Item 4E - E Highland Street ProposalKimley»>Horn
November 5, 2024
Rob Cohen, P.E.
Director of Engineering
1400 Main Street, Suite 320
Southlake, Texas 76092
Re: East Highland Street and Hospital Driveway Realignment
Southlake, Texas
Dear Mr. Cohen,
Kimley-Horn and Associates, Inc. (the "ENGINEER" or "Kimley-Horn") is pleased to submit this
proposal (the "Agreement") to the City of Southlake (the "CITY") for providing professional engineering
services to perform the design service for East Highland Street Realignment. Our Scope of Services,
Schedule, Fee, and Billing are set forth below.
Project Understanding
The CITY has requested the ENGINEER to provide the design, construction documents, and
associated opinion of probable construction cost (OPCC) for East Highland Street Hospital Driveway 2
near the SH 114 frontage road.
This scope of services includes the design of the following:
• Approximately 500 linear feet of 3 lane undivided concrete pavement.
• Approximately 100 linear feet of commercial driveway pavement.
• Internal drainage system improvements on E. Highland Street with outfall to Dove Creek. Dove
Creek improvements including drainage area maps, hydrologic and hydraulic modeling, and
culvert crossing design.
• Geotechnical services and instruments of conveyance.
Project Assumptions
• Design plans will only be reviewed by the CITY. Final design plans (100%) to be provided to
TxDOT after confirmation from the CITY.
• TxDOT standards will be used for the design of E. Highland Street.
• The realignment of E. Highland Street will replace the existing connection to the SH 114
frontage road.
• Conditional Letter of Map Revision (CLOMR) will not be required.
• There will be no environmental impacts since realignment will be located on previously
developed land.
• No additional topographic or boundary field survey and subsurface utility engineer data
collection will be performed as part of this project. ENGINEER will rely on information collected
by TxDOT for this design.
Kimley»>Horn
Scope of Services
Page 2
1. Preliminary Design $23,900 (Lump Sum)
1.1. Project Management
1.1.1. Conduct progress meetings to monitor the development of the project. During this
phase of the project, conduct up to:
■ One (1) meeting with the CITY regarding project status and coordination items.
The first meeting will serve as the project kick-off meeting.
1.1.2. Prepare and e-mail monthly progress reports to the project team (CITY and
ENGINEER)
1.2. Project Administration
1.2.1. Prepare project correspondence and invoicing documents
1.3. Data Collection
1.3.1. Perform one (1) project site visit
1.3.2. ENGINEER will collect the following information for the project file:
■ Record Drawings
■ CITY maps and masterplans
■ CITY design criteria and details
• Other applicable CITY ordinances
1.3.3. Document design criteria chart (coordinate with CITY staff at the project kick-off
meeting)
■ Design speed
■ Pavement design parameters
■ Horizontal alignment design criteria
■ Vertical alignment design criteria
■ Typical section requirements (lane, median, sidewalk, and parkway widths)
■ Intersection design criteria
■ Driveway design guidelines (commercial and residential)
1.4. Roadway
1.4.1. Typical Section
1.4.1.1. Develop one (1) midblock typical section for CITY review and approval.
• Additional typical sections may be provided to clarify roadway features that
deviate from the midblock.
• Typical section will include pavement section materials in accordance with
CITY minimum standards based on roadway classification.
1.4.2. Horizontal Alignment
1.4.2.1. Prepare one (1) horizontal alignment for the proposed project area.
• Identify design constraints
• Identify potential franchise utility conflicts
• Evaluate concept plans and site plans prepared by others
• Establish roadway centerline and determined locations for median openings,
left -turn lanes, and right -turn lanes
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• Determine limits of parkway (sidewalk, bike lane) and intersection
improvements.
• Define right of way and easement requirements.
1.4.2.2. Prepare one (1) horizontal concept plan for CITY review and approval (roll plot,
1"=100' scale) with typical section.
1.5. Drainage
1.5.1. Conceptual drainage evaluation
1.5.1.1. Prepare an overall drainage area map for the project limits.
• Delineate basins and subbasins using available recording drawings, contours,
etc.
• Prepare storm drain runoff calculations for the CITY specified design storm
event(s).
o ENGINEER will prepare storm runoff calculations based on the Rational
Method procedure as defined by the North Central Texas Council of
Governments Integrated Stormwater Management (iSWM) Program
guidelines.
1.5.1.2. Perform conceptual evaluation of storm drain improvements to layout components
including:
• Inlets (curb and area)
• Storm drain line, laterals, and outfalls and structures.
1.5.1.3. Perform storm drain line sizing using industry standard procedures for preliminary
estimates. Additional sizing analysis will be performed with subsequent design to
refine pipes sizes.
1.6. Compile construction components and prepare a conceptual opinion of probable
construction cost for the preferred alternative using recent average unit bid prices with are
representative of similar types of construction in the local area.
1.7. Design submittal
1.7.1. Perform a thorough review of deliverables with industry standard quality control and
quality assurance (QC/QA).
1.7.2. Submit deliverables as outlined below to the CITY for one (1) round of review and
comment.
1.7.3. Upon receipt of CITY submittal comments, prepare comment response documentation.
1.7.3.1. Review CITY comments and provide ENGINEER proposed responses or action.
1.7.4. Submit comment response documentation to CITY for review and approval.
1.7.5. Upon receipt of comment resolution, ENGINEER will proceed with Task 2 of scope of
services. Comments will be incorporated with subsequent submittals.
