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HomeMy WebLinkAboutResolution No. 04-39 RESOLUTION NO. 04-~ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, APPROVING THE TERMS AND CONDITIONS OF THE ENGINEERING SERVICES CONTRACT BY AND BETWEEN THE CITY OF THE COLONY AND HALFF ASSOCIATES, INC. FOR DEVELOPING A MASTER PLAN FOR DRAINAGE IMPROVEMENTS FOR EROSION MITIGATION THROUGHOUT THE EASTVALE SUBDIVISION, WHICH IS ATTACHED HERETO AND INCORPORATED HEREIN AS EXHIBIT "A'; AUTHORIZING THE 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: DEVELOPING A MASTER PLAN FOR DRAINAGE IMPROVEMENTS FOR EROSION MITIGATION THROUGHOUT THE EASTVALE SUBDIVISION; and WHEREAS, the City has determined that it is in the best interest of the City to enter into the Contract with HALFF ASSOCIATES, INC., which is attached hereto and incorporated herein by reference as Exhibit "A," under the terms and conditions provided therein. WHEREAS, with this Contract the City of The Colony is agreeing to pay a sum not to exceed $10,815.00 for such work. THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS THAT: Section 1. The Engineering Services Contract, which is attached and incorporated hereto as Exhibit "A", having been reviewed by the City Council of the City 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, and the City Manager is hereby authorized to execute the Agreement 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 17th day of May, 2004. /~ohn Dillard, Mayor A~A~_[~ ~j~ g City of The Colony, Texas Christie Wilson, City Secretary [CITY SEAL] 63918 Robert E. Hager, City~tomey 63918 AGREEMENT FOR PROFESSIONAL SERVICES THIS AGREEMENT is entered into the / Q Th day of'~.- ,2004, by and between the CITY OF THE COLONY, TEXAS, hereinafter re~erred~o as CITY and HALFF ASSOCIATES, INC., hereinafter referred to as UNDERSIGNED. WHEREAS, CITY desires UNDERSIGNED to perform certain work and services set forth in scope of Services, marked Exhibit "A", and attached hereto and incorporated herein. WHEREAS, the UNDERSIGNED has expressed a willingness to perform said work and services, hereinafter referred to only as "services", specified in said Scope of Services, and enumerated under Article II of this Agreement. NOW, THEREFORE, all parties agree as follows: ARTICLE I GENERAL UNDERSIGNED, shall furnish and pay for all labor, tools, materials, equipment, supplies, transportation and management necessary to perform all services set forth in Article II hereof for the CITY in accordance with the terms, conditions and provisions of the Scope of Services, marked Exhibit "A", and attached hereto and incorporated herein for ail purposes. CITY may, at any time, stop any services by the UNDERSIGNED upon giving UNDERSIGNED wdtten notice. UNDERSIGNED shall be bound to CITY by the terms, conditions and responsibilities toward the CITY for UNDERSIGNED'S services set forth in this Agreement. ARTICLE II SERVICES A. The following services, when authorized in writing by a Notice to Proceed, shall be performed by the UNDERSIGNED in accordance with the CITY'S requirements: Professional Engineering Services to prepare an Evaluation and Concept of Drainage Outfalls at Eastvale Subdivision as described in Exhibit "A" B. UNDERSIGNED shall be responsible for the professional quality, technical accuracy, and the coordination of all designs, drawings, specifications, plans, and other services furnished by UNDERSIGNED under this Agreement. UNDERSIGNED shall, without additional compensation, correct or revise any errors or deficiencies in the design, drawings, specifications, plans and other services. Page 1 C. 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 UNDERSIGNED shall be an remain liable to the CITY in accordance with applicable law for all damages to the CITY caused by the UNDERSIGNED'S negligent performance of any of the services furnished under this Agreement. D. The rights and remedies of the CITY under this Agreement are as provided by law. ARTICLE III PAYMENT A. CITY shall pay UNDERSIGNED for all services authorized in wdting and properly performed by the UNDERSIGNED in the basis herein described, subject to additions or deletions for changes or extras agreed upon writing. B. The total amount paid to UNDERSIGNED shall not exceed a lump sum fee of $10,300 as outlined in Exhibit "A". Partial payment will be made on a monthly basis for completed portions of the work as approved by the CITY and as stipulated in Exhibit "A" attached hereto and incorporated herein. C. Upon complete performance of this Agreement by the UNDERSIGNED and final