons of the Exhlints ARTICI.E III ADDITIONAL SERVICES Any additional senates to be performed by the CONSULTANT, if authorized by the OWNER, winch are not included as Basic Services m the above-described Scope of Services, set forth as provided by Article II above, shall be later agreed-upon by OWNER and CONSULTANT, who shall determine, in writing, the scope of such additional services, the amount of compensataon for such additional services, and other essential terms pertmmng to the provision of such additional serwces by the CONSULTANT ARTIIql ,F,, IV PERIOD OF SERVICE Tins Agreement shall become effective upon execution by the OWNER and the CONSULTANT and upon the issuance of a notice to proceed by the OWNER, and shall remmn in force and effect for the period that may reasonably be required for the completion of the ProJect, including Addltuonal Services, if any, and any reqmred extensions approved by the OWNER Tins Agreement may be sooner terminated m accordance w~th the prowsions hereof Time is of the essence m tins Agreement CONSULTANT shall make all reasonable efforts to complete the services set forth herein as expeditmusly as possible and to meet the schedule reasonably established by the OWNER, substantially m accordance with the Schedule set forth m Exinint "A" attached hereto, acting through its Assistant City Manager for Utuhtles, or ins designee ARTICI J?, V COMPENSATION A COMPENSATION TERMS 1 "Subcontract Expense" is defined as those expenses, if any, incurred by CONSULTANT in the employment of others in outside firms, for services in the area of professional engmeenng, of surveying, or fur related services Any subcontractor or sub¢onsultant bflhng reasonably incurred by the CONSULTANT m connection with the ProJect shall be invoiced to OWNER by CONSULTANT at the actual cost plus ten (10Vo) percent 2 "Direct Non-Labor Expense" is defined as that expense, based upon actual cost and applying the multlpher set forth in Exhibit "B" attached hereto, for any out-of-pocket expanse reasonably incurred by the CONSULTANT in the performance of tins Agreement for long distance telephone charges, telecopy charges, messenger services, prmtang and reproduction expenses, out-of-pocket expenses for purchased computer ~o.,~..~.~,¢~.~.,...~m,m^ ~.~,~-~o~.~#,~ Page 2 of 10 tame, prudently ~ncmred travel expenses related to the work on the ProJect, and s~nular me,dental expenses recurred m connection w~th the Project BILLING AND PAYMENT For and m consideration of the professional servmes to be performed by the CONSULTANT herein, the OWNER agrees to pay CONSULTANT, based upon the satisfactory completion of the Basle Services tasks set forth m the Scope of Services as shown ~n Article II above, as follows 1 CONSULTANT shall perform ~ts work on this ProJect m accordance w~th the prowsmns of those SlX (6) tasks wbaeh are set forth on page 4 of the Scope of Servmes set forth in Exhlbat "A' attached hereto and incorporated herewith by reference CONSULTANT shall perform the said professional services substantially m accordance w~th the project schedule set forth m Exhlbat "A" CONSULTANT shall be paid for services rendered pursuant to the Agreement on the bas~s set forth m the "Compensation" sectaon of Exhibxt "A", billed monthly CONSULTANT shall bill from time sheets, ~n m~mmum IA hour or smaller time increments, at the hourly rates and at the expense rates provtded for m the "Schedule of Charges" set forth in Exbabat "B" OWNER agrees to pay to CONSULTANT for ~ts professional services performed, for its Subcontractor Expense, and for Its D~rect Non-Labor, out-of pocket expenses ancurred ~n the ProJect, a total lump-sum mount of fees and expenses not to exceed $68,100 2 Partial payments to the CONSULTANT will be made monthly ~n accordance w~th the statements reflecting the actual completion of the Basic Servmes, rendered to and approved by the OWNER through ~ts Assmtant C~ty Manager for Utilities, or bas designee However, under no mmumstances shall any monthly statement for services 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 