1.8. Deliverables
1.8.1. Conceptual submittal will consist of the following digital *.pdf documents:
• Roll plot of the concept plan
• Drainage area map
• Preliminary opinion of probable construction cost.
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2. Floodplain Analysis $44,200 (Hourly/Reimbursable)
ENGINEER will perform a Floodplain Analysis to evaluate impacts from the proposed E Highland
Street Realignment to SH 114 which is located within the FEMA effective floodplain and floodway
for Dove Creek.
2.1. Data Collection
2.1.1. Request effective hydrologic and hydraulic models from the CITY and/or FEMA. The
subject reach of Dove Creek is Zone AE with base flood elevations determined and
regulatory floodway established. The subject reach of Dove Creek is included in
Federal Emergency Management Agency (FEMA) Flood Insurance Rate Map (FIRM)
Panel 48439C0085K dated September 25, 2009, and LOMR 11-06-4776 in Tarrant
County.
2.1.2. Request relevant data pertaining to the Dove Creek crossings at E Highland Street and
SH 114 from the CITY. This information may include creek information/studies, record
drawings, GIS files, and aerials.
2.2. Hydraulic Analysis
2.2.1. Develop a Revised Existing HEC-RAS model using the effective hydraulic models
provided by the CITY/FEMA as a base and updating with survey data prepared under
a separate task. The subject reach for the limits of analysis will extend from the
upstream face of the SH 114 culvert to approximately 50 feet upstream of the E
Highland Street culvert crossing. This scope assumes that the effective hydraulic
model is available and a 1D steady flow HEC-RAS hydraulic model with FEMA
effective and CITY fully developed 100-year flows. Hydrologic modeling is not included
in this task. Unsteady flow analysis, 2D analysis, or hydrologic analysis can be
performed as Additional Services.
2.2.2. Conceptual Proposed Condition Hydraulic Analysis
2.2.2.1. Develop a Proposed Condition Model by updating the Revised Existing Condition
model to include the proposed improvements.
2.2.2.2. Evaluate one (1) alternative for the proposed design with which results in no rise
in 100-year water surface elevations. Modeling will include the proposed culvert(s)
and associated conceptual grading.
2.2.2.3. This task includes analyzing the hydraulic impacts of the alternatives in relation to
CITY and FEMA criteria.
2.2.3. Develop a detailed proposed model based on the prepared alternative. Modeling will
include the proposed culvert lengths and associated grading.
2.2.4. Erosion control options will be evaluated for the proposed alternative. The erosion
control design will be an iterative process with the goal of stabilizing the bank as
needed, protecting the culverts, evaluating water surface elevation rises for the existing
100-year storm, and evaluating applicable velocity requirements. Additional
alternatives can be performed as Additional Services.
2.2.5. Perform a scour analysis as needed based on variables provided by the Geotechnical
Engineering under a separate task.
2.2.6. If applicable based on the selected erosion control alternative, this task includes sizing
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rock riprap based on 100-year velocities.
2.3. Floodplain Study
2.3.1. Prepare a Floodplain Study submittal to the CITY to report the proposed condition
floodplain design.
2.3.2. The Floodplain Study will include the following information:
■ Report text
■ Effective hydraulic model data
■ Revised Existing Condition hydraulic model data
■ Proposed Condition hydraulic model data
■ Revised Existing 100-year Hydraulic Workmaps
■ Proposed 100-year Hydraulic Workmaps
■ Digital files
2.3.3. The Floodplain Study is anticipated to include hydraulic results for water surface
elevation impacts for the existing and fully developed 100-year storm event.
2.3.4. The Floodplain Study will be prepared in accordance with the CITY's Drainage Design
Requirements and FEMA NFIP Title 44 CFR Parts 59, 62, 65, and 70 effective at the
time of this scope of services.
2.3.5. This task includes submitting one (1) draft Floodplain Study to the CITY and addressing
one (1) round of CITY comments on the draft Floodplain Study. Additional rounds of
comments will be considered Additional services.
2.3.6. The FEMA data request fee is currently $350. This fee and all other potential review,
submittal, or project related fees will be paid directly by the CITY. This task is for one
Floodplain Study.
3. Final Design
$ 40,800 (Lump Sum)
3.1. Project Management
3.1.1. Conduct progress meetings to monitor the development of the project. During this
phase of the project, conduct up to:
■ Two (2) meetings with the CITY regarding project status and coordination items.
3.1.2. Prepare and e-mail monthly progress reports to the project team (CITY and
ENGINEER)
3.2. Project Administration
3.2.1. Prepare project correspondence and invoicing documents
3.3. Project site visits (up to two (2))
3.4. Roadway
3.4.1. Incorporate the preliminary design submittal review comments.
3.4.2. Prepare plan / profile sheets (22"x34" plan sheets at a scale of 1 "=20' horizontal, and
1 "=4' vertical). The final bid documents will be 11 "x17" plan sheets at a scale of 1 "=40'
horizontal, and 1 "=8' vertical.
3.4.3. Analyze all driveways within the project and develop driveway profiles as needed.
• Driveways will be defined vertically by spot elevations.
