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Item 4C MemoCITY OF)USOUTHLAK-E MEMORANDUM (November 6, 2012) To: Shana Yelverton, City Manager From: Robert H. Price, P.E., Director of Public Works Subject: Approve Interlocal Agreement with the City of Keller for construction of the Caylor Wholesale Meter Modification. Action Requested: Approve Interlocal Agreement with the City of Keller for construction of the Caylor Wholesale Meter Modification. Background Information: On April 21, 2011 the City of Fort Worth requested that the cities of Southlake and Keller remove and replace an existing 16 -inch turbine meter from the water line which supplies water to Southlake and Keller. This is a companion project to the now 42 -inch ultrasonic meter installed in 2010 -2011. It will provide redundancy for Fort Worth and allow Southlake and Keller to utilize the capacity of the 42 -inch water supply line. The turbine meter to be replaced is located at the Caylor Ground Storage Tank and Meter Station. The City of Southlake contracted with Freese & Nichols, Inc. to prepare plans and specifications for the installation of the 36 -inch Magnetic Meter. The Engineering Services Contract was in the amount of $39,870.00. Circle C Construction Company is currently under contract with the City to construct the TW King 30 -inch water supply line. Construction of the 36 -inch magnetic meter at the Caylor Pump Station will be added to the contract by change order. The construction cost for this project is $166,700.00. The Caylor water supply line is designed to provide 29 million gallons per day (MGD) to the Cities of Southlake and Keller by gravity flow. Previous agreement between the Cities apportions this flow with 22 MGD to Southlake and 7 MGD to Keller. The cost of this project will be apportioned by the same ratio. The breakdown of the Cities costs are: Freese & Nichols, Inc. Design Fee $39,870.00 Construction Cost Amount $166,700.00 Amount shared by Cities of Southlake and Keller $206,570.00 City of Southlake share (22/29= 75.86 %) $156,704.00 City of Keller share (7/29 = 24.14 %) $49,866.00 Financial Considerations: This project is being funded from existing Capital Improvement Program Utility Fund monies allocated in the City of Fort Worth Wholesale Meter Modifications Project 00019. Staff recommends that City Council approve the Interlocal Agreement with the City of Keller. Strategic Link: The installation of the 36 -inch Magnetic Meter links to the city's strategy map relative to the focus areas of Infrastructure, Performance Management and Service Delivery. The specific corporate objectives that are met by the construction of these improvements include: Invest to provide and maintain high quality public assets and improve performance of delivery and operational processes. Citizen Input/ Board Review: N/A Legal Review: N/A Alternatives: The City Council may approve the Interlocal Agreement or deny it Supporting Documents: Location Map Freese & Nichols, Inc. Engineering Services Agreement Interlocal Agreement Staff Recommendation: Approve of the Interlocal Agreement with the City of Keller for the engineering design and construction costs associated with the Caylor Wholesale Meter Modification Project. Staff Contact: Robert H. Price, P.E., Public Works Director Gordon J. Mayer, Jr., P.E., City Engineer Alejandra Ayala, P.E., Civil Engineer 9 xl El 0 0 m LL 0 W6W ci LL 6 DL IL w LLJ 2 1 i r (D- (D "0 a. LU LU U) on 0-0 W c St :2 m CL 4-J—L :E cL 0 Ft J9 im c Cl. , 2 m 1 13 r (a 0 CD V I C. en m EO ui r r LL 0 9 xl El 0 0 m LL 0 0 ci LL 6 DL 9 INTERLOCAL AGREEMENT STATE OF TEXAS § COUNTY OF TARRANT § This Agreement is made by and between the City of Southlake, Texas ( "Southlake ") and the City of Keller ( "Keller "), acting herein by and through their duly authorized city managers, for the purpose of documenting the terms and conditions of an agreement whereby Southlake will administer the engineering design contract and the construction contract to install a 36" magnetic flow meter at the Fort Worth Caylor Water Pump Station to be known as the Caylor Wholesale Meter Modification Project ( "Project ") and the cities will divide the local cost share of such project for the design and construction of the Project as indicated in Exhibit A. WHEREAS, Chapter 791, Texas Government Code authorizes Interlocal Contracts between governmental entities to perform services either could undertake individually; and WHEREAS, Southlake and Keller desire to design and construct the Caylor Wholesale Meter Modification Project; and NOW, THEREFORE, WITNESSETH 1. Southlake shall provide administration for an engineering consultant contract for design of the Project. 2. The cost for design of the Project is $39,870.00. The share of the cost for design required from each city will be divided as indicated in Exhibit A. 3. Southlake shall provide administration for a construction contract for construction of the Proj ect. 4. The cost for construction of the Project is $166,700.00. The share of the cost for construction required from each city will be divided as indicated in Exhibit A. 5. In the event there are additional design costs or expenses involved in the engineering design contract, the parties agree to share such costs proportionally in the same manner as used for the initial design cost sharing identified in Exhibit A. 6. In the event there are additional construction costs or expenses involved in the construction contract, the parties agree to share such costs proportionally in the same manner as used for the initial construction cost sharing identified in Exhibit A. AGREED this day of 1 2012. CITY OF SOUTULAKE Shana Yelverton, City Manager ATTEST: Alicia Richardson, City Secretary APPROVED AS TO FORM AND LEGALITY: Attorney CITY OF KELLER Steve Polasek, City Manager ATTEST: Sheila Stephens, City Secretary APPROVED AS TO FORM AND LEGALITY: Attorney EXHIBIT A CAYLOR WHOLESALE METER MODIFICATION PROJECT PARTICIPATION Freese & Nichols, Inc. Design Fee Construction Cost Amount Amount shared by Cities of Southlake and Keller City of Southlake share (22/29= 75.86 %) City of Keller share (7/29 = 24.14 %) $39,870.00 $166,700.00 $206,570.00 $156,704.00 $49,866.00* *City of Keller shall provide a lump sum payment to the City of Southlake prior to beginning construction. Note: The Caylor water supply line is designed to provide 29 million gallons per day (MGD) to the Cities of Southlake and Keller by gravity. Previous agreement between the Cities apportions this flow with 22 MGD to Southlake and 7 MGD to Keller_ The cost of this project will be apportioned by the same ratio. AGREEMENT FOR ENGINEERING SERVICES THIS