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HomeMy WebLinkAboutResolution - 3867 - Contract - Oller Engineering Inc - Engineering Design Services, LIA - 04_23_1992Resolution No. 3867 April 23, 1992 Item #17 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 with 011er Engineering, Inc. for professional engineering services for the design, preparation of specifications, bid documents, and supervision of improvements at Lubbock International Airport, attached herewith, which 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 23rd day of April , 1992. 6. C. McMINN MAYOR ATTEST: Ranett Boyd, City Secretary APPROVED AS TO CONTENT: Bern E. Case, Director of Aviation APPROVED AS TO FORM: lHarold WillaH, Assistant City Attorney HW:da/AGENDA-D 1 /C-OLLER.res April 15, 1992 Resolution No. 3867 April 23, 1992 Item #17 CITY OF LUBBOCK LUBBOCK INTERNATIONAL AIRPORT PROFESSIONAL ENGINEERING SERVICES AGREEMENT FOR AIRPORT AND AIRFIELD CONSTRUCTION PROJECTS THIS AGREEMENT is made and entered into the 23rd day of April 1992, by and between the City of Lubbock, Texas, hereinafter called "City" and 011er Engineering, Inc., hereinafter called "Engineer". WITNESSETH WHEREAS, the City owns Lubbock International Airport, hereinafter called "Airport," and through the City's Airport Division operates the Airport; and WHEREAS, Engineer is desirous of.providing design, engineering, design testing, bid preparation, construction coordination services (Basic services) and other related services (Additional Services) stated herein; and WHEREAS, City is desirous of engaging Engineer for all of the above such services: NOW THEREFORE, in consideration of the promises and covenants hereinafter contained, it is agreed by and between the parties hereto as follows: 1) CONTRACT DOCUMENTS The Request for Proposal, and a signed copy of the proposal submitted by Engineer in response to RFP #11863 are, where not in conflict herewith, hereby made a part of this Agreement and are mutually cooperative therewith. When there is a conflict, this Agreement shall prevail. 2) SERVICES AND REQUIREMENTS a) Engineer agrees to serve as the City's professional engineering representative to design, coordinate, inspect and oversee the airport development projects as described in Exhibit "A", attached. All employees of the Engineer shall have such knowledge and experience as will enable them to perform the duties assigned to them. Any employee of the Engineer who, in the opinion of the Airport, is incompetent, or whose conduct becomes detrimental to the work, shall immediately be removed by the Engineer from association with the Project. The Engineer certifies that Engineer has adequate qualified personnel for performance of the services required under this agreement, or will be able to obtain such personnel from sources other than the City or Airport. The Engineer shall prepare monthly progress reports in sufficient detail to substantiate the work performed and vouchers requesting monthly payments. The Engineer shall furnish all equipment, materials and supplies required to perform the work under this agreement except as provided herein. b) The Engineer shall not proceed with any of the services and work required under this Agreement until specifically authorized in writing by the City's Director of Aviation. c) City agrees to provide Engineer with services and support as described in Exhibit B. 3) FEES AND PAYMENTS A. Fees Fees charged by the Engineer for the Basic Services shall be as shown in Fee Schedule 1, Fee Schedule for Basic Services for projects number 1 and 2 as shown in Exhibit A. Fees for projects 3, 4, and 5 in Exhibit A shall be negotiated upon authorization by the City. Fees charged by the Engineer for additional services shall be as shown in Fee Schedule 2 "Fee Schedule for Additional Services" for work as authorized by the City during the term of this agreement. B. Time of Payments Partial payments may be made monthly or as otherwise acceptable to the Engineer and City in proportion to those parts of the services that have been completed accomplished, as evidenced by monthly statements submitted by the Engineer. In no case shall the partial payments be in excess of the value of the services completed at the time the statements are rendered. 