3.4.4. For secondary street reconstruction greater than 100 linear feet beyond the primary
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street right-of-way, prepare a plan / profile sheets for improvements.
■ Distances less than 100 linear feet in length will be defined vertically by spot
elevations.
3.4.5. Develop design cross -sections
■ Prepare sections at 50-foot intervals along primary street station.
3.4.6. In locations where the elevation difference between the roadway and adjacent property
warrants, identify standard details to construct sidewalk curb and/or integral sidewalk
retaining walls. Structural design of retaining walls shall be considered Additional
Services.
3.4.7. Compile applicable CITY standard details
3.4.8. Prepare roadway details to clarify intent of design
3.5. Drainage
3.5.1. Incorporate the preliminary design submittal review comments
3.5.2. Perform final storm sewer sizing and alignment design. Prepare final inlet design
sheets and hydraulic design sheets for inclusion in the plans.
3.5.3. Prepare storm sewer plan / profile sheets depicting storm sewer lines, inlets, junction
boxes, connections, manholes, utility crossings, and the hydraulic grade lines
3.5.4. Prepare profiles for the proposed storm drain laterals
3.5.5. Determine outfall grading requirements and provide plans and details for channel
protection. Design of retaining walls and gabion mattresses (beyond specification of
material/method) will be provided as Additional Services only upon CITY written
authorization.
3.5.6. Provide plan sheets and details to construct storm sewer outfalls
3.5.7. Prepare drainage details to clarify intent of design. Compile applicable CITY standard
details. Modify standard details as needed.
3.5.8. Create details for connections to existing system (where applicable)
3.5.9. Prepare erosion control plan. Incorporate Best Management Practices (BMPs) from
NPDES Phase II initiative. Coordinate water quality elements with traffic control during
construction stages.
3.5.10. Compile Storm Water Pollution Prevention Plan (SWPPP) to meet NPDES Phase II
requirements
3.5.11. Coordinate with CITY's NPDES Permitting Manager to report planned elements to gain
program credit
3.6. Utilities
3.6.1. Water
3.6.1.1. No water line relocations are included.
3.6.2. Sewer
3.6.2.1. No sanitary sewer line relocations are included.
3.6.2.2. Minor adjustments to existing manholes, etc. will be specified in the plans.
3.6.3. Franchise Utility Coordination
3.6.3.1. Submit one set of final design plans and the project schedule to each affected
franchise utility for their review and comment.
3.6.3.2. The CITY shall perform the coordination with the franchise utilities if any
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relocations are required.
3.6.4. Prepare utility details to clarify intent of design
3.6.5. Compile applicable CITY standard details. Modify standard details as needed.
3.7. Traffic
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3.7.1. Traffic Control Plans to be prepared by the Contractor and reviewed by Kimley-Horn
during construction.
3.7.2. Pavement Markers and Marking Plans
3.7.2.1. Prepare pavement markers and marking layouts in accordance with CITY design
standards and the Texas Manual of Uniform Traffic Control Devices (TMUTCD).
3.7.2.2. Prepare details to clarify intent of design.
3.7.2.3. Compile applicable CITY standard details. Modify standard details as needed.
3.7.2.4. Signing layout and design will not be provided.
3.7.2.5. Use TxDOT sign sizing criteria to size and detail custom guide signs.
3.7.2.6. Determine the mounting requirements for each sign or sign cluster based on
TxDOT standards. List the signs on the TxDOT standard summary sheets together
with totals for each mount type.
3.7.2.7. Summarize the large signs on TxDOT's standard large sign summary sheet.
3.8. Prepare general notes and specification data. Identify and prepare special specifications
and/or special provisions applicable to the project.
3.9. Prepare opinion for construction duration using anticipated production rates applicable to
the local area
3.10. Final design submittal (90%)
3.10.1. Submit digital *.pdf documents to the CITY for review and comment
3.10.2. Submittal shall include the following:
■ Final design plans
■ Opinion of probable construction cost
3.10.3. Incorporate the final design submittal review comments
3.10.4. Prepare the final opinion of probable construction cost
3.11. Final design submittal (100%)
• Submit digital *.pdf sets of plans and specifications to the CITY
■ Submit the final opinion of probable construction cost
■ Submit a letter of notification to the CITY stating completion of the design of the
project
4. Geotechnical Investigation $7,500 (Reimbursable/Hourly)
The ENGINEER (through a subconsultant) will perform a geotechnical investigation.
4.1. Subsurface exploration
4.1.1. Boring services
4.1.1.1. Three (3) borings are planned for this project. Pavement borings will be sampled
to 10 feet. The boring in the vicinity of the existing drainage structures will be
sampled up to a depth of 40 feet.
