Item 5DCity of Southlake, Texas
MEMORANDUM
November 6, 2004
To: Billy Campbell, City Manager
From: Pedram Farahnak, P.E., Public works Director
Subject: Authorize the Mayor to execute a Professional Services Agreement
with Cheatham and Associates for Design of 04/05 CIP Street
Improvements, Sidewalk Improvements, and Localized Drainage
Improvements
Action
Requested: Authorize the Mayor to execute a professional services agreement with
Cheatham and Associates for design of 04/05 CIP street improvements,
sidewalk improvements, and localized drainage improvements.
Background
Information: Funds were included in the 04/05 CIP for street improvements using the
Pavement Management System and for sidewalk improvements. The City
Staff has developed a list of street and sidewalk improvements for this year.
The Staff has also identified some localized drainage improvements. In an
effort to reduce construction costs, the Staff has again, combined multiple
projects into one contract.
Unlike previous years, this years street improvements, are mainly on local
or minor collector streets. The sidewalk improvements have been
identified around schools, in providing safe routes to and from school. The
localized drainage projects use residual funds from previous bond
programs.
To allow engineering time for preparation of plans and specifications for
this project, the City Staff would like to proceed with the engineering
portion at this time by using residual funds from the 03/04 CIP. This would
allow time to start construction when the construction funds are made
available in the Spring.
Financial
Considerations: The engineering fee is $106,080 and funds are available from the 03/04
CIP.
Citizen Input/
Board Review: Projects were developed using the PMS and citizen concerns received
regarding streets, sidewalks and drainage improvements.
Legal
Review: The City Attorney has, previously, reviewed and approved this professional
services Agreement form.
Alternatives: The Council may approve it, deny it, or modify it.
Supporting
Documents: Agreement
Staff
Recommendation: Authorize the Mayor to execute a professional services agreement with
Cheatham and Associates for design of 04/05 CIP Streets, Sidewalks
and Localized Drainage Improvements.
Staff
Contact: Pedram Farahnak, P.E., Public Works Director 481 -2308
Charlie Thomas, P.E., City Engineer 481 -2175
CC: Sharen Elam, Finance Director
Mike Patterson, Operations Manager
STANDARD FORM OF AGREEMENT
BE"IEN
OWNER AND ENGINEER
FOR
PROFESSIONAL SERVICES
THIS IS AN AGREEMENT made as of . 2o44 between the CITY OF SOUTHLAKE, TEXAS, a municipal
corporation and home rule City with its main offices located at 1400 Main Street, Southlak% Texas (OWNER) and
CHE,ATHAi'M AND ASSOCIATES ( ENGINEER) . OWNER intends to acquire all professional engineering services
required for the project known as, 2005 Miscellaneous Roadway Rehab[litafionS, Sidewalk Additians, and Drainage
Improvements, the aforesaid services are otherwise described in that Scope of Work and fees attached hereto as,
Attachments "A" thru " F" and for all purposes incorporated herein (hereinafter called the Project).
OWNER and ENGINEER in consideration of their mutual cavenants herein agree in respect of the performance of
professional engineering services by ENGINEER and the payment for those services by OWNER as set Forth below.
SirC 019 I —BASIC SERVICES OF ENGINEER
1.1. General.
1.1.1. ENGINEER shall provide for OWNER
professional engineering services in all phases of the
Project to which this Agreement applies as hereinafter
provided. These services will include serving as
OWNEWs professional engineering representative for the
project, providing professional engineering consultation
and advice 2nd furnishing customary civil services
incidental thereto.
11.2. Study and Report Phase.
After written authorization to proceed, ENGINEER shall:
1.2.1. Consult with OWNER to clarify and define
OWNEWs requirements for the Project and review
available data.
1.2.2. Advise OWNER as to the Necessity of OWNER's
providing or obtaining from others data or services of the
types described in paragraph 3.4., and assist OWNER in
obtaining such data and services
1.2.3. ldenlify and analyze requirements of governmental
authorities having,jurisdiction to approve the design of the
project and participate in consultations with such
authorities
1.2.4. Provide analysis of OWNER's needs, planning
surveys, site evaluations and comparative studies of
prospective sites and solutions.
12.5. Provide a general economic analysis of OWNEP's
requirements applicable to various alternatives.
11.6. Prepare a Report containing schematic layouts,
sketches and conceptual design criteria with appropriate
exhibits to indicate clearly the considerations involved
(including applicable requirements of governmental
authorities having . jurisdiction as aforesaid) and the
alternative solutions available to OWNER and setting
forth ENGINEER's findings and recommendations This
Report will be accompanied by 8NOINEER's opinion of
probable costs for the Project, including the following
which will be separately itemized. Construction Cost,
allowance for engineering costs and contingencies, and
(on the basis of information furnished by OWNER}
allowances for such other items as charges of all other
professionals and consultants, for the cost of land and
rights-of-way, for compensation for of damages to
properties, for interest and Financing charges and for other
services to be provided by others for Owner pursuant to
paragraphs 3.7 through 3. 11, inclusive, The total of all
such costs, allowances, etc are hereinafter called "Total
Project Costs ".
1.2 7 Furnish multiple copies of the Study and Report
documents (not to exceed rive (5) copies) and review
them in pemon with OWNER.
13. Preliminary Design Phase.
After written authorization to proceed with the
Preliminary Design Phase, ENGINEER shall:
1.3 1. In consultation with OWNER and on the basis of
the accepted Study and Report documents, determine the
general scope, extent and character of the Project
1.3..2. Prepare Preliminary Design documents consisting
of Final design criteria, preliminary drawings, outline
specifications acid written descriptions of the Project.