approval and acceptance of UNDERSIGNED'S service by the CITY, CITY will make final payment to UNDERSIGNED of the balance due under this Agreement within thirty (30) days of the following month after final payment for such services has been billed by the UNDERSIGNED. D. CITY may deduct from any amounts due or to become due to the UNDERSIGNED any sum or sums owing by the UNDERSIGNED to the CITY. In the event of any breach by the UNDERSIGNED of any provision or obligation of this Agreement, or in the event of the assertion by other parties of any claim or lien against the CITY, or the CITY'S premises, adsing out of the UNDERSIGNED'S performance of this Agreement, the CITY shall have the right to retain out of any payments due or to become due to the UNDERSIGNED an amount sufficient to completely protect the CITY from any and all loss, damage or expense therefrom, until the breach, claim or lien has been satisfactorily remedied or adjusted by the UNDERSIGNED. ARTICLE IV TIME FOR PERFORMANCE A. UNDERSIGNED shall perform all services as provided for under this Agreement in a proper, efficient and professional, manner in accordance with the CITY'S requirements. Both parties have agreed to the provisions of this Agreement in anticipation of the ordedy and continuous progress of the Page 2 project through completion of the Scope of Services specified in Exhibit "A", attached hereto. B. In the event UNDERSIGNED's performance of this Agreement is delayed or interfered with by acts of the CITY or others, the UNDERSIGNED 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. C. No allowance of any extension of time, for any cause whatever, shall be claimed or make to the UNDERSIGNED, unless the UNDERSIGNED shall have made written request upon the CITY for such extension within forty-eight (48) hours after the cause for such extension occurred, and unless the city and the UNDERSIGNED have agreed in writing upon the allowance of additional time to be made. ARTICLE V DOCUMENTS A. All instruments or service (including plans, specifications, drawings, reports, designs, computations, computer programs, estimated, surveys, other data or work items, etc.) prepared under this Agreement shall be submitted for approval of the CITY. All instruments of service shall be professionally sealed as may be required by law or by the CITY. B. Such documents of service, together with necessary supporting documents, shall be delivered to the CITY, and the CITY shall have unlimited rights, for the benefit of the CITY, in all instruments of service, including the right to use same on any other work of the CITY without additional cost to the CITY. If, in the event the CITY uses such instruments of service on any work of the CITY other than that specified in the Scope of Services, attached as Exhibit "A", provided the UNDERSIGNED completes this Agreement, under those circumstances the CITY hereby agrees to protect, defend, indemnify and hold harmless the UNDERSIGNED, their officers, agents, servants and employees, form and against suits, actions, claims, losses, liability or damage of any character, and from and against costs and expenses, including, in part, attorney fees incidental to the defense of such suits, actions, claims, losses, damages or liability on account of injury, disease, sickness, including death, to any person or damage to property including, in part, the loss of use resulting therefrom, arising from any inaccuracy, such use of such instruments of service with respect to such other work except where the UNDERSIGNED participates in such other work. C. The UNDERSIGNED agrees to and does hereby grant to the CITY a royalty- free license to all such instruments of service, which the UNDERSIGNED Page 3 may cover by copyright, and to all designs as to which the UNDERSIGNED may assert any rights or establish any claim under the design patent or copyright laws. The UNDERSIGNED, after completion of the project, agrees to furnish the originals of all such instruments or service to the CITY. D. All word documents supplied to the CITY as provided herein shall be in Microsoft Word 98 or higher edition, or in a format compatible with the aforementioned program. All plan documents shall be exported to an AutoCAD 14 or higher version format. ARTICLE VI TERMINATION A. The CITY or the UNDERSIGNED may suspend or terminate this Agreement for cause or without cause at any time by giving written notice to the UNDERSIGNED. In the event suspension or termination is without cause, payment to the UNDERSIGNED, in accordance with the terms of this Agreement, will be