Loading...
HomeMy WebLinkAboutResolution - 2011-R0264 - Agreement - Kimley-Horn And Associates Inc. - 06_23_2011Resolution No. 2011-RO264 June 23, 2011 Item No. 5.6 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock is hereby authorized and directed to execute for and on behalf of the City of Lubbock, a Professional Services Agreement by and between the City of Lubbock and Kimley-Horn and Associates, Inc., and related documents. Said agreement is attached hereto and incorporated in this resolution as if fully set forth herein and shall be included in the minutes of the City Council. Passed by the City Council on June 23, 2011 .G+w*- 4 TOM MARTIN, MAYOR ATTEST: Rebec Garza, City Secret APPRO`V'ED AS TO CONTENT: Marsha Reed, P.E., Chief Operations Officer APPROVED AS TO FORM: Chad Weaver, Assistant City Attorney vw:ccdocs/RES.PSA-Kimley-Horn & Associates, Inc. June 14. 2011 Resolution No. 2011—RO264 PROFESSIONAL SERVICES AGREEMENT This Professional Services Agreement ("Agreement") for Lubbock Advanced Traffic Management System and Communication System Modifications Construction Phase Services (Contract No. 10325 is entered into this 23rd day of June, 2011, by and between the City of Lubbock (the "'City" or "Owner"), a Texas home rule municipal corporation, and Kimley-Horn and Associates, Inc. (the "Engineer"), a North Carolina corporation. WITNESSETH WHEREAS, Engineer has substantial skill and experience in Traffic systems and is qualified to perform such activities (the "Activities"); WHEREAS, Engineer has demonstrated competence and qualifications to perform the Services, as defined below, and will perform the Services for the price provided herein, said price stipulated by City and Engineer to be a fair and reasonable price; WHEREAS, the City desires to contract with Engineer to perform services related to the Activities and Engineer desires to provide the services related to same. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the City and Engineer agree as follows: ARTICLE I Services 1.01 Engineer shall conduct all activities and within such time frames, as set forth on Attachment''A", "Scope of Services", attached hereto (the "Services"). Page 1 of 10 ARTICLE II Compensation and Term 2.01 The consideration to be paid for the Services to be provided the City as described in Article I shall be as provided in Attachment "A", attached hereto, hourly not to exceed $610,878.60. This amount shall be invoiced to the City monthly as work is performed. Each invoice shall be payable by the City within thirty (30) days of receipt of same. 2.02 This Agreement shall expire 36 months from the date of City's execution, June 23, 2014. Additionally, the City may terminate this Agreement at any time during the term hereof by providing written notice to Engineer at least thirty (30) days prior to the effective date of termination as provided in such notice. In the event this Agreement is so terminated, the City shall only pay Engineer for services actually performed by Engineer up to the date Engineer is deemed to have received notice of termination as provided herein. ARTICLE III Independent Contractor 3.01 It is understood and agreed that Engineer is to perform the Services in a sound and professional manner and exercising the degree of care, skill and diligence in the performance of the Services as is exercised by a professional engineer under similar circumstances and Engineer hereby represents to the City that the Services shall be so performed. Further, Engineer is and shall be considered at all times an independent contractor under this Agreement and/or in its service, hereunder. During the performance of the Services under this Agreement, Engineer and Page 2 of 10 4.01 Engineer's employees will not be considered, for any purpose, employees or agents of the City within the meaning or the application of any federal, state or local law or regulation, including without limitation, laws, rules or regulations regarding or related to unemployment insurance, old age benefits, workers compensation, labor, personal injury or taxes of any kind. ARTICLE IV Events of Default/Remedies a. City's Defaults/Engineer's Remedies. In the event the City shall default in the performance of any term or provision of this Agreement for any reason other than failure by Engineer to perform hereunder, Engineer may, if said default shall be continuing after five (5) days notice of such default is deemed received by the City, exercise any right or remedy available to it by law, contract, equity or otherwise. b. Engineer's Defaults/City's Remedies. In the event Engineer shall default in the performance of any term or provision of this Agreement for any reason other than failure by the City to perform hereunder, the City may, if said default shall be continuing after five (5) days notice of such default is deemed received by Engineer, exercise any right or remedy available to it by law, contract, equity or otherwise, including without limitation, specific performance and/or the right to terminate this Agreement without additional notice. The remedies set forth herein are cumulative and not exclusive, and may be exercised concurrently. ARTICLE V Page 3 of 10 5.01 Insurance/Indemnity Engineer shall procure and carry, at its sole cost and expense through the life of this Agreement, insurance protection as hereinafter specified, in form and substance satisfactory to City, carried with an insurance company authorized to transact business in the state of Texas, covering all aspects and risks of loss of all