1..3.3 Advise OWNER if additional data or services of the
types described in paragraph 3.4 are neeesswy and assist
OWNER in obtai ping such data and services
1.3 4 Based on the information contained in the
preliminaty design documents, submit a revised opinion
of probable Total Project Costs.
1.3.5 Furnish mul €iplc copies of the above Preliminary
Design documents and present and review them in person
with OWNER, not to exceed five (5) copies.
1.3 G. Derive right-of-way (ROW) data and casement
documents as needed for the OWNER to begin land
acquisition,
IA. Final Design Phase.
After wtitten authorization to proceed with the Final
Design Phase, ENGINEER shall:
141 Ort the basis of the accepted Preliminary Design
docuracnts and the revised opinion of probable Total
Project Costs prepare For incorporation in the Contract
Documents Final drawings to show the general ssvpe,
extent and character of the work to be fttrnished and
performed by Contractor(s) (hereinafter called
" Drawi ngs ") and 5pecifi cations.
14.2. Pravide technical criteria, written descriptions and
design data For OWNER's use in filing applications for
permits with or obtaining approvals of such governmental
authorities as have jurisdiction to approve the design of
the Project, and assist OWNER in consultations with
appropriate authorities
1 4.3. Advise OWNER of any adjustments to the latcat
opinion of probable Total Project Corti caused by
changes in general scope, extent or character or design
requirements of the Project ar Consttttction Casts
Pumish to OWNER a revised opinion of probable Total
Project Costs based on the Drawings and Specifications
1.4.4. Prepare for review and approval by OWNER, its
legal counsel and other advisors contract agreement
faults, general conditions and supplementary conditions,
and (where appropriate) bid farms, invitations to bid and
instructions to bidders.
14.5 Furnish multiple copies of the above documents
and of the Drawings and Specifications and present and
review them in person with OWNER, not to exceed five
(5) copies.
1.5. Bidding or Negotiating Phase.
After written authorization to pro need with the Bidding or
Negotiating Phase, E1NOINECR shall:
t.5 1. Assist COWER in advertising for and obtaining
bids or negotiating proposals for each separate prime
contract for construction, materials, equipment and
services; and, where applicable, maintain a record of
prospective bidders to whom Bidding Documents have
been issued, attend pre -bid conferences and receive and
process deposits for Bidding Documents.
15 2, Assist OWNER in issuing addenda as appropriate
to interpret, clarify or expand the Bidding Mcuments.
1.5.3. Consult with and advise OWNER as to the
acceptability of subcontractors, suppliers and other
persons and organizations proposed by the prime
contractotfs) (herein called "Contractor(s) ") for those
portions of the work as to which such acceptability is
required by the Bidding Documents.
15,4 Consult with OWNER uuncerning and determine
the acceptability of substitute materials and equipment
proposed by Contractors) when substitution prior to the
award of contracts is allowed by the Bidding Documents.
1.5.5 Attend the bid opening, prepare bid tabulation
sheets and assist OWNED in evaluating bids or proposals
and in assembling and awarding Contracts for
construction, materials, equipment and services
1.6. Construction Phase.
During the Construction Phase:
L5.1. Min ro Sire and Observurdon of CO1rSrrtlCfiCut. In
connection with observations of the work of Contractors)
while it is in progress:
1.5.1.1. EltiUINEER shall make visits to the site at
intervals appropriate to the various stages of
construction as necessary in order to observe as an
experienced and clualifreci design professional the
progress and quality of the various aspects of
Contractor(s)' work. Based on information obtained
during such visits and on such observations,
Page 2 of 11 Pages
ENGINEER shall endeavor to determine in general if
such work is proceeding in accordance wish the
Contract 13muments and ENGNEER shall keep
OWNER informed of the progress of the wwk.
1.5.1.2. The purpose of ENGINEEWs visits to the site
will be to enable ENGINEER, to Better carry out the
duties and responsibilities assigned to and undertaken
by ENGINEER during the Construction Phase, and in
addition, by exercise of ENGINEER% efforts as an
experienced and qualified design professional, to
provide for OWNER a greater degree of confidence
that the completed work of Contractor(s) will conform
generally to the Contract Documents and that the
integrity of the design concept as reflected in the
Contract Documents has been implemented and
preserved by Contractor(s). On the other hand,
ENGINEER shall not, during such visits or as a result
of such observations of C❑niractor(s) work in
progtess, supervise, direct or have control over
Ccntractor(sy work nor shall ENGINEER have
authority over or responsibility for the meads,
methods, techniques, sequences or procedures of
constructions elected by Contractor(s), for safety
precautions and programs incident to the work of
Contractor(s) or for any failure of Contractors) to
comply with laws, rules, regulations, ordinances, codes
or orders applicable to Contractor(s) furnishing and
performing their work. Accordingly. ENGINEER chin
neither guarantee the performance of the qqnattuction
contracts by Contractors) nor assume responsibility
for Contractor(sy failure to furnish and perform their
work in accordance with the Contract Documents
1.6..2, ftrerpretations and Clatificationr, ENGINEER
shall issue necessary interpretations and clarifications of
the Contract Duournms as requested by the Owner.
