HomeMy WebLinkAboutResolution No. 2015-018CITY OF THE COLONY, TEXS
RESOLUTION NO. 2015- 1
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF THE
COLONY, TEXAS, APPROVING THE TERMS AND CONDITIONS OF A
PROFESSIONAL SERVICES CONTRACT BY AND BETWEEN THE
CITY OF THE, COLONY AND GRAHAM ASSOCIATES, INC. FOR
DEVELOPMENT OF A TRAFFIC MANAGEMENT PLAN FOR
NEBRASKA FURNITURE MART AT GRANDSCAPE, WHICH IS
ATTACHED HERETO AND INCORPORATED HEREIN AS EXHIBIT
"A"; AUTHORIZING 'KITE CITY MANAGER TO, EXECUTE THE
CONTRACT; AND PROVIDING AN EFFECTIVE DATE
WHEREAS, the City and Consultant have entered into an agreement such that the
Consultant is to provide the following services: DEVELOPMENT OF A 'TRAFFIC
MANAGEMENT PLAN FOR NTM/GRA.NDSCAPE; and
WHEREAS, the Cite has determined that it is in the best interest of the City to enter into
the Contract with GRAHAM ASSOCIATES, INC., which is attached hereto and incorporated
herein by reference as Exhibit "A," under the terns and conditions provided therein.
WHEREAS, with this Contract the City of The Colony is agreeing to pay the sure not to
exceed $106,600 for such work with funding provided by the Tax Increment Reinvestment "Lone
Number One.
THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
'THE COLONY, TEXAS THAT:
Section 1. The Professional Services Contract, which is attached and incorporated herein as
Exhibit "A", having been reviewed by the City Council of the Cite of The Colony, Texas, and found
to be acceptable and in the best interest of the City and its citizens, be, and the same is hereby, in all
things approved in the amount of $106,600.00 and the Citi- Manager is hereby authorized to execute;
the Contract on behalf of the City of The Colony, Texas.
Section 2. 'That this Resolution shall take effect immediately from and after its adoption
and it is so resolved.
PASSED, APPROVED and EFFECTIVE this 3`1 day of FEBRUARY, 2015..
CrATE T:
istie Wilson, City 'Secretary
,.—AP ROVED AS TO FORM:
Jeff mMoo e, City Attorney
IMe
y of
t°y, Mayor
Colony, T
63918
STATE OF TEXAS § CITY OF THE COLONY, TFxAs
§ AREEl M ENT FOR PROFESSIONAL SERVICES
COUNTY OF DENTON §
This Agreement for Professional Services ("Agreement") is made by and between the City
of The Colony, Texas, a municipal corporation located in Denton County, Texas ("City"), and
Graham Associates, Inc. ("Professional") (individually, each a "Patty" and collectively, "Parties"),
acting by and through the Parties' 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, Professional desires to render professional services for City for Traffic
Management Planning For Nebraska Furniture Mart ("Project") in accordance with the terms and
conditions set forth in this Agreement.
NOW, THEREFORE, in exchange for the mutual covenants set forth heroin and other
valuable consideration, the sufficiency and receipt of which is hereby acknowledged, the Parties
agree as follows:
Article I
Employment of Professional
Professional will perform as an independent contractor all services under this Agreement to
the prevailing professional standards consistent with the level of care and skill ordinarily exercised
by members of Professional's profession, both public and private, currently practicing in the same
locality under similar conditions including but not limited to the exercise of reasonable, informed
judgments and prompt, timely action. If Professional is representing this it has special expertise in
one or more areas to be utilized in the performance of this Agreement, then Professional agrees to
perform those special expertise services to the appropriate local, regional and national professional
standards.
Article 11
Term
2.1 The term of this Agreement shall begin on the last date of execution hereof by all
parties hereto (the "Effective Date") and shall continue until completion of the services provided by
Professional to City under this Agreement.
2.2 Professional may terminate this Agreement by giving thirty (30) days prior written
notice to City. In the event of such termination by Professional, Professional shall be entitled to
compensation for services satisfactorily completed in accordance with this Agreement prior to the
date of such termination.