4.1.1.2. Check samples for consistency with a hand penetrometer
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4.1.1.3. Stake the boring locations using normal taping procedures
4.1.1.4. Backfill bore holes and plug at the surface
4.2. Laboratory Services
4.2.1. Considering the planned facilities, anticipated soil conditions and geology, laboratory
tests will be required for classification purposed, and to determine strength
characteristics. The following type of tests are recommended:
■ Moisture content and soil identification
■ Liquid and plastic limit determinations
■ Percent passing the No. 200 sieve
■ Unit weight determinations
■ Unconfined compression
■ Absorption pressure and/or one -point pressure swell tests
■ Lime/pH series tests
■ Soluble sulfate tests (to determine lime -induced heaving potential)
4.3. Engineering Services
4.3.1. Prepare an engineering report presenting the following:
■ Sample boring location map
■ Boring logs and laboratory results
■ General soil and ground water conditions
■ Subgrade design recommendation for lime treated and cement treated
■ Pavement design recommendation for reinforced concrete, asphalt or combination
of concrete and asphalt system (including pavement thickness, strength,
reinforcement size and spacing, and joint spacing)
■ Culvert/headwall foundation recommendations (including type, depth, and
allowable loading)
■ Lateral pressure recommendations for design of below -grade walls
■ Earthwork recommendations
4.3.2. Submit one (1) .PDF file copy of the report to the CITY
5. Environmental Services
$5,000 (Reimbursable/Hourly)
5.1. Aquatic Resources Delineation
5.1.1. The ENGINEER will locate readily available resource documents which may include
aerial photographs, historic topographic maps, soil surveys, U.S. Fish and Wildlife
Service (USFWS) National Wetlands Inventory (NWI) maps,), Federal Emergency
Management Agency (FEMA) flood hazard layer, and other related data for a desktop
review of site conditions.
5.1.2. The ENGINEER will perform a site visit to evaluate the existence and approximate
locations of aquatic resources on the site generally following the USACE 1987
Wetlands Delineation Manual and the applicable USACE Regional Supplement.
Following the site visit, the ENGINEER will prepare exhibits showing the boundaries
(polygons) and acreage and/or linear footage (if applicable) of aquatic resources
identified onsite during the site visit. Appropriate feature data, locations, and extents
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will be collected with a GPS with sub -meter accuracy as required by the USACE.
5.1.3. This scope of work does not include flagging; however, if warranted by the CITY,
features can be flagged for an additional fee to allow for surveyors to collect the data
at a later date.
5.1.4. The ENGINEER will prepare a report for the project documenting the results of the
aquatic resources delineation performed onsite. The report will address the applicable
regulatory framework, describe the assessment methodology, limitations and findings,
provide site -specific conclusions and jurisdictional analysis of identified features, and
provide recommendations pertaining to compliance with Section 404 of the Clean
Water Act and/or Section 10 of the Rivers and Harbors Act. The report will also include
applicable maps/exhibits, site photographs, and data sheets/forms. This task assumes
up to one revision of the delineation report. If additional revisions are requested,
additional fees may apply.
5.1.5. It is important for the CITY to understand that the Environmental Protection Agency
(EPA) and the USACE occasionally issue guidance concerning what they intend to
assert jurisdiction over. Changes that impact our strategy or scope will cause
additional work and will be addressed as an additional service amendment to this
agreement. Observations will be made under the applicable regulatory guidance at
the time of the observations.
5.2. USACE NWP 14 Non -Notifying Memorandum
5.2.1. If it appears that the proposed project could be authorized by Nationwide Permit (NWP)
14 for Linear Transportation Projects without notification to the USACE Fort Worth
District, the ENGINEER will add to the aquatic resources delineation report to
document compliance with the applicable NWP. This scope assumes that formal
USACE notification and authorization is not required; therefore, the ENGINEER will
document specific project information and details and how to use the perceived
applicable NWP. The report will include regulatory language for the applicable NWP
with discussion of selected noteworthy General Conditions. The report will include the
following information:
■ Brief project description of proposed impacts to aquatic features;
■ NWP 14 permit language with General Conditions;
• State Water Quality Certifications and Conditions; and
■ NWP Regional Conditions for Texas.
5.2.2. Though no coordination with the USACE is proposed as part of this Task, the use of
the applicable NWP constitutes compliance with appropriate Federal regulations. All
NWP General and Regional Conditions and NWP terms must be met by the CITY. For
reference, notification to the USACE involves the submittal of a Pre -Construction
Notification (PCN), which may be required if:
• The NWP General or Regional Conditions cannot be met;
• Specific triggers for notification to the USACE are met within the NWP;
• The impacts thresholds for the Nationwide Permit program are exceeded (greater
than 0.10 acre and less than 0.50 acre, and 0.03 acre or less of stream bed at
each separate, single, and complete crossing);
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■ The project proposes impacts to special aquatic sites, including wetlands; or
■ CITY requests verification from the USACE.
5.2.3. This task is based on the ability to receive authorization under the current NWP
Program (2022-2026).
6. Instruments of Conveyance
$ 28,500 (Reimbursable/Hourly)
6.1. After the preliminary design submittal, and prior to the preparation of formal right-of-way
and easement instruments of conveyance, prepare up to nine (9) exhibits for CITY use
during property owner negotiations showing the existing right-of-way and easements in
addition to the proposed right-of-way, easements, and improvements.
6.2. Prepare right-of-way instruments (narrative and graphic exhibits of right-of-way takes) and
setting new property corners in the field
6.2.1. Up to four (4) parcels
6.3. Prepare easement instruments (narrative and graphic exhibits of easements required for
drainage, CITY utilities, temporary construction, etc.)
6.3.1. Up to five (5) parcels
6.4. Individual parcel exhibits will be on 8'/z"x11" paper, will be sealed, dated, and signed by a
Registered Professional Land Surveyor and will contain the following:
6.4.1. Parcel number
6.4.2. Area required
6.4.3. Area remaining
6.4.4. Legal description
6.4.5. Current owner
6.4.6. Any existing platted easements or easements filed by separate instrument including
easements provided by utility companies
6.4.7. Metes and bounds description of parcel to be acquired. The description will be provided
on a separate sheet from the exhibit. Each type of easement will be described
separately.