until satisfactory completion of the ProJect by the CONSULTANT 3 Notbang contained m this Article shall require the OWNER to pay for any work wi'ach ~s unsatisfactory as reasonably determined by the Assistant C~ty Manager for Utihties or bas designee, or wbach ~s not submitted by CONSULTANT to the OWNER m comphance w~th the terms of tbas Agreement The OWNER shall not be mqmred to make any payments to the CONSULTANT at any time when the CONSULTANT ~s m default under this Agreement 4 It ~s speeffically understood and agreed that the CONSULTANT shall not be authorized to undertake any work pursuant to flus Agreement which would reqmre addmonal payments by the OWNER for any charge, expense or reimbursement above the not-to-exceed amOunt as stated heremabove, w~thout first having obtained the prior written authorization from the OWNER CONSULTANT shall not proceed to perform any servmes to be later prowded for under Axticle IH "Addational Servmes" w~thout first obtalmng prior written authorization from the OWNER ADDITIONAL SERVICES For additional servmes authorized m writing by the OWNER m Article HI heremabove, CONSULTANT shall be paid based on a to-be-agreed-upon ~.~00~. ~ ~0~. ~ ~ ~ ~o~ ~ ~ Page 3 o f 10 Schedule of Charges Payments for ad&tlonal services shall be due and payable upon submission by the CONSULTANT, and shall be in accordance with Amcle V B heretnabove Statements for Basic Servmes and any additional services shall be submitted to OWNER no mom frequently than once monthly D PAYMENT If the OWNER fmls to make payments due the CONSULTANT for servlces and expenses watlun sixty (60) days after receipt of the CONSULTANT'S undisputed statement thereof, the mounts due the CONSULTANT wall be mcreased by the rate of one percent (1%) per month from and after the smd sixtieth (60th) day, and m addition, thereafter, the CONSULTANT may, after giving ten (10) days written notice to the OWNER, suspend senates under thts Agreement until the CONSULTANT has been paid m full for all amounts then due and owing, and not disputed by OWNER, for services, expenses and charges Pmmded, however, notlung hereto shall reqmre the OWNER to pay the late charge of one percent (1%) per month as set forth herein, if the OWNER reasonably determines that the CONSULTANT's work is unsatisfactory, in accordance with Article V B of tins Agreement, and OWNER has notified CONSULTANT of that fact in writing ARTICI ,E VI OBSERVATION AND REVIEW OF THE WORK The CONSULTANT will exercise reasonable care and due dthgence m dlscovenng and promptly reporting to the OWNER any defects or deficiencies m the work of the CONSULTANT or any of~s subcontractors or subconsultants ARTII~I ,E VII OWNERSHIP OF DOCUMENTS All docments prepared or furnished by the CONSULTANT (and CONSULTANT's subcontractors or subconsultants) pursuant to tlus Agreement are ~nstmments of service and shall become the property of the OWNER upon the termination of thts Agreement The CONSULTANT is entitled to retain copies of all such documents The documents prepared and furmshed by the CONSULTANT are intended only to be applicable to ttus 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 thc Agreement in another project or for other purposes than specified herein any of the reformation or materials developed pursuant to thts Agreement, CONSULTANT is released from any and all hablhty relating to their use in that project ARTICI,E VIII INDEPENDENT CONTRACTOR CONSULTANT shall promde servmas to OWNER as an independent contractor, not as an employee of the OWNER CONSULTANT shall not have or clmm any right arising from employee status ARTIC~T,F~ IX INDEMNITY AGREEMENT The CONSULTANT shall lndcmmfy and save and hold harmless the OWNER and its s~o~..~.~..~.~o,,P~ ~.