PROFESSIONAL sERV10EsA0REEMEL4TJ1`RAFF1C MANA(JJHMRNTR,ANNfNG FOR NEBRASKA FURNITURE MART --Page I
2.3 City may terminate this Agreement by giving ten (10) days prior written notice to
Professional. In the event of such termination by City, Professional shall be entitled to
compensation for services satisfactorily completed in accordance with this Agreement prior to the
date of such termination, Upon receipt of such notice from City, Professional shall irrimediately
terminate working on, placing orders or entering into contracts for supplies, assistance, facilities or
materials in connection with this Agreement and shall proceed to promptly cancel all existing
contracts insofar as they are related to this Agreement.
Article III
Scope of Services
11 Professional shall perform the services specifically set forth in Exhibit A, attached
hereto and incorporated herein by reference, entitled "Scope of Services, Work Schedule and
Budget Requirements". In case of conflict with the language of Exhibit A and the provisions of
this Agreement, the provisions of this Agreement shall control,
3.2 The Parties acknowledge and agree that any and all opinions provided by
Professional represent the best judgment of Professional.
3,3 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 ("Project Documents") 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 the foregoing, 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 for 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. Professional shall, -upon completion of the services provided under this Agreement, or upon
earlier termination of this Agreement, provide City with reproductions of all materials, reports, and
exhibits prepared by Professional pursuant to this Agreement, and shall provide same in electronic
format if requested by City. Any re -use of the Project Documents by the City on any other project
not contemplated or included under this Agreement shall be at the City's sole risk, without liability
to Professional.
Article IV
Schedule of Work
4.1 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 the work schedule outlined
in the "Scope of Services, Work Schedule and Budget Requirements", which is attached hereto and
incorporated as Exhibit "A".
PROFFSSIONAL SERVICES AGRECMENT. TRArric MANAQJV,,J2NT PLA.ty,rR!G FaR NEBPASKA FURNIT RF MAT— Page 2
4,2 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, and City shall determine whether to authorize any increase in fee or
price, or to authorize damages or additional compensation as a consequence of such delays, within
a reasonable time after receipt of Professional's request.
4.3 No allowance of any extension of time, for any cause whatsoever, shall be claimed
or made by Professional, unless Professional shall have made written request upon City for such
extension .not later than five (5) business days after the occurrence of the cause serving as the basis
for such extension request, and unless City and. Professional have agreed in writing upon the
allowance of such additional time.
Article V
Compensation and Method of Payment
5.1 City shall pay Professional on a time and materials basis for the services specifically
as set forth in Exhibit "A" by payment of a fee not to exceed $106,600.00. 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.
5.2 Each month Professional shall submit to City an invoice supporting the amount for
which payment is sought. Each invoice shall also state the percentage of work completed on the
Project through the end of the then submitted billing period, the total of the current invoice aanount,
and a running total balance for the Project to date.
5.3 'within thirty (30) days of receipt of each such monthly invoice, City shall make
monthly payments in the amount shown by Professional's approved monthly invoice and other
documentation submitted.
5.4 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, except as set forth in Exhibit A,
5.5 Nothing contained in this Agreement shall require City to pay for any services that is
unsatisfactory as determined by City or which is not performed in compliance with the terms of this
Agreement, nor shall failure to withhold payment pursuant to the provisions of this section
constitute a waiver of any right, at law or in equity, which City may have if Professional is in
default, including the right to bring legal action for damages or for specific performance of this
Agreement. 'waiver of any default under this Agreement shall not be deemed a waiver of any
subsequent default.
PROFE:SSIONAI. SERVICES AGREEMENT, TRAFFIC MANAC i MIsN'r PI.ANieIT3G FOR Thi I3 iASICA FLiT2�91 Ct312 NfA'12'I' — Page 3
Article VI
Devotion of Time, Personnel,. and Equipment
6.1 Professional shall devote such time as reasonably necessary for the satisfactory
performance of the ser -vices under this Agreement. City reserves the right to revise or expand the
scope of services after due approval by City as City may deem necessary, but in such event City
shall pay Professional compensation for such services at mutually agreed upon 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. In any event, when Professional is
directed to revise or expand the scope of services under this Agreement, Professional shall provide
City a written proposal for the entire costs involved in performing such additional services. Prior to
Professional undertaking any revised or expanded services as directed by City under this
Agreement, City must authorize in writing the nature and scope of the services and accept the
method and amount of compensation and the time involved in all phases of the Project.