2 The Engineer shall submit the statements as directed by the City showing an estimate of the Basic Services completed and the actual approved Additional Services completed. Statements shall be detailed in a manner so as to be correlative to the FAA Reimbursement Request Form Breakdown of Expenses and cumulative totals. C. Other Provisions Concerning Payments Payments to the Engineer for Additional Services rendered will be based upon itemized and certified statements sufficiently detailed to show the names of the employees and the amount of time worked. Statements should include authorized non -salary expenses with supporting itemized invoices for Additional Services. Five percent (5%) of the amount billed by the Engineer and approved by the Airport through the Final Design Phase for Basic Services shall be withheld. Payment of any money withheld will be made to the Engineer after the satisfactory completion of all phases of work through the Design Phase. Payment of 5% withheld should be considered acceptance of the work. Statements and supporting documents will be submitted to the City no more than monthly. Upon receipt and approval of each statement, the City shall pay the amount which is due and payable as provided herein within thirty (30) days of invoice receipt. Final payment of any money due will be made to the Engineer after satisfactory completion of all services and obligations covered in this agreement and acceptance of the work by the Director of Aviation of the City. Should the City terminate this agreement as herein provided, no fees other than fees due and payable at the effective date of termination, shall thereafter be paid to the Engineer. The City shall be the sole judge in determining the value of the work performed by the Engineer prior to termination. Payment for work at termination will be based on work completed at that time. If the Engineer defaults in performance of this agreement and the City terminates the contract as a result of such default, the City will give consideration to the actual costs incurred by the Engineer in performing work to the date of default, the amount of work required which was satisfactorily completed to date of default, the value of the work which is usable by the Airport, the cost to the Airport 3 4) 5) 6) of employing another firm to complete the work required and the time required to do so, and other factors which affect the value to the City of the work performed at the time of default. The termination of this agreement and payment by the City to the Engineer of the fees described above shall extinguish all right, duties, obligations and liabilities of the Airport, City, and Engineer under this agreement with regard to payment only. However, if the termination of this agreement is due to the Engineer's default, the City may take over the project and prosecute the remaining work to completion by contract or otherwise. In such case, the Engineer shall be liable for any additional costs for professional services resulting from the Engineer's default. TERM The term of this Agreement will commence upon execution by both parties hereto and will continue until the completion of those projects listed in Exhibit A or a period of (3) three years from date of execution, whichever is sooner, or until completion of any project begun during the original term. INSURANCE AND BOND Engineer, at its own cost and expense, shall secure and maintain for the term of this agreement the following minimum insurance coverages: (a) Comprehensive general liability insurance with the City as an additional named insured, in the minimum amount of $250,000 for bodily injury, $500,000 for each accident or occurrence, and $100,000 for property damage. The policy must provide that coverage thereunder will not be canceled or reduced without at least thirty (30) days prior written notice to the City. (b) Engineer will through the term furnish current certificates of insurance verifying the foregoing concurrent herewith. PROFESSIONAL LIABILITY INSURANCE Engineer shall maintain in full force and effect for the term of this agreement, a Professional Liability Insurance Policy covering the performance of the Engineer. The policy shall have a minimum limit of $1 million, and be occurrence based. The Engineer shall promptly submit a certified, true copy of the policy and endorsements issued on the policy. 4 7) a SAFETY The Engineer agrees to take all necessary safety precautions and shall comply with all applicable provisions of federal, state and municipal safety laws and building codes so as to prevent accidents or injury to persons on, about, or adjacent to the premises where the engineering services are being performed. City's Director of Aviation, or his designee, may stop work if safety laws or safe work practices are not being observed. CHANGES (a) The City reserves the right to modify, increase or decrease the scope of services and/or work contained herein, and to change the time period specified in the Agreement. The City upon the exercise of this right will negotiate with the Engineer and issue a Supplemental Agreement setting forth the change and the increase or the decrease in the amount of fees to be paid the Engineer. (b) The limit of compensation, as set forth in Fee Schedules 1 and 2 may be adjusted when the Engineer establishes and the City agrees that there has been or will be a significant change in the: (1) Scope, complexity, or character of the original services to be performed, induced, caused or directed by the Engineer. (2) Conditions under which the original work was required to be performed, neither foreseen by the parties at the time of execution of this agreement, nor created thereafter by the Engineer. (3) Duration of work, if the change from the time period specified in the Agreement of completion of the services to be provided was induced, caused or was the result of directions issued by the City, State or Federal Authorities. (4) An increase in the Consumer Price Index published by the Bureau of Labor Statistics greater than 5% in any one year. (c) An appropriate adjustment in the Lump Sum may be considered; however, there will be no adjustment in the Lump Sum unless the scope, complexity, character, duration, or extent of the work have changed substantially from those required under this basic agreement, as a result of directions issued by the City, the State of Texas or United States. 