made on the basis of services reasonably determined by the CITY to be satisfactory performed to date of suspension or termination. Such payment will be due upon delivery of all instruments of service to the CITY. B. Should the CITY require a modification of its contract with the UNDERSIGNED, and in the event the CITY and UNDERSIGNED fail to agree upon a modification to this Agreement, the CITY and the UNDERSIGNED shall have the option of termination this Agreement. Payment to the UNDERSIGNED shall be made by the CITY in accordance with the terms of this Agreement, for the services mutually agreed upon by the CITY and the UNDERSIGNED to be propedy performed by the UNDERSIGNED prior to such termination date. C. Upon termination of this agreement for any reason, the UNDERSIGNED shall immediately deliver to CITY all plans, drawings, specifications, designs and other information prepared by or acquired by the UNDERSIGNED relative to the Phase III Street Reconstruction project. ARTICLE VII INSURANCE A. UNDERSIGNED shall provide and maintain workers' Compensation with statutory limits. B. UNDERSIGNED shall provide and maintain in full force and effect during the time of this Agreement, auto insurance (including, but not limited to, insurance covedng the operations of owned and non-owned automobiles, trucks and Page 4 other vehicles) protecting the UNDERSIGNED and the CITY as an additional insured with limits not less than 250/500/100,000. C. UNDERSIGNED shall provide general Liability Insurance. Such insurance covering personal and bodily injuries or death shall be in the sum of not less than Two Hundred Fifty Thousand ($250,000) Dollars per occurrence and Five Hundred Thousand ($500,000) Dollars aggregate. Insurance covering damages to property shall be in the sum of not less than One Hundred Thousand ($100,000) Dollars. The General Liability Insurance must name the CITY as an additional Insured. D. UNDERSIGNED shall provide and maintain Professional Liability Errors and Omissions insurance coverage to protect the UNDERSIGNED and the CITY 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 Three Hundred Thousand ($300,000) Dollars per occurrence and Five Hundred Thousand ($500,000) Dollars aggregate. Such insurance shall be kept in effect for four (4) years after the completion of the contract. If the UNDERSIGNED fails to maintain the insurance covered dudng that time, the CITY may pay the premiums to keep the insurance in effect and recover the cost from the UNDERSIGNED. E. A signed Certificate of Insurance, satisfactory to the CITY, showing compliance with the requirements of this Article shall be furnished to the CITY before any services are performed. Such Certificate shall provide thirty (30) days written notice to the CITY prior to the cancellation or modification of any insurance referred to therein and continue to issue such certificate for four (4) years after completion of the contract. ARTICLE VIII INDEMNIFICATION FOR INJURY AND PERFORMANCE UNDERSIGNED further specifically obligates itself to the CITY in the following, to-wit: The UNDERSIGNED hereby agrees to protect, indemnify and hold harmless the CITY, their officers, agents, servants and employees (hereinafter individually and collectively referred to as "lndemnitees"), from and against suits, actions, claims, losses, liability or damage of any character, and from and against costs and expenses, including, in part, attorney fees incidental to the defense of such suits, actions, claims, losses, damages or liability on account of injury, disease, sickness, including death, to any person or damage to property including, in part, the loss of use resulting therefrom arising from any negligent act, error, or omission of the UNDERSIGNED, its officers, employees, servants, agents or subcontractors, or anyone else under the UNDERSIGNED'S direction and control and arising out of, resulting from, or caused by the performance or failure of performance of any work or services called for by this Page 5 Agreement, or from conditions created by the performance or non-performance of said work or services. In the event one or more of the Indemnitees is determined by a court of law to be jointly or derivatively negligent or liable for such damage or injury, the UNDERSIGNED shall be obligated to indemnify Indemnitee(s) as provided herein on a proportionate basis in accordance with the final judgment, after all appeals are exhausted, determining such joint or derivative negligence or liability. The UNDERSIGNED is not responsible for the actions of the CITY'S contractor to perform