6.5. Upon written notification by the CITY of acceptance of the right-of-way limits (to be
determined during design tasks), exhibits and instruments, and as directed by the CITY,
the surveyor will set all corners and points of curvature for the proposed right-of-way and
submit final sealed documents, including location of the control points and their NAD-83
reference.
7. Additional Services
7.1. Construction staking
7.2. Title Research
7.3. Supplemental data collection
7.4. Traffic counts
7.5. Preparation of a TxDOT Driveway Permit Package
7.6. Preparation of a Conditional Letter of Map Revision (CLOMR)
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7.7. Preparation of a Letter of Map Revision (LOMR)
7.8. Water/wastewater utility design
7.9. Temporary or permanent signal design
7.10. Environmental services for pre -construction notification, mitigation, etc.
7.11. Design of any offsite drainage improvements beyond the improvements identified in the
scope
7.12. Design of retaining walls, specialized inlets, or gabion mattress erosion control systems
7.13. Preparation for and attendance of public meetings
7.14. Topographic and boundary survey
7.15. Bidding phase services
7.16. Construction phase services
7.17. Franchise utility coordination
7.18. TxDOT permitting
7.19. Furnish additional copies of review documents and/or bid documents in excess of the
number of the same identified above
7.20. Assist the Client as an expert witness in litigation in connection with the project or in
hearings before approving and regulatory agencies
7.21. Redesign to reflect project scope changes requested by the Client, required to address
changed conditions or change in direction previously approved by the Client, mandated by
changing governmental laws, or necessitated by the Client's acceptance of substitutions
proposed by the contractor.
- End Scope of Services -
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Information to be Provided by the CITY
The CITY shall provide the following to the ENGINEER:
• Topographic and boundary survey information, by way of TxDOT design engineer.
• Record drawings for the adjacent properties
• All HEC-RAS FEMA models proposed by others
• Appraisals and title work to be used for the acquisition services, along with document templates
Schedule
The ENGINEER will provide its services as expeditiously as practical to meet a mutually agreed upon
schedule.
Fee and Expenses
Kimley-Horn will perform the services in Tasks 1 and 3 for the total lump sum labor fee below. In addition
to the lump sum labor fee, direct reimbursable expenses such as express delivery services, air travel,
and other direct expenses will be billed at 1.15 times cost. All permitting, application, and similar project
fees will be paid directly by the Client. Should the Client request Kimley-Horn to advance any such
project fees on the Client's behalf, an invoice for such fees, with a fifteen (15%) markup, will be
immediately issued to and paid by the Client.
Lump sum fees and expenses will be invoiced monthly based upon the overall percentage of services
performed.
Kimley-Horn will perform the services in Tasks 2 and 4 - 6 on a labor fee plus expense basis with the
maximum labor fee shown below.
Task Number
2
& Name
Floodplain Analysis
Fee
$ 44,200
Type
Hourly
4
Geotechnical Investigation
$ 7,500
Reimbursable
5
Environmental Services
$ 5,000
Hourly
6
Instruments of Conveyance
$28,500
Reimbursable / Hourly
Total
$ 85,200
Kimley-Horn will not exceed the total maximum labor fee shown without authorization from the Client.
However, Kimley-Horn reserves the right to reallocate amounts among tasks as necessary.
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Labor fee will be billed on an hourly basis according to our then -current rates. Direct reimbursable
expenses such as express delivery services, air travel, and other direct expenses will be billed at 1.15
times cost. A percentage of labor fee will be added to each invoice to cover certain other expenses as
to these tasks such as telecommunications, in-house reproduction, postage, supplies, project related
computer time, and local mileage. Administrative time related to the project may be billed hourly. All
permitting, application, and similar project fees will be paid directly by the Client. Should the Client
request Kimley-Horn to advance any such project fees on the Client's behalf, an invoice for such fees,
with a fifteen percent (15%) markup, will be immediately issued to and paid by the Client.
Payment will be due within 25 days of your receipt of the invoice and should include the invoice number
and Kimley-Horn project number.
Closure
In addition to the matters set forth herein, our Agreement shall include and be subject to, and only to,
the attached Standard Provisions, which are incorporated by reference. As used in the Standard
Provisions, "Kimley-Horn" shall refer to Kimley-Horn and Associates, Inc., and "Client" shall refer to the
City of Southlake.
Kimley-Horn, in an effort to expedite invoices and reduce paper waste, submits invoices via email in a
PDF. We can also provide a paper copy via regular mail if requested. Please include the invoice
number and Kimley-Horn project number with all payments. Please provide the following information:
Please email all invoices to
Please copy
To proceed with the services, please have an authorized person sign this Agreement below and return
to us. We will commence services only after we have received a fully -executed agreement. Fees and
times stated in this Agreement are valid for sixty (60) days after the date of this letter.
We appreciate the opportunity to provide these services. Please contact me if you have any questions.
Sincerely,
KIMLEY-HORN AND ASSOCIATES, INC.
f .