5 9) (d) When required to do so by the City, the Engineer shall make such revisions as are necessary to correct Engineer's errors or omissions in the work. No additional compensation shall be paid for these revisions. (e) If the City requests changes to work previously completed by the Engineer and accepted by the City, the Engineer shall make such changes as directed by the City. This will be considered additional work and paid for as provided in the Fee Schedule for Additional Services. DAMAGE TO PROPERTY Engineer agrees to be responsible for any and all damage to property belonging to the City and City's tenants caused by an act or omission of Engineer, its agents, or employees. Engineer agrees to be responsible for repairing said damaged property and shall pay the costs therefor. 10) LICENSES Engineer agrees to possess and keep current all state and local licenses required for the Engineering services to be performed herein. The Engineer in charge of the project must be a Registered Professional Engineer in the State of Texas. 11) SPONSOR'S ASSURANCES This Agreement shall be subordinate to the provisions of any existing or future agreements between City and the United States Government relating to the operation or maintenance of the Airport, the execution of which has been or will be required as a condition precedent to the granting of federal funds for the development of the Airport to the extent that the provision of any such existing or future agreements are generally required by the United States at other civil air carrier airports receiving federal funds and provided that the city agrees to give the Engineer written notice in advance of the execution of such agreements of any provision therein which will modify the terms of this Agreement. 12) NONDISCRIMINATION a) The Engineer, for itself, its successors and assigns, as part of the consideration for this agreement, covenants and agrees to comply with all requirements imposed pursuant to the Title 49, Code of 2 Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally Assisted Programs of the Department of Transportation, Effectuation of Title VI of the Civil Rights Act of 1964, as amended. b) The Engineer, for itself, its successors and assigns, as part of the consideration for this agreement, agrees that no person, on the grounds of race, color, national origin, age, sex, or handicap, shall be excluded from participation in, denied the benefits of or otherwise subject to discrimination in the furnishing of services hereunder. c) In the event of a breach of any of the nondiscrimination covenants pursuant to Part 21 of the Regulations of the Office of the Secretary of Transportation, as amended, the City shall have the right to terminate this agreement. d) The Engineer will undertake an affirmative action program as required by 14 CFR Part 152, Subpart E, as amended, to ensure that no person shall on the grounds of race, creed, color, national origin, age, sex or handicap be excluded from participating in any employment activities hereunder covered in 14 CFR part 152, Subpart E. The Engineer will require that its subcontractors similarly undertake affirmative action programs and that they will each require assurances from their subcontractors by 14 CFR Part 152, Subpart E. e) Nothing herein contained shall be construed to grant or authorize the granting of an exclusive right forbidden by Section 308 of the Federal Aviation Act of 1958, as amended. f) SUBLETTING The Engineer shall not sublet or transfer any portion of the work under this agreement unless specifically approved in writing by the City Director of Aviation. Subcontractors shall comply with the provisions of this agreement and all state and federal regulations as applicable. All subcontracts require approval in writing by the Director of Aviation of the City. The Engineer shall provide the City's Director of Aviation with two copies of the executed contract between the Engineer and any subcontractors. g) CIVIL RIGHTS COMPLIANCE 7 The Engineer shall comply with the provisions of Attachment A-1, "Special Provision Contractor Contractual Requirements Title VI Assurances". h) DISADVANTAGED BUSINESS ENTERPRISE REQUIREMENTS The Engineer shall comply with the provisions of Attachment A-2, "Disadvantaged Business Enterprise (DBE) Assurances". 