~..,0~ro~~~ Page 4 of 10 officials, officers, agents, attomeys and employees from and aganst any and all hablhtaes, clatms, demands, damages, losses and expenses, including but not halted to court costs and reasonable attorney fees incurred by the OWNER, and lncludmg without hmltatlon, damages received or sustained for bochly and personal mjury, death, or property damage, resulting from, and proximately caused by the negligent acts or oimsslons of the CONSULTANT or its officers, agents, subcontractors, subconsultants, and/or employees in the executmn, operatton, or performance of this Agreement Nothmg ~n tins Agreement shall be construed to create a liability to any person who ~s not a party to tins Agreement and nothmg herein shall waive any of the party's defenses, both at law or equity, to any clam, cause of actmn or htlgatlon filed by anyone not a party to this Agreement, ~ncludlng the defense of governmental lmmumty, wtuch defenses are hereby expressly reserved AliTIC1,17, X INSURANCE During the performance of the Services under ttus Agreement, CONSULTANT shall maintain the following insurance with an insurance company licensed to do business in the State of Texas by the State Insurance Board or any successor agency, that has a rating with A M Best Rate Carriers of at least an "A-" or above A Comprehensive General Liability Insurance with bodily ~njury hm~ts of not less than $1,000,000 for each occurrence and not less than $1,000,000 m the aggregate, and with property damage limits of not less than $100,000 for each occurrence and not less than $100,000 ~n the aggregate B Automobile Llabd~ty Insurance with bodily injury hmits of not less than $500,000 for each per~on and not less than $500,000 for each acmdent and with property damage limits for not less,than $100,000 for each accident C Worker's Compensation Insurance in accordance with statutory reqmrements and Employer's Lmblhty Insurance with limits of not less than $100,000 for each accident D Profesmonal Llabxhty Insurance with hm~ts of not less than $2,000,000 annual aggregate E CONSULTANT shall furmsh insurance certificates or msurance policies to the OWNER to evtdence such msurance coverage The insurance policies shall name the OWNER as an adchttonal insured on all such pohmas to the extent that is legally possible, and shall contan a provision that such insurance shall not be cancelled or modified without at least tlurty (30) days pnor wntten notice to OWNER and CONSULTANT In such event, the CONSULTANT shall, pnor to the effective date of the change or cancellation of coverage, deliver copies of any such substitute policies, furmstnng at least the same policy limits and coverage, to OWNER ARTICI,i~, 3(1 ARBITRATION AND ALTERNATE DISPUTE, RESOLUTION The parties may agree to settle any disputes under ttus Agreement by submitting the d~spute S~OurD~umealgCanu~l~O~l~w~t~&lqleholap~AI~.ln,S~-C~o~retk~l~ Page 5 of 10 to arbitration or other means of alternate dispute resolution such as mediation No arbitration or altemate dispute resolution arising out of or relating to, this Agreement lnvolwng one party's disagreement may include the other party to the disagreement without the other's approval ARTI~I .F, SXll TERMINATION OF AGREEMENT A Notwithstanding any other prowsien of this Agreement, either party may terminate this Agreement by providing thtrty- (30) days advance written notice to the other party B This Agreement may altemaUvely be terminated in whole or in part in the event of either party substantmlly faihng to fulfill its obligations under this Agreement No such termination will be effected unless the other party is given (1) written notme (delivered by eerUfied mail, return receipt requested) of intent to terminate and setting forth the reasons speclf3nng the nonperformance or other reason(s), and not less than thirty (30) calendar days to cure the failure, and (2) an opportumty for consultation w~th the terminating party prior to termmataon C If this Agreement is terminated prior to completion of the services to be provided hereunder, CONSULTANT shall immediately cease all services upon receipt of the written notice of tenmnatlon from OWNER, and shall render a final bill for services to the OWNER within twenty (20) days after the date of termination The OWNER shall pay CONSULTANT for all services properly rendered and satisfactorily