6.2 It is expressly understood and agreed to by Professional that any compensation not
specified in this Agreement may require approval by the City Council of the City of The Colony
and may be subject to current budget year limitations.
6.3 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.
6.4 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 V11
Relationship of Parties
7.1 It is understood and agreed by and between the Parties that in satisfying the
conditions and requirements of this Agreement, Professional is acting as an independent contractor,
and City assumes no responsibility or liability to any third party in connection with the services
provided by Professional under this Agreement. 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, servant, representative, or employee of City. Professional shall supervise the performance of
its services and shall be entitled to control the manner, means and methods by which Professional's
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
to devote his full-time services to City, or dictate Professional's sequence of work or location at
which Professional performs Professional's work, except as may be set forth in Exhibit A.
7.2 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
PROFFSSfONAL'SERVreEsAC,RY,-EMENT, nAMO MANAGEMENT PLANNING FOR NEBRASKA FURNIIUR,r3 MAKr- Page 4
revise any errors or deficiencies in the Project Documents .and other services provided under this
Agreement. Neither City's review, approval, nor acceptance of, nor payment for any of, the
services provided 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 V111
.Insurance
8.1 Before commencing work, Professional shall, at its own expense, procure, pay for
and maintain during the terns of this Agreement the following insurance written by companies
approved by the state of Texas and acceptable to City. Professional shall furnish to the City
Manager certificates of insurance executed by the insurer or its authorized agent stating coverages,
limits, expiration dates and compliance with all applicable required provisions. Certificates shall
reference the project/contract number and be addressed as follows.,
City of The Colony, Texas
Attention: Gordon Scruggs, P.B., Director of Engineering and
Planning :cervices
6800 Main Street
The Colony, Texas 75056
A, Commercial General Liability insurance, including, but not limited to
Premiscs/Operations, Personal & Advertising Injury, Products/Completed Operations,
Independent Contractors and. Contractual Liability, with minimum combined single limits
of $1,000,000 per occurrence, $1,000,000 Products/Completed Operations Aggregate, and
$1,000,000 general aggregate. Coverage must be written on an occurrence form, The
General Aggregate shall apply on a per project basis.
B. Workers' Compensation insurance with statutory limits, and Employers'
Liability coverage with minimum limits for bodily injury: 1) by accident, $100,000 each
accident, and 2) by disease, $100,000 per employee with a per policy aggregate of
$500,000.
C. Business Automobile Liability insurance covering owned, hired and non -
owned vehicles, with a minimum combined bodily injury and property damage limit of
$1,000,000 per occurrence,
D. Professional Liability Insurance to provide coverage against any claire which
the Professional and all professionals engaged or employed by the Professional become
legally obligated to pay as damages arising out of the performance of professional services
caused by error, omission or negligent act with nvnimum. limits of $2,000,000 per claim,
$2,000,000 annual aggregate.
PROFESSIONAL $ERyICEs d"� GREEMENT 'TRAFFIC MANAC31-M ]NTTI AWNG FORr,13RASKA }'uRi;ITURE MART— Pago 5
NOTE: If the insurance is written on a claims -made form, coverage shall be continuous (by
renewal or extended reporting period) for not less than thirty-six (36) months
following completion of this Agreement and acceptance by City.
82 With reference to the foregoing required insurance, Professional shall endorse
applicable insurance policies as follows:
A. A waiver of subrogation in favor of City, its officials, employees, and
officers shall be contained in the Workers' Compensation insurance policy.
B. The City, its officials, employees and officers shall be named as additional
insureds on the Commercial General Liability policy, by using endorsement CG2026 or
broader,
C. All insurance policies shall be endorsed to the effect that City will receive at
least thirty (30) days notice prior to cancellation, non -renewal, termination, or material
change of the policies,
8.3 All insurance shall be purchased from an insurance company that meets afinancial
rating of B+VI or better as assigned by A.M. Best Company or equivalent.
Article IX
Right to Inspect Records
9.1 Professional agrees that City shall have access to and the right to: examine any
directly pertinent books, documents, papers and records of Professional involving transactions
relating to this Agreement. Professional agrees that City shall have access during normal working
hours to all necessary Professional facilities and shall be provided adequate and appropriate work
space in order to conduct audits in compliance with the provisions of this section. City shall give
Professional reasonable advance notice of intended audits.