1.G 3. Strop Drawings.. ENGINEER shall review and
approve (or take other appropriate action in respect of)
Shop Drawings, samples and other data which
Contractor(s) are required to submit, but only for
conformance with the design concept of the Project and
compliance with the information given in the Contract
Documents Such reviews and approvals or other action
shall not extend to means, methods, techniques, sequences
or procedures of construction or to safety precautions and
programs incident thereto
164. Substitutes ENGINEER shall evaluate the
acceptability of substitute materials and equipment
proposed by Contractors) and snake recommendations to
OWNER, subject to the provisions of pilragraph 2.2.2.
165. Disputes between OWNER and Contractor
ENGINEER shall act as initial interpreter of the
requirements of the Contract Documents and judge of the
acceptability of the work performed thereunder.
ENGINEER shall also make recommendations to
OWNER on, all claims of Contractors) relating to the
acceptability of the work or the interpretation of the
requirements of the Contract Documents pertaining to the
execution and progress of the work. OWNER has the
final decision with regard to such disputes.
1.6 G. Lirnrtarfon of Responvibiliries ENGINEER shall
not be responsible to OWNER for the acts or omissions of
any Contractor, or of any subcontractor or suppl icr, or any
of the Contractm(s)' or subcontraotot's or supplier's agents
or employees or any other persons (except ENGINEEWs
own employees and agents) whether at the site or
otherwise Furnishing or performing any of the
Contractor(s)' work; however, nothing contained in
paragraphs 1.5 1- through 16.6 inclusive, shall he
construed to release ENGINEER fl liability for failure
to properly pet duties and responsibilities assumed
by ENGINEER in the Contract Documents
1.7. Operational Phase.
During the Operational Phase, ENGINEER shall, 4en
requested by OWNER:
1.7.1. Prepare a set of reproducible record prints of
Drawings showing those changes made during the
construction process, based on the marked-up prints,
drawings and other data furnished by Contractor(s) to
. ENGINEER.
1.7.2 in company with OWNER, visit the Project to
observe any apparent defects in the completed
construction, assist OWNER in consultations and
discussions with Contractor(s) concerning correction of
such deficiencies, and make recommendations as to
replacement or correction of defective work.
SECTION 2—ADDITIONAL SERVICES OF
ENGINEER
2.1. Services Requiring Autborixation in Advance.
If authorized in writing by OWNER, ENGINEER Shall
Famish or obtain from others Additional Services of the
types listed in paragraphs 2.t. t. through 2.1.14 inclusive.
Page 3 of l 1 Pages
These services are not included as part of Basic Services
except to the extent providcd otherwise in this
Agreement; these will be paid for by OWNER as
indicated in Section 5.
2.1.1. Preparation of applications and supporting
documents (in addition to those furnished under Basic
Services) for private or governmental grants, harts or
advances in connection with the Project; preparation or
review of environmental assessments and impact
statements; mview and evaluation of the effect on the
design requirements of the Project of any such statements
and documents prepared by others; and assistance in
obtaining approvals of authorities having jurisdiction over
the anticipated environmental impact of the project
2.1.2. Services to make measured drawings of or to
investigate existing conditions or facilities, or to verify
the accuracy of drawings or other information furnished
by OWN 1;R.
2.1.3 Services resulting from significant changes in the
gencral scope, extent or character of the Project or its
design including, but not limited to changes in size,
complexity. OWNER'S schedule, character of
construction or method of financing; and revising
previously accepted studies, reports, design documents or
Contract Documents when such revisions are required by
changes in laws, rules, regulations, ordinances, codes or
orders enacted subsequent to the preparation of such
studies, reports or documents, or are due to any other
cause beyond ENGIN EER's control.
2.1 4. Providing rendcrings or models for OWN ER's use
2. l .5 . Preparing documents for alternate bids requested by
OWNER For Contractor(s)' work which is not executed or
documents for out -of- sequence work.
2 1.6. Investigations and studies involving, but not limited
to, detailed ccrsideratian of operations, maintenance and
-overhead expenses; providing value engineering during
the course of design; the preparation of feasibilk studies,
casts flow and economic evaluations, rate schedules and
appraisals; assistance in obtaining financing for the
Project; evaluating processes av5 able for licensing and
assisting OWNER in obtaining process licensing; detailed
quantity surveys of material, equipment and labor, and
audits or inventories required in connection with
construction performed by OWNER
11.7. Famishing services of independent professional
associates and consultants For other than Basic Services
(which include, but ate not limited to, customary civil,
sttue(ural, mechanical, and electrical engineering and
customary architectural design incidental thereto); and
providing data or services of the types described in
paragraph 3 4 when OWNER employs ENGINEER to
provide such data or services in lieu of furnishing the
same in accordance with paragraph 3 4
2 1.8. if ENGINFER's compensation is on the basis of a
lump sum, percentage of Construction Cast, or cost -plus a
Fixed fee method of payment, services resulting from the
award of more separate prime contracts for construction,
materials or equipment for the Project than arc
contemplated by paragraph 5.1.1.. If ENGINEER's
compensation is on the basis of a percentage of
Construction Cost and ENGINEER has been required to
prepare Contract Documents on the assumption that mare
than one prime contract will be awarded for construction,
materials and equiprnant, but only one prime contract is
awarded for construction, materials and equipment for the
Project, services attributable to the preparation of contract
documentation that was rendered unusable and any
revisions or additions to contract documentation used that
was necessitated by the award of only one prime contract.