performed, and for reimbursable expenses prior to notice of termmataon being received by CONSULTANT, in accordance with Article V of this Agreement Should the OWNER subsequently contract with a new consultant for the continuation of services on the Project, CONSULTANT shall cooperate in prowdlng information to the OWNER and to the new consultant If applicable, OWNER shall allow CONSULTANT a reasonable t~me to transition and to turn over the Project to a new consultant CONSULTANT shall turn over all documents prepared or furmshed by CONSULTANT pursuant to this Agreement to the OWNER on or before the date of tenmnataon, but may mmntam copies of such documents for its files ARTIf~I ,Ii'. XIII RESPONSIBILITY FOR CLAIMS AND LIABILITIES Approval of the work by the OWNER shall not constitute, nor be deemed a release of the responsthihty and hablhty of the CONSULTANT, its officers, employees, agents, subcontractors, and subconsultants for the accuracy and competency of thor designs or other work performed pursuant to th~s Agreement, nor shall such approval by the OWNER be deemed as an assumption of such responsibility by the OWNER for any defect in the design or other work prepared by the CONSULTANT, Rs principals, officers, employees, agents, subcontractors, and subconsultants ARTIf?I ,i~. XIV NOTICES All notices, commumcatlons, and reports required or permitted under this Agreement shall be personally dehvered to, or telecopled to, or mmled to the respective parties by depositing same in the Umted States marl at the addresses shown below, postage prepaid, certified mml, return receipt ~,o,,~.m~,~.~.a.l~,,~^~.~c~,~.,,~ Page 6 of 10 requested, unless otherwise specified herem To CONSULTANT To OWNER Freese and Nichols, Inc City of Denton, Texas John Rutledge, P E Michael W Jez, City Manager 4055 International Plaza, State 200 215 East Mclrdnney Fort Worth, Texas 76109 Denton, Texas 76201 Fax (817) 735-7491 Fax (940) 349-8596 All notices given under this Agreement shall be effective upon their actual receipt by the party to whom such not]ce is g~ven ARTICI.F, XV ENTIRE AGREEMENT Tins Agreement consisting of ten (10) pages and two (2) cxtuints constitutes the complete and final exprcssmn of the Agreement of the part]es and is intended as a complete and exclusive statement of the terms of their agreements, and supersedes all prior contemporaneous offers, prommes, representattons, negotmt~ons, discussions, commumcations, understandings, and agreements winch may have been made m connection with the subJeCt matter of tins Agreement ARTII~1,1~, SEVERABILITY If any pmvls~on of tins Agreement is found or deemed by a court of competent jurisdiction to be tnval~d or unenforceable, it shall be considered severable from the remainder of tins Agreement, and shall not cause the remmnder to be invalid or unenforceable In such event, the parties shall reform this Agreement, to the extent reasonably possible, to replace such stricken provision w~th a vahd and eafforceable prowslon winch comes as close as possible to expressmg the original ~ntent]ons of the paraes respecting any such stricken provision ARTICI,i~, XVII COMPLIANCE WITH LAWS The CONSULTANT shall comply with all federal, state, local laws, rules, regulations, and orrhnances apphcable to the work performed by CONSULTANT hereunder, as they may now read or as they may hereafter be mended /XRTICI,F, XVIII DISCRIMINATION PROHIBITED In performing the services reqmred hereunder, the CONSULTANT shall not discriminate agmnst any person on the basis of race, color, rehglon, sex, national ong~n or ancestry, age, or physmal handmap PERSONNEL A CONS~T~ ropros~ ~ ~ h~ or ~11 soc~o at its o~ ~xponso all porso~ol roqmrod ~o p~ro~ all ~o s~cos roqmr~ ~dor ~s A~o~mont Such p~so~ol sh~l not bo ~ployoos or o~cors of, nor havo ~y con,at.al rola~ons w~ tho O~R CONS~T~ shall ~edmtely ~o~ ~e O~R m ~tlng of ~y conflict of interest or potent~ CO~lCt of~nterest ~t CONS~T~ may ~scover, or which may rose dmng ~e t~ of~s A~eem~t B All seduces mqmred h~e~der will be perfo~ by CONS~T~T or ~d~ ~ts ~rect sup~slon All p~o~el engaged m perfo~lng ~e work pmmd~ for ~n ~s A~eement, sh~l be quahfied, md sh~l be au~onzed ~d p~ltt~ ~d~ state ~d local laws m perfo~ such semites ASSIGN~ILI~ The CONS~T~ sh~l not ~s~ ~y ~nterest ~n ~s A~eement ~d sh~l not ~sfer ~y ~nterest ~n ~s A~ement (whe~er by ~s~ent, novation or o~e~se) Wl~OUt the prior written consent of ~e O~R CONS~T~ sh~l promptly not~ O~R ~n ~t~ng of ~y ch~ge of ~ nme ~ well as of ~y s~fic~t ch~ge ~n ats co.orate s~c~e or ~n ~ts operaaons ARTICI ,E ~l MODI~CATION No wmv~ or mo~ficat~on of ~s A~eem~t, or of ~y coven~t, condmon, hmtat~on here~n contmned sh~l be vahd ~less m ~ng ~d duly executed by ~e p~ to be ch~ged ~ewl~ No ewdence of ~y wmver or mo~ficat~on shall be off~ or received m evidence in ~y procee~ng msmg be~een ~e pines hereto msmg out o[ or affecting ~s A~e~t, or the n~ts or obhga~om of the pmles here~d~, ~less such wmver or modfficat~on ~s m wn~ng, duly executed ~e p~es ~er a~ee ~t ~e proms~ons of ~s ~mle w~ll not be wmved ~less ~ h~e~n set fo~ MISCELL~EOUS A Th~ following ~xh~b~ts ~ a~a~h~ to, ~nco~orated h~rcw~ by r~f~rcnc~, ~d ~s m~ a p~ of~s A~t for all p~os~s p~mn~nt E~b~t "A" - "Scop~ of S~c~s" [fiw (~) pag~ doc~cnt] Ex~blt "B" - "Sch~dul~ of Ch~ges" [one (1) page doc~nt] B CONS~T~T a~s ~at O~R shall, ~t~l ~ exp~ratmn of go~ (4) yc~s a~er ~c ~ pa~t m~ by O~R ~d~r ~s A~m~nt, hav~ access to ~d th~ n~t to ex~n~ ~y ~r~tly p~m~nt books, doc~ents, pape~ ~d records ofth~ CONS~T~T ~nvolwng ff~t~o~ r~lat~ng to ~s A~e~m~nt CONS~T~T a~es that O~R s ,o~, ~,~.~ · ~,, ~ ~ ~ ~ ~ ~, ~ P ag e 8 o f 10 shall have access dunng normal working hours to all necessary CONSULTANT facilities and shall be provided adequate and appropriate working space in order to conduct examinations or audits in comphance with this Article OWNER shall give CONSULTANT reasonable advance not, ce of all intended examinations or andats C Venue of any suit or eanse of action under this Agreement shall lie exclusively in Denton County, Texas This Agreement shall be governed by and construed in accordance with the laws of the State of Texas D For purposes of this Agreement, the parties agree that the Project Manager shall be Curtis BIetel, P E This Agreement has been entered into with the understan&ng, expectation, and the OWNER's reliance, that the above-stated employee of CONSULTANT shall perform all or a slgraficant pomon of the work on the Project Any proposed changes regarding the change of the Project Manager or other key personnel serving the OWNER on thts ProJect, requested by CONSULTANT, respecting one or more of the above-stated employees, shall be subject to the approval of the OWNER, wluch approval the OWNER shall not unreasonably withhold Nothing herein shall limit CONSULTANT from using other qualified and competent members of its firm to perform the other incidental services required herein, under ItS supervision or control E CONSULTANT shall commence, carry on, and complete its work on the ProJect with all applicable dispatch, and in a sound, economical, efficient manner, and in accordance with the provisions hereof In accomphshmg the Project, CONSULTANT shall take such steps as are appropriate to ensure that the work involved is properly coordinated with any related work being camed on by the OWNER F The OWNER shall assist the CONSULTANT by placmg at the CONSULTANT's chsposal all available Information pertinent to the ProJect, including previous reports, any other data relattve to the ProJect and arranging for the access to, and make all provisions for the CONSULTANT to enter in or upon, public and private property as required for the CONSULTANT to perform professional services under this Agreement OWNER and CONSULTANT agree that CONSULTANT is entitled to rely upon information furmshed to it by OWNER without the need for further inquiry or invesUgaUon into such information G Tho captions of ttus Agreement are for informational purposes only and shall not in any way affect the substantive terms or conditions of this Agreement IN WITNESS WHEREOF, the OWNER, the