13) RULES AND REGULATIONS In conducting its operations hereunder, the Engineer agrees to comply with all applicable laws of the United States of America and the State of Texas and lawful rules and regulations promulgated by their authority, including the Federal Aviation Administration with reference to airport security; and all applicable lawful rules, regulations and ordinances of City now in force or thereafter prescribed and promulgated by authority of law, specifically including all fire codes and security regulations. 14) SECURITY Engineer at all times agrees to be subject to regulations contained in by 14 C.F.R. "Airport Security", as amended. Engineer agrees that it shall be solely and fully responsible for any and all breaches of security resulting from the negligence or intentional acts of omission or commission of officers, employees, representatives, agents, servants, contractors, subcontractors, successors, assigns and suppliers of Engineer. 15) FORCE MAJEURE Any prevention, delay or stoppage of the performance of the Engineer's obligations hereunder due to strikes, lockouts, labor disputes, acts of God, governmental restrictions, governmental controls, governmental regulations, enemy or hostile government action, civil commotion, fire or other casualty, or any other cause beyond the reasonable control of the Engineer shall not be deemed to be a breach of the agreement or'a violation of or failure to perform any covenants hereof, and the Engineer shall immediately after cessation off any such cause render performance delayed thereby. 16) TERMINATION OF AGREEMENT This agreement may be terminated upon the occurrence of any of the following conditions: 8 By mutual agreement and consent of both parties in writing. By the City by notice in writing to the Engineer as consequence of failure by the Engineer to perform the services herein set forth in a satisfactory manner and within the time limits provided, with proper allowances being made for circumstances beyond the control of the Engineer. By either party, upon the failure of the other party to fulfill its obligations as set forth in Exhibits B, C, D, and E attached hereto. By the City for reasons of its own and not subject to the mutual consent of the Engineer by delivering a written Notice of Termination to the Engineer, which shall take effect on the tenth (loth) day following receipt. By satisfactory completion of all services and obligations described herein. If work is suspended for more than six months at the request of the City and the Agreement may be renegotiated at the request of the Engineer or unilaterally terminated by the Engineer. The City may suspend the work of the Engineer under this agreement at any time by written notice to the Engineer, and likewise may instruct the Engineer to resume work by written notice. 17) INDEMNIFICATION Engineer agrees to indemnify, save harmless and defend the City, its officers and employees, from and against all losses, claims, demands, actions, damages, costs, charges and causes of action of every kind of character, including attorneys' fees, based upon or arising out of Engineer's negligent performance or failure of performance hereunder. In the event that the City's tender of its defense, based upon the foregoing, is rejected by Engineer, and Engineer is later found by a court or competent jurisdiction to have been negligent as aforesaid, Engineer agrees to pay City's reasonable costs, expenses and attorneys' fees, incurred in proving such negligence, defending 0 itself or its officers or employees and enforcing this indemnification provisions. 18) ASSIGNMENT This Agreement cannot be assigned by either party without the prior written consent of the other. 19) DISPUTES Should disputes arise as to any work under this agreement, the City's decision shall be final and binding. 20) OWNERSHIP OF DOCUMENTS Original documents, plans, designs, survey notes, specifications, charts, computations and other data prepared under the terms of this agreement are instruments of service and shall remain the property of the Engineer. Upon completion of the projects, reproducible copies of the drawings as required in Attachment B shall be provided to the City, and will become property of the City. The Airport Layout Plan is specifically excluded from the provisions of this Section and shall become the property of the City upon completion. The City and Airport shall have the right to use the Airport Layout Plan without restriction. Documents, including plans and specifications, are not intended or represented to be suitable for reuse by the City or others on extensions of the projects or on any other projects. Any reuse without written verification or adaptation by the Engineer for the specific purpose intended will be at the City's own risk and without liability or legal exposure to the Engineer. 