21 9. Serviccs during out -of -town travel required of
ENGINEER other than visits to the site or OWNER's
office as required by Section 1
2.1.10. Assistance in connection with bid ptotest,
rebidding, ❑r renegotiating contracts for construction,
materials, equipment or services when ENGINEER did
not create or contribute to the event or situation requiring
said assistance, rebidding, renegotiating, materials,
equipmcnt, or services
2 1.11 Providing any type o # surveys or related
engineering services needed For the transfer of interests in
real property and field surveys for design purposes and
engineering surveys and staking to enable Contractor(s) to
proceed with their work; and providing other special Field
survey S.
2 1 12. Preparation of operating, maintenance and staffing
manuals to supplement Basic Services under paragraph
17.
2.1 13 Preparing to serve or serving as a consultant or
witness for OWNER in any litigation, arbitration or other
legal or administrative proceeding involving the Project
unless ENGINEER created or conttibuted to the cause of
the litigation.
2. t 14. Additional scsvices in connection with the Project,
including services which are to be furnished by OWNER
Page 4 of] I Pages
in accordance with Section 3, and services not otherwise
provided for in this Agreement.
2,2. Required Additional Services.
When required by the Contract Documents in
circumstances beyond ENGINE$R's control, ENGINEER
shall furnish or obtain from others, as circumstances
require during construction and with specific
authorization from OWNER, Additional Services of fhc
types listed in paragraphs 22-1 through 2.2.6, inclusive.
These services are not included as part of Basic 5e :vices
ENGINEER shall advise OWNER promptly before
starting any of the following additional services which
will be paid for by OWNER as indicated in Section 5
22.1. Services in connection tvith work directive changes
and change orders to reflect changes requested by
OWNER if the resulting change in compensation for
Basic Services is not commensurate with the additional
services rendered.
2.22 Services in making revisions to Drawings and
Specifications occasioned by the acceptanee of
substitutions proposed by Contmctor(s); and services after
the award of each contract in evaluating and determining
the acceptability of an unreasonable or excessive number
of substitutions proposed by Contractor .
2.13. Services resulting from significant delays, changes
or price increases occurring as a direct or indirect result of
material, equipment or energy shortages
2 2.4. Additlonal or extended services during construction
made necessary by (I) work damaged by fire or other
cause during construction, (2) a significant amount of
defective or neglected work of any Contractor, (3)
acceleration of the progress scbeduie involving services
beyond normal working hours, or (4) default by any
Contractor.
2 -25- Services (other than Basic Services during the
Operations Phase) in connection with any partial
Utilization of any part of the Project by OWNER prior to
Substantial Completion
2.2.6. Evaluating an unreasonable or extensive number of
claims submitted by C ontractot(s) or others in connection
with the work.
SECTION 3—OW NEWS RESPONSIBILITIES
OWNER shall do the following in a timely manner so as
not to delay the services of ENOINEM
M. Dcsignutc in writing a person to act as OWNER'&
representative with respect to the services to be rendered
under this Agreement Such person shall have complete
authority to transmit instructions, receive information,
interpret and deFae OWNEWs policies and decisions with
respect to ENG1NEEMi services for the Project
.3.2. Provide all criteria and full information as to
OWNER's requirements for the Project, including design
objectives and constraints, space, capacity and
perfrnmance requirements, flexibility and expandability,
and any budgetary limitations; and furnish copies of all
design and construction standards which OWNER mill
require to be included in the Drawings and Specifications.
3.3. assist ENGINEER by placing at ENGINEER's
disposal all available information pertinent to the Project
including previous reports and any other data relative to
design or construction of the Project
3.4. Furnish to ENGINEER, as required for perrormance
of ENGINEER's Basic Services (except to the extent
provided otherwise in this Agreement) the following:
3.4,L data prepared by or resulting from the services
of others, including without limitation borings,
probings and subsurface explorations, hydrographic
surveys, laboratory tests and inspections of samples,
materials and equipment;
3 4.2. appropriate professional interpretations of all of
the foregoing;
3A.3 environmental assessment and impact
statements;
344. property, boundary, easement, right -of -way,
topographic and utility surveys, to the extent required
by ENGINEER, and only if not required to be
performed by ENGINEER as set out in ENGINEEWs
Proposal;
3.4.5 property descriptions;
3 4.6 zoning, deed and othcr land use restrictions;
all of which ENGINEER may use attd rely upon in
performing services under this Agreement
Pago 5 of 1 l Pages
3.5. Provide engineering surveys to establish reference
points for construction (unless required to be performe4
by Engineer as Basic services under ENGINEER's
Proposal) to enable Contracror(s) to proceed with the
iayoat of thew ork
3.5. Arrange for access to and make all provisions for
ENGINEER to enter upon public and private property as
required for ENGINEER to perform services under this
Agreement.
3 7 Examine all studies, reports, sketches, Drawings,
Specifications, proposals and other documents presented
by ENGINEER, obtain advice of an attomey, insurance
counselor and other consultants as OWNER deems
appropriate far such examination and render in writing
decisions pertaining thereto within a reasonable time so as
not to delay the services of ENGINEER.
3.8. Furnish approvals and permits from all governmental
authorities having jurisdiction over the Project and such
approvals and consents from others as may be necessary
for oorrtpletinn of the Project, unless required to be
performed by ENGINEER as Basic Services under this
Agreement.
3.9 Provide such accounting, independent cost estimating
and insurance counseling services as may, in the
judgement of the OWNER, be required for the Project,
such regal services as QWNI -R may require or
ENGINEER may reasonably request with regard to legal
issues pertaining to the Project including any that may be
raised by Contractors), such auditing service as OWNER
may require to ascertain how or For what purpose any
Contractor has used the moneys paid under the
construction contmet, and such inspection services as
OWNER may require to ascertain that Contractors} are
complying with any law, rule, regulation, ordinance, code
or order applicable to their furnishing and performing tha
work.