City of Denton, Texas has executed tlus Agreement m four (4) ongmal counterparts, by and through its duly-authorized City Manager, and CONSULTANT has _qx, e~utgd this Agreeliaent.by,and through its duly-anthonzed undersigned officer on flus the /'~/~ day of ~~ - ,2000 CITY OF DENTON, TEXAS A Texas Mummpal Corporation f ~llchael~/Jez, C~ll{nager ATTEST JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY "CONSULTANT" FREESE AND NICHOLS, INC A Texas Corporation By ATTEST' EXHIBIT "A" SCOPE OF SERVICES COOPER CREEK REGIONAL DETENTION POND No 1 FINAL DESIGN Freese and Nmhols, Inc ("CONSULTANT") proposes to pmwde the following professmnal serwces to the City of Denton, Texas ("OWNER"), as described m detml below TASK 1 DATA COLLECTION a Coorthnate wxth the survey subconsultant to perform a topographic survey of the detention pond s~te to estabhsh the exast~ng topography of the 20-acre North Point site and the 3-acre SKJ Realty s~te m order to ~mprove the accuracy of earthwork quantities and produce a base map for the detention pond design The survey shall mclude 1 Estabhsh a survey baseline for the project s~te based on ex~st~ng FEMA vertmal control monumentat~on, and stake ~t w~th aron pans to serve as temporary benchmarks during construction 2 T~e right-of-way lines and comers, property hnes and comers, existing drainage easements, tops of bank, all trees 6 ~nches ~n dmmeter or larger, excluthng honey locust and mesqmte trees, samtary sewer manholes (nm and flowhne elevations), avmlable fimshed floor elevations of houses adjacent to the project s~te, fence hnes, and all other ws~ble surface features wltlun the project hm~ts to the survey baseline Count the number ofhoney locust trees 6 roches m dmmeter or larger and lndmate their general location on the project s~te 3 Produce a chg~tal 3D topographic map of the project s~te w~th elevated contours at a 1- foot interval and the ws~ble surface features on separate layers, for use as the base map and developing earthwork and profiles b Perform one sate v~sat to the location of the Cooper Creek Regional Pond No 1 to verify the results of the topographm survey c Obtain the exastmg subdaws~on plat ~n the area, as well as the plans of any samtary sewer or other ut~hty lines across the sate TASK 2. HYDROLOGIC AND HYDRAULIC ANALYSIS a Based on the best avatlable topograpluc ~nformat~on, extend the HEC-RAS hydrauhc model of Cooper Creek from Locust Street to the upstream end of the project s~te b Verify the exastang conditions and ultamate development hydrology at the sate c Include the existing d~scharges into the HEC-RAS model to estabhsh Exastmg Condltaon 100-year water surface elevations across the sate d Include the ultimate d~scharges into the HEC-RAS model to establish the Ultimate Development 100-year water surface elevations across the s~te TASK 3 PRELIMINARY REGIONAL DETENTION DESIGN a Locate the proposed regional detention area on the survey drawmg, as well as the exlstmg drainage easements and the alignment of any utlhty bnes across the site b Review the prewous design calculations for the regional detention pond c Based on the site constraints, develop the area-capacity relatlonslup and outlet charactenmcs of the regional detentton pond that will satisfy the original detention requirements d Utlhzmg the City of Denton drainage design cntena, prepare a prehmanary grading plan from the survey base map that will provide the necessary area-capacity relatmnshtp e Based on the prehmmary grading plan, ldentafy the necessary modlficataons to reloeate or protect the emstmg 10"samtarysewerhnecrossmgtheprojeetsate The sewer will be designed to match the capamty of the existing sewer across the project sate It is assumed that no demand studies will be performed, but demands may be eonstdered ~fthese are ~mmed~ately avmlable from the OWNER It IS also assumed that no sewer line outside the hm~ts of the project sae will be modified f Prepare a letter report descnbmg the updated HEC-RAS model, the area-capacity relatmnshap and outlet charactenstacs of the regional detention pond, the prelmunary gradmg plan, and recommendations for relocatang or protecting the 10" samtary sewer to OWNER for review TASK 4. 