operations in connection with this Agreement, including without limitation, the indemnity obligations set forth herein. Engineer shall obtain and maintain in full force and effect during the term of this Agreement, and shall cause each approved subcontractor or subconsultant of Engineer to obtain and maintain in full force and effect during the term of this Agreement, commercial general liability, professional liability and automobile liability coverage for non -owned and hired vehicles with insurance carriers admitted to do business in the state of Texas. The insurance companies must carry a Best's Rating of A-VII or better. Except for Professional Liability, the policies will be written on an occurrence basis, subject to the following minimum limits of liability: Commercial General Liability: Combined Single Limit: Professional Liability: Combined Single Limit: Automobile Liability: Combined Single Limit for any auto: $1,000,000 $1,000,000 $500,000 Per Occurrence Page 4 of 10 Engineer shall further cause any approved subcontractor to procure and carry, during the term of this Agreement, Professional Liability coverage, as specified above for Engineer, protecting City against direct losses caused by the professional negligence of the approved subcontractor. The City shall be listed as a primary additional insured with respect to the Automobile Liability and Commercial General Liability and shall be granted a waiver of subrogation under those policies. Engineer shall provide a Certificate of Insurance to the City as evidence of coverage. The Certificate shall provide 30 days notice of cancellation. A copy of the additional insured endorsement and waiver of subrogation attached to the policy will be included in the Certificate. Engineer shall elect to obtain worker's compensation coverage pursuant to Section 406.002 of the Texas Labor Code. Further, Engineer shall maintain said coverage throughout the term of this Agreement and shall comply with all provisions of Title 5 of the Texas Labor Code to ensure that the Engineer maintains said coverage. The Engineer may maintain Occupational Accident and Disability Insurance in lieu of Worker's Compensation. In either event, the policy must be endorsed to include a waiver of subrogation in favor of the City of Lubbock. If at any time during the life of the Agreement or any extension hereof, Engineer fails to maintain the required insurance in full force and effect, Engineer shall be in breach hereof and all work under the Agreement shall be discontinued immediately. Page 5 of 10 Engineer shall indemnify and hold City and City's elected officials, officers, agents, employees and independent contractors harmless, to the fullest extent permitted by law, from and against any and all claims, demands, damages, costs; liabilities and expenses, and including reasonable attorney's fees, as a result of, related to or arising from Engineer's use or occupation of City owned lands, and/or to the extent of Engineer's negligent activities, performance, operations or omissions under this Agreement. The indemnity provided herein shall survive the expiration or termination of this Agreement. ARTICLE VI Miscellaneous 6.01 Engineer shall comply with applicable laws, statutes, regulations, ordinances, rules and any other legal requirement related to, in any way, manner or form, the performance of the Services contemplated herein. 6.02 Any notice required by this Agreement shall be deemed to be properly served, if (i) provided in person or by telephonic facsimile; or (ii) deposited in the United States mail by certified letter, return receipt requested, addressed to the recipient at recipient's address shown below, subject to the right of either party to designate a different address by notice given in the manner just described. Notice shall be deemed to be received when delivered if provided in person or by telephonic facsimile or, if deposited in the United States mail, as set forth above, three (3) days after depositing such notice in the United States mail, as set forth above. Page 6 of 10 For City: Marsha Reed, P.E. P.O. Box 2000 Lubbock, Texas 79457 Facsimile: (806) 775-3074 w/ copy to: Sharmon Owens P.O. Box 2000 Lubbock, Texas 79457 Facsimile: (806) 775-2152 For Engineer: Kent Kacir, P.E. Kimley-Horn and Associates, Inc. 12700 Park Central, Suite 1800 Dallas, Texas 75251 6.03 THIS AGREEMENT IS TO BE CONSTRUED UNDER TEXAS LAW WITHOUT REGARD TO CONFLICT OF LAW RULES THAT WOULD DIRECT APPLICATION OF THE LAWS OF ANY OTHER JURISDICTION. THE OBLIGATIONS OF THE PARTIES CREATED BY THIS AGREEMENT ARE PERFORMABLE, AT LEAST IN PART, IN LUBBOCK COUNTY, TEXAS. VENUE FOR ANY ACTION BROUGHT PURSUANT TO THIS AGREEMENT, OR ACTIVITY CONTEMPLATED HEREBY, SHALL EXCLUSIVELY BE IN LUBBOCK COUNTY, TEXAS. 6.04 This Agreement, including the exhibits and attachments hereto, represents the entire and sole agreement between the City and Engineer with respect to the subject matter hereof and supersedes any and all prior negotiations, understandings, representations or other agreements, whether written or oral. Page 7 of 10 This Agreement may not be modified or amended except in writing and duly executed by each party hereto. 