9,2 Professional further agrees to include in subcontract(s), if any, a provision that any
subcontractor agrees that City shall have access to and the right to examine any directly pertinent
books, documents, papers and records of such subcontractor involving transactions related to the
subcontract, and further, that City shall have access during normal working hours to all such
subcontractor facilities and shall be provided adequate and appropriate work space, in order to
conduct audits in compliance with the provisions of this section. City shall give any such
subcontractor reasonable advance notice of intended audits,
Article X
Miscellaneous
im Entire Agreement, This Agreement and any and all Exhibits attached hereto
constitutes the sole and only agreement between the Parties and supersedes any prior or
contemporaneous understandings, written agreements or oral agreements between the Parties with
respect to the subject matter of this Agreement.
PROFESSIONAL SERVICEs AGREwEN'r, TRAFFIC MANAQ1.,'M1,.N-r PLANNING i,'oR NrBRASKA FURNITURE MART — Page 6
10.2 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.
10.3 Assign i ent. Professional may not assign this Agreement in whole or inpart
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.
10.4 Successors and Assam. Subject to the provisions regarding assignment, this
Agreement shall be binding on and inure to the benefit of the Parties and their respective heirs,
executors, administrators, legal representatives, successors and assigns.
10.5 Governing Law and Exclusive Venue. The laws of the State of Texas shall govern
this Agreement, and exclusive venue for any legal action concerning this Agreement shall be in a
District Court with appropriate jurisdiction in Denton County, Texas. The Parties agree to submit.
to the personal and subject matter jurisdiction of said court.
10.6 Amendments, This Agreement may be amended only by the mutual written
agreement of the Parties.
10.7 Severability. 1n 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 by a
court of competent jurisdiction, such invalidity, illegality or unenforceability shall not affect any
other provision in this Agreement, and this Agreement shall be construed as if such invalid, illegal,
or unenforceable provision had never been contained in this Agreement.
10.8 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 3.3, Article X, and, in particular, Sections 10.13 and. 10.14.
10.9 Recitals. The recitals to this Agreement are incorporated herein.
10.10 Notice, Any notice required or permitted to be delivered hereunder may be sent by
first class nail, 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:
PROFESSfONAL , ERVIcEs AcRELmLNr TRAFFIC MANAGEMENT PLANNING r=OR NrBRASKA FURNrTUU MART._ Page 7
If intended for Cit
Troy C. Powell
City Manager
City of The Colony
6800 Main Street
The Colony, Texas 75056
If intended for Professional:
Mike Peterson, P.E.
Graham Associates, Inc.
600 Six Flags Drive, Ste 500
Arlington, TX 76011
With Copy to:
Gordon Scruggs, PZ
Director of Engineering
City of The Colony
6800 Main Street
The Colony, Texas 75056
10.11 CounteMarts. This Agreement may be executed by the Parties hereto in separate
counterparts, each of which when so executed and delivered shall be deemed 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 Patties hereto.
10. 12 Exhibits. The exhibits attached hereto are incorporated herein and made a pail
hereof for all purposes.
10.13 Professional's Liability. Acceptance of the Project Documents by City shall not
constitute nor be deemed a release of the responsibility and liability of Professional, its employees,
associates, agents or subcontractors for the accuracy and competency of their designs, working
drawings, specifications or other documents and work; nor shall such acceptance be deemed an
assumption of responsibility by City for any defect in the Project Documents or other documents
and work prepared by Professional., its employees, associates, agents or sub -consultants,
10.14 Indemnification. PROFESSIONAL AGREES TO DEFEND, INDEMNIFY
AND HOLD HARMLESS CITY FROM AND AGAINST ANY AND ALL LIABILITIES,
DAMAGES, CLAIMS, SUITS, COSTS (INCLUDING COURT COSTS, ATTORNEY'S
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 PERFORMANCE OF SERVICES UNDER
THIS AGREEMENT OR BY REASON OF ANY ACT OR OMISSION ON THE PART OF
PROFESSIONAL, ITS OFFICERS, DIRECTORS, SERVANTS, AGENTS, EMPLOYEE S,
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 THE SOLE NEGLIGENCE 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
PROFESSIONAL SERVicEs AGREEMF-NT,'I'RAFFIC.MANAGUMENTPLANK rNc rORNEBRASKA FURNITURr MART —PagC 8
LIMITED TO THE LIMITS OF COVERAGE OF INSURANCE MAINTAINED OR
REQUIRED TO BE MAINTAINED BY PROFESSIONAL UNDER THIS AGREEMENT.