AGREEMENT is made this AP) day of Y I , 2011 -by and between the City of Southlake, Texas (hereinafter referred to as 'CITY "), and Freese Nichols Inc. (hereinafter referred to as "ENGINEER "). WHEREAS, CITY contemplates the need to make improvements to modify the Southlake /Keller wholesale water meter at the Fort Worth Caylor Pump Station. This project is to be known as the Caylor Wholesale Meter Modifications and hereinafter referred to as the "Project ". WHEREAS, ENGINEER is qualified, able, and desirous of performing the necessary engineering work upon which the Project is based and is willing and able to work with CITY staff to organize and coordinate the professional services necessary to complete the Project. NOW, THEREFORE, CITY engages ENGINEER to perform, and ENGINEER agrees to perform, the engineering work for the Project, as more fully described herein below, and CITY agrees to pay as compensation, and ENGINEER agrees to accept as compensation, the payments on the dates and in the amounts herein specified, all in accordance with the terms more fully set out below and as provided in Attachment I which is attached hereto and incorporated by reference as if fully set forth herein. I. ARTICLE ENGINEERING SERVICES A. Scope of Work ENGINEER will provide the supervision, direction, personnel and equipment to perform the engineering Services outlined in Attachment I in accordance with the terms set forth in this Agreement and in Attachment I. B. Definitions. Services refers to the professional services performed by ENGINEER pursuant to this Agreement. C. Changes. CITY, without invalidating the Agreement, may order changes within the general scope of the work required by the Agreement by altering, adding to and/or deducting from the work to be performed. If any change causes an increase or decrease in ENGINEER's cost of, or the time required for, the performance of any part of the Services under the Agreement, an equitable adjustment will be made by mutual agreement and this Agreement shall be modified in writing accordingly. Page 1 D. Coordination With Owner. The CITY shall make available to ENGINEER for use in performing Services hereunder all existing plans, maps, field notes, statistics computations and other data in the CITY's possession relative to existing facilities and to the Project. E. Site and Local Conditions. ENGINEER has the right to examine the site in order to become acquainted with local conditions and accepts conditions at the site unless otherwise noted in writing to the CITY. Any coordination or scheduling of work by CITY shall not relieve ENGINEER from its responsibilities specified hereunder. Necessary arrangement for access to any site by ENGINEER's employees will be made with CITY. F. Assignment and Subcontractors /Third Party Rights. The rights and obligations covered herein are personal to each party hereto and not to any third party and for this reason neither this Agreement nor any contract hereunder shall be assigned by either party in whole or in part; nor shall ENGINEER subcontract any of its obligations under this Agreement without the prior consent of CITY. G. Independent Contractor. ENGINEER covenants and agrees that it will perform the work hereunder as an independent contractor, and not as an officer, agent, servant, or employee of CITY; that ENGINEER shall have exclusive control of and exclusive right to control the details of the work performed hereunder, and all persons performing same, and shall be solely responsible for the acts and omissions of its officers, agents, employees, contractors, subcontractors, and consultants; that the doctrine of respondent superior shall not apply as between CITY and ENGINEER, its officers, agents, employees, contractors, subcontractors, and consultants, and nothing herein shall be construed as creating a partnership or joint enterprise between CITY and ENGINEER. H. Disclosure. By signature of this contract, ENGINEER warrants to CITY that it has made full disclosure in writing of any existing conflicts of interest or potential conflicts of interest, including personal financial interests, direct or indirect, in property abutting the proposed Project and business relations with abutting property owners. ENGINEER further warrants that it will make disclosure in writing of any conflicts of interest that develop subsequent to the signing of this contract and prior to final payment under the contract. Finally, Engineer warrants that it has submitted to the City a completed Conflicts of Interest Questionnaire as required by Chapter 176 of the Texas Local Government Code. Page 2 I. Approval by CITY. Approval by CITY of this Agreement shall not constitute or be deemed to be a release of the responsibility and liability of ENGINEER, its officers, agents, employees, and subcontractors for the accuracy and competency of the Services performed under this Agreement, including but not limited to surveys, designs, working drawings and specifications and other engineering documents. Such approval shall not be deemed to be an assumption of such responsibility and liability by CITY for any negligent act, error, or omission in the performance of ENGINEER's professional services or in the conduct or preparation of the subsurface investigations, surveys, designs, working drawings and specifications or other engineering documents by ENGINEER, its officers, agents, employees and subcontractors, it being the intent of the parties that approval by CITY signifies the CITY's approval of only the general design concept of the Improvements to be constructed. J. Indemnification. ENGINEER SHALL AND DOES HEREBY AGREE TO INDEMNIFY AND HOLD HARMLESS CITY, ITS OFFICERS, AGENTS, AND EMPLOYEES FROM ANY AND ALL DAMAGES, LOSS OR LIABILITY OF ANY KIND WHATSOEVER, BY REASON OF DEATH OR INJURY TO PROPERTY OR PERSON CAUSED BY ANY OMISSION OR NEGLIGENT ACT OF ENGINEER, ITS OFFICERS, AGENTS, EMPLOYEES, INVITEES, OR OTHER PERSONS FOR WHOM IT IS LEGALLY LIABLE, WITH REGARD TO THE PERFORMANCE OF THIS CONTRACT, AND ENGINEER WILL, AT ITS COST AND EXPENSE, DEFEND, PAY ON BEHALF OF, AND PROTECT CITY AND ITS OFFICERS, AGENTS, AND EMPLOYEES AGAINST ANY AND ALL SUCH CLAIMS AND DEMANDS. K. No Third Party Beneficiary. For purposes of this Agreement, including its intended operation and effect, the parties specifically agree and contract that: (1) this Agreement only affects matters /disputes between the parties to this Agreement, and is in no way intended by the parties to benefit or otherwise affect any third person or entity, notwithstanding the fact that such third person or entities may be in a contractual relationship with CITY and ENGINEER, or both; and (2) the terms of this Agreement are not intended to release, either by contract or operation of law, any third person or entity from obligations they owe to either CITY or ENGINEER. L. Successors and Assigns. CITY and ENGINEER each bind themselves and their successors, executors, administrators and assigns to the other party to this Agreement and to the successors, executors, administrators and assigns of such other party with respect to all covenants Page 3 of this Agreement. Neither CITY nor ENGINEER shall assign or transfer its interest in this Agreement without prior written consent of the other. II. ARTICLE CITY'S RESPONSIBILITIES CITY will: 1. Provide full information as to CITY's requirements for the Project; 2. Assist ENGINEER by placing at ENGINEER's disposal all information in CITY's control or knowledge which is pertinent to the Project, including executed right -of -way easements and final field survey data; 3. Examine all work presented by ENGINEER and respond within reasonable time and in writing to the material submitted by ENGINEER; 4. Pay all costs incident to advertising for obtaining bids or proposals from Contractors; 5. Give prompt written notice to ENGINEER whenever CITY observes or otherwise becomes aware of any defect in ENGINEER's work or in Contractor's work; 6. Designate in writing a person to act as its representative with respect to this Agreement, such person having complete authority to transmit instructions, receive information, and make or interpret the CITY's decisions; 7. Provide all information and criteria as to the CITY's requirements, objectives, and expectations for the Project including all numerical criteria that are to be met and all standards of development, design, or construction. 8. Provide to the ENGINEER all previous studies, plans, or other documents pertaining to the Project and all new data reasonably necessary in the ENGINEER's opinion, such as site survey and engineering data, environmental impact assessments or statements, zoning or other land use regulations, etc., upon all of which the ENGINEER may rely; and 9. Arrange for access to the site and other private or public property as required for the ENGINEER to provide its services. 10. Provide any other information or assistance as outlined in Attachment 1 hereto. Page 4 III. ARTICLE COMPENSATION FOR ENGINEERING SERVICES The CITY shall compensate ENGINEER for services rendered under this Agreement, in accordance with the following: For the completion of the work contemplated in Article I, the ENGINEER shall be paid a lump sum fee (as outlined in Attachment 1) of $39,870.00 as billed monthly by ENGINEER. IV. ARTICLE TIMES OF BILLING AND PAYMENT The ENGINEER shall bill CITY monthly for costs incurred in accordance with the work performed provided the limits set out in Article III hereof have not been exceeded. Payment shall be due within thirty (30) days of receipt by CITY of a properly prepared and correct invoice from ENGINEER. ENGINEER's invoices shall be accompanied by such records or other written proof as CITY deems necessary to verify the billings. Remittances shall be made to ENGINEER's office at 4055 International Plaza, Suite 200, Fort Worth, Texas 76109. If CITY fails to make payment due ENGINEER within thirty (30) days of the day when payment for services and expenses is due under the terms of this Agreement, ENGINEER shall be entitled to interest on such unpaid sums at the rate provided in Chapter 2251 of the Texas Government Code. V. ARTICLE ADDITIONAL ENGINEERING SERVICES In addition to performing the engineering services set out in Article I, hereof, ENGINEER agrees to perform additional services as requested by CITY from time to time and CITY agrees to compensate ENGINEER for such services in accordance with ENGINEER's standard hourly fee (see Attachment 1) as determined by the actual costs incurred and by actual time expended, such services to be one or more of the following: Make or prepare detailed description of sites, maps, or drawings related thereto and outside the scope of the Project; 2. Appearances before courts or boards on matters of litigation or hearings related to the Project; 3. Preparation of environmental impact assessments or statements for any governmental agency; 4. Miscellaneous engineering work for CITY not related to the Project; Page 5 5. To provide resident project construction inspection, unless such inspection is not required, in writing, by the CITY; 6. Other services agreed to by the parties in writing attached hereto as Attachment II and incorporated herein. VI. ARTICLE STANDARD OF CARE In performing its professional services, the ENGINEER will use that degree of care and skill ordinarily exercised, under similar circumstances, by reputable members of its profession in the same locality at the time the services are provided. No warranty, express or implied, is made or intended by the ENGINEER's undertaking herein or its performance of services, and it is agreed that the ENGINEER is not a fiduciary with respect to the CITY. VII. ARTICLE PERIOD OF SERVICE This Agreement shall be effective upon execution by CITY and ENGINEER, and shall remain in force until work is completed on the Project or until terminated under the provisions hereinafter provided in Article VIII. VIII. ARTICLE TERMINATION The CITY may terminate this Agreement at any time for convenience or for any cause upon ten (10) days written notice to the ENGINEER. Upon receipt of such notice the ENGINEER shall immediately discontinue all services and work and the placing of all orders or the entering into contracts for supplies, assistance, facilities, and materials in connection with the performance of this Agreement and shall proceed to cancel promptly all existing contracts insofar as they are chargeable to this Agreement. The ENGINEER, upon termination, shall be paid for all services rendered through the date of termination together with any additional reimbursable expense then due. IX. ARTICLE OWNERSHIP OF DOCUMENTS All completed or partially completed reports prepared under this Agreement, including the original drawings in both paper and electronic formats, shall become the property of CITY if this Agreement is Page 6 terminated. Upon completion and payment of the contract, the final design, drawings, specifications and documents in both paper and electronic formats shall be owned by CITY. 2. Reuse, change or alteration by CITY or others acting by or on behalf of CITY of such documents without the permission of ENGINEER shall be at CITY's sole risk. X. ARTICLE INSURANCE ENGINEER shall carry and maintain at all times relevant hereto, at ENGINEER's expense, insurance of the type and of minimum coverage limits as follows: 1. Workers Compensation - Statutory Employer's Liability - Limits as required by the State of Texas. 