Jacob Reinig
Project Manager
L. Nathan Ante
Senior Vice President
Kimley>»Horn
CITY OF SOUTHLAKE
SIGNED:
PRINTED NAME:
TITLE:
DATE:
Client's Federal Tax ID:
Client's Business License No.:
Client's Street Address:
Attachment — Standard Provisions
Page 14
KIMLEY-HORN AND ASSOCIATES, INC.
STANDARD PROVISIONS
1) Kimley-Horn's Scope of Services and Additional Services. Kimley-Horn will perform only the services
specifically described in this Agreement ("Services"). Any services that are not set forth in the scope of
Services described herein will constitute additional services ("Additional Services"). If requested by the Client
and agreed to by Kimley-Horn, Kimley-Horn will perform Additional Services, which shall be governed by
these provisions. Unless otherwise agreed to in writing, the Client shall pay Kimley-Horn for any Additional
Services an amount based upon Kimley-Horn's then -current hourly rates plus an amount to cover certain
direct expenses including telecommunications, in-house reproduction, postage, supplies, project related
computer time, and local mileage. Other direct expenses will be billed at 1.15 times cost.
2) Client's Responsibilities. In addition to other responsibilities herein or imposed by law, the Client shall:
a. Designate in writing a person to act as its representative, such person having complete authority to transmit
instructions, receive information, and make or interpret the Client's decisions.
b. Provide all information and criteria as to the Client's requirements, objectives, and expectations for the project
and all standards of development, design, or construction.
c. Provide Kimley-Horn all available studies, plans, or other documents pertaining to the project, such as
surveys, engineering data, environmental information, etc., all of which Kimley-Horn may rely upon.
d. Arrange for access to the site and other property as required for Kimley-Horn to provide its services.
e. Review all documents or reports presented by Kimley-Horn and communicate decisions pertaining thereto
within a reasonable time so as not to delay Kimley-Horn.
f. Furnish approvals and permits from governmental authorities having jurisdiction over the project and
approvals and consents from other parties as may be necessary.
g. Obtain any independent accounting, legal, insurance, cost estimating, and feasibility services required by
Client.
h. Give prompt written notice to Kimley-Horn whenever the Client becomes aware of any development that
affects Kimley-Horn's services or any defect or noncompliance in any aspect of the project.
3) Period of Services. Unless otherwise stated herein, Kimley-Horn will begin work after receipt of a properly
executed copy of this Agreement. This Agreement assumes conditions permitting continuous and orderly
progress through completion of the services. Times for performance shall be extended as necessary for
delays or suspensions due to circumstances that Kimley-Horn does not control. If such delay or suspension
extends for more than six months, Kimley-Horn's compensation shall be renegotiated.
4) Method of Payment. Client shall pay Kimley-Horn as follows:
a. Invoices will be submitted periodically for services performed and expenses incurred. Payment of each
invoice will be due within 25 days of receipt. The Client shall also pay any applicable sales tax. All retainers
will be held by Kimley-Horn and applied against the final invoice. Interest will be added to accounts not paid
within 25 days at the maximum rate allowed by law. If the Client fails to make any payment due under this
or any other agreement within 30 days after Kimley-Horn's transmittal of its invoice, Kimley-Horn may, after
giving notice to the Client, suspend services and withhold deliverables until all amounts due are paid.
b. The Client will remit all payments electronically to:
Account Name: KIMLEY-HORN AND ASSOCIATES, INC.
Bank Name and Address: WELLS FARGO BANK, N.A., SAN FRANCISCO, CA 94104
Account Number: 2073089159554
ABA#: 121000248
c. The Client will send the project number, invoice number and other remittance information by e-mail to
payments(a)kimley-horn.com at the time of payment.
d. If the Client relies on payment or proceeds from a third party to pay Kimley-Horn and Client does not pay
Kimley-Horn's invoice within 60 days of receipt, Kimley-Horn may communicate directly with such third party
to secure payment.
e. If the Client objects to an invoice, it must advise Kimley-Horn in writing giving its reasons within 14 days of
receipt of the invoice or the Client's objections will be waived, and the invoice shall conclusively be deemed
due and owing. If the Client objects to only a portion of the invoice, payment for all other portions remains
due.
f. If Kimley-Horn initiates legal proceedings to collect payment, it shall recover, in addition to all amounts due,
its reasonable attorneys' fees, reasonable experts' fees, and other expenses related to the proceedings.
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Such expenses shall include the cost, at Kimley-Horn's normal hourly billing rates, of the time devoted to
such proceedings by its employees.
The Client agrees that the payment to Kimley-Horn is not subject to any contingency or condition. Kimley-
Horn may negotiate payment of any check tendered by the Client, even if the words "in full satisfaction" or
words intended to have similar effect appear on the check without such negotiation being an accord and
satisfaction of any disputed debt and without prejudicing any right of Kimley-Horn to collect additional
amounts from the Client.
5) Use of Deliverables. All documents, data, and other deliverables prepared by Kimley-Horn are related
exclusively to the services described in this Agreement and may be used only if the Client has satisfied all
of its obligations under this Agreement. They are not intended or represented to be suitable for use or reuse
by the Client or others on extensions of this project or on any other project. Any modifications by the Client
to any of Kimley-Horn's deliverables, or any reuse of the deliverables without written authorization by Kimley-
Horn will be at the Client's sole risk and without liability to Kimley-Horn, and the Client shall indemnify, defend
and hold Kimley-Horn harmless from all claims, damages, losses and expenses, including but not limited to
attorneys' fees, resulting therefrom. Kimley-Horn's electronic files and source code remain the property of
Kimley-Horn and shall be provided to the Client only if expressly provided for in this Agreement. Any
electronic files not containing an electronic seal are provided only for the convenience of the Client and use
of them is at the Client's sole risk. In the case of any defects in the electronic files or any discrepancies
between them and the hardcopy of the deliverables prepared by Kimley-Horn, the hardcopy shall govern.
