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HomeMy WebLinkAboutResolution - 5500 - Contract - Kimley-Horn & Associates Inc - Engineering Services, CTCS - 05_22_1997RESOLUTION NO.5500 Item #35 May 22,1997 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute for and on behalf of the City of Lubbock a Contract for Engineering Services for Computerized Traffic Control System, attached herewith, by and between the City of Lubbock and Kimley-Horn and Associates, Inc., and any associated documents, which Contract shall be spread upon the minutes of the Council and as spread upon the minutes of this Council shall constitute and be a part of this Resolution as if fully copied herein in detail. Passed by the City Council this 22nd day of May , 1997. �. i �1�� . t •MAYOR AT EST. ayth'e Darnell, City Secretary APPROVED AS TO CONTENT: Victor Kilm , Purchasing Manager APPROVED AS TO FORM: r '?�)' D d G. andiver, First Assistant City Attorney da/ccdocs/kimley.res May 12, 1997 RESOLUTION NO.5500 Item #35 May 22,1997 STANDARD AGREEMENT BETWEEN CITY OF LUBBOCK AND KIMLEY-HORN AND ASSOCIATES, INC. FOR PROFESSIONAL SERVICES THIS AGREEMENT is made this _ day of 1997, by and between the City of Lubbock, Texas (the "Client") and Kimley-Horn and Associates, Inc., of Dallas, Texas (the "Engineer"). WHEREAS, the Client intends to begin the phased implementation of a new computerized traffic signal system ("the Project"); and WHEREAS, the Client desires to engage the Engineer to perform certain professional engineering services relative to "the Project'; and NOW, THEREFORE, the Client and the Engineer, in consideration of their mutual covenants herein, agree in respect of the performance of professional engineering services by the Engineer and the payment of those services by the Client as set forth below. (1) Sc2ne of Services. The undertaking of the Engineer to perform professional Services under this Agreement extends only to the services set forth in Exhibit A, which is attached hereto and incorporated herein by reference ("the Services"). However, if requested by the Client and agreed to by the Engineer, the Engineer will perform additional services ("Additional Services") and shall be compensated as set forth below. In addition, the Engineer is authorized to perform, and will be similarly compensated therefor, Additional Services for those services the Engineer deems advisable due to emergencies, errors or other unanticipated actions by the Client's contractor(s), revised regulations governing the Engineer's services, or requirements of authorities if, in the Engineer's opinion, such additional services are clearly in the Client's interest, and advance authorization cannot be obtained. In the event of the performance of such Additional Services, the Engineer will notify the Client as soon as practical of the necessity, extent, and inception of the Additional Services. (2) Client's Res2gnsibilities. The Client shall do the following in a timely manner so as not to delay the services of the Engineer: (a) Designate in writing a person to act as the Client's 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 define the Client's policies and decisions with respect to the Engineer's services for the Project. (b) Provide all criteria and full information as to the Client's requirements for the Project, including objectives and constraints, space, capacity and performance requirements and expectations, flexibility and expandability, STD AGREEMENT - CITY OF LUBBOCK (Rev. 414/97) Page l of 8 and any budgetary limitations; and furnish copies of all design and construction standards which the Client will require to be included in the drawings and specifications. (c) Assist the Engineer by placing at its disposal all available information pertinent to the Project including previous reports and any other data relative to studies, design, or construction or operation of the Project. (d) Fumish to the Engineer, as required for performance of the Engineer's Services (except to the extent provided otherwise in Exhibit A), the following: (i) data prepared by or services of others, including without limitation borings, probings and subsurface explorations, hydrographic surveys, laboratory tests and inspection of samples, materials and equipment; (ii) appropriate professional interpretations of all of the foregoing; (iii) environmental assessment and impact statements; (iv) property, boundary, easement, right-of-way, topographic and utility surveys; (v) property descriptions; (vi) zoning, deed and other land use restrictions; and (vii) other special data or consultations; all of which Engineer may use and rely upon in performing services under this Agreement. (e) Provide engineering surveys to establish reference points for construction (except to the extent provided otherwise in Exhibit A). (f) Arrange for access to and make all provisions for the