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HomeMy WebLinkAboutResolution No. 2014-045CITY OF THE COLONY, TEXAS RESOLUTION NO. 2014-045 A RESOLUTION OF THE CITY OF THE COLONY, TEXAS, AUTHORIZING THE CITY MANAGER TO EXECUTE A DESIGN SERVICES AGREEMENT BY AND BETWEEN THE CITY OF THE COLONY AND DUNKIN SIMS STOFFELS, INC. FOR THE DEVELOPMENT OF BID DOCUMENTS AND PROJECT MANAGEMENT FOR THE CONSTRUCTION OF AN OVERFLOW PARKING LOT AT PERRYMAN PARK AS SPECIFIED IN THE ATTACHED EXHIBIT "A"; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, a professional services agreement is necessary to develop bid specifications and project management of a concrete overflow parking structure at Perryman Park; and WHEREAS, funding of the project is being provided by the Community Development Corporation. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, THAT: Section 1. As identified in Exhibit "A" the design services agreement authorizes development of bid specifications and project management. Section 2. The City Manager is authorized to enter into a Design Services Agreement with Dunkin Sims Stoffels, Inc. for an amount not to exceed $16,215.00. Section 3. This resolution shall take effect immediately from and after its passage. PASSED AND APPROVED by the City Council of the City of The Colony, Texas, this 15th day of July, 2014. ATT Christie Wilson, TRMC, City Secretary APPROVED AS TO FORM: Jeff Moore, ity Attorney STATE OF TEXAS § CITY OF THE COLONY, TEXAS § AGREEMENT FOR PROFESSIONAL SERVICES COUNTY OF DENTON § This Agreement ("Agreement") is made by and between the City of The Colony, Texas, a municipal corporation located in Denton County, Texas ("City") and DUNKIN SIMS STOFFELS, INC. ("Professional") (individually, each a "Party" and collectively, "Parties"), acting by and through their authorized representatives. Recitals: WHEREAS, City desires to engage the services of Professional as an independent contractor and not as an employee in accordance with the terms and conditions set forth in this Agreement; and WHEREAS, the Professional desires to render professional services for City for Perryman Park Improvements (the "Project") in accordance with the terms and conditions set forth in this Agreement. NOW THEREFORE, in exchange for the mutual covenants set forth herein and other valuable consideration, the sufficiency and receipt of which is hereby acknowledged, the parties agree as follows: Article I Term 1.1 This term of this Agreement shall begin on the last date of execution hereof by all parties hereto (the "Effective Date") and continue until completion of the services provided herein. 1.2 Professional may terminate this Agreement by giving thirty (30) days prior written notice to City. In the event of such termination, Professional shall be entitled to compensation for any services completed to the reasonable satisfaction of City in accordance with this Agreement prior to such termination. 1.3 City may terminate this Agreement by giving ten (10) days prior written notice to Professional. In the event of such termination, Professional shall be entitled to compensation for any services completed to the reasonable satisfaction of City in accordance with this Agreement prior to such termination. Article II Scope of Services 2.1 Professional shall provide the services specifically set forth in Exhibit "A," attached hereto and incorporated herein by reference ("Scope of Services"). Professional warrants that its engineering, design and consulting services will be performed in accordance with generally accepted standards in the industry for similar projects performed in the State of Texas. PROFESSIONAL SERVICES AGREEMENT — Page I 2.2 The parties acknowledge and agree that any and all opinions provided by Professional represent the best judgment of Professional. 2.3 Schematic Design Documents, Design Development Documents, Contract Documents, drawings, plans, specifications and other documents, including those in electronic form, prepared by Professional and its consultants, agents, representatives, and/or employees in connection with the Project are intended for the use and benefit of City. Professional and its consultants, agents, representatives, and/or employees shall be deemed the authors of their respective part of said Project documents. Notwithstanding, City shall own, have, keep and retain all rights, title and interest in and to all Project documents, including all ownership, common law, statutory, and other reserved rights, including copyrights, in and to all such Project documents, whether in draft form or final form, which are produced at City's request and in furtherance of this Agreement or the Project. City shall have full authority to authorize contractor(s), subcontractors, sub -subcontractors, City consultants, and material or equipment suppliers to reproduce applicable portions