6) Intellectual Property. Kimley-Horn may use or develop its proprietary software, patents, copyrights,
trademarks, trade secrets, and other intellectual property owned by Kimley-Horn or its affiliates ("Intellectual
Property") in the performance of this Agreement. Intellectual Property, for purposes of this section, does not
include deliverables specifically created for Client pursuant to the Agreement and use of such deliverables
is governed by section 5 of this Agreement. Unless explicitly agreed to in writing by both parties to the
contrary, Kimley-Horn maintains all interest in and ownership of its Intellectual Property and conveys no
interest, ownership, license to use, or any other rights in the Intellectual Property to Client. Any
enhancements of Intellectual Property made during the performance of this Agreement are solely owned by
Kimley-Horn and its affiliates. If Kimley-Horn's services include providing Client with access to or a license
for Kimley-Horn's (or its affiliates') proprietary software or technology, Client agrees to the terms of the
Software License Agreement set forth at https://www.kimley-horn.com/khts-software-license-agreement
("the License Agreement") which terms are incorporated herein by reference.
7) Opinions of Cost. Because Kimley-Horn does not control the cost of labor, materials, equipment or services
furnished by others, methods of determining prices, or competitive bidding or market conditions, any opinions
rendered as to costs, including but not limited to the costs of construction and materials, are made solely
based on its judgment as a professional familiar with the industry. Kimley-Horn cannot and does not
guarantee that proposals, bids or actual costs will not vary from its opinions of cost. If the Client wishes
greater assurance as to the amount of any cost, it shall employ an independent cost estimator. Kimley-Horn's
services required to bring costs within any limitation established by the Client will be paid for as Additional
Services.
8) Termination. The obligation to provide further services under this Agreement may be terminated by either
party upon seven days' written notice in the event of substantial failure by the other party to perform in
accordance with the terms hereof, or upon thirty days' written notice for the convenience of the terminating
party. Kimley-Horn shall be paid for all services rendered and expenses incurred to the effective date of
termination, and other reasonable expenses incurred by Kimley-Horn as a result of such termination.
9) Standard of Care. The standard of care applicable to Kimley-Horn's services will be the degree of care and
skill ordinarily exercised by consultants performing the same or similar services in the same locality at the
time the services are provided. No warranty, express or implied, is made or intended by Kimley-Horn's
performance of services, and it is agreed that Kimley-Horn is not a fiduciary with respect to the Client.
10) LIMITATION OF LIABILITY. IN RECOGNITION OF THE RELATIVE RISKS AND BENEFITS OF THE
PROJECT TO THE CLIENT AND KIMLEY-HORN, THE RISKS ARE ALLOCATED SUCH THAT, TO THE
FULLEST EXTENT ALLOWED BY LAW, AND NOTWITHSTANDING ANY OTHER PROVISIONS OF THIS
AGREEMENT OR THE EXISTENCE OF APPLICABLE INSURANCE COVERAGE, THAT THE TOTAL
LIABILITY, IN THE AGGREGATE, OF KIMLEY-HORN AND KIMLEY-HORN'S OFFICERS, DIRECTORS,
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EMPLOYEES, AGENTS, AND SUBCONSULTANTS TO THE CLIENT OR TO ANYONE CLAIMING BY,
THROUGH OR UNDER THE CLIENT, FOR ANY AND ALL CLAIMS, LOSSES, COSTS, ATTORNEYS'
FEES (INCLUDING ATTORNEYS' FEES OTHERWISE RECOVERABLE UNDER TEX. CIV. PRAC. & REM.
CODE § 38.001), OR DAMAGES WHATSOEVER ARISING OUT OF OR IN ANY WAY RELATED TO THE
SERVICES UNDER THIS AGREEMENT FROM ANY CAUSES, INCLUDING BUT NOT LIMITED TO, THE
NEGLIGENCE, PROFESSIONAL ERRORS OR OMISSIONS, STRICT LIABILITY OR BREACH OF
CONTRACT OR ANY WARRANTY, EXPRESS OR IMPLIED, OF KIMLEY-HORN OR KIMLEY-HORN'S
OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND SUBCONSULTANTS, SHALL NOT EXCEED
TWICE THE TOTAL COMPENSATION RECEIVED BY KIMLEY-HORN UNDER THIS AGREEMENT OR
$50,000, WHICHEVER IS GREATER. HIGHER LIMITS OF LIABILITY MAY BE NEGOTIATED FOR
ADDITIONAL FEE. THIS SECTION IS INTENDED SOLELY TO LIMIT THE REMEDIES AVAILABLE TO
THE CLIENT OR THOSE CLAIMING BY OR THROUGH THE CLIENT, AND NOTHING IN THIS SECTION
SHALL REQUIRE THE CLIENT TO INDEMNIFY KIMLEY-HORN.