6.05 Nothing contained herein shall be construed to imply a joint venture, joint enterprise, partnership or principal — agent relationship between Engineer and the City. 6.06 If any provision of this Agreement is declared invalid or unenforceable, such provision shall be deemed modified to the extent necessary to render it valid and enforceable so long as said modification is reasonably within the intent the parties as originally expressed. In the event such provision may not be so modified, the unenforceability or invalidity of any provision shall not affect any other provision of this Agreement, and this Agreement shall continue in force and effect as if such provision had not been included in this Agreement. 6.07 Any and all documents, drawings and specifications prepared by Engineer as part of the Services hereunder, shall become the property of the City when Engineer has been compensated as set forth in Section 2.01, above. 6.08 A waiver by either City or Engineer of a breach of this Agreement must be in writing to be effective. In the event either party shall execute and deliver such waiver, such waiver shall not affect the waiving party's rights with respect to any other or subsequent breach. 6.09 Engineer may not assign or subcontract any part of the Services under this Agreement, in whole or in part, without the written consent of such assignment or subcontract by the City. Engineer may, subject to the right of approval by the City, subcontract certain of the Services to highly qualified professionals. The Page 8 of 10 right of approval of the City of Engineer's subcontractors is hereby delegated by the City Council of City to the Chief Operations Officer. The approval by the City of the subcontract requested by Engineer shall not affect the liability of Engineer hereunder to City for the timely performance of the Services as prescribed in this Agreement. The term "Engineer", as used in and for all purposes of this Agreement, includes Engineer's subcontractors and subconsultants. City and Engineer each bind itself or himself, their legal representatives and permitted assigns in respect to all provisions of this Agreement. 6.10 Nothing in this Agreement shall be construed to provide any rights or benefits whatsoever to any party other than City and Engineer. 6.11 In the event Engineer is required by law to respond to a subpoena, government inquiry or other legal process directly related to the Services in connection with a legal or dispute resolution proceeding to which the City is a party and to which Engineer is not a party, City shall reimburse Engineer for reasonable costs in responding and compensate Engineer at its then standard rates for reasonable time incurred in gathering information and documents and attending depositions, hearings, and trial. 6.12 Engineer represents and warrants to City that it has taken all actions necessary to authorize the party executing this Agreement to bind, in all respects, Engineer to all terms and provisions of this Agreement, and that such person possesses authority to execute this Agreement and bind Engineer hereto. Page 9 of 10 IN WITNESS WHEREOF, the parties have executed this Agreement by their duly authorized representatives as of the date first written above. CITY OF LUBBOCK TOM MARTIN, MAYOR Eft I*" Rebe a Garza, City Secre APPROVED AS TO CONTENT: M 0 -1)'0,'At1-- �� 0 k J Mars a eed, .E., Chief Operating Officer APPROVED AS TO FORM: Cta'Aveaver, Assistant City Attorney Kimley-Horn and Associates, Inc. By: _ 4 (3 W- .c. Name„ IPcxf L, wllsh;re Title: 1/'cc Arescb(cnf Page 10 of 10 Attachment "A" Scope of Services Project Understanding Resolution No. 2011-RO264 The City of Lubbock is upgrading its Advanced Transportation Management System (ATMS), central system software, field controller hardware and firmware, and constructing new fiber optic cable along strategic corridors. This scope of services provides the city with a System Manager to assist the city in making informed decisions toward the ultimate selection of the central system and field control. This scope of work consists of four major work areas, which are: 1. Finalize Communications Master Plan; 2. Finalize ATMS Master Plan; 3. Design; and 4. Construction Services. Task 0. Project Administration Project administration spans the duration of the project and is crucial to the success of the project. This task involves the monitoring and coordination of services to be provided to the City of Lubbock, Texas (the "City") to achieve timely and efficient completion of the project. Included in this task are the project control and management, reporting requirements, project status meetings, and schedule development and maintenance. Task 0.1 Project Control and Management The Engineer will be responsible for the day-to-day activities of managing the Project, which is assumed to have a duration of 36 months. Specific activities include ongoing reassessments of contract and schedule adherence. Task 0.2 Status Reports and Invoicing Monthly status reports will be prepared and submitted to the City. The status reports will contain a concise report of Project progress and contract fulfillment. The report will address technical progress, contract progress, and management -related topics. Task 0.3 Project Status Meetings In addition to the reporting requirements outlined above, project status meetings with the City will help the Engineer maintain schedule and contract adherence. It is assumed that project status meetings will be held monthly, either in the City's office or by means of a conference telephone call. It is assumed that all other project meetings will be held in the City's office or by means of a conference telephone call. Kimley-Horn and Associates, Inc. 1 2 Scope of Services Task 0.4 Schedule Development and Maintenance The Engineer will develop a project schedule for review and approval by the City. Task 1 Finalize