of the Project documents to and for use in their execution of the work or for any other purpose. All materials and reports prepared by Professional in connection with this Agreement are "works for hire" and shall be the property of City. City shall have the right to publish, disclose, distribute and otherwise use such materials and reports in accordance with the Engineering Practice Act of the State of Texas (Texas Occupation Code, Chapter 1001, as amended) and/or Texas Occupations Code, Chapter 1051, as amended. Professional shall, upon completion of the services, or earlier termination, provide City with reproductions of all materials reports, and exhibits prepared by Professional pursuant to this Agreement, and in electronic format if requested by City. Article III Schedule of Work 3.1 Professional agrees to commence services upon written direction from City and to complete the tasks set forth in the Scope of Services in accordance with a work schedule established by City (the "Work Schedule"), which is attached hereto and incorporated as Exhibit «B» 3.2 In the event Professional's performance of this Agreement is delayed or interfered with by acts of City or others, Professional may request an extension of time for the performance of same as hereinafter provided, but shall not be entitled to any increase in fee or price, or to damages or additional compensation as a consequence of such delays unless such delays exceed ninety (90) days. 3.3 No allowance of any extension of time, for any cause whatever, shall be claimed or made by Professional, unless Professional shall have made written request upon City for such extension not later than two (2) business days after the cause serving as the basis for such extension occurred, and unless City and Professional have agreed in writing upon the allowance of such additional time. PROFESSIONAL SERVICES AGREEMENT — Page 2 Article IV Compensation and Method of Payment 4.1 City shall pay Professional for the services specifically as set forth in Exhibit "A" in accordance with the payment requirements and fees as described in Exhibit "C". Partial payment will be made on a monthly basis for completed portions of the work in accordance with invoices setting forth a description of the work completed as approved by the City. 4.2 Professional shall be solely responsible for the payment of all costs and expenses related to the services provided pursuant to this Agreement including, but not limited to, travel, copying and facsimile charges, reproduction charges, and telephone, internet, e-mail, and postage charges. Article V Devotion of Time; Personnel; and Equipment 5.1 Professional shall devote such time as reasonably necessary for the satisfactory performance of the work under this Agreement. Should City require additional services not included under this Agreement, Professional shall make reasonable efforts to provide such additional services at mutually agreed charges or rates, and within the time schedule prescribed by City, and without decreasing the effectiveness of the performance of services required under this Agreement. 5.2 To the extent reasonably necessary for Professional to perform the services under this Agreement, Professional shall be authorized to engage the services of any agents, assistants, persons, or corporations that Professional may deem proper to aid or assist in the performance of the services under this Agreement. The cost of such personnel and assistance shall be borne exclusively by Professional. 5.3 Professional shall furnish the facilities, equipment, telephones, facsimile machines, email facilities, and personnel necessary to perform the services required under this Agreement unless otherwise provided herein. Article VI Relationship of Parties 6.1 It is understood and agreed by and between the parties that in satisfying the conditions of this Agreement, Professional is acting independently, and City assumes no responsibility or liabilities to any third party in connection with these actions. All services to be performed by Professional pursuant to this Agreement shall be in the capacity of an independent contractor, and not as an agent or employee of City. Professional shall supervise the performance of its services and shall be entitled to control the manner and means by which its services are to be performed, subject to the terms of this Agreement. As such, City shall not train Professional, require Professional to complete regular oral or written reports, require Professional devote his full- time services to City, or dictate Professional's sequence of work or location at which Professional performs Professional's work. PROFESSIONAL SERVICES AGREEMENT — Page 3 6.2 Professional shall be responsible for the professional quality, technical accuracy, and the coordination of all designs, drawings, specifications, plans, and other