Engineer to enter upon public and private property as required for the Engineer to perform services under this Agreement. (g) Examine all studies, reports, sketches, drawings, specifications, proposals and other documents presented by the Engineer, obtain advice of an attorney, insurance counselor and other consultants as the Client deems appropriate for such examination and render in writing decisions pertaining thereto within a reasonable time so as not to delay the services of the Engineer. The Engineer shall have no liability to the Client for delays resulting from Client's failure to review documents promptly. (h) Fumish approvals and permits for all government authorities having jurisdiction over the Project and such approvals and consents from others as may be necessary for completion of the Project. (i) Provide such accounting, independent cost estimating and insurance counseling services as may be required for the Project, such as legal services as the Client may require or the Engineer may reasonably request with regard to legal issues pertaining to the Project including any that may be raised by any contractor(s) employed by the Client (hereinafter the "Contractor"), such auditing services as the Client may require to ascertain how or for what purpose any Contractor has used the moneys paid to him under the construction contract, and such inspection services as the Client may require to ascertain that the Contractor is complying with any law, rule, regulation, ordinance, code or order applicable to their furnishing and performing the work. STD AGREEMENT - CITY OF LUBBOCK (Rev. 4/4/97) Page 2 of 8 0) If the Client designates a person to represent Client at the site who is not the Engineer or the Engineer's agent or employee, set forth the duties, responsibilities and limitations of authority of such other person and the effect thereof on the duties and responsibilities of the Engineer, stating these matters in an exhibit that is to be identified, attached to, and made a part of this Agreement before such services begin. (k) If more than 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. (1) Furnish to the Engineer data or estimated figures as to the Client's anticipated costs for services to be provided by others for the Client as required for the Engineer to support opinions of probable total Project costs. (m) Attend the pre -bid conference, bid opening, pre -construction conferences, construction progress and other job -related meetings and substantial completion inspections and final payment inspections. (n) Give prompt written notice to the Engineer whenever the Client observes or otherwise becomes aware of any development that affects the scope or timing of Engineer's services, or any defect or non-conformance in any aspect of the Project. (o) Bear all costs incident to compliance with the requirements of this paragraph. (3) Period of Services. (a) The provisions of this section and the various rates of compensation for the Engineer provided for elsewhere in this Agreement have been agreed to in anticipation of conditions permitting orderly and continuous progress of the Project through the Construction Phase. (b) The Engineer shall begin work timely after receipt of a fully executed copy of this Agreement and will complete the Services described in Exhibit A. The times for performance shall be extended as necessary for periods of delay resulting from strikes, natural disasters, and other circumstances which the Engineer does not control. If the Client requests significant modifications in the scope of the Project, the time of performance of the Engineer's Services shall be adjusted appropriately (c) In addition, if the Engineer's Services or any Additional Services are delayed or suspended in whole or in part for more than three (3) months for reasons beyond the Engineer's control, the Engineer shall be paid as provided in paragraphs (5) and (6), but such suspension shall not terminate this Agreement unless the Engineer elects to terminate by written notice to the Client. If such delay or suspension extends for more than six (6) months (cumulatively) for reasons beyond the Engineer's control, the various rates of compensation provided for elsewhere in this Agreement shall be subject to renegotiation. (d) The Engineer's receipt of a fully executed copy of this Agreement shall constitute written notice for it to proceed with performance of the Services. STD AGREEMENT - CITY OF LUBBOCK (Rev. 4/4197) Page 3 of 8 (4) Compensation for Services. (a) For Services described in Exhibit A, the Engineer's compensation shall be computed on the basis set forth in Exhibit B, which is attached hereto and incorporated herein by reference. (b) If so provided in Exhibit B, direct expenses incurred by the Engineer in providing the Services described in Exhibit A shall be reimbursed to the Engineer. Reimbursable direct