IF THIS AGREEMENT IS A CONTRACT FOR ENGINEERING OR ARCHITECTURAL
SERVICES, THEN THIS SECTION IS LIMITED BY, AND TO BE READ AS BEING IN
COMPLIANCE WITH, THE INDEMNITY SPECIFIED IN § 271.904 OF THE TEXAS
LOCAL GOVERNMENT CODE, AS AMENDED. THIS SECTION SHALL SURVIVE
TERMINATION OF THIS AGREEMENT
14.1 5 Conflicts of Interests. Professional represents that no official or employee of City
has any direct or indirect pecuniary interest in this Agreement. Any misrepresentation by
Professional under this section shall be grounds for termination of this Agreement and shall be
grounds for recovery of any loss, cost, expense or damage incurred by City as a result of such
misrepresentation.
10.16 Default, If at anytime during the term of this Agreement, Professional shall fail to
commence the services in accordance with the provisions of this Agreement or fail to diligently
provide services in an efficient, timely and careful manner and in strict accordance with the
provisions of this Agreement or fail to use an adequate number or quality of personnel to complete
the services or fail to perform any of Professional's obligations under this Agreement, then City
shall have the right, if Professional shall not cure any such default after thirty (30) days written
notice thereof, to terminate this Agreement. Any such act by City shall not be deemed a waiver of
any other right or remedy of City. If after exercising any such remedy due to Professional's
nonperformance under this Agreement, the cost to City to complete the services to be performed
under this Agreement is in excess of that part of the contract sum which as not theretofore been
paid to Professional hereunder, Professional shall be liable for and shall reimburse City for such
excess costs.
10.17 Confidential Information. Professional hereby acknowledges and agrees that its
representatives may have access to or otherwise receive information during the furtherance of
Professional's obligations in accordance with this Agreement, which is of a confidential, non-
public or proprietary nature. Professional shall treat any such information received in full
confidence and will not disclose or appropriate such Confidential Information for Professional's
own use or the use of any third party at any time during or subsequent to this Agreement. As used
herein, "Confidential Information' ' means all oral and written itiformati on concerning the City, its
affiliates and subsidiaries, and all oral and written information concerning City or its activities, that
is of a non-public, proprietary or confidential native including, without limitation, information
pertaining to customer lists, services, methods, processes and operating procedures, together with
all analyses, compilations, studies or other documents, whether prepared by Professional or others,
which contain or otherwise reflect such information, The terin "Confidential Information" shall not
include such information that is or becomes generally available to the public other than as a result
of disclosure to Professional, or is required to be disclosed by a governmental authority under
applicable law.
10.18 Remedies. No right or remedy granted or reserved to the Parties is exclusive of
any other right or remedy herein by law or equity provided or permitted; but each right or remedy
shall be cumulative of every other right or remedy given hereunder. No covenant or condition of
PROFESSIONAL SERVICEs AGREEMENT, TgArric MANAGWENT PI,ANNTKG FoR NEBRASKA FURNITURE MART — Page 9
this Agreement may be waived without written consent of the Parties. Forbearance or indulgence
by either Party shall not constitute a waiver of any covenant or condition to be performed pursuant
to this Agreement,
10.19 No Third PaqyBgnefici , For purposes of this Agreement, including the
intended operation and effect of this Agreement, the Parties specifically agree and contract that: (1)
this Agreement only affects matters between the Parties to this Agreement, and is in no way
intended by the Parties to benefit or otherwise affect any third person or entity notwithstanding the
fact that such third person or entity may be in contractual relationship with City or Professional or
both-, and (2) the terms of this Agreement are not intended to release, either by contract or operation
of law, any third person or entity from. obligations owing by them to either City or Professional.
EXECUTED this ay Of.. 2015.
City of The Colony, Texas
-Name- i ro LA
Title: -CaLl
Atte
City Secretary
EXECUTEDthis�j
day ofd, 2015.