3.10 If OWNER designates a person to represent
OWNER at the site who is not ENGINUR or
ENGINFEWs agent or employee, the duties,
responsibilities and [imitations of authority of such other
person and the affect thereof on the duties and
responsibilities of ENGINEER and the Resident Project
Representative (and any assistants) will be set forth in an
exhibit that is to be identified, attached to and made a part
of this Agreement before such services begin
3.11 If more titan one prime contract is to be awarded for
construction, materials, equipment and services for the
entire Project, designate a person or organization to have
authority and responsibility for coordinating the activities
among the various prime contractors.
3 IZ. Fumish to ENG1NEEK data or estimated figures as
to OWNE.R's anticipated costs for services to be provided
by others for OWNER. (such as services pursuant to
paragraphs 3 7 thmugh 3.11, inclusive) so that
ENGMEER may make the necessary findings to support
opinions of probable Total Project Costs.
3.13. Attend the pro -bid conference, bid opening, pre -
construction conferences, construction progress and other
job - related meetings and substantial completion
Inspections and final payment inspections
3.14. Give prompt written notice to ENGINEER
whenever OWNER Observes or othettvise becomes aware
of any development that affects the scope or timing of
ENO1NEEWs services, or any defect or nw- conformance
in the work of any Contractor
3 is Furnish, or direct ENGINEER to provide,
Additional Services as stipulated in paragraph 2.1 of this
Agreement or other services as rvgnired.
3.16. ENGINEER shall not be obligated to bear any of the
costs of compliance with this Section 3.
SECTION 4— PEMODS OF SERVICE
4 1 The provisions of this Section 4 and the various rates
of compensation for ENGINEER's services provided for
elsewhere in this Agreement have been agreed to in
anticipation of the orderly and continuous progress of the
Project through completion of the Operational Phase
FNiMNEEIL's obligation to render services hereunder will
extend for a period which may reasonably be required for
the design, award of contracts, COn5truetion and initial
operation of the Project including extra work and required
extensions theicio. if in Section 8 of this Agreement
sp ecific _ periods of time for rendering services are set
forth or specific dates by which services are to be
completed we provided and if such dates are exceeded
through no fault of ENGINEER, all rates, measures and
amounts of pompensation provided herein may be subject
to equitable adjustment.
4.2. The services called for im the Study and Report Phase
will be completed and tha Report submitted within any
stipulated period indicated in Section 8 hereof after
written authorization to proceed with that phase of
Page 6 of I I Pages
services which will be given by OWNER within seven (7)
days after ENGINEER has signed this Agreement
4.3. After acceptance by OWNER of the Study and
Report Phase documents indicating any specific
modifications or Changes in the general scope, extent or
character of the Project desired by OWNER, and upon
written authorization from OWNER, ENG4N ER shall
proceed with the performance of the sarviccs called for in
the Preliminary D sign Please, and shall submit
preliminary design documents and a revised opinion of
probable Total Project Costs within any stipulated period,
4.4. After acceptance by OWNER of the Preliminary
Design Phase documents and revised opinion of'probable
Total Project Costs, indicating any specific modifications
or changes in the genet scope, extent ar character of the
Project desired by OWNER, and upon written
authorization from OWNER, ENGINEER shall proceed
with the performance of the services called for in the
Final Design Phase; and shall deIiver Conti act Documents
and a revised opinion of probable Total Project Costs for
all work of Contractor(s) on the Project within any
stipulated period indicated in Section 8 hereof.
45 ENGINEER's services tinder the Study and Report
Phase, Preliminary Design Phase and Final Design Phase
shall each be considered complete when the submission
for that phase have been accepted by OWNER.
4 6. After acceptance by OWNER of the ENGINEER's
Drawings, Specifications and other Final Design Phase
documentation including the mast recent opinion of
probable Total Project Costs and upon written
authorization W proceed, ENGINEER shall proceed with
performance of the services called for in the Bidding or
Negotiating Phase This Phase shall teiminate and die
services to be rendered thereunder shall be considered
complete upon commencement of the Construction Phase
or upon cessation of negotiations with prospective
Contractor(s).
4.7 The Construction Phase commences with the
execution of the first prime contract for the work of the
Project or any part thereof, and said Phase terminates
upon City Council approval of the final payment after
written recommendation by ENGINEER of final payment
on the last prime contract to be completed Construction
Phase services may be rendered at different times if the
project involves more than one prince contract.
4.8. The Operational Phase may commence during the
Construction Phase and will terminate two (�) years after
the date of City Council approval of the final payment for
the last prime contract for construction, materials and
equipment on which substantial completion is achieved
49 If OWNER requests significant modifications or
changes in the general scope, extent or character of the
Project, the time of performance of ENGINEER'S
services may be adjusted equitably to reflect the
additional time and expenses, if any, incurred by
ENGINEER to respond to the OW ER's requast.
4.10. If ENGINEER's services for the Design or
Construction phases of the Project are delayed or
suspended For more than one year for reasons beyond
ENGINEER's control, the various rates of compensation
provided for elsewhere in this Agreement may be subject
to equilable adjustment upon submission of
documentation by ENGINEER to OWNER establishing
the basis for such adjustment.