the construction of the improvements covered under this Agreement. Acceptance and approval of the final plans by the CITY shall not constitute nor be deemed a release of this responsibility and liability of the UNDERSIGNED, its employees, associates, agents and consultants for the accuracy or competency of their designs, working drawings and specifications, or other documents and work; nor shall such approval be deemed to be an assumption of such responsibility by the CITY for any defect in the designs, working drawings and specifications, or other documents prepared by the UNDERSIGNED, its employees, contractor, agents ad consultants. ARTICLE IX INDEMINIFICATION FOR UNEMPLOYMENT COMPENSATION UNDERSIGNED agrees that it is an independent contractor and not an agent of the CITY, and that the UNDERSIGNED is subject, as and employer, to all applicable Unemployment Compensation Statutes, so as to relieve the CITY of any responsibility or liability from treating the UNDERSIGNED'S employees as employees of the CITY for the purpose of keeping records, making reports or payments of Unemployment Compensation taxes or contributions. The UNDERSIGNED further agrees to indemnify and hold the CITY harmless and reimburse it for any expenses or liability incurred under said Statues in connection with employees of the UNDERSIGNED. ARTICLE X INDEMNIFICATION FOR PERFORMANCE UNDERSIGNED shall defend and indemnify Indemnitees against and hold the CITY and the premises harmless from any and ali claims, suits or liens based upon or alleged to be based upon the non-payment of labor, tools, materials, equipment, supplies, transportation and management costs incurred by the UNDERSIGNED in performing this Agreement. ARTICLE Xl ASSIGNMENT UNDERSIGNED shall not assign or sublet this Agreement or any part thereof, without the written consent of the CITY. Sale of more than fifty (50%) percent ownership of the UNDERSIGNED shall be construed as an assignment. Page 6 ARTICLE Xll APPLICABLE LAWS UNDERSIGNED shall comply with all Federal, State, County and Municipal laws, ordinances, regulations, safety orders, resolutions and building codes, including the Americans With Disabilities Act, relating or applicable to service to be performed under this Agreement. This Agreement is performable in the State of Texas and shall be governed by the laws of the State of Texas. Venue on any suit hereunder shall be in Denton County, Texas. ARTICLE XlII DEFAULT OF UNDERSIGNED In the event the UNDERSIGNED fails to comply or becomes disable and unable to comply with the provisions of this Agreement as to the quality or character of the service or time of performance, and the failure is not corrected within ten (10) days after written notice by the CITY to the UNDERSIGNED, the CITY may, at its sole discretion without prejudice to any other right or remedy: A. Terminate this Agreement and be relieved of the payment of any further consideration to the UNDERSIGNED except for all work determined by the CITY to be satisfactorily completed prior to termination. Payment for work satisfactorily completed shall be for actual costs, including reasonable salades and travel expenses of the UNDERSIGNED to and from meetings called by the CITY at which the UNDERSIGNED is required to attend, but shall not include any loss of profit of the UNDERSIGNED. In the event of such termination, the CITY may proceed to complete the services in any manner deemed proper by the CITY, either by the use of its own forces or by resubmitting to others. In either event, the UNDERSIGNED shall be liable for all costs in excess of the total contract price under his Agreement incurred to complete the services herein provided for and the costs so incurred may be due or that may thereafter become due to the UNDERSIGNED under and by virtue of this Agreement. B. The CITY may, without terminating this Agreement or taking over the services, furnish the necessary materials, equipment, supplies and/or help necessary to remedy the situation, at the expense of the UNDERSIGNED. ARTICLE XIV ADJUSTMENTS IN SERVICES No claims for extra services, additional services or changes in the services will be made by the UNDERSIGNED without written Agreement with the CITY prior to the performance of such services. Page 7 ARTICLE XV EXECUTION BECOMES EFFECTIVE This Agreement will be effective upon execution of the contract by and between the UNDERSIGNED and the CITY. ARTICLE XVl AGREEMENT AMENDMENTS This Agreement contains the entire understanding of the parties with respect to the subject matter hereof and there are not oral