2. Comprehensive General Liability, Bodily Injury and Property Damage including contractual liability in a combined single limit - $500,000 per occurrence. 3. Comprehensive Automotive Liability, Bodily Injury and Property Damage in a combined single limit - $1,000,000 per accident. Certificates of insurance for the above coverage in a form acceptable to CITY, evidencing the coverage required above, shall be provided to CITY upon execution of this Agreement. Such certificates shall provide that the insurer will give CITY not less than ten (10) days notice of any material changes in or cancellation of coverage. In the event any subcontractor of ENGINEER, with or without CITY's consent, provides or renders services under this Agreement, ENGINEER shall ensure that the subcontractor's services are covered by the same insurance limits as set forth above. ENGINEER shall not commence work under this Agreement until it has obtained Professional Liability (Errors and Omissions) Insurance as required hereunder and such insurance coverage has been approved by CITY. Such insurance shall be in the minimum amount of $1,000,000 and shall include coverage of Contractually Assumed Liability. The insurance coverage prescribed herein shall be maintained until one (1) year after CITY's acceptance of the construction project and shall not be canceled without prior written notice to CITY. In this connection, upon the signing and return of this Agreement by ENGINEER, a Certificate of Insurance shall be furnished to CITY as evidence that the insurance coverage required herein has been obtained by ENGINEER, and such certificate shall contain the provision that such insurance shall not be cancelled or modified without thirty (30) days prior written notice to CITY. ENGINEER shall notify CITY within ten (10) days of any modification or alteration in such Professional Liability (Errors and Omissions) Insurance. Page 7 XI. ARTICLE AUTHORIZATION, PROGRESS AND COMPLETION CITY and ENGINEER agree that the Project design is planned to be completed so that the construction contract can be awarded by October 2012. ENGINEER shall employ manpower and other resources, and use professional skill and diligence to meet the schedule; however, ENGINEER shall not be responsible for schedule delays resulting from conditions beyond its control. By mutual agreement, CITY and ENGINEER may modify the Project schedule during the course of the Project and if such modifications affect ENGINEER's compensation, it shall be modified accordingly, subject to CITY's approval. It is understood that this Agreement contemplates full and complete engineering services for this Project, including any and all Services necessary to complete the work. For additional Engineering Services, the authorization by CITY shall be in writing and shall include the definition of the services to be provided, the schedule for commencing and completing the services, and the basis for compensation as agreed upon by CITY and ENGINEER. XII. ARTICLE NOTICE Any notice required under this Agreement will be in writing and given either personally, by registered or certified mail, return receipt requested, or by a nationally recognized overnight courier service, addressed to the parties as follows: If to CITY: Shana Yelverton City Manager City of Southlake 1400 Main Street, Suite 460 Southlake, Texas 76092 Phone: 817- 748 -8400 Fax: 817.748 -8010 If to ENGINEER: Thomas Haster, P.E. Vice President 4055 International Plaza, Suite 200 Fort Worth, Texas 76109 Phone: 817 -735 -7300 Fax: 817- 735 -7392 All notice shall be effective Upon the date of receipt. Page 8 XIII. ARTICLE SEVERABILITY In the event that any provision of this Agreement shall be found to be void or unenforceable, such finding shall not be construed to render any other provisions of this Agreement either void or unenforceable. All provisions, which are void or unenforceable, shall not substantially affect the rights or obligations granted to or undertaken by either party. XIV. ARTICLE VENUE -LAW Venue of any suit or cause of action under this Agreement shall lie exclusively in Tarrant County, Texas. This Agreement shall be construed in accordance with the laws of the State of Texas. IN WITNESS WHEREOF the parties have caused this Agreement to e executed in two equal originals on the date and year first above mentioned. CITY OF SOUTHLAKE: By: hag. Manager ATTEST: tHLA B y: • e e • — City Secretary •. s ''!!! lilt l•� ENGINEER: By: 4 c� — Thomas Haster, P.E., Vice President Page 9 THE STATE OF TEXAS § COUNTY OF TARRANT § Before me on this day personally appeared 0 I TO- known to me [or proved to me on the oath of or through r (description of identity card or other document)] to be the person whose name is subscribed to the foregoing instrument and that he/she is the duly authorized ICE 9Q 1'3J0L _ _ of T -LEESE tend % A16kl.s ' -pic , and acknowledged to me that he/she executed the same for the purposes and consideration therein expressed. Given under my hand and seal of A.D . KELLY J. SHRIVER STATE OF T EXAS ts My 0Mrn. bP- 0II0WM6 N Fice this ll day of P I i , 2ate of Texas Namb Printed Page 10 ATTACHMENT 1 ARTICLE I BASIC SERVICES: FNI shall render the following professional services in connection with the development of the Project: A. DESIGN PHASE FNI shall provide professional services in this phase as follows: 1. Project Kickoff meeting with City of Southlake and City of Fort Worth. 2. Perform a detailed site Survey of existing meter station and meter vault. Tie down all existing features onsite around meter vault. Measure all features and dimensions within meter vault for meter modifications. 3. Review site Survey in field once received from Surveyor. 4. FNI will perform a hydraulic /HGL analysis to determine the flow depth through the proposed meter to determine impacts on meter applicability and function. 5. Prepare 50% construction plans and specs including the following: Cover sheet with sheet index, general notes, site plan, utility plan, electrical plans, preliminary vault plan and profile. 6. Submit 50% construction plans and specs to the City of Southlake and City of Fort Worth. 7. Attend one (1) review meeting with the City of Southlake to review 50% City review comments. 8. Prepare 90% construction plans and specs including the following: Cover sheet with sheet index, general notes, site plan, utility plan, electrical site plan, detailed vault plan and profile with proposed meter, site details, utility details, and electrical details. 