%
P r o 7fe s s io nal
By:ry
Name: ---5 —1=,F V IA) i I A A& S
Title: k V'- e""M
Attest:
Secretary
PROFLSSIONAL SFRvjcFs AGRFEMENT, TRAFFIC MANAGEMFNT PLANNING FOR NE13RASKA FURNtTUIW MART — Page 10
Exhibit A
Scope of Services, Work Schedule and Budget Requirements
SCOPE OF SERVICES
The primary task is to prepare a plan for best management of vehicular and pedestrian traffic flow
for the opening weekend in early March. 2015 for Nebraska Furniture Mail (NFM). This will
provide the base model for additional Traffic Management flan development for other -major events
or incidents within the development. Working with Lee Engineering (as part of this professional
agreement) and through coordination with the stare holders including the City of The Colony and
the Nebraska Furniture Mara staff, traffic management plans are to be prepared outlining and
designating the location of permanent and temporary traffic control measures, lane assignments,
personnel placement, camera usage, traffic signal coordination, and ether measures to manage flow
of traffic during the major event.
The summary below outlines the scope of services to be completed by the Professional, having
engaged Lee Engineering for traffic engineering services as described in further detail below under.
heading "Lee Engineering Duties":
Professional's Duties:
A. Base Mapping and Flan Coordination
The Professional shall provide the base line plans, CAD information, and previously compiled
traffic model data for use that the traffic management plans will build upon. The Professional
working with Lee Engineering will develop the traffic management plans through coordination
with. The Colony and the Nebraska Furniture Dart Team, This shall include coordination with
adjacent cities, NTTA, and TxDOT as part of the regional traffic impact planning and
awareness. This shall also include exhibits for distribution to media and public leading up to
opening weekend of NFA
S. Preparation of Traffic Management Plans\A` MS Implernentxtionl n -Site Event
Support:
Task 1 — Kick -Off Meeting...
Task 2 — Review of other studies, Plans, and NFM Operations
Task 3 — Development of Traffic Management flans
Task d — ATMS Design and. Implementation Support
Task 5 — On -Site Event Support
PROFESSIONAL SERVICES AGREEMENT, TRAFFIC MANAGLMLNT PLANNING FOR NE14RASKA FURNITURE MART- PagC I I
Lee Engineering Duties:
Task I — Kick -Off Meeting:
Lee Engineering will meet with the Professional, NFM Staff and the City of the Colony to discuss
and confirm traffic management plan scenarios. At this point, Lee Engineering have assumed that a
traffic management plan will be prepared for each of the following scenarios. During the kick-off
meeting, if it is determined that traffic management plans need to be prepared for more scenarios, it
will be considered additional services and Lee Engineering will prepare a separate proposal for the
Professional's, NFM Staff and City of The Colony review.
1. Grand Opening weekend (similar to a Black Friday event) -- Inbound traffic
2. Grand Opening weekend (similar to a Black Friday event) — Balanced traffic (high volume
of inbound and outbound traffic)
3. Grand Opening weekend (similar to a Black Friday event) — Outbound traffic
Grand opening scenarios assume that NFM parking garage as well as surface parking lots are
completely occupied and overflow parking will be needed. Employee parking lot will be used for
customers and employees will be bused/shuttled from a remote parking lot.
At the kick-off meeting, Lee Engineering will also identify stakeholders and other public/private
agencies that will be involved and their roles and responsibilities in implementing the proposed
traffic management plan.
Task 2 — Review of Other Studies, Plans, and NFM Operations:
Lee Engineering will review traffic impact analyses, parking studies, and other relevant studies
performed for the NFM site to obtain an understanding of traffic projections, parking demand and
supply projections, and regional boundaries for customer base. Lee Engineering will also review
permanent pavement markings and signage plans prepared by the Professional's team.