understandings, statements or stipulations bearing upon the meaning or effect of this Agreement, which have not been incorporated herein. This Agreement may only be modified, amended, supplemented or waived by a written instrument executed by the parties except as may be otherwise provided therein. ARTICLE XVII GENDER AND NUMBER The use of any gender in this Agreement shall be applicable to all genders, and the use of singular number shall include the plural and conversely. ARTICLE XVIII NOTICES AND AUTHORITY A. The UNDERSIGNED agrees to send all notices required under this Agreement to the City Manager of the City of the Colony, or his designee, at 6800 Main Street, The Colony, Texas 75056-1133. The UNDERSIGNED understands that only the City Manager or his designees has the authority to represent the CITY or bind the CITY under this Agreement. B. The CITY agrees to send all notices required under this Agreement to the UNDERSIGNED at: Halff Associates, Inc. Michael A. Moya, P.E. Vice President 4000 Fossil Creek Boulevard Fort Worth, Texas 76137 Page 8 ARTICLE IX CLOSURE IN WITNESS WHEREOF, the padies hereto have executed this Agreement on this the , ~Tdayof ")'~,'~,~-,2004. CITY: UNDER~ City of The Colony, Texas By: (~.~C~ By: Troy~_yhnL~vell, P.E. City Manager 6800 Main Street Title: Vice President The Colony, Texas 75056-1333 Address: 4000 Fossil Creek Boulevard Fort Worth, Texas 76137 Attest: Approved as to Content: Department Director Page 9 '~' ' IBC 4000 F055i1 Creek Blvd. · " Halff Associates FortWorth, Texas 76137 l~I~ ~ ' (817) 847-1422 ENGINEERS ARCHITECTS SCIENTISTS PLANNERS SURVEYORS Metro (817) 429-9975 Fax (817) 232-9784 Exhibit "A" Scope of Services Evaluation and Concept of Drainage Outfalls at Eastvale Subdivision The scope of the project includes the planning and engineering work required to complete the evaluation and concept of approximately fourteen (14) drainage outfalls throughout the subdivision. The scope of services to be performed for each phase is described as follows. I. PHASE I - EVALUATION A. Data Collection 1. Conduct field site visit to photograph the outfalls and determine if the project impacts jurisdictional waters of the U.S. 2. Meet with City staff'to confirm project objectives and agree on the total number of outfalls that require improvements. 3. Obtain digital copy of Eastvale Subdivision Paving, Water and Drainage Improvements and all pertinent drainage calculations, aerial topographic maps, record plans for adjacent developments, and photographs as well as any available reports for the project area. 4. Obtain property ownership data from City, County Deed Records and Appraisal District for use in assessing right-of-way needs for evaluation report and design phase. Obtain recorded plats and deeds from the City and County Deed Records. B. Field Surveys 1. Establish the proposed centerline or a suitable reference base line on the ground. 2. Conduct a limited topographic survey of existing features that would affect proposed outfall construction. These features shall include: telephone poles, power poles, all other utilities located on or above the ground surface, fences, retaining walls, water meters, manholes, vaults, sprinkler heads, structures, etc., in close proximity to the limits of construction. C. Concept 1. Utilize City topography, record plans, and field surveys to evaluate each outfall to determine the source of existing and potential erosion problems. 2. Develop concept plan of improvements and summarize easement requirements- 3. Prioritize proposed improvements 4. Prepare preliminary estimates of probable cost Storm Drainage Outfalls at Eastvale Subdivision A-1 of A-2 · "" Halff Associates 2 · (817) 847-1422 ENGINEERS ARCHITECTS SCIENTISTS PLANNERS SURVEYORS Metro (817) 429-9975 Fax (817) 232-9784 5. Prepare brief summary report describing the erosion problems and recommended improvements. 6. Meet with City to discuss the results of Phase 1. SUMMARY OF FEES Evaluation (Items I.A & C) $ 8,000 Field Surveys (Item I.B) $ 2,300 Total Lump Sum Fee $10,30V The established estimated fees do not include direct non-labor expenses which, in general, include expenses for reproduction, sub-contractors, supplies, transportation, equipment, travel, communication, subsistence and lodging away from home, and similar incidentals. These direct non-labor expenses shall be reimbursable at the actual invoice cost plus 10%, except for living and travel expenses when away from the home office on business connected with the project. Storm Drainage Outfalls at Eastvale Subdivision A-2 of A-2