services furnished by Professional under this Agreement. Professional shall, without additional compensation, correct or revise any errors or deficiencies in the design, drawings, specifications, plans and other services. Neither City's review, approval or acceptance of, nor payment for any of the services required under this Agreement, shall be construed to operate as a waiver of any rights under this Agreement, and Professional shall be and remain liable to City in accordance with applicable law for all damages to City caused by Professional's negligent performance of any of the services furnished under this Agreement. Article VII Insurance/Liability 7.1 Professional shall during the term hereof maintain in full force and effect the following insurance: (1) a policy of insurance for bodily injury, death and property damage insuring against all claims, demands or actions relating to Professional's performance of services pursuant to this Agreement with a minimum combined single limit of not less than $1,000,000 per occurrence for injury to persons (including death), and for property damage; (2) policy of automobile liability insurance covering any vehicles owned and/or operated by Professional, its officers, agents, and employees, and used in the performance of this Agreement in the amount of $1,000,000; and (3) statutory Worker's Compensation Insurance covering all of Professional's employees involved in the provision of services under this Agreement. 7.2 Professional shall provide and maintain Professional Liability Errors and Omissions insurance coverage to protect Professional from liability arising out of the performance of professional services, if any, under this Agreement. Such coverage shall be in the sum of not less than Seven Hundred Fifty Thousand Dollars ($750,000) per occurrence and Two Million Dollars ($2,000,000) aggregate. Such insurance shall be kept in effect for four (4) years after the completion of the Scope of Services. If Professional fails to maintain the insurance covered during that time, City may pay the premiums to keep the insurance in effect and recover the cost from Professional. 7.3 All insurance and certificate(s) of insurance shall contain the following provisions: (1) name the City, its officers, agents and employees as additional insureds as to all applicable coverage with the exception of Workers Compensation Insurance and Professional Liability Errors and Omissions insurance; (2) provide for at least thirty (30) days prior written notice to the City for cancellation, non -renewal, or material change of the insurance; and (3) provide for a waiver of subrogation against the City for injuries, including death, property damage, or any other loss to the extent the same is covered by the proceeds of insurance. 7.4 All insurance companies providing the required insurance shall either be authorized to transact business in Texas and rated at least `B" by AM Best or other equivalent rating service, or approved by the City Manager. 7.5 A certificate of insurance evidencing the required insurance shall be submitted to the City prior to commencement of services. PROFESSIONAL SERVICES AGREEMENT — Page 4 Article VIII Miscellaneous 8.1 Entire Agreement. This Agreement constitutes the sole and only agreement between the parties and supersedes any prior understandings, written or oral agreements between the parties with respect to this subject matter. 8.2 Authorization. Each party represents that it has full capacity and authority to grant all rights and assume all obligations granted and assumed under this Agreement. 8.3 Assignment. Professional may not assign this Agreement in whole or in part without the prior written consent of City. In the event of an assignment by Professional to which the City has consented, the assignee shall agree in writing with the City to personally assume, perform, and be bound by all the covenants, and obligations contained in this Agreement. 8.4 Successors and Assigns. Subject to the provisions regarding assignment, this Agreement shall be binding on and inure to the benefit of the parties to it and their respective heirs, executors, administrators, legal representatives, successors and assigns. 8.5 Governing Law. The laws of the State of Texas shall govern this Agreement; and venue for any action concerning this Agreement shall be in the State District Court of Denton County, Texas. The parties agree to submit to the personal and subject matter jurisdiction of said court. 8.6 Amendments. This Agreement may be amended by the mutual written agreement of the parties. 