9. Submit 90% construction plans and specs to the City of Southlake and City of Fort Worth. 10. Attend one (1) review meeting with the City of Southlake prior to meeting with Fort Worth to review 90% City review comments. 11. Attend one (1) review meeting with the City of Fort Worth to go over 90% City review comments. 12. Prepare 100% construction plans and specs and submit to both Cities for final review and approval. B. BID OR NEGOTIATION PHASE Upon completion of the design services and approval of "Final" drawings and specifications by OWNER, FNI will proceed with the performance of services in this phase as follows: 1. Assist OWNER in securing bids. Issue a Notice to Bidders to prospective contractors and vendors listed in FNI's database of prospective bidders, and to selected plan rooms. Provide a copy of the notice to bidders for OWNER to use in notifying construction news publications and publishing appropriate legal notice. The cost for publications shall be paid by OWNER. L:U tasources lcbs\SlSouthlake%Caylor Meter ModslAgree FNI 1 OWNER 2. Maintain information on entities that have been issue a set of bid documents. Distribute information on plan holders to interested contractors and vendors on request. 3. Assist Owner by responding to questions and interpreting bid documents. Prepare and issue addenda to the bid documents to plan holders if necessary, 4. At OWNER request, FNI will assist OWNER in the opening, tabulating, and analyzing the bids received. Review the qualification information provided by the apparent low bidder to determine if, based on the information available, they appear to be qualified to construct the project. Recommend award of contracts or other actions as appropriate to be taken by OWNER. Pre - qualification of all prospective bidders and issuing a list of eligible bidders prior to the bid opening is an additional service. 5. Assist the OWNER in conducting a pre -bid conference for the construction projects and coordinate responses with OWNER. Response to the pre -bid conference will be in the form of addenda issued after the conference. Attend the tour of the project site after the pre -bid conference. 6. Assist OWNER in the preparation of Construction Contract Documents for construction contracts. Provide ten (10) sets of Construction Contract Documents which include information from the apparent low bidders bid documents, legal documents, and addenda bound in the documents for execution by the OWNER and construction contractor. Distribute five (5) copies of these documents to the contractor with a notice of award that includes directions for the execution of these documents by the construction contractor. Provide OWNER with the remaining five (5) copies of these documents for use during construction. Additional sets of documents can be provided as an additional service. 7. Furnish contractor copies of the drawings and specifications for construction pursuant to the General Conditions of the Construction Contract. C. CONSTRUCTION PHASE Upon completion of the bid or negotiation phase services, FNI will proceed with the performance of construction phase services as described below. FNI will endeavor to protect OWNER in providing these services however, it is understood that FNI does not guarantee the Contractor's perfornance, nor is FNI responsible for supervision of the Contractor's operation and employees. FNI shall not be responsible for the means, methods, techniques, sequences or procedures of construction selected by the Contractor, or any safety precautions and programs relating in any way to the condition of the premises, the work of the Contractor or any Subcontractor. FNI shall not be responsible for the acts or omissions of any person (except its own employees or agents) at the Project site or otherwise performing any of the work of the Project. These services are based on the use of FNI standard General Conditions for construction projects. Modifications to these services required by use of other general conditions or contract administration procedures are an additional service. If general conditions other than FNI standards are used, the OWNER agrees to include provisions in the construction contract documents that will require the construction contractor to include FNI and their sub - consultants on this project to be listed as an additional insured on contractor's insurance policies. 1. Assist OWNER in conducting pre - construction conference(s) with the Contractor(s), review construction schedules prepared by the Contractor(s) pursuant to the requirements of the construction contract, and prepare a proposed estimate of monthly cash requirements of the Project from information provided by the Construction Contractor. 2. Establish communication procedures with the OWNER and contractor. Submit monthly reports of construction progress. Reports will describe construction progress in general terns and summarize project costs, cash flow, construction schedule and pending and approved contract modifications, L:1 Resources lcbs\SlSouthlake\Caylor Meter Mods\Agree FNI 2 OWNER Establish and maintain a project documentation system consistent with the requirements of the construction contract documents. Monitor the processing of contractor's submittals and provide for filing and retrieval of project documentation. Produce monthly reports indicating the status of all submittals in the review process. Review contractor's submittals, including, requests for information, modification requests, shop drawings, schedules, and other submittals in accordance with the requirements of the construction contract documents for the projects. Monitor the progress of the contractor in sending and processing submittals to see that documentation is being processed in accordance with schedules. 4. Based on FNI's observations as an experienced and qualified design professional and review of the Payment Requests and supporting documentation submitted by Contractor, determine the amount that FNI recommends Contractor be paid on monthly and final estimates, pursuant to the General Conditions of the Construction Contract. 5. Make up to four (4) site visits and one (1) final walkthrough site visit, appropriate to the stage of construction, to observe the progress and the quality of work and to attempt to determine in general if the work is proceeding in accordance with the Construction Contract Documents. In this effort FNI will endeavor to protect the OWNER against defects and deficiencies in the work of Contractors and will report any observed deficiencies to OWNER. Visits to the site in excess of the specified number are an additional service. 