expenses shall mean the actual expenses incurred directly by the Engineer in connection with performance of the Services, including, but not limited to, reasonable expenses for travel and meals; obtaining bids or proposals; telephone calls and electronic messaging; and reproduction of reports, drawings, specifications and similar items. Technical use of computers for analysis, design graphics, etc., will be billed at $25.00 per hour. (c) If the Engineer's compensation hereunder is on an hourly, rather than a lump sum fee basis, the parties have estimated costs and expenses for the various portions of the scope of services described in Exhibit A and such costs and expenses are set forth in Exhibit B. The Engineer will not exceed the limits set forth in Exhibit B without the authorization of the Client. (d) No deduction is to be made from the Engineer's compensation on account of any penalty, liquidated damages, or other amounts withheld from payments to the Contractor. (5) Compensation for Additional Services. If upon the request of the Client, the Engineer agrees to perform Additional Services hereunder, the Client shall pay the Engineer for the performance of such Additional Services an amount (in addition to all other amounts payable under this Agreement) equivalent to (i) the payroll costs incurred by the Engineer in providing such Additional Services multiplied by a factor of 2.75, plus (ii) the reimbursable direct expenses, as defined herein, so incurred by the Engineer in providing such services multiplied by a factor of 1.15. For purposes of this Agreement, payroll costs shall mean salaries and wages paid by the Engineer to any and all of its personnel for performance of the Additional Services, including, but not limited to, engineers and other technical personnel, and administrative support staiiy plus the cost of customary and statutory benefits including, but not limited to, social security contributions, unemployment, excise and payroll taxes, workers' compensation, health, retirement and pension benefits, sick leave, vacation and holiday pay applicable thereto. (6) Method of Pa ent. (a) Invoices will be submitted by the Engineer to the Client monthly for services performed and expenses incurred pursuant to this Agreement during the prior month. When the Engineer's compensation is on a lump sum fee basis, the statements will be based upon the portion of total Services actually completed at the time of billing. if the Engineer's compensation is on an hourly basis, the statements shall be based on time actually expended in providing the Services at the rates provided in Exhibit B. Payment of each such invoice will be due within twenty-five (25) days of receipt. Interest will be added to accounts not paid within 25 days at the rate of five percent (5%) per annum. If the Client fails to make any payment due the Engineer for services and expenses within thirty (30) days after the Engineer's STD AGREEMENT - CITY OF LUBBOCK (Rev. 4/4/97) Page 4 of 8 transmittal of its invoice therefor, the Engineer may, after giving seven (7) days' written notice to the Client, suspend services under this Agreement until it has been paid in full all amounts due. (b) If the Client objects to any statement submitted by the Engineer, he shall so advise the Engineer in writing giving its reasons within fourteen (14) days of receipt of such bill or all such objections shall be waived. (c) The Client acknowledges and agrees that the payment for services rendered and reasonable expenses incurred by the Engineer pursuant to this Agreement is not subject to any contingency. (7) Use of Documents. All documents, including but not limited to drawings, specifications and data or programs stored electronically, prepared by the Engineer are related exclusively to the services described herein. They are not intended or represented to be suitable for partial use or reuse by the Client or others on extensions of this project or on any other project. Any modifications made by the Client to any of the Engineer's documents, including without limitation the partial use of the Engineer's documents, or any reuse without written verification or adaptation by the Engineer to specific purposes intended will be at the Client's sole risk and without liability or legal exposure to the Engineer. The Client shall indemnify, defend and hold the Engineer harmless from all claims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting therefrom. Any such verification or adaptation will entitle the Engineer to further compensation at rates to be agreed upon by the Client and the Engineer. (8) Opinions of Cost. Since the Engineer does not control the cost of labor, materials, equipment or services furnished by others, methods of determining prices, or competitive bidding or market conditions, any and all opinions rendered as to costs, including but not limited to opinions