11) Mutual Waiver of Consequential Damages. In no event shall either party be liable to the other for any
consequential, incidental, punitive, or indirect damages including but not limited to loss of income or loss of
profits.
12) Construction Costs. Under no circumstances shall Kimley-Horn be liable for extra costs or other
consequences due to changed or unknown conditions or related to the failure of contractors to perform work
in accordance with the plans and specifications. Kimley-Horn shall have no liability whatsoever for any costs
arising out of the Client's decision to obtain bids or proceed with construction before Kimley-Horn has issued
final, fully approved plans and specifications. The Client acknowledges that all preliminary plans are subject
to substantial revision until plans are fully approved and all permits obtained.
13) Certifications. All requests for Kimley-Horn to execute certificates, lender consents, or other third -party
reliance letters must be submitted to Kimley-Horn at least 14 days prior to the requested date of execution.
Kimley-Horn shall not be required to execute certificates, consents, or third -party reliance letters that are
inaccurate, that relate to facts of which Kimley-Horn does not have actual knowledge, or that would cause
Kimley-Horn to violate applicable rules of professional responsibility.
14) Dispute Resolution. All claims arising out of this Agreement or its breach shall be submitted first to
mediation in accordance with the American Arbitration Association as a condition precedent to litigation. Any
mediation or civil action by Client must be commenced within one year of the accrual of the cause of action
asserted but in no event later than allowed by applicable statutes.
15) Hazardous Substances and Conditions. Kimley-Horn shall not be a custodian, transporter, handler,
arranger, contractor, or remediator with respect to hazardous substances and conditions. Kimley-Horn's
services will be limited to analysis, recommendations, and reporting, including, when agreed to, plans and
specifications for isolation, removal, or remediation. Kimley-Horn will notify the Client of unanticipated
hazardous substances or conditions of which Kimley-Horn actually becomes aware. Kimley-Horn may stop
affected portions of its services until the hazardous substance or condition is eliminated.
16) Construction Phase Services.
a. If Kimley-Horn prepares construction documents and Kimley-Horn is not retained to make periodic site visits,
the Client assumes all responsibility for interpretation of the documents and for construction observation,
and the Client waives any claims against Kimley-Horn in any way connected thereto.
b. Kimley-Horn shall have no responsibility for any contractor's means, methods, techniques, equipment choice
and usage, equipment maintenance and inspection, sequence, schedule, safety programs, or safety
practices, nor shall Kimley-Horn have any authority or responsibility to stop or direct the work of any
contractor. Kimley-Horn's visits will be for the purpose of observing construction and reporting to the Client
whether the contractors' work generally conforms to the construction documents prepared by Kimley-Horn.
Kimley-Horn neither guarantees the performance of contractors, nor assumes responsibility for any
contractor's failure to perform its work in accordance with the contract documents.
c. Kimley-Horn is not responsible for any duties assigned to it in the construction contract that are not expressly
provided for in this Agreement. The Client agrees that each contract with any contractor shall state that the
contractor shall be solely responsible for job site safety and its means and methods; that the contractor shall
indemnify the Client and Kimley-Horn for all claims and liability arising out of job site accidents; and that the
Client and Kimley-Horn shall be made additional insureds under the contractor's general liability insurance
policy.
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17) No Third -Party Beneficiaries; Assignment and Subcontracting. This Agreement gives no rights or
benefits to anyone other than the Client and Kimley-Horn, and all duties and responsibilities undertaken
pursuant to this Agreement will be for the sole benefit of the Client and Kimley-Horn. The Client shall not
assign or transfer any rights under or interest in this Agreement, or any claim arising out of the performance
of services by Kimley-Horn, without the written consent of Kimley-Horn. Kimley-Horn reserves the right to
augment its staff with subconsultants as it deems appropriate due to project logistics, schedules, or market
conditions. If Kimley-Horn exercises this right, Kimley-Horn will maintain the agreed -upon billing rates for
services identified in the contract, regardless of whether the services are provided by in-house employees,
contract employees, or independent subconsultants.
18) Confidentiality. The Client consents to the use and dissemination by Kimley-Horn of photographs of the
project and to the use by Kimley-Horn of facts, data and information obtained by Kimley-Horn in the
performance of its services. If, however, any facts, data or information are specifically identified in writing by
the Client as confidential, Kimley-Horn shall use reasonable care to maintain the confidentiality of that
material.
19) Miscellaneous Provisions. This Agreement is to be governed by the law of the State of Texas. This
Agreement contains the entire and fully integrated agreement between the parties and supersedes all prior
and contemporaneous negotiations, representations, agreements, or understandings, whether written or
oral. Except as provided in Section 1, this Agreement can be supplemented or amended only by a written
document executed by both parties. Any conflicting or additional terms on any purchase order issued by the
Client shall be void and are hereby expressly rejected by Kimley-Horn. If Client requires Kimley-Horn to
register with or use an online vendor portal for payment or any other purpose, any terms included in the
registration or use of the online vendor portal that are inconsistent or in addition to these terms shall be void
and shall have no effect on Kimley-Horn or this Agreement. Any provision in this Agreement that is
unenforceable shall be ineffective to the extent of such unenforceability without invalidating the remaining
provisions. The non -enforcement of any provision by either party shall not constitute a waiver of that provision
nor shall it affect the enforceability of that provision or of the remainder of this Agreement.
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