Communications Master Plan The Engineer will finalize the development of the communication master plan. The work activities associated with this task leverage a significant amount of effort already put forward to the development of the communications master plan. A full description of the individual Sections (identified below) can be found in the previous contract language. The contents of this document are shown below. • Section 1. Introduction and Background • Section 2. Existing Conditions • Section 3. Needs Assessment • Section 4. Requirements • Section 5.Overview of Telecommunications Networks • Section 6. Communications Options • Section 7. Funding Options • Section 8. Recommended Telecommunications Network • Section 9. Implementation Plan The specific deliverables associated with the finalization of the communication master plan document consist of the following work activities: • Submit Draft Communication Master Plan document • Conduct workshop • Finalize Communication Master Plan document Task 1.1 Submit Draft Communications Master Plan The Engineer will submit to the City a draft communication master plan document for review and comment. The Engineer will obtain City comments and address them in the final document. Task 1.2 Communication Workshop The Engineer will organize and facilitate a workshop designed to convene all stakeholders together to discuss the development of the communications master plan, and the implementation plan. The Engineer will meet with the engineers in the Traffic Engineering department to discuss in detail the implementation plan, the proposed fiber optic cable assignment, and to identify subsequent development of plans and specifications. City of Lubbock ATMS 2 Attachment "A" Kimley-Horn and Associates, Inc. 13 Scope of Services Task 1.3 Final Communications Master Plan In this task, the Engineer will finalize the development of the document. Task 2 ATMS Deployment Plan The ATMS consists of three major elements — the central system software, the field controller (hardware), and the field controller firmware (software). The work activities associated with this task leverage a significant amount of effort already put forward to the development of the communications master plan. A full description of the individual Sections (identified below) can be found in the previous contract language. Task 2.1 Draft ATMS Deployment Plan The Engineer will prepare a draft ATMS Master Plan that will include the following sections: • Section 1. Introduction and Background • Section 2. ATMS State of the Practice • Section 3. ATMS Requirements met by COTS applications • Section 4. ATMS Project Cost • Section 5. Field Controller State of the Practice • Section 6. Field Controller Project Cost • Section 7. Funding and Contracting Practices • Section 8. Recommendations • Section 9. Implementation, Integration and Migration Plan • Section 10. Testing Needs and Approach Task 2.2 Final ATMS Deployment Plan The Engineer will address the City's comments and develop a final ATMS Master Plan document. Task 3 Plans, Specifications, and Estimates (PS&E) The Engineer will provide engineering services to develop plans, specifications, and estimates for the communications network upgrade. The Engineer will produce one of three possible design - level deliverables. The three design levels are: a) TxDOT format, b) Full Detail, and c) Reduced Detail. Explanation of each level is further explained in more detail below. City of Lubbock ATMS 3 Attachment "A" Kimley-Horn and Associates, Inc. 14 Scope of Services This task also includes the engineering services required of the Engineer to conclude the previous contract's efforts in producing a complete bid package for Avenue A, between the City's TMC and TxDOT's TMC. Task 3.1 Finalize PS&E for Avenue A For this task, the Engineer will conclude the design efforts required to develop a full set of construction drawings and bid documents for Avenue A. This task includes the following activities: • Meet with the City staff to collect and discuss comments for the 90% submittal; • Modify plans to incorporate city comments; • Receive and respond to City comments on the bid document; • Receive and respond to TxDOT comments (to be facilitated by the city); • Submit 4 sets of bid documents to the City on 11x17-inch sheets of paper and in electronic format Task 3.2 PS&E for Loop 289 South The Engineer will produce a PS&E package in accordance with TxDOT standards and format for Loop 289 South between TxDOT TMC and Slide Road. The Engineer will perform the following work activities towards the preparation of the PS&E package: • Review existing infrastructure / field conditions and verify design criteria identified in the communications masterplan; • Inventory existing City of Lubbock assets (buildings, facilities, intersections, etc.); • Gather City of Lubbock design and survey files; • Compile TxDOT ITS as -built information for their existing Loop 289 system; • Develop a photolog summary of existing conditions; • Conduct field review with TxDOT and City of Lubbock; • Prepare detailed base map with existing utilities; • Review design constraints and alternative solutions with City of Lubbock; • Prepare preliminary fiber optic / wireless communications schematics and device layout PS&E; • Conduct final field review prior to submission to TxDOT and City of Lubbock; • Incorporate TxDOT and City of Lubbock comments into 60% PS&E package; • Conduct an over -the -shoulder review with the City and TxDOT for 60% package; • Incorporate TxDOT and