as to the costs of construction and materials, shall be made on the basis of its experience and qualifications and represent its best judgment as an experienced and qualified professional, familiar with the industry. The Engineer cannot and does not guarantee that proposals, bids or actual costs will not vary from opinions of cost prepared by it. If at any time the Client wishes greater assurance as to the amount of any cost, it shall employ an independent cost estimator to make such determination. Engineer's services required to bring costs within any limitation established by the Client will be paid for as Additional Services by the Client. (9) Termination. The obligation to provide further services under this Agreement may be terminated by either party upon seven (7) days' written notice in the event of substantial failure by the other party to perform in accordance with the terms hereof through no fault of the terminating party. In the event of any termination, the Engineer will be paid for all services rendered to the date of termination, and all expenses subject to reimbursement. If the Engineer's compensation hereunder is determined on an hourly basis, the amount payable to the Engineer for services so rendered shall be established on the basis of the time and authorized expenses actually incurred on the Project to the STD AGREEMENT - CITY OF LUBBOCK (Rev. 4/41V7) Page 5 of 8 t date of its receipt of notice of termination. If the Engineer's compensation under this Agreement is a lump sum, upon such termination the amount payable to the Engineer for services rendered will be a proportional amount of the total fee based on a ratio of the services done to the total services which were to have been performed, less prior partial payments, if any. (10) Insurance. The Engineer is protected by Workers' Compensation insurance, employer's liability insurance, professional liability insurance, and public liability insurance for bodily injury and property damage and will exchange certificates of insurance upon request. If the Client specifically directs the Engineer to obtain increased insurance coverage, the Engineer will take out such additional insurance, if obtainable, at the Client's expense. (11) Liability. In performing its professional services hereunder, the Engineer will use that degree of care and skill ordinarily exercised, under similar circumstances, by reputable members of its profession practicing in the same or similar locality at the time the services are provided. No other warranty, express or implied, is made or intended by the Engineer's undertaking herein or its performance of services hereunder. The Engineer agrees that during the period in which an action otherwise could be brought against it, the Engineer will hold the Client harmless from loss, damage, injury, or liability arising directly and solely from the negligent acts or omissions of the Engineer, its employees, agents, subcontractors and their employees and agents. Under no circumstances shall the Engineer be liable for lost profits, for extra costs or other consequences due to changed conditions, or for costs related to the failure of contractors or materialmen to install work in accordance with the plans and specifications. (12) DJ,spute Resolution. All claims, counterclaims, disputes, and other matters in question between the Client and the Engineer arising out of this Agreement or its breach shall be submitted first to mediation. Failing to reach agreement thereby and at the discretion of the Engineer or the Client, the matter shall then be submitted to binding arbitration in accordance with the Texas Arbitration Act. Any arbitration or civil action must be commenced within one year of the accrual of the cause of action asserted but in no event later than allowed by applicable statutes. No arbitration proceedings shall include by consolidation, joinder, or in any other manner, any party other than the Client and the Engineer, and arbitration in respect of a specifically described claim, counterclaim, dispute or other matter in question shall not be expanded to include any other issue. The restrictions of the previous sentence as to parties to and issues of the arbitration proceedings may be amended by specific written approval of the Client and the Engineer for each exception. (13) Hazardous Substances. The parties understand and agree that in seeking the professional services of the Engineer, the Client does not request the Engineer to undertake to perform any services, studies, or tests, or to make any determinations involving hazardous substances, as defined by federal law. Therefore, the Engineer undertakes no such obligation, and the Client agrees to hold harmless, indemnify, and defend the Engineer from and against any and all claims, losses, damages, liability, and costs arising out of or in any way connected with the STD AGREEMENT - CITY OF LUBBOCK (Rev. 4/4/97) Page 6 of 8 presence, discharge, release, or escape of contaminants or hazardous substances of any kind, or environmental liability of any nature, in any manner related to services performed by the Engineer under this Agreement. If any condition regarding a hazardous substance, including but not limited to asbestos, is observed by the Engineer or is alleged during the course of the performance of the services hereunder, the Engineer shall have the right to cease all services until the hazardous substance condition has been eliminated. The Engineer shall have the responsibility to notify the Client of any such condition of which the Engineer becomes aware, and the Client shall be solely responsible for the elimination of the hazardous substance condition. If the services to be performed by the Engineer hereunder cannot be performed because of the existence of the hazardous substance condition, the existence of the condition shall be deemed to be a substantial failure on the part of the Client to perform in accordance with the terms of this Agreement, through no fault of the Engineer, for the purposes of termination under paragraph (9). (14) Assignment and Subcontracting. Nothing under this Agreement shall be construed to give any rights or benefits in this Agreement to anyone other than the Client and the Engineer, and all duties and responsibilities undertaken pursuant to this Agreement will be for the sole and exclusive benefit of the Client and the Engineer and not for the benefit of any other party. Neither the Client nor the Engineer shall assign, sublet or transfer any rights under or interest in this Agreement without the written consent of the other. Unless specifically stated 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. It is expressly agreed and understood that the Engineer is authorized to subcontract a portion of the services to Lee Engineering, Inc. Nothing contained in this paragraph shall prevent the Engineer from employing such independent professional associates and consultants as the Engineer may deem appropriate to assist in the performance of services hereunder. (15) Confidentiality. The Client hereby consents to the use and dissemination by the Engineer of photographs of the Project and to the use by the Engineer of facts, data and information obtained by the Engineer in the performance of its services. Notwithstanding the foregoing, with respect to any facts, data or information specifically identified in writing by the Client as confidential, the Engineer shall use reasonable care to maintain the confidentiality of such identified material. (16) Controlling Law. This Agreement is to be governed by the law of the State of Texas. (17) Binding Effect. This Agreement shall bind, and the benefits thereof shall inure to the respective parties hereto, their legal representatives, executors, administrators, successors and assigns. (18) Merger: Amendment. This contract contains the entire and fully integrated agreement between the parties, and supersedes all prior and contemporaneous negotiations, representations, agreements or understandings, STD AGMEAFNT - CITY OF LUBBOCX (Rev. I/4/97) Page 7 of 8 whether written or oral. This Agreement can be supplemented or amended only by a written document executed by both the Engineer and the Client. (19) SeverabilitG Waiver of Provisions. Any provision in this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provision in any other jurisdiction. Also, the non -enforcement of any provision by either party shall not constitute a waiver of that provision nor shall it affect the enforceability of that provision or of the remainder of this Agreement. IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as of the day and year first above written. CLIENT: • / ::a / i• � APPROVED AS TO C NT: Aryl D. Hart, Jr. City Traffic Engineer APPROVED A§ TO FORM: Harold Willard Assistant City Attorney ENGINEER: KIMLEY-PQRN AND 4SSOCJMS, INC IC Y: M174 AV Assoctla J STD AGREEMENT - CITY OF LUBBOCK (Rev. 4/4/97) Page 8 of 8 EXI IT A SCOPE OF SERVICES Ilacknround The Computerized Traffic Control System Upgrade Feasibility Assessment/Concept Design (hereinafter referred to as "the Study"), which was prepared by the Engineer for the Client in 1996, recommended short- range improvements to provide improved control and monitoring of 27 southwest Lubbock intersections which now have Type 170 controllers and dial -up communications with the central minicomputer. The Study specifically recommended: ■ Use of the Wapiti software which is already licensed to the City; and ■ Provision of wireless, spread spectrum communications between the "local" Type 170s and Type 170 field masters, which presumably would initially have dial -up telephone communications with the central microcomputer. Although the provision of improved system control for these 27 