6. Notify the contractor of non - conforming work observed on site visits. Review quality related documents provided by the contractor such as test reports, equipment installation reports or other documentation required by the Construction contract documents. 7. Interpret the drawings and specifications for OWNER and Contractor(s). Investigations, analyses, and studies requested by the Contractor(s) and approved by OWNER, for substitutions of equipment and/or materials or deviations from the drawings and specifications is an additional service. S. Establish procedures for administering constructive changes to the construction contracts. Process contract modifications and negotiate with the contractor on behalf of the OWNER to determine the cost and time impacts of these changes. Prepare change order documentation for approved changes for execution by the OWNER. Documentation of field orders, where cost to OWNER is not impacted, will also be prepared. Investigations, analyses, studies or design for substitutions of equipment or materials, corrections of defective or deficient work of the contractor or other deviations from the construction contract documents requested by the contractor and approved by the Owner are an additional service. Substitutions of materials or equipment or design modifications requested by the OWNER are an additional service. Prepare documentation for contract modifications required to implement modifications in the design of the project. Receive and evaluate notices of contractor claims and make recommendations to the OWNER on the merit and value of the claim on the basis of information submitted by the contractor or available in project documentation. Endeavor to negotiate a settlement value with the Contractor on behalf of the OWNER if appropriate. Providing these services to review or evaluate construction contractor(s) claim(s), supported by causes not within the control of FNI are an additional service. 10. Assist in the transfer of and acceptance by the construction contractor of any Owner furnished equipment or materials. 11. Conduct, in company with OWNER's representative, a final review of the Project for conformance with the design concept of the Project and general compliance with the Construction Contract Documents. Prepare a list of deficiencies to be corrected by the contractor before recommendation of final payment. Assist the City in obtaining legal releases, permits, warranties, spare parts, and L:( Resourceslcbs \S\SouthlakelCaylor Meter ModMgrce FNI 3 OWNER keys from the contractor. Review and comment on the certificate of completion and the recommendation for final payment to the Contractor(s). Visiting the site to review completed work in excess of two trips are an additional service. 12. Revise the construction drawings in accordance with the information furnished by construction Contractor(s) reflecting changes in the Project made during construction. Two (2) sets of prints of "Record Drawings" shall be provided by FNI to OWNER. FNI will provide OWNER with Tiff files of the final Record Drawings on a CD for the OWNER'S use. ARTICLE II SPECIAL SERVICES: Special Services to be performed by FNI, if authorized by OWNER, which are not included in the above described basic services, are described as follows: A. Meetings with the City of Southlake, or the City of Fort Worth, in addition to normal submittal review meetings stated in Article I. B. Site Visits in addition to the number specified in Article I. C. Coordination efforts during construction that are above and beyond typical scope required to complete the construction project. D. Additional design submittals to either the City of Southlake or City of Fort Worth, in addition to submittal milestones stated in Article I. Special Services will be billed at a CPM hourly rate for the employee that has performed the additional effort. ARTICLE III ADDITIONAL SERVICES: Additional Services to be performed by FNI, if authorized by OWNER, which are not included in the above described basic services, are described as follows: A. Any design or modifications related to the existing 42" Ultrasonic Meter Station onsite at the Caylor Meter Station site. (All design will be limited only to existing 16" Turbine Meter vault replacement within the existing meter vault). If a Mag Meter is used that is smaller in size than the 36" Mag Meter, work will need to be completed outside the meter vault and meter vault walls, and will constitute the need for additional services. The intent is to have all improvements confined to the vault interior for replacing the 16" Turbine Meter with a 36" Mag Meter. B. Field layouts or the furnishing of construction line and grade surveys. C. GIS mapping services or assistance with these services. D. Making property, boundary and right -of -way surveys, preparation of easement and deed descriptions, including title search and examination of deed records. E. Providing services to investigate existing conditions or facilities, or to make measured drawings thereof, or to verify the accuracy of drawings or other information furnished by OWNER. F. Providing renderings, model, and mock -ups requested by the OWNER. L1 Resourceslcbs \SlSouthtake\Caylor Meter ModslAgree FNI 4 OWNER G. Making revisions to drawings, specifications or other documents when such revisions are 1) not consistent with approvals or instructions previously given by OWNER or 2) due to other causes not solely within the control of FNI. H. Providing consultation concerning the replacement of any Work damaged by fire or other cause during the construction, and providing services as may be required in connection with the replacement of such Work. I. Investigations involving consideration of operation, maintenance and overhead expenses, and the preparation of rate schedules, earnings and expense statements, feasibility studies, appraisals, evaluations, assessment schedules, and material audits or inventories required for certification of force account construction performed by OWNER. J. Preparing applications and supporting documents for government grants, loans, or planning advances and providing data for detailed applications. K, Providing shop, mill, field or laboratory inspection of materials and equipment. Observe factory tests of equipment at any site remote to the project or observing tests required as a result of equipment failing the initial test. L. Conducting pilot plant studies or tests. M. Preparing Operation and Maintenance Manuals or conducting operator training. N. Preparing data and reports for assistance to OWNER in preparation for hearings before regulatory agencies, courts, arbitration panels or any mediator, giving