City of Lubbock comments into 95% PS&E package; • Conduct an over -the -shoulder review with the City and TxDOT for 95% package; • Finalize PS&E package and appropriate forms for submission to City of Lubbock; • Address and incorporate final TxDOT and City of Lubbock comments into final plan set City of Lubbock ATMS 4 Attachment "A" Kimley-Horn and Associates, Inc. 15 Scope of Services The plan package will consist of the following sheets: • Title Sheet • Supplemental Project Location Layout Sheet • General Notes and Specification Data Sheets • Estimate and Quantity Sheets • Quantity Summary Sheets • Electrical Service Data • Traffic Control Plan Sheets • Traffic Control Plan Standards • Barricade and Construction / Work Zone Standards • Fiber Optic Layouts and Communications Schematics • Electrical Details • Traffic Signal Pole Standards • Traffic / Traffic Control System Details The Engineer will prepare layout sheets and submit to the City for review and comment at the following stages of development: • 30% plan review • 60% plan review • 95% plan review • 100% Final plans The Engineer will prepare general notes, specifications, special specifications, and provisions that will be included in the construction bid document. Task 3.3 PS&E for 191h Street and 501h Street This task is for the preparation of PS&E package for the construction of the communications network along 19`h Street and 501h Street between Avenue A on the east and Marsha Sharp Freeway on the west. These plans will follow the same level of detail as the Avenue A plans, which is referred to as a "full set of plans." As such, the final documents produced will be used for securing competitive bids from commercial contractors. For these two projects, the Engineer will provide the following services: Site Study • Alignment o The Engineer will gather any existing as -builds, aerial photography, and utility specific information from City. City of Lubbock ATMS 5 Attachment "A" Kimley-Horn and Associates, Inc. 1 6 Scope of Services o The Engineer will conduct a field review related to each individual project. Specific field work will be related to alignment of overhead utility poles along the corridor, fiber optic drops to existing traffic signal cabinets, and location for bored/trench conduit. • Boring/Trenching o The Engineer will identify in advance and investigate areas, such as railroads and major arterials where boring will be required. • Communications Equipment o The Engineer will identify the location of existing legacy copper communications as a potential path for fiber installation. o The Engineer will inventory existing traffic signal hardware assets and identify locations for new hardware equipment. • Utilities o The Engineer will identify existing power service locations o The Engineer will meet with LP&L to discuss existing and future power service locations. Meetings • The Engineer's project team will participate in bi-weekly conference calls with various City staff. Fiber Optic Cable Design Schematics • Prepare preliminary PS&E package containing the following detail: o Title Sheet o Location Key o Aerial fiber schematics o Fiber termination and schematic details o Construction standards • Conduct field review prior to submission to City of Lubbock • Incorporate City of Lubbock comments into 60% PS&E package • Conduct an over -the -shoulder review with the City for 60% package • Incorporate City of Lubbock comments and prepare 95% PS&E package with further development of the following: o Further development of aerial communications layouts including callouts o Development of conduit and cable charts o Further development of fiber termination and schematic details o The Engineer will identify and design electrical service locations • Conduct an over -the -shoulder review with the City for 95% package • Finalize PS&E package and appropriate forms for submission to City of Lubbock • Preparation of final plans and schematics and submit to the City City of Lubbock ATMS 6 Attachment "A" Kimley-Horn and Associates, Inc. 17 Scope of Services Bid Document • The Engineer will use the existing bid document from the Avenue A project as a template and update with appropriate general notes and specifications. Task 3.4 Schematics and Estimates for Various Corridors This task is for the Engineer to produced "Reduced Detail" plans which consist of the following sheets: • Title sheet • Quantities • Straight line drawing of the corridor • Typical details • Special details These reduced detail plans are intended to be used by the City staff to construct the projects listed below using City forces. Projects requiring reduced detail plans are: • 34th Street (project #7 in the implementation plan) • Slide Road/19th Street (project #11Bin the implementation plan) • 34th Street/Milwaukee Avenue (project #12A in the implementation plan) • Milwaukee Avenue/82nd Street/Slide Road (project #12B in the implementation plan) • 82nd Street/University (project #13A in the implementation plan) • 98th Street (project # 13B in the implementation plan) The Engineer will produce design packages along with conducting an over -the -shoulder review with the City at the following stages: • 60% plan review • 95% plan review • 100% PS&E package Task 3.5 PS&E for Wireless to Remote Devices The Engineer will provide engineering services related to the procurement and installation of the wireless communications network to remote devices. These services consist of the following activities: City of Lubbock ATMS 7 Attachment "A" Kimley-Horn and