404 PERMITTING a Based on the prellm~nary gradmg plan, update the Pre-Construction Notification to reflect the prehmmary layout of the detention pond b After submitting the updated Pre-Constmctlon Notfficatlon to the Corps of Engineers, arrange an on-s~te meeting with the Corps to discuss whether constmctaon of the proposed detentmn pond can be covered under a combination of Nationwide Pernuts, as well as ff the notfficataon process will be required 2 c Based upon tlus meeting, recommend modfficat~ons to the proposed detention pond that in our opinion will best meet the conditions and reqmrements ~dentffied by the Corps of Engineers If the Corps determines that an lnd~wdual 404 Permit ~s necessary, ENGINEER can provide asmstance w~th prepanng the Section 404 apphcat~on (ENG FORM 4345) as an additional service d Provide up to 20 hours of addltmnal consultatmn w~th the Corps dunng their permit rewew process, and assist OWNER ~n tdentlfy~ng project design enhancement features TASK 5 DEVELOPMENT OF FINAL PLANS a Attend one coordmatmn meeting w~th OWNER to obtmn comments on the detentaon pond hydrauhc analys~s and prehmmary grading plan b Prepare a final design for completing Pond No 1, consisting of a final grading plan including control mformat~on based on the temporary benchmarks and detatls of the inlet and outlet structures S~nce ~t ~s antm~pated that OWNER's forces wall be used to construct the project, no spemficatmns are included ~n th~s scope of work c Develop a final cost estimate for the construction of Pond No 1 The cost estimate will be based on umt prices provided by the OWNER, since the OWNER's employees, or agents w~ll be used to construct the project d Update the prehmmary design letter report to describe the hydrologtc and hydranhc calculations, the detention pond calculations, the final design, and the final cost estmaate e Attend one meeting w~th the adjacent homeowners to assist the OWNER ~n presentmg and describing the final detention design to the homeowners Prepare a color d~splay showing the final detention pond desagn TASK 6 CONSTRUCTION ADMINISTRATION a Make up to four (4) ws~ts to the s~te to observe the progress and the quahty of work and attempt to determme m general ffthe work is proceeding ~n accordance with the Final Plans If CONSLILTANT is requested to v~s~t the site more than four t~mes, the requested ws~ts shall be considered an additional service and CONSULTANT shall be entitled to additional compensation OWNER RESPONSIBILITIES' OWNER ~s responsible for all fees and expenses related to obtatnlng ex~stmg data, if needed, and subm~ttlng regulatory permtt appllcat~ons, including the CLOMR and LOMR subrmttal rewew fees OWNER shall assist CONSULTANT by placing at the CONSULTANT'S d~sposal all available 3 information pertinent to the Project, previous reports, and any other such data relative to the project, including 1 If the OWNER does not own the property at the time of survey, OWNER shall obtain penmsslon from the property owner to allow the survey subconsultant to enter the property, perform the survey, and perform the mlmmum amount of clearmg necessary to establish lines of sight necessary to perform the survey 2 The location of City-owned utlhtles (water and sewer) and privately owned utilities (gas, telephone, etc ), if available 3 Copies of studies/reports of previous analyses associated with the proposed ProJect that were not prepared by Freese and Nichols, if any CONSULTANT shall have no habthty for defects m work atmbutable to CONSULTANT'S reliance upon, or use of data, design criteria, drawings, specifications, or other information furnished by OWNER which was not previously prepared by Freese and Nichols, and OWNER agrees to lndemmfy and hold CONSULTANT harmless from any and all clmms and judgments, to the extent provided by applicable law, from all losses, costs, and expenses arising therefrom CONSULTANT shall disclose