4 11. In the event that the work designed or specified by
ENGINEER is to be furnished ar perFormed under TlOtC
than one prime contract, or if ENGINEER's services are
to be separately sequenced with the work of One or more
prime comrzoors (such as in the case of fast - tracking),
OWNER and ENGINEER shall, prior to commencement
of the Final Design Phase, develop a schedule for
performance of ENGINEER's services during the Final
Design, Bidding or Negotiating and Construction Phases
in order to sequence and coordinate properly such
services as are applicable to the work under such separate
contracts
SECTION S— PAYMFNTS TO ENGINEER
5.1. Methods of Payment for Services and Expenses of
ENGINEER
5.11 For design, construction plan preparation,
construction document preparation (including bid
proposal, specifications, construction contract), periodic
inspection, and all other services to be rendered by
ENGINEER hereunder„ as the same are set out in the
attached Exhibit, and as farther set out in these
contractual documents, save and except for spmiflcd
special and additional services, O WNER shall pay to
ENGINEER for Basic Services nn amount based on a
lump sum and a cost and time per diem basis in a total
amount of $31, 700.04 for drainage improv- catents, and on
an hourly basis not -to- exceed the amount of 554,000.00
for roadway and sidewalk improvements as outlined in
Appendix 'B" and 520,380.00 for Special Services, as
outlined in Appendix 'C'. For additional services
Page 7 of I 1 Pages
authorized by OWNER in accordance with Section 2 of
this Agreement, OWNER shall pay in accordance with
NIA .
5.2. Times of Payment.
ENGINEER shall submit mondily statements for the
services tendered and For the expenses and hourly costs
incurred- The statements will be based upon
ENCINE.EWs estimate of the proportion of the total
services actually completed at the time of the billing All
monthly statcments shall be in a form as specified by and
acceptable to OWNER. OWNER shall make payment
upon said statements within thirty (34) days following
receipt thereof
SECTION 6— CONSTRUCTION COST AND
OPINIONS OF COST
U. Construction Cost.
The construction cost of the entire Project (herein referred
to as " Constiuction Cost ") means the total Cost to
OWNER of those portions of the entire Project designed
and specified by ENGINEER, but it wilt not include
E1NGINUR'3 compensation and expenses, the east of
land, rights -of -way, or compensation For or damages to
properties unless this Agreement so specifies, nor will it
include OWNEER's legal, accounting, insurance
counseling or auditing services, or interest and financing
charges incurred in connection with the Project or the cast
of other services to be provided by others to OWNED
pursuant to Section 3, as applicable. [Construction Cost
is one of the items comprising Total Project Costs which
is defined in paragraph 1 2.6.3
6.2. Opinions of Cost.
It is understood by the Parties that ENGINEER has no
control over ilia cost of iabnr, materials, equipment or
services furnished by others, or over the Contract ❑t(s)'
methods of determining prices, or over competitive
bidding or market conditions. Therefore, ENGINEEWs
opinions of probable fetal Project Costs and Construction
Cost provided for herein are to be made on the basis of
ENGINEER's experience and qualifications and rcpresernt
ENG1N11ER's best judgment as an experienced and
qualified professional engineer, familiar with the
construction industry, but ENGINEER cannot and does
not guarantee that proposals, bids or actual Total Prcjcct
or Construction Costs will not vary from opinions of
probable cost prepared by ENGINEER, If prior to the
Bidding or Negotiating Phase OWNER wishes greater
assurance as to Total Project or Construction Costs,
OWNER shall employ an independent cost estimator as
provided in paragraph 3.9
SECTION 7— QENERAL. CONSIDERATION
7.1. Tenmination,
7.1.1. The obligation to provide further services under
this Agreement may be tetminated by either party upon
thirty (30) days' written notice in the event of substantial
Whim by the other party to perform in accor6nce with
the terrns hereof through no fault of the teiTninating party
7.2. Reuse of Documents.
ENGINEER acknowledges that OWNER. is a
governmental entity and that all Drawings, Specifications,
and other documents prepared or famished by
ENGINEER (End ENGINEER's professional associates
and consultants) under this Agreement are instruments of
service in respect of the Project and property of the
OWNER and upon completion of the Project shall
thereafter be subject to the Texas Public Information Act
(Texas Government Co4c Chapter 552) and any other
applicable laws requiring public disclosum of the
information contained in said doeumcnts
7.3. Insurance,
731 ENGINFFR shall procure and maintain insurance,
in amounts acceptable to OWNER, for protection from
claims under workers' compensation acts, claims for
damages because of bodily injury including personal
injury, sickness or disease tir death of any and all
employees or of any person other than such employees,
from claims or damages because of injury to or
destruction of property including loss of use resulting
therefrom, and from damages or claims as it result of acts
of errors or omissions ofthe E.NG1NlsER made during the
performance of this cotttract. All liability insurance
required under this paragraph 73.1 shall include
OWNER, OWNER's agents and employees as additional
named insured and be with a company or companies
satisfactory to OWNER All workers' compensation
coverage shall include in its provisions a waiver of any
Page 8 of 11 Pages
rights of subrogation against the OWNER.
73.1 Before commencement of any work, the
ENGINEER shall submit written evidence that lie and all
his subcontractors {if the ENGINEER employs
subcontractors in the performancc of this Agreement}
have obtained the minimum insurance required by the this
Agreement, Such written evidence shall, be in the form of
a Certificate of Insurance executed by the ENGINEER's
insurance carrier showing such policies in force for the
speeiFied period or by furnishing a copy of the actual
policy or policies. Each policy or certificate will bear an
endorsement or statement waiving right of cancellation or
reduction in coverage without thirty (30) days' notice in
writing tobc delivered by registered mail to the OWNER
7.3.3 The ENGINEER shall not commenee work under
this Agreement until he has obtained at his expense all
insurance required under this section and such insurance
has been approved by the OWNER, nor shall the
FNGINEER allow any subcontractor to commence work
on any subcontract until all similar insurance mquired of
the subcontractor has been so obtained and approved
Such insurance shall remain in full Force and effect on ail
phases of the work, whether or not the work is occupied
or utilized by the OWNER, until all work under the
Agreement is completed and has been accepted by the
OWNER.