8.7 Severability. In the event any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality or unenforceability shall not effect any other provisions, and the Agreement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained in it. 8.8 Survival of Covenants and Terms. Any of the representations, warranties, covenants, and obligations of the parties, as well as any rights and benefits of the parties, pertaining to a period of time following the termination of this Agreement shall survive termination, including, but not limited to, Section 2.3, Article VIII, and Section 8.13. 8.9 Recitals. The recitals to this Agreement are incorporated herein. 8.10 Notice. Any notice required or permitted to be delivered hereunder may be sent by first class mail, overnight courier or by confirmed telefax or facsimile to the address specified below, or to such other party or address as either party may designate in writing, and shall be deemed received three (3) days after delivery set forth herein. PROFESSIONAL SERVICES AGREEMENT — Page 5 If intended for City: Troy C. Powell City Manager City of The Colony 6800 Main Street The Colony, Texas 75056 If intended for Professional: Mr. Bob Stoffels Dunkin Sims Stoffels, Inc. 9603 White Rock Trail, Suite 210 Dallas, Texas 75238 With Copy to: Eve M. Morgan Park Development Manager City of The Colony 6800 Main Street The Colony, Texas 75056 8.11 Counterparts. This Agreement may be executed by the parties hereto in separate counterparts, each of which when so executed and delivered shall be an original, but all such counterparts shall together constitute one and the same instrument. Each counterpart may consist of any number of copies hereof each signed by less than all, but together signed by all of the parties hereto. 8.12 Exhibits. The exhibits "A' and `B" attached hereto are incorporated herein and made a part hereof for all purposes. 8.13 Indemnification. CITY SHALL NOT BE LIABLE FOR ANY LOSS, DAMAGE, OR INJURY OF ANY KIND OR CHARACTER TO ANY PERSON OR PROPERTY ARISING FROM THE SERVICES OF PROFESSIONAL PURSUANT TO THIS AGREEMENT. PROFESSIONAL HEREBY WAIVES ALL CLAIMS AGAINST CITY, ITS OFFICERS, AGENTS AND EMPLOYEES (COLLECTIVELY REFERRED TO IN THIS SECTION AS "CITY") FOR DAMAGE TO ANY PROPERTY OR INJURY TO, OR DEATH OF, ANY PERSON ARISING AT ANY TIME AND FROM ANY CAUSE OTHER THAN THE NEGLIGENCE OR WILLFUL MISCONDUCT OF CITY. PROFESSIONAL AGREES TO INDEMNIFY AND SAVE HARMLESS CITY FROM AND AGAINST ANY AND ALL LIABILITIES, DAMAGES, CLAIMS, SUITS, COSTS (INCLUDING COURT COSTS, ATTORNEYS' FEES AND COSTS OF INVESTIGATION) AND ACTIONS BY REASON OF INJURY TO OR DEATH OF ANY PERSON OR DAMAGE TO OR LOSS OF PROPERTY TO THE EXTENT CAUSED BY PROFESSIONAL'S NEGLIGENT PERFORMANCE OF SERVICES UNDER THIS AGREEMENT OR BY REASON OF ANY NEGLIGENT OR INTENTIONAL ACT OR OMISSION ON THE PART OF PROFESSIONAL, ITS OFFICERS, DIRECTORS, SERVANTS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS, SUBCONTRACTORS, LICENSEES, SUCCESSORS OR PERMITTED ASSIGNS (EXCEPT WHEN SUCH LIABILITY, CLAIMS, SUITS, COSTS, INJURIES, DEATHS OR DAMAGES ARISE FROM OR ARE ATTRIBUTED TO SOLE NEGILGENCE OF THE CITY). IF ANY ACTION OR PROCEEDING SHALL BE BROUGHT BY OR AGAINST CITY IN CONNECTION WITH ANY SUCH LIABILITY OR CLAIM, THE PROFESSIONAL, ON NOTICE FROM CITY, SHALL DEFEND SUCH ACTION OR PROCEEDINGS AT PROFESSIONAL'S EXPENSE, BY OR THROUGH ATTORNEYS REASONABLY SATISFACTORY TO CITY. PROFESSIONAL'S OBLIGATIONS UNDER THIS SECTION SHALL NOT BE LIMITED TO THE LIMITS OF COVERAGE OF INSURANCE PROFESSIONAL SERVICES AGREEMENT — Page 6 MAINTAINED OR REQUIRED TO BE MAINTAINED BY PROFESSIONAL UNDER THIS AGREEMENT. THIS PROVISION SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT 8.14 Audits and Records. Professional agrees that during the term hereof City and its representatives may, during normal business hours and as often as deemed necessary, inspect, audit, examine and reproduce any and all of Professional's records relating to the services provided pursuant to this Agreement for a period of one year following the date of completion of services as determined by City or date of termination if sooner 8.15 Conflicts of Interests. Professional represents that no official or employee of City has any direct or indirect pecuniary interest in this Agreement. EXECUTED this day of '2014. 61 City of The Colony Texas By: Tro owell, City Manager Atte- City ecretary PROFESSIONAL SERVICES AGREEMENT — Page 7 EXECUTED this,22 day of 32014. Witness v Attachment "A" SCOPE OF SERVICES Existing Conditions/Base Map An on-site survey of the northeast quadrant of Perryman Park (where the overflow parking lot is to be located) will be prepared by a Registered Public Land Surveyor, as a subsidiary service within this project scope. This survey will delineate the elevational and spatial position of the existing conditions, surrounding streets and topographic contours. The surveyor will also prepare a metes and bounds description of the portion of the tract containing the overflow parking lot; the metes and bounds description is a required component of the encroachment agreement between the City of The Colony and