testimony, personally or by deposition, and preparations therefore before any regulatory agency, court, arbitration panel or mediator. O. Furnishing the services of a Resident Project Representative to act as OWNER's on -site representative during the Construction Phase. The Resident Project Representative will act as directed by FNI in order to provide more extensive representation at the Project site during the Construction Phase. Through more extensive on -site observations of the work in progress and field checks of materials and equipment by the Resident Project Representative and assistants, FNI shall endeavor to provide further protection for OWNER against defects and deficiencies in the work. Furnishing the services of a Resident Project Representative is subject to the provisions of Article I, D and Attachment RPR. If OWNER provides personnel to support the activities of the Resident Project Representative who is FNI or FNI's agent or employee, the duties, responsibilities and limitations of authority of such personnel will be set forth in an Attachment attached to and made a part of this AGREEMENT before the services of such personnel are begun. It is understood and agreed that such personnel will work under the direction of and be responsible to the Resident Project Representative. OWNER agrees that whenever FNI informs him in writing that any such personnel provided by the OWNER are, in his opinion, incompetent, unfaithful or disorderly, such personnel shall be replaced. P. Furnishing Special Inspections required under chapter 17 of the International Building Code. These Special Inspections are often continuous, requiring an inspector dedicated to inspection of the individual work item, and they are in additional to General Representation and Resident Representation services noted elsewhere in the contract. These continuous inspection services can be provided by FNI as an Additional Service. Q. Preparation of Conformed or "As Bid" plans and specifications for use during the construction phase. These documents shall involve the incorporation of addenda items into the Contract Documents through L: 1Resources lcbs\SlSouthlakelCaylor Meter Mods\Agree FNI 5 OWNS modification of the electronic files and reprinting of the plans and specifications inclusive of the incorporated changes. R. Assisting OWNER in preparing for, or appearing at litigation, mediation, arbitration, dispute review boards, or other legal and/or administrative proceedings in the defense or prosecution of claims disputes with Contractor(s). S. Performing investigations, studies and analyses of substitutions of equipment and /or materials or deviations from the drawings and specifications. T. Assisting OWNER in the defense or prosecution of litigation in connection with or in addition to those services contemplated by this AGREEMENT. Such services, if any, shall be furnished by FNI on a fee basis negotiated by the respective parties outside of and in addition to this AGREEMENT. U. Providing environmental support services including the design and implementation of ecological baseline studies, environmental monitoring, impact assessment and analyses, permitting assistance, and other assistance required to address environmental issues. V. Performing investigations, studies, and analysis of work proposed by construction contractors to correct defective work. W. Design, contract modifications, studies or analysis required to comply with local, State, Federal or other regulatory agencies that become effective after the date of this agreement. X. Services required to resolve bid protests or to rebid the projects for any reason. Y. Visits to the site in excess of the number of trips included in Article I for periodic site visits, coordination meetings, or contract completion activities. Z. Any services required as a result of default of the contractor(s) or the failure, for any reason, of the contractor(s) to complete the work within the contract time. AA. Providing services after the completion of the construction phase not specifically listed in Article I. BB. Providing basic or additional services on an accelerated time schedule. The scope of this service include cost for overtime wages of employees and consultants, inefficiencies in work sequence and plotting or reproduction costs directly attributable to an accelerated time schedule directed by the OWNER. CC. Providing services made necessary because of unforeseen, concealed, or differing site conditions or due to the presence of hazardous substances in any form. DD. Providing services to review or evaluate construction contractor(s) claim(s), provided said claims are supported by causes not within the control of FNI. EE. Providing value engineering studies or reviews of cost savings proposed by construction contractors after bids have been submitted. FF. Preparing statements for invoicing or other documentation for billing other than for the standard invoice for services attached to this professional services agreement. GG. Provide follow -up professional services during Contractor's warranty period. HH. Provide Geotechnical investigations, studies and reports. L;\ Resources lcbslS\Southlake\Caylor Meter Mods\Agree FNI t 6 OWNE ARTICLE IV TIME OF COMPLETION: FNI is authorized to commence work on the Project upon execution of this AGREEMENT and agrees to complete the services in accordance with the following schedule: 50% Construction Plans and Specs— 60 calendar days from date of signed contract 90% Construction Plana and Specs — 40 calendar days from receipt of 50% City review comments Final Construction Plans and Specs — 21 calendar days from receipt of 90% City review comments If FNI's services are delayed through no fault of FNI, FNI shall be entitled to adjust contract schedule consistent with the number of days of delay. These delays may include but are not limited to delays in OWNER or regulatory reviews, delays on the flow of infonnation to be provided to FNI, governmental approvals, etc. These delays may result in an adjustment to compensation as outlined on the face of this AGREEMENT and in Attachment CO. ARTICLE V RESPONSIBILITIES OF OWNER: OWNER shall perform the following in a timely manner so as not to delay the services of FNI: A. Designate in writing a person to act as OWNER's representative with respect to the services to be rendered under this AGREEMENT. Such person shall have contract authority to transmit instructions, receive information, interpret and define OWNER's policies and decisions with respect to FNI's services for the Project. B. Provide all criteria and full information as to OWNER's requirements for the Project, including design objectives and constraints, space, capacity and performance requirements, flexibility and expandability, and any budgetary limitations; and furnish copies of all design and construction standards which OWNER will require to be included in the drawings and specifications. C. Assist FNI by placing at FNI's disposal all available information pertinent to the Project including previous reports and any other data relative to design or construction of the Project. D. Arrange for access to and make all provisions for FNI to enter upon public and private property as required for FNI to perform services under this AGREEMENT. E. Examine all studies, reports, sketches, drawings, specifications, proposals and otherdocuments presented by FNI, obtain advice of an attorney, insurance counselor and other consultants as OWNER deems appropriate for such examination and render in writing decisions pertaining thereto within a reasonable time so as not to delay the services of FNI. F. 