Associates, Inc. 8 Scope of Services • Identification of candidate sites • Identification of antenna mounting locations • Identification of access point configuration • Perform a line -of -sight study • Conduct a bandwidth assessment • Prepare a wireless design package for use be a wireless contractor • Assistance with installation, configuration, and testing The preliminary wireless design package will consist of the following sheets: • Title Sheet • Location Key • Quantity Summary Sheet • Typical Intersection Layouts • Wireless Communications System Layout • Wireless Schematic • Applicable Standards The Engineer will produce design packages along with conducting an over -the -shoulder review with the City at the following stages: • 60% plan review • 95% plan review • 100% PS&E package Task 4 ATMS procurement In this task, the Engineer will develop procurement documents for the Model 2070 controllers, 2070 controller firmware, and for the central system software / hardware. In support of the procurement of the System and Local Controller software, the Engineer will provide the following services: Task 4.1 ATMS Workshop The Engineer will organize and facilitate a workshop with the objective to pull all elements of the alternatives analysis and conceptual plans together. Final decisions will be made in this workshop, if they have not been already made. The Engineer will prepare meeting notes to identify action items and decisions made. City of Lubbock ATMS 8 Attachment "A" Kimley-Horn and Associates, Inc. 19 Scope of Services Task 4.2 Facilitate the Procurement Process The Engineer will perform the following services: • Prepare the functional specifications for the new local controller software, new central software, and new central system hardware including an applications server, communications server, and video wall (if needed). These specifications will define the minimum acceptable functionality as well as optional functionality. • Preparation of a document which sets forth the scoring and evaluation criteria to be used in a two-tier qualifications -based selection process. • Assistance in the assembly of the "request for proposals" package that will be issued by the City. • Arrange and attend pre -proposal conference, and answer any questions regarding the technical specifications and the evaluation and scoring methodology. • Prepare any addendums or written clarifications that may be required following the pre - proposal conference. • Assist with the review of the proposals and the selection of a short-list. • Arrange for and attend presentations by the short-listed finalists • Assist the City with the review of the best and final offers • Review vendor -prepared procedures for software acceptance tests. • Project system support services throughout integration • Assist with the software acceptance test • Provide system support services throughout the duration of the ATMS deployment. These services include supporting the city with system supplier installation issues, identification of risk, documentation of punch list items and oversight to insure punch list items are resolved, reporting of final acceptance test results. Task 4.3 Database Conversion The Engineer will develop a recommended means and method to converting the existing Type 170 controller database (using Wapiti firmware) to a future system. This document will be preliminary in nature until the final system (central software and field controller firmware) is selected by the City. The selected vendor will be required to identify their recommended approach to performing a database conversion. Task 5 Construction Phase Services Construction Phase Services will be conducted by the Engineer in association with our local subconsultant Walker Construction Management (WCM). Engineer will provide professional construction phase services as specifically stated below: City of Lubbock ATMS 9 Attachment "A" Kimley-Horn and Associates, Inc. 1 10 Scope of Services Pre -Construction Conference. Engineer will conduct [or attend] a Pre -Construction Conference prior to commencement of Work at the Site. Visits to Site and Observation of Construction. Engineer will provide on -site construction observation services during the construction phase. Engineer will make visits at intervals as directed by Client in order to observe the progress of the Work. Such visits and observations by Engineer are not intended to be exhaustive or to extend to every aspect of Contractor's work in progress. Observations are to be limited to spot checking, selective measurement, and similar methods of general observation of the Work based on Engineer's exercise of professional judgment. Based on information obtained during such visits and such observations, Engineer will evaluate whether Contractor's work is generally proceeding in accordance with the Contract Documents, and Engineer will keep Client informed of the general progress of the Work. The purpose of Engineer's site visits will be to enable Engineer to better carry out the duties and responsibilities specifically assigned in this Agreement to Engineer, and to provide Client a greater degree of confidence that the completed Work will conform in general to the Contract Documents. Engineer shall not, during such visits or as a result of such observations of Contractor's work in progress, supervise, direct, or have control over Contractor's work, nor shall KHA have authority over or responsibility for the means, methods, techniques, equipment choice and usage, sequences, schedules, or procedures of