73.4 Nothing contained in the insurance requirements
shall be construed as limiting the extent of the
ENGINEEIt's responsibility for payment of damages
resulting frorn his operations
7,4. Controlling Law,
This Agreement is to be governed by the law of the state
of Texas. venue shall lie exclusively in Tarrant County,
Texas for all state actions and in the Fort Worth Division
of the Central District of Texas for all federal actions
I.S. Successors and Assigns.
7.5.1. OWNER and ENGINEER each is hereby bound
and the partncrs, successors, executors, administrators and
legal rcpresentatives of OWNER and ENGINEER (and to
the extent permitted by paragraph 75 Z the assigns of
OWNER and ENGINEER) are hereby bound to the other
party to this Agreement and to the partnars, successors,
executors, adminisratws and legal representatives (and
said assigns) of such other party, in respect of all
covenants, agreements and obligations ofthis Agreement.
T.5.2. Neither OWNER nor ENGINEER snail assign,
sublet or transfer any rights under or interest in
{including, but without limitation, moneys that may
become due or moneys that are due) this Agreement
without the written consent of the other, except to the
extent that any assignment, sublcning or transfer is
mandated by law or the effect of this limitation may be
restricted by law Unless specifically slated to the
contrary in any written consent to an assignment, no
assignment will release or discharge the assignor from
any duty or responsibility under this Agreement Nothing
contained in this paragraph shall prevent ENGINEER
from employing such independent professional associates
and consultants as PNGI'NEER may deem appropriate to
assist in the performance of services hereunder, provided
such independent associates or consultants are approved
in wp iting in advance by OWNER and are paid by
ENGINEER
753. Nothing under this Agreement shall be construed to
give any rights or benefits in this Agreement to anyone
other than GUNNER and ENGINEER, and all duties and
responsibilities undertaken pursuant to this Agreement
will be for the sole and exclusive benefit of OWNER and
ENGINEER and not for the benefit of any other party
SECTION "PECIAL PROVISIONS, SCHEDULES,
AND EXHISITS
R.I. Special Provisions
Any other provisions of this Agrcement or other
documents included by reference herein to the contrary
notwithstanding, the fallowing provisions shall apply to
this Agreement and the respective duties and
responsibilities of OWNER and ENCrl1NEER affected
thereby:
$.1.1. As to the contractual relationship between
ENGINEER and OWNER, ENGMEER is and shall be
considered in all things an independent contractor.
81 2 This contract shall not be subject to binding
arbitration.
8.13. OWNER reserves the right, with ENGINEER's
agreement, to consolidate any and all phases of
performance set out in the standard form contractual
documents. The consolidation of said services shall not in
any way affect the ENGINEER's responsibilities to
Page 9 of 11 Pages
perform the services set out therein.
$.1.4 This Agreement may be terminated by the OWNER
hereto, with or without cause, upon ten (10) days' writicn
notice thereof. If this Agreement is terminated by the
OWNER without cause, the ENGINFFR shall be paid for
Services performed to termination date, including all
reimbursable expenses then incurred,
&L Schedules.
Where appropriate, the following time limitations for the
following phase(s) of services shall apply:
8 2.1 The Study and Report Phase Services/Preliminary
Design Phase Services shall be completed and all reports,
opinions of costs, documentation, -contract documents,
and other tangible materials required under this
Agreement shall be completed and submitted by
ENGINEER before Set Attachment "F ".
8.2.2 The Final Design Phase ScrvjeWRiddmg or
Negotiating Phase Services shall be completed and all
reports, opinions of costs, documentation, contract
documents, and other tangible materials required under
this Agreement shall be completed and submitted by
ENGINEER, before See Attachment `17' following
written autltorization frorn OW] P-R to ENGINEER to
proceed with said phase(s) of services.
8.2 3. The Construction Phase Services shall begin, by or
before See Attachtne?tr °1:" following written authori-
zation from OWNER to ENOINEER to proceed, and
shall be completed as reasonably soon thereafter as
possible.
8.2.4. TIME IS OF 7HE ESSENCE IN THE
PERFORMANCE OF THE SERVICES UNDER THIS
AGREEMENT
8.1 Exhibits,
The following exhibits: are attached to and made a part of
Ibis Agreement:
$ 3.1. Exhibit A, ENGfNEER'r Scope of Services.
Provided, however, that where the terms and provisions of
the ahtrve- referenced exhibits) shall conflict with the
terms and provisions of this standard contract, this
standard contract shat! control.
8.4. Professional Liability Insurance
ENGINEER shall maintain, at no axpense to OWNER, a
professional liability {eisors and omissions) insurance
policy placed with a company rated at least A by Rest's
Key Rating Guide, authorized to do business in Texas, in
an arnotmt not less than one million dollars (SI million)
for each occurrence, one mi €Hon dollars (SI million) in
the aggregate. Such policy shall require the giving of
written notice to OWNER at least thirty (30) days prior
to cancellation, nonrerzewal or material modification of
any policies, evidenced by return receipt or € nited States
certified mail. ENGINEER shall famish OWNER with
copies of said policies or certificates evidencing such
Coverage
&5. Entire Agreement,
This Agreement, together with tiro exhibits and schedules
identified above, constitute the entire Agreement between
OWNER and ENGINEER and supersede all prior or oral
understandings T Iris Agreement and said exhibits and
schedules may only be amended, supplemented, modified
or canceled by a duly executed written instrument.