Oncor. Upon receipt of the on-site survey, Dunkin Sims Stoffels, Inc. will prepare a base map for use in the development of the design and construction documents for the overflow parking lot in Perryman Park. Schematic Design Dunkin Sims Stoffels, Inc. will prepare a schematic plan illustrating the design of the Perryman Park Overflow Parking Lot, as discussed with the Client. The schematic design will also delineate the location of accessible parking spaces, as well as, accessible routes from the overflow parking lot to park features. The schematic design(s) will be presented to the Client for review and comment. Final Design Dunkin Sims Stoffels, Inc. will incorporate Client comments and further develop the chosen schematic design. The resulting final overflow parking lot design and an opinion of probable cost will be presented to the Client for review and comments. The final design will be refined and Client comments will be incorporated, as feasible within the professional standard of practice. Design Development Phase Dunkin Sims Stoffels, Inc. will begin preparation of the construction documents by further analyzing the Perryman Park Overflow Parking Lot and proposing refined design recommendations and solutions for additional review and comment by the Client. A detailed opinion of probable cost will be prepared and submitted for review and comment. Construction Documents and Specifications Construction documents and specifications will be prepared for the construction of the Perryman Park Overflow Parking Lot. The construction plans and specifications shall be submitted for review. Following review, the construction documents shall be refined to address any comments and concerns noted by the Client. A final opinion of probable cost will be prepared for submission with the construction documents. Bidding Phase Dunkin Sims Stoffels, Inc. will perform the following services relative to project bidding: • Submit the plans and specifications to the Purchasing Department for uploading to the BidSync Website. • Distribute the plans and specifications to potential bidders answering bidders' questions and interpreting the drawings during the bid phase. • Prepare addenda, as necessary, to interpret and clarify the bidding documents. PROFESSIONAL SERVICES AGREEMENT — Page 9 • Issue addenda to the Purchasing Department for uploading to the BidSync Website. • Assist the Client in receiving bids. • Tabulation of the bids and make recommendations to the Client regarding the bids. Construction Observation The Consultant will perform the following professional services during construction of the facilities: • Consult and provide advice. • Preparation of elementary and supplementary sketches required to resolve field conditions. • Approval of submittals and shop drawings submitted by the Contractor for conformance with the design concept. • The Consultant shall make periodic site visits (bi-weekly, minimum) to determine if the project is proceeding in accordance with the contract documents. This shall not involve exhaustive or continuous on-site inspections to check the quality or quantity of work or materials. Dunkin Sims Stoffels, Inc. shall not be responsible or liable for the Contractor's failure to perform the construction work in accordance with the contract documents. Dunkin Sims Stoffels, Inc. has included eight (8) site visits within our project scope; based upon an anticipated construction length of three months. • Review all certificates for payment submitted by the Contractor and make appropriate recommendations for approval of pay requests. • Consult with the Client regarding change order items. • Provide punch list of incomplete and incorrect items for the Contractor to complete the project. PROFESSIONAL SERVICES AGREEMENT — Page 10 Attachment "B" GENERAL TIMELINE These time frames would include some time for city review. • Site Survey (2 to 3 weeks) • Existing Conditions/Base Map ( 1 week) • Schematic and Final Design ( 1 to 2 weeks) • Design Development ( 1 week) • Construction Documents & Specifications ( 1 to 2 weeks) • Bidding ( 2 to 3 weeks) • Construction ( 8 to 10 weeks) PROFESSIONAL SERVICES AGREEMENT — Page I I Attachment "C" DSS's professional fees for the services outlined within the separate phases of work, delineated above, are as follows: Existing Conditions / Base Map $ 670.00 Schematic Design $ 820.00 Final Design $ 1,160.00 Design Development $ 1,055.00 Construction Documents & Specifications $ 2,275.00 Bidding $ 645.00 Construction Observation $ 3,690.00 TOTAL PROFESSIONAL FEES $10,315.00 Subsidiary Services: Site Topography Survey $ 2,200.00 Boundary Survey $ 700.00 TOTAL SUBSIDIARY SERVICES $ 2,900.00 Reimbursables Expenses $ 3,000.00 GRAND TOTAL — Professional Fees, Subsidiary Services and Reimbursable Expenses: Not to Exceed $16,215.00 PROFESSIONAL SERVICES AGREEMENT — Page 12