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 completion of the Project. G, OWNER shall make or arrange to have made all subsurface investigations, including but not limited to borings, test pits, soil resistivity surveys, and other subsurface explorations. OWNER shall also make or arrange to have made the interpretations of data and reports resulting from such investigations. All costs associated with such investigations shall be paid by OWNER. L1Resources lcbs\SNSouthtake\Caylor Meter Mods\Agree FNI - r 7 OWNS H. Provide such accounting, independent cost estimating and insurance counseling services as may be required for the Project, such legal services as OWNER may require or FNI may reasonably request with regard to legal issues pertaining to the Project including any that may be raised by Contractor(s), such auditing service as OWNER may require to ascertain how or for what purpose any Contractor has used the moneys paid under the construction contract, and such inspection services as OWNER may require to ascertain that Contractor(s) are complying with any law, rule, regulation, ordinance, code or order applicable to their furnishing and performing the work. OWNER shall determine, prior to receipt of construction bid, if FNI is to furnish Resident Project Representative service so the Bidders can be informed. If OWNER designates a person to serve in the capacity of Resident Project Representative who is not FNI or FNI's agent or employee, the duties, responsibilities and limitations of authority of such Resident Project Representative(s) will be set forth in an Attachment attached to and made a part of this AGREEMENT before the Construction Phase of the Project begins. Said attachment shall also set forth appropriate modifications of the Construction Phase services as defined in Attachment 1, Article I, C, together with such adjustment of compensation as appropriate. K. Attend the pre -bid conference, bid opening, preconstruction conferences, construction progress and other job related meetings and substantial completion inspections and final payment inspections. L. Give prompt written notice to FNI whenever OWNER observes or otherwise becomes aware of any development that affects the scope or timing of FNI's services, or any defect or nonconformance of the work of any Contractor. M. Furnish, or direct FNI to provide, Additional Services as stipulated in Attachment 1, Article III of this AGREEMENT or other services as required. N. Bear all costs incident to compliance with the requirements of this Article V. ARTICLE VI DESIGNATED REPRESENTATIVES: FNI and OWNER designate the following representatives: Owner's Designated Representative: Alejandra Ayala, 1400 Main Street, Ste, 320, Southlake, Texas 76092; Phone: 817 -748 -8274; Fax: 817 -748 -8077; email: aayala @ci.southlake.tx.us Owner's Accounting Representative: Vickie Dewees, 1400 Main Street, Ste. 440, Southlake Texas 76092; Phone 817- 748 -8187; Fax 817- 748 -8048; email vdewees@ci.southlake.tx.us FNI's Designated Representative: Daniel A. Tremper, P.E., 2220 San Jacinto Blvd., Ste. 330, Denton, Texas 76205; Phone: 940 -220 -4352; Fax: 940 -387 -4677; email: dat @ffeese.com FNI's Accounting Representative: Jana Collier, 4055 International Plaza, Ste. 200, Fort Worth, Texas 76108, Phone: 817- 735 -1354; Fax: 817 - 735 -7496; email: jvc @freese:com L,\[ tesourceslcbs \S\Sourhiake\Cay]or Meter Mods\Agree FN 8 OWNER ATTACHMENT CO COMPENSATION LUMP SUM WITH ADDITIONAL WORK BASED ON COST TIMES MULTIPLIER A. Basic Services Compensation to FNI for the Basic Services in Attachment 1 shall be the lump sum fee of Thirty Nine Thousand Eight Hundred Seventy Dollars ($39,870.00). If FNI sees the Scope of Services changing so that additional services are needed, including but not limited to those services described as Additional Services in Attachment 1, FNI will notify OWNER for OWNER'S approval before proceeding. Additional Services shall be computed based on the Schedule of Charges. B. Schedule of Charges for Additional Work Staff Member Salary Cost Times Multiplier of 2.08 Salary Cost is defined as the cost of payroll of engineers, draftsmen, stenographers, surveymen, clerks, laborers, etc., for the time directly chargeable to the project, plus social security contributions, unemployment compensation insurance, retirement benefits, medical and insurance benefits, longevity payments, sick leave, vacation and holiday pay applicable thereto. (Salary Cost is equal to 1.632 times payroll. This factor is adjusted annually). Other Direct Expenses Actual Cost Times Multiplier of 1.10 Other direct expenses shall include outside printing and reproduction expense, communication expense, travel, transportation and subsistence away from the FNI office and other miscellaneous expenses directly related to the work, including costs of laboratory analysis, test, and other work required to be done by independent persons other than staff members. For Resident Representative services performed by non -FNI employees and CAD services performed In -house by non -FNI employees where FNI provides workspace and equipment to perfonn such services, these services will be billed at cost times a multiplier of 2.0. This markup approximates the cost to FNI if an FNI employee was performing the same or similar services. Rates for In -house Services Computer $10.00 per hour Plotter Bond Special Color $ 2.50 per plot $ 5.00 per plot $ 5.75 per plot Testing Apparatus Density Meter $700.00 per month Gas Detection $ 20.00 per test 3 -10 -04 Printing Black and White $0.10 per copy Color $0.50 per copy Binding $5.75 per book L:1 Resourceslcbs \SlSouthlake\Caylor Meier ModslAgree FNI 9 OWNER