intersections remains a top priority, the following events subsequent to the completion of the Study have affected the manner in which such system control should be provided: ■ The Traffic Engineering staff has identified a means within the existing Computran software to effect the automated download of a clock update three times per day; and The City Manager has identified additional funding that can be used immediately for the implementation of signal system improvements. Accordingly, it has been determined that the best approach is proceed with the implementation the new, permanent Advanced Transportation Management System (ATMS), the initial phase of which will include the following elements: IN The procurement, most likely using "high-technology" methods, of the new central software and at least the key elements of the new central hardware; and ■ The design and implementation of an initial geographical phase which will include the 27 intersections in Southwest Lubbock. It is assumed that the new central software must be able to communicate with Type 170 controllers and desirably should be able to communicate with the City's existing Naztec controllers. Another event subsequent to the completion of the Study has affected assumptions regarding the available options for communications mediums for the new ATMS. Recent discussions with Cox Communications (Lubbock's CATV franchisee) have indicated that bandwidth on Cox% subscriber cable will most likely not be an option. Cox has indicated, however, that dark fiber may be available in some locations for lease by the City. EXHIBIT A -- SCOPE OF SERVICES Page 1 of 6 April,, 1997 sk 1 -- Project Management and Control btask 1.1 -- Proiect Reports and Invoicine The Engineer's compensation for Tasks 1, 2, and 3 shall be on a lump sum basis and the Engineer's monthly invoicing shall consist of a brief report which shows, in tabular form, the percent to which each task is complete. The Engineer's compensation for Tasks 4 and 5 shall be on an hourly basis and the Engineer's monthly invoicing for these tasks shall include a brief description of the services performed and shall provide an itemized documentation of the personnel costs and direct expenses. It is mutually agreed that no other progress reports will be required. Subtask 1.2 -- Project Records and Files The Engineer shall set up and maintain a system for retention of project files and records. Subtask 1. 3 -- Project Coordination It is mutually understood and agreed that the Client will name one (1) City of Lubbock Traffic Engineering staff member to serve as the Client's representative for the purposes of this project and that all technical comments from all agencies relative to the Engineer's services and deliverables will be routed through and consolidated by this representative. In the event of discrepancy between the comments of the various reviewers and agencies, it is mutually understood that the Client's representative will provide final direction to the Engineer. The Engineer shall develop a framework for project coordination and shall maintain coordination with the Client (through its representative) for the duration of the Project. This shall include documentation of meetings and correspondence with other City of Lubbock departments, the Texas Department of Transportation (TxDOT), utility companies, and any other agencies involved in the Project. Task 2 -- Procurement of Central Hardware and Software ask 2.1 -- Determine Recommended Procurement Strate It is understood that the City desires for the new ATMS software to be generally similar to that now in use in Colorado Springs. The Engineer will confer with the vendors of the Colorado Springs software and similar software packages and develop an updated comparison matrix of: (1) features provided by the various packages; (2) central hardware requirements; and (3) approximate cost. The Engineer shall also confer with other Texas cities (including Beaumont, Dallas, Garland, and Richardson) regarding their experience with the high-technology procurement process which is authorized by Texas law. The Engineer will determine the exact process used by these cities to select their traffic control systems and any modifications they would make for future high-technology procurements. During this subtask, the Engineer shall also assess the advantages and disadvantages of two alternate means of procuring the central hardware: EXHIBIT A -- SCOPE OF SERVICES Page 2 of 6 April 4. 