21) INSPECTION OF ENGINEER'S BOOKS AND RECORDS The City may, for purpose of termination of the agreement prior to completion, examine the books and records of the Engineer for the purpose of checking the amount of the work performed by the Engineer at the time of termination. The Engineer shall maintain all books, documents, papers, accounting records and other evidence pertaining to costs incurred and shall make such materials available at the Engineer's office during the contract period and for three years from the date of final payment under the agreement, for inspection by the City, the Federal Aviation Administration and the U.S. Department of Transportation, Office of Inspector General. The 10 Comptroller General of the United States, and any of his duly authorized representatives, shall have access to any books, documents, papers and records of the Engineer which are directly pertinent to this agreement for the purpose of making audits, examinations, excerpts and transcriptions. 22) WARRANTIES OF SIGNATORY The undersigned signatory or signatories for the Engineer hereby represents and warrants that the signatory is an officer of the firm for which the signatory has executed this agreement and that the signatory has full and complete authority to enter into this agreement on behalf of the Engineer. The above - stated representations and warranties are made for the purpose of inducing the City to enter into this agreement. 23) OPINIONS OF COST Engineer's opinions of probable Total Project Costs and Construction Costs provided for herein are to be made on the basis of Engineer's experience and qualifications and represent Engineer's best judgement as an experienced and qualified professional engineer, familiar with the construction industry; but Engineer cannot and does not guarantee that proposals, bids or actual Total Project Cost or Construction Costs will not vary from of opinions of probable costs prepared by Engineer. 24) ENGINEER'S WARRANTY The Engineer warrants that Engineer has not employed or retained any company or persons, other than a bona fide employees who working solely for the Engineer, to solicit or secure this agreement and that Engineer has not paid or agreed to pay any company or person, other than such bona fide employees, any fee, commission, percentage, brokerage fee, gifts, or any other consideration, contingent upon or resulting from the award or execution of this agreement. For breach or violation of this warranty, the City shall have the right to annul this agreement without liability or, in its discretion, to deduct from the contract price or compensation, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gifts or contingent fee. 25) SUCCESSORS AND ASSIGNS Both the City and the Engineer each binds itself, its successors, executors, administrators and assigns to 11 the other party to this agreement and to all covenants contained in this agreement. Neither the City nor the Engineer shall assign, sublet, or transfer its interest in this agreement without written consent of the other. 26) ENGINEER'S SEAL The Engineer shall place the seal of a registered Texas Professional Engineer as endorsement on all documents and engineering data furnished by the Engineer to the City when such seal is required under Texas law. 27) NOTICES Notices to City provided for herein shall be sufficient if sent registered mail, postage prepaid, addressed to: Director of Aviation Lubbock International Airport Route 3, Box 389 Lubbock, Texas 79401 and notices to the Engineer, if sent by registered mail, postage prepaid, addressed to: 011er Engineering, Inc. 7806 Indiana Avenue Suite 202 Lubbock, Texas 79423 12 In witness whereof, the parties hereto have affixed their hands and seals on the date first above written: T Ran to Boyd, City Seeretary APPROVED AS TO FORM gied li� arold Willard, Assistant City Attorney AP ROVED AS TO CONTENT Bern E. Case, A.A.E. Director of Aviation CITY OF LUBBOCK C ` • • V B. C. McMirth, Mayor OLLER ENGINEERING, INC. R ch 011er, President AT T CITY OF LUBBOCK PROFESSIONAL ENGINEERING SERVICES AGREEMENT LIST OF EXHIBITS EXHIBIT A Projects EXHIBIT B Services Provided by the Airport EXHIBIT C Basic Services of the Engineer EXHIBIT D Additional Services of the Engineer EXHIBIT E RPR Responsibilities Fee Schedule 1: Basic Fees Fee Schedule 2: Additional Services Fees Attachment A-1 Special Provisions Title VI Assurances Attachment A-2 DBE Assurances EXHIBIT A AIRPORT PROJECTS OLLER ENGINEERING 1. Emergency Access Roads 2. Terminal Apron Access Road 3. Enlarge Taxiway F 4. Aircraft Deicing Area 5. Resurface Runway 17L/35R A-1 EXHIBIT B SERVICES TO BE PROVIDED BY THE CITY City shall do the following in a timely manner so as not to delay the services of the Engineer: 1. Provide sufficient criteria and information as to the Airport's requirements for the Projects including, but not limited to, design objectives, capacity and performance requirements, and budget constraints; identify design and construction standards which the City will require to be used for the Projects. 