BA. 5everabil4.
The invalidity of any provision of 'this Agreement shall
not affect the validity or enforceability of any other
provision of this Agreement
8.7. Waiver.
The waiver of any breach of a term or condition of this
Agreement does not waive any other breach of that term
or condition or arty breach of any other term or condition
of this Agreement.
(The remainder of'ria5 page ,vas fief? blank inrenriormnlfyj
Page i0 of 11 Pages
EN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as of the flay and year first above
written.
OWNER:
CITY OF SOUTHLAKE, TEXAS
By:
By.
By:
Pedram Farahnak, P
Director of'Public Works
Billy Campbell
City Manager
Rick Stacy
Mayor
.Address forgiving notices:
1440 Main Street, Suite 320
Southlake, Texas 76092
ENGINEER:
CHEATHAM AND ASSOCIATES
By:
F,ddie Cheatham, P E
President
Address for giving notices:
1250 E. Copeland Aid. Suite 900
Arlington, TX 76011
ATTEST:
City Secretary
(Br;glnall oft Originals)
ATTEST:
Page I I of 11 Pages
BASIC SERVICES
Attachment °A'
The project which is to become a part of this engineering services agreement is as follows:
)Proiect No-1
Provide professional services required by CITY for reconstruction and/or rehabilitation of
various existing roadways, and various sidewalk improvements. The professional services will
consist of provide bid documents and specifications for reconstructing the roadways utilizing
one or more of the following methods:
• pulverizing existing asphalt material
* compacting and stabilizing (if necessary) pulverized material for base section
• laying new surface coarse section
* minor re- grading of ditches
* reconstruction iDf driveway connections
+► slurry sealing
• slurry sealing with isolated base repairs
+ milling existing asphalt pavement with 2" HM4C oveTlay
+ milling existing asphalt pavement with 2" HMAC overlay including isolated base repairs
The services do not include preparation of design drawings and/or construction plans. The bid
documents will consist of a vicinity map, a pavement design section, and bid proposal. These
services will be accomplished by completing the following tasks:
Task Flo. 1: Minor design for ditch re- grading, driveway connections, and
miscellaneous drainage issues
Task No. 2: Minor design for sidewalk impmvements
Task No. 3: Preparation of bid documents
Task No. 4: Assistance and administration of Bidding Process
Task No. S - Construction Phase Services
Project No. 2
Provide professional services required by CITY for construction of drainage improvements at for
one or all of the following:
Location No. 1: T..W. King CMP culvert replacement
Location No_ 2: North White Chapel drainage ditch improvements
Location No. 3: 5ilverwood drainage improvements
The professional services will consist of providing construction plans, bid documents and
specifications required for these improvements.
BASIC SERVICES
Attachment 'B'
EINGINEERING FEES:
The engi fecmfodzcsobiect projects sha bcmofollo»ns
Puojed N*.l - Roadwa and Sidewalk ImpKovements (bmurlvmot'to-meed)
Task No. 1: $12,000,00
Task No, %, S 10J000/80
Task No. 3 - Sll500-0D
Task No 4: $ 5,500-100
Task No, 5: $15,00000
Project No, 2-Diobsage Improvements (Lump Slim)
Total Fee $ 31,700,GO
The following is the umoen1rate schedule used tocalculatoJmbfees.
Principal -' ... .......... ........... _. ...... -........... 150 00
}rojert Manager ......... ...... -'..,`','..~................ --- ...... S Ito Q0
Project Engineer --.......................
-_'_-^..... ........... lOO-OB
Registered Surveyor ... ._......................
....... l8kU0
Graduate Engineer mrETT
....... .......... _........... ....... - ....... $05.00
Gn i `oQTco6n6cbzu-------'_-_--'--_---_----_-s
80 OO
Survey Technician mrSlT
........ . ....... --- ........ ........... - ......... S8O,0O
[A]] 0nuftummo--~-'--~.....~.-....
S 7080
Construction Observation
_.`--....................... ---. ...... '_$ 90j03
AdministrativQ
............................... --A 55�00
388mn Survey Crew ............
.............. '--~-...-~........ 120.00
2BdaoSurvwvCmew --_'_---_......
-- ....... --- ........... 100-00
SPECIAL SERVICES
Attachment `C'
SURVEYING FEES
The surveying fees for the subject project, which include design surveys and construction
staking, shall he as follows:
Project No. 1 - $ 10,000.00 (hourly not -to- exceed)
Project No. 2 $10,380-00 (lump sum fee)
TOTAL $20,380.00
Affachment I DI
ESTUVUTED CONSTRUCTION COSTS:
Project No, 1 - $ 2,200,000 00
Prqject No, 2 - $ 346,000-00
TOTAL 5 2,546,000M
SPECIAL SERVICES
Attachment `E'
Additional Fees :N /A
SCHEDULES
Attachment `
Forpwjects which an related to clesigj; only tN5 fscal yt�ar;
Study and Report Phase complete by
Preliminary Resign complete by
Final Des complete by
Not Ap p licable _.
Not Applicable ..
January 1, 2005
Construction Phase beginning Febilla 1 2005