construction selected by Contractor, for safety precautions and programs incident to Contractor's work, nor for any failure of Contractor to comply with laws and regulations applicable to Contractor's furnishing and performing the Work. Accordingly, Engineer neither guarantees the performance of any Contractor nor assumes responsibility for any Contractor's failure to furnish and perform its work in accordance with the Contract Documents. Recommendations with Respect to Defective Work. Engineer will recommend to Client that Contractor's work be disapproved and rejected while it is in progress if, on the basis of such observations, Engineer believes that such work will not produce a completed Project that conforms generally to Contract Documents. Clarifications and Interpretations. Engineer will respond to reasonable and appropriate Contractor requests for information and issue necessary clarifications and interpretations of the Contract Documents to Client as appropriate to the orderly completion of Contractor's work. Any orders authorizing variations from the Contract Documents will be made by Client. Change Orders. Engineer may recommend Change Orders to Client, and will review and make recommendations related to Change Orders submitted or proposed by the Contractor. Shop Drawings and Samples. Engineer will review and approve or take other appropriate action in respect to Shop Drawings and Samples and other data which Contractor is required to submit, but only for conformance with the information given in the Contract Documents. Such review and approvals or other action will not extend to means, methods, techniques, equipment choice City of Lubbock ATMS 10 Attachment "A" Kimley-Horn and Associates, Inc. 1 11 Scope of Services and usage, sequences, schedules, or procedures of construction or to related safety precautions and programs. Substitutes and "or -equal." Evaluate and determine the acceptability of substitute or "or -equal" materials and equipment proposed by Contractor in accordance with the Contract Documents, but subject to the provisions of applicable standards of state or local government entities. Inspections and Tests. Engineer may require special inspections or tests of Contractor's work as Engineer deems appropriate, and may receive and review certificates of inspections within Engineer's area of responsibility or of tests and approvals required by laws and regulations or the Contract Documents. Engineer's review of such certificates will be for the purpose of determining that the results certified indicate compliance with the Contract Documents and will not constitute an independent evaluation that the content or procedures of such inspections, tests, or approvals comply with the requirements of the Contract Documents. Engineer shall be entitled to rely on the results of such tests and the facts being certified. Disagreements between Client and Contractor. Engineer will, if requested by Client, render written decision on all claims of Client and Contractor relating to the acceptability of Contractor's work or the interpretation of the requirements of the Contract Documents pertaining to the progress of Contractor's work. In rendering such decisions, Engineer shall be fair and not show partiality to Client or Contractor and shall not be liable in connection with any decision rendered in good faith in such capacity. Applications for Payment. Based on its observations and on review of applications for payment and accompanying supporting documentation, Engineer will determine the amounts that Engineer recommends Contractor be paid. Such recommendations of payment will be in writing and will constitute Engineer's representation to Client, based on such observations and review, that, to the best of Engineer's knowledge, information and belief, Contractor's work has progressed to the point indicated and that such work -in -progress is generally in accordance with the Contract Documents subject to any qualifications stated in the recommendation. In the case of unit price work, Engineer's recommendations of payment will include determinations of quantities and classifications of Contractor's work, based on observations and measurements of quantities provided with pay requests. By recommending any payment, Engineer shall not thereby be deemed to have represented that its observations to check Contractor's work have been exhaustive, extended to every aspect of Contractor's work in progress, or involved detailed inspections of the Work beyond the responsibilities specifically assigned to Engineer in this Agreement. It will also not impose responsibility on Engineer to make any examination to ascertain how or for what purposes Contractor has used the moneys paid on account of the Contract Price, nor to determine that title to any portion of the work in progress, materials, or equipment has passed to Client free and clear of any liens, claims, security interests, or encumbrances, nor that there may not be other matters at issue between Client and Contractor that might affect the amount that should be paid. City of Lubbock ATMS 11 Attachment "A" Kimley-Horn and Associates, Inc. 1 12 Scope of Services Substantial Completion. Engineer will, promptly after notice from Contractor that it considers the entire Work ready for its intended use, in company with Client and Contractor, conduct a site visit to determine if the Work is substantially complete. Work will be considered substantially complete following satisfactory completion of all items with the exception of those