1997 ■ Procuring the central hardware and central software together, in the same high-technology procurement; or ■ Procuring the central hardware and software separately. The Engineer shall prepare a brief Technical Memorandum 2.1 summarizing the findings and recommendations relative to procurement strategies. The Engineer shall then meet once in Lubbock to discuss these findings and reach concurrence regarding the process to be used in Lubbock. Deliverables: Technical Memorandum 2.1(10 copies) Subtask 2.2 -- Develop Procurement Package(s) for New ATMS Central Hardware and Software The Engineer shall develop the "first -step" procurement package(s) for an ATMS software package which incorporates the desired features. (Depending on the outcome of Subtask 2.1, this package may also include the procurement of the central hardware; alternately, two separate procurement packages will be developed.) Each package will include specifications and schematic diagrams as necessary to define the requirements of the hardware and software. Especially in the case of the software, it is anticipated that the specifications will primarily be functional, defining all required capability but allowing substantial latitude as to how the vendor accomplishes that capability. For both hardware and software, the specifications will clearly define the required interface standards. In the event the central hardware is not included in the same high -procurement with the central software, the Engineer will develop the specifications for the procurement of the new central hardware will presumably will consist of standard microcomputers and peripherals and standard local area network devices (switches, hubs, terminal servers, etc.). If the hardware is procured separately from the software, it is also anticipated that the final central hardware requirements will be determined in conjunction with the selection of the software vendor and that the central hardware will not be procured until the software procurement contract has been executed. To the maximum practical extent, each procurement package will incorporate standard, City of Lubbock forms and bid documents. The Engineer shall, however, develop the non-standard documents (request for proposal, for example) which are unique to high-technology procurements. The required items for each procurement package will be prepared in draft form and submitted to the City for review. The Engineer shall then meet once in Lubbock to receive comments and reach consensus regarding revisions. The Engineer shall then finalize and submit the procurement packages. Deliverables: Draft procurement packages (5 copies) Final procurement packages (1 set of camera-ready originals, 2 sets of hard copies, and 1 set of the associated electronic files) EXHIBIT A — SCOPE OF SERVICES Page 3 of 6 ApTil,. 1997 Task 3— Design of Interim Communications System Many factors relating to the ultimate communications system are unknown. At this time, however, the following assumptions appear reasonable: ■ Bandwidth on the Cox CATV subscriber cable will most likely not be available. Accordingly, the new ATMS communications system will most likely involve a network architecture. ■ Segments of dark fiber, including portions of LP&L's initial ring, are currently available for incorporation in this network. ■ Whether or not the Communications Master Plan recommends an integrated citywide network, the time required to plan and implement such a network will likely necessitate the consideration of an interim, wireless communications system for the 27 intersections in Southwest Lubbock. Accordingly, this task is structured to support the design and implementation of an interim communications system, which will consist of: ■ Wireless, polled communications between one or more master radios in Southwest Lubbock and secondary radios at each of the 27 intersections; and ■ An interim communications link between the Traffic Operations Center (TOC) at Municipal Square and the master radio(s). One option for this link is the interim use of two fibers in the LP&L ring. (It should be noted that all of part of the this task may be combined with the procurement of the ATMS central hardware and software as part of a high-technology procurement.) Subtask 3.1 — Evaluation of Options for Communications Between the TOC and the Master Radio() The Engineer shall evaluate the following options for communications between the TOC and the master radios: ■ A fiber optic link which incorporates and makes interim use of two (2) fibers in the LP&L ring; ■ Leased telephone lines; and ■ Wireless. Each of these options will be evaluated with respect to initial cost, time to implement, and projected life - cycle cost (including operating and maintenance costs) for the assumed duration of the need for this interim communications link. In the case of the fiber optic link, consideration will also be given to the value of any newly -constructed segments in an ultimate communications network. The Engineer shall prepare and submit a brief Technical Memorandum 3.1, which summarizes the results of Subtasks 3.1 and 3.2. The Engineer shall then meet in Lubbock to receive comments and reach concurrence on the design concept to be used. Deliverable: Technical Memorandum 3.1(10 copies) EXHIBIT A -- SCOPE OF SERVICES Page 4 of 6 Apvil4, 1997 Subtask 3.2 -- Preparation of Specifications The Engineer shall prepare specifications for the procurement of the spread spectrum equipment and for the implementation of the selected alternative for the TOC-to-master radio communications link. If the fiber optic option is selected for the latter, a schematic design will be prepared for installation by City forces of new fiber segments to connect the TOC with the LP&L ring and to connect the ring with the master radio(s). If the wireless option is used, a design will be prepared for either contractor installation or installation by City forces, whichever is determined to be most appropriate. If the leased telephone option is selected, this will include the specific requirements for the service to be leased. The Engineer shall prepare and submit a draft specifications and schematic designs for the City's review. After receipt of comments, the Engineer shall prepare and submit the final specifications and schematic designs. Deliverables: Draft specifications and schematic designs (5 copies) Final specifications and schematic designs (1 set of sealed originals, 2 hard copies, and 1 set of the associated electronic files) Task 4 — Additional Assistance During System Procurement and Implementation Subtask 4.1 -- Additional Assistance During Procurement of Software and Hardware As requested and authorized by the Client and up to the budgetary limits set forth in Exhibit B, the Engineer shall provide additional assistance relative to the procurement of the new ATMS central software and hardware. Such assistance may include the following: ■ Participation in preproposal conference(s) in Lubbock; ■ Preparation of addenda as may be required to respond to questions raised at the preproposal conference and/or to modify the procurement documents; ■ Assistance with the review of the technical proposals and provide recommendations; ■ Preparation of documents required for the subsequent steps of the high-technology procurement process; ■ Assistance with the review of the cost proposals; and ■ Assistance with the final negotiations and award of procurement contract(s). Typical Deliverables: Addenda (1 set of camera-ready original plus I set of the associated electronic files) Draft procurement packages (5 copies) Final procurement packages (1 set of camera-ready originals, 2 sets of hard copies, and 1 set of the associated electronic files) EXHIBIT A -- SCOPE OF SERVICES Page 5 of 6 Apn1 4. 1"7 Subtask 4.2 -- Assistance During Implementation Phase of New AIMS Software and. Hardware As requested and authorized by the Client and up to the budgetary limits set forth in Exhibit B, the Engineer shall provide assistance relative to the procurement of the new AIMS software and hardware. Such assistance may include the following: ■ Participation in a pre -implementation conference; ■ Assistance with the review of submittal data; ■ Assistance with acceptance testing at interim completion points; and ■ Assistance with final acceptance testing. Task 5 — Miscellaneous Assistance as Requested by the Client On an as -needed basis as requested by the Client and up to the budgetary limits set forth in Exhibit B, the Engineer shall provide other miscellaneous assistance relative to the Project. -- END OF EXHIBIT A -- EXHIBIT A -- SCOPE OF SERVICES Page 6 of 6 April.. 1997 EXEI[IBIT B COMPENSATION 1. It is mutually agreed that compensation for the services for Tasks 1 through 3, as described in EXHIBIT A, shall be made on a lump sum basis, with payments to be made on the basis of percent complete by task. The parties have agreed that the Engineer's total compensation for this lump sum portion shall be $95,137.00, allocated as follows among the three tasks: Task Cost Percent of Total 1 Project Management and Control $8,822.00 9.27% 2 Procurment of New ATMS Central Hardware and Software $64,749.00 68.06% 3 Interim Communications System for New ATMS $21,566.00 22.67% TOTAL FOR LUMP SUM PORTION (Tasks 1, 2, and 3) $95,137.00 100.00% It is mutually agreed that compensation for the services for Task 4, as described in EXHIBIT A, shall be performed, as needed and as requested by the Client, on an hourly basis plus reimbursable direct expenses. Personnel costs shall be billed at the hourly rates in effect at the time the services are performed. It is mutually agreed that the maximum amounts authorized shall be as follows: Task Budget 4 Additional Assistance During System Procurement and Implementation $62,879.00 5 Miscellaneous Assistance as Requested by the Client $10,000.00 MAXIMUM TOTAL AMOUNT FOR HOURLY PORTION (Tasks 4 and 5) 1 $72,879.00 It is mutually agreed that the Engineer will not exceed this maximum total amount for the hourly portion without additional, written authorization from the Client. -- END OF EXHIBIT B -- EXHIBIT B — COMPENSATION Page 1 of 1 Aril., 1"7