2. Make available plans, specifications, maps, field notes, previous reports, statistics, and other data in the City's possession pertaining to the existing facilities and to the Project. 3. Furnish the Engineer appropriate data in the City's possession including, but not limited to, soils and foundation investigations, boundary and other surveys, environmental assessments and environmental impact statements, and planning and engineering reports. 4. Examine all studies, reports, sketches, drawings, specifications, proposals, and other documents presented by the Engineer. 5. Give prompt written notice to the Engineer whenever the City observes or otherwise becomes aware of any development that affects the scope or timing of the engineer's services, or any defect in the work of the Engineer or its subcontractors. 6. Direct the Engineer to provide necessary Additional Services as stipulated in this agreement and such other services as required. B-1 EXHIBIT C BASIC SERVICES TO BE PROVIDED BY THE ENGINEER Engineer shall provide the City professional engineering services in all phases of the projects to which this agreement applies as hereinafter provided. These services will include serving as the City's professional engineering representative for the projects and providing professional engineering consultation and advice incidental thereto. A. DESIGN PHASE After written notice to proceed with the project design, Engineer shall: 1. Attend conferences and meetings with the City, the Federal Aviation Administration, and other interested parties to review available data and to clarify and define schedules and requirements of the projects. 2. Advise City as to whether City needs to provide or obtain data or services of the types described in Exhibit D - Additional Services and assist City in obtaining such data and services. 3. Identify and analyze requirements of governmental authorities having jurisdiction to approve the design of the projects and participate in consultations with such authorities. 4. Provide analyses of the Airport's needs, planning surveys, site evaluations, and comparative studies of prospective sites and solutions. 5. Establish the scope of any soil and foundation investigations and any special surveys and tests which, in the opinion of the Engineer, may be required for the design; assist the City in making the necessary arrangements, including the selection of a testing laboratory, for the work to be done with the costs to be borne by the City. The City may request performance of these tests through the Engineer. If so, these costs will be paid under the Fee Schedule for Additional Services. C-1 6. Perform field surveys, including any necessary topographic surveys, required to collect data necessary for the design of the projects excluding boundary and rights -of -way surveys. 7. This section intentionally left blank. 8. Consult with the City to clarify and define the City's requirements for the Preapplication and review available data. 9. Prepare Preapplication for Federal Assistance including supporting documentation but excluding environmental assessments and impact statements. Provide City with five (5) copies of the Preapplication and support documentation. 10. In consultation with the City, the FAA and other interested parties, refine the general scope, extent, and character of the projects, if necessary. 11. Attend meetings and conferences, as necessary, to obtain information and coordinate and/or resolve design matters. 12. Establish the scope of any special surveys, boundary surveys, and special tests which in the opinion of the Engineer, may be required for the design of the Project and arrange, if requested by the City, for such work to be done. 13. Prepare Preliminary Design documents consisting of final design criteria, preliminary drawings, outline specifications, and a written description of the projects. The Engineer shall furnish four (4) copies of the Preliminary Design documents and present them to and review them with the City. 14. Update the existing Airport Layout Plan (ALP) as necessary to comply with FAA Advisory Circulars 150/5070-6A, Chapter 9 and 150/5300-13, Appendix 7. Transfer the updated existing ALP to a computer aided design and drafting (CADD) format as directed by the Director of Aviation of the City. If a new ALP is required, the Engineer will be compensated in accordance with the provisions of Fee Schedule 2 - Additional Services. C-2 The Engineer shall furnish the Airport with four (4) review copies and upon approval, one reproducible Mylar of minimum 4 mil thickness and fifty (50) copies of the ALP and one set of computer diskettes of a type directed by the City's Director of Aviation containing a CADD copy of the ALP. 15. Advise the City as to whether additional data or services of the types described in Additional Services are necessary and assist the City in obtaining such data and services. 16. Based on the information contained in the preliminary design documents, submit a revised opinion of total project costs. 17