identified on a final punch list. If after considering any objections of Client, Engineer considers the Work substantially complete, Engineer will notify Client and Contractor. Final Notice of Acceptability of the Work. Engineer will conduct a final site visit to determine if the completed Work of Contractor is generally in accordance with the Contract Documents and the final punch list so that Engineer may recommend, in writing, final payment to Contractor. Accompanying the recommendation for final payment, Engineer shall also provide a notice that the Work is generally in accordance with the Contract Documents to the best of Engineer's knowledge, information, and belief based on the extent of its services and based upon information provided to Engineer upon which it is entitled to rely. Limitation of Responsibilities. Engineer shall not be responsible for the acts or omissions of any Contractor, or of any of their subcontractors, suppliers, or of any other individual or entity performing or furnishing the Work. Engineer shall not have the authority or responsibility to stop the work of any Contractor. Additional Services The following task activities are optional services are not included in the current fee estimate. Communications Network Kimley-Horn as extensive background in providing construction phase services for the type of work anticipated. This experience includes work for various cities and TxDOT. As the details of the construction are not known at this time, no specific scope of work can be identified. Schedule This Agreement has been made in anticipation of conditions permitting orderly and continuous progress of the Project through completion of the Services. 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 within a reasonable length of time, as shown in the table below. The times for performance shall be extended as necessary for periods of delay or suspension resulting from circumstances the Engineer does not control. City of Lubbock ATMS 12 Attachment "A" Kimley-Horn and Associates, Inc. 1 13 Scope of Services Target Schedule Task 1. Finalize the communications master plan document June 31, 2011 Task 2. Finalize the ATMS deployment plan June 31, 2011 Task 3.1 Finalize the Avenue A PS&E June 31, 2011 Task 3.2 PS&E for Loop 289 September 30, 2011 Task 3.3 PS&E for 19 St. and 50 Street October 31, 2011 Task 3.4 Schematics for various corridors December 31, 2011 Task 3.5 PS&E for wireless communications to remote intersections August 31, 2011 Task 4. ATMS procurement process December 31, 2012 Task 5. Construction phase services Coincide with construction schedule Fee and Billing Engineer will provide the reimbursable tasks identified in the Scope of Services on a labor fee plus expense basis total, not to exceed $610,878.60 for the reimbursable tasks, which includes all reimbursable expenses. The not to exceed amount will not be exceeded without the client's prior written approval and amendment of this Agreement. The reimbursable fee breakdowns below are provided for budgeting purposes only and are not intended to represent a specific budget for each reimbursable task. Engineer reserves the right to reallocate the reimbursable budget among tasks as determined necessary by Engineer. Labor fees will be billed according to the attached rate schedule. Direct reimbursable expenses including express delivery services, fees, and other direct expenses will be billed at 1.10 times cost. An amount will be added to each invoice to cover certain other expenses such as in-house duplicating, local mileage, telephone calls, facsimiles, postage, and word processing. Administrative time related to the project will be billed hourly. Technical use of computers for design, analysis, GIS, and graphics, etc. will be billed at $10.00 per hour. All permitting, application, and similar project fees will be paid directly by the Client. Reimbursable fees will be invoiced monthly based on the actual amount of services performed and expenses incurred. Payment of all fees will be due within 30 days of your receipt of the invoice. City of Lubbock ATMS 13 Attachment "A" Kimley-Horn and Associates, Inc. 1 14 Scope of Services Project Cost Estimate KHA New SCO De of Services Task Description Task Fee Fee Structure Task 0. Project Administration $42,000.00 Hourly Task 1. Finalize Communications Master Plan $12,035.00 Lump Sum Task 2. Finalize ATMS Deployment Plan $13,930.00 Lump Sum Task 3. Plans, Specifications, and Estimates Task 3.1 Finalize PS&E for Avenue A $18,133.60 Lump Sum Task 3.2 PS&E for Loop 289 South $25,200.00 Hourly Task 3.3 PS&E for 19th and 50th Streets $60,000.00 Hourly Task 3.4. Schematics for Various Corridors $106,980.00 Hourly Task 3.5 PS&E for Wireless to Remote Intersections $10,000.00 Hourly Task 4. ATMS Procurement $97,600.00 Hourly Task 5. Construction Phase Services Kimle -Horn and Associates $175,000.00 Hourly Walker Construction Management Sub Consultant) $50,000.00 Hourly Total Reimbursable Fee $610,878.60 City of Lubbock ATMS 14 Attachment "A" Kimley-Horn and Associates, Inc. Standard Rate Schedule (Hourly Rate) Quality Control (QC) Project Manager (PM) Senior Professional Engineer II Senior Professional Engineer I Professional Engineer (PE) Analyst/Engineer-In-Training (EIT) CADD Technician Administrative Assistance/ Clerical WCM — Project Manager WCM — Inspector WCM —Administrative Assistance Effective January 1, 2010 Kimley-Horn and Associates, Inc. 15 Scope of Services $210 $195 $ 190 $145 $130 $105 $85 $75 $100 $75 $65 City of Lubbock ATMS 15 Attachment "A"