Lee Engineering will discuss and review the following with the Professional and/or NFM
representatives:
o Customer projections for grand opening weeks
a Parking garage operations
0 Customer pick-up area operations
Proposed pedestrian paths from parking garage and parking lots
Proposed routes for delivery trucks
Staffing levels during peak times and shift changes
Employee parking areas and procedures
PROF ssioNAL SERvicEs AGREWENT.TRAFFIC MANAGEMENT PLANNING FOR NEBRASKA FURNITURE MART— Pct gv,12
Lee Engineering Duties (Continued from Page IL
Task 3 — Development of Traffic Management Plans:
Development of traffic management plans will be an iterative process, Lee Engineering will
consider several strategies including;
• Spreading traffic over roadway network around the site
• Distribute traffic to alternate routes (instead of SRT only) with the use of dynamic message
boards located at strategic locations along alternate routes. It is Lee Engineering's
understanding that NIM will utilize social media and other publicity options to spread
information related to directions/routes.
• Strategic lane/road closures or lane control to temporarily increase capacity of selected
roads and entrance/exit points. This options may include left -turn restrictions on internal
roadways or reversible lanes.
• Development of W to foWl traffic signal timing plans for different times of the day and flow
patterns as they relate to different traffic management plans.
• Separating pedestrians from vehicular traffic
• Suggested messages related to alternate routes for publicity and social media
Lee Engineering anticipates attending up to six two-hour planning and coordination meetings.
Traffic, management plans will be presented on large maps and will include narrative as well as
identify location and quantities of the following devices:
• Permanent and temporary signage
• Dynamiciriessage boards
• Other devices such as traffic cones, barrels, barricades, etc.
• Need for other personnel including law enforcement offices, trained parking management
and traffic control personnel to efficiently guide customers to empty parking spaces etc.
Task 4 — ATMS Design and Implementation Support:
Lee Engineering will not be responsible for design and implementation of the ATMS for the City of
the Colony. Paradigm Traffic will design and implement the ATMS including wireless radio
communication system. Lee Engineering will provide review of the communication system design
and assist the City of the Colony throughout the implementation process. Work performed may
include:
Initial field visit to evaluate existing conditions along Piano Parkway, NFM Drive and the
diverging diamond interchange
Site visit to the NI�M Store to review communication system for the server room and
security room as well to evaluate line of sight from the NFA4 store roof to signalized
intersections along Piano Parkway, NFM Drive, and the diverging diamond interchange.
• Review and coordination meetings with the City of the Colony and Paradigm Traffic.
• Assistance with the implementation of the ATMS system and traffic signal timing plans.
PROFES,SIONAT,SFR'VICESAGREEMENLT:,'T'RAFFTC MANAGEMENT PLANNTNG FOR NEBRASKA RTRNITURE MART —Page 13
Lee Eta ineerin Duties Continued from Page 11.3
Task 5 - On -Site Event Support.
Work under this task may include:
Training ofNFM and other staff on implementation of traffic management plan
Observation of traffic conditions during the first few weeks of the stare opening and
providing guidance to the City of the Colony, NFM, and. Paradigm Traffic on
implementation of the traffic management plans. This work may include providing two
traffic engineers on-site for up to 10 hours/day for 16 days and a senior traffic engineer for
up to 40 hours.
It is Lee Engineering's understanding the Paradigm Traffic will provide ATMS on-site
support. Lee Engineering will not be responsible for monitoring/operating the ATMS as
well as modifying controller timings. Lee Engineering will only provide ,guidance on the
proposed traffic .signal tunings.
Items Not Included in Lee Engineering Duties
• Coordination with all private and public agencies. It is Lee Engineering's understanding
that coordination with all private and public agencies will be handled by the .Professional.
• Preparation of exhibits for distribution to media and public are not included.
• Assistance with implementation of traffic management plans, training to other personnel or
on-site support is not included with dais contract.
• Traffic Management Plans for additional scenarios.
• Additional traffic signal tinning plans,
BUDGET REQUIREMENTS
Professional and Lee Engineering:
Compensation shall be based on percentage complete for the fallowing amounts not to exceed without
written notice:
Base Mapping and flan Coordination
Task 1 —3
$ 15,600
$ 30,000
Compensation for Task 4 and 5 shall be billed on an hourly basis for the following amounts not to exceed.
without written notice:
Task 4 ATMS Design and [Implementation Support $ 28,000
Task 5 On -Site Event Support $ 33,000
The total not to exceed fee is $106,600.00.
PROFF.SSIONAI, SERVICES AGREEMENT T7WI"IC MANAGEMENT PLANNING FOILNEBRASKA FURS IIRAF, MART — Page 14