to OWNER, prior to use thereof, defects or omissions ~n the data, design criteria, drawings, specifications, or other information furmshed by OWNER to CONSULTANT that CONSULTANT may reasonably discover in its review and inspection thereof OWNER shall rewew material submitted for comment m a timely manner so as not to delay the servmes of CONSULTANT COMPENSATION: CONSULTANT proposes to perform the services described m Tasks 1 through Tasks 6 of the above Scope of Services for a lump sum fee, plus expenses, of an amount not to exceed $68,100 00 (SIXTY EIGHT THOUSAND ONE HUNDRED DOLLARS) Of this mount, Task 1 is $1,300, Task 2 is $3,800, Task 3 is $10,200' Task 4 is $8,400, Task 5 is $13,800, Task 6 is $4,600, and the survey subconsultant is $26,000 respecting services pertaining to the site survey If work outside or beyond the above Scope of Services is required and approved by OWNER, those addltaonal services shall be compensated on the basis of Exbablt "B", Schedule of Charges, dated March 31, 2000 Payment for the services shall be due and payable upon submission of statements for services rendered and amounts expended Statements for servmes rendered and expenses shall not be submitted more frequently than monthly SCHEDULE: CONSULTANT proposes to complete the work described in Task 1 within 60 days from the date of issuance of the written notice to proceed, Tasks 2 and 3 wltlun 100 days, Task 4 within 120 days, and Task 5 within 160 days of the date of the written notice to proceed Task 6 will be performed as needed dunng the construction of the project S \Our Documcnts\Contracts\00~Freese & N~¢hols PSA Scope of Servmes Cooper Crk Bet Pond #1 doc 4 EXHIBIT B COMPENSATION Compensetlon to Freeze and Nichols shall be based on the following Schedule of Charges A Schedule of Chares8 for Additional Work. POEITION MIN MAX PRI~ICIPAL 18544 214 18 SENIOR CONSULTANT 83 48 243 48 MANAGER LOCAL OFFICE 132 21 188 34 GROUP MANAGER 134 24 176 81 SR DISCIPLINE LEADER 186 56 188 93 DISCIPLINE LEADER 103 77 162 65 PROGRAM MANAGER 84 25 117 81 ENGINEER VI 98 40 164 88 ENGINEER V 101 49 126 86 ENGINEER IV 88 40 105 18 ENGINEER INTERN III 73 07 104 90 ENGINEER INTERN II 67 18 77 46 ENGINEER INTERN I 61 52 77 40 ELECTRICAL ENGINEER V 87 83 115 28 ELECTRICAL ENGINEER IV 83 39 109 88 ELECTRICAL ENGINEER I 73 71 77 85 MECHANICAL ENGINEER VI 101 50 133 21 MECHANICAL ENGINEER INTERN III 66 38 87 10 RESIDENT ENGINEER 103 64 136 03 SENIOR RESIDENT REPRESENTATIVE 89 88 t42 8D CONSTRUCTION PHASE PROJECT MANAGER 73 63 103 58 SPECIALTY OBSERVER 71 81 94 26 DESIGNER II 85 14 109 30 DES{GNER I 70 96 94 71 SENIOR ENGINEERING TECHNICIAN 73 45 96 41 ENGINEERING TECHNICIAN 85 98 88 34 TECHNICIAN II 54 40 72 98 TECHNICIAN I 82 46 67 83 DRAFTER 42 50 58 1 g SR ESTIMATOR/SCHEDULER 71 39 93 70 ESTIMATOR/SCHEDULER 57 12 71 40 DOCUMENT CONTROL CLERK 42 63 53 29 ENVIRONMENTAL SCIENTIST V 71 40 89 25 ENVIRONMENTAL SCIENTIST IV 76 33 95 42 ENVIRONMENTAL SCIENTIST III 63 13 79 28 ENVIRONMENTAL SCIENTIST II 51 99 63 11 ENVIRONMENTAL SCIENTIST I 48 40 51 86 SENIORARCHITECT 113 43 141 79 ARCHITECT V 101 49 11838 ARCHITECT IV 71 54 89 43 ARCHITECT III 80 37 100 46 ARCHITECT II 53 77 87 21 ARCHITECT I 60 35 e4 88 HYDROLOGIST IV 84 44 92 21 GEOTECH NICAL ENGINEER VI 10310 12888 SENIOR GEOLOGIST 88 88 107 10 HYDROGEOLOGIST V 82 84 103 88 WORD PROCESSING/SECRETARIAL 42 44 50 34 OPERATIONS ANALYST 84 55 92 27 CONTRACT ADMINISTRATOR 60 84 75 87 INFQRMATION SERVICES CLERK 31 14 47 20 CO OP 20 40 49 87 Computer and CAD Calaomp Plotter PC CAD Stations $10 00 per hour Bond $2 00 per plot PC Stations $8 00 per hour Color $3 80 per plot VAX Computer $20 00 per hour Vellum $4 00 per plot Mylar $10 00 per plot Print Eho ~ $0 08 per square foot Offset and Xerox Copies $0 07 per single side copy GBCiBIndlng(Reg Cover) $2 00 per book GBClBIndlng(EmboH Cover) $4 00 per book Tape Binding(Rag Cover) $1 78 per book Tape Blndlng(Emtiose Cover) $3 75 per book Density Meter $350 00 per month Gas Detection $'[0 00 per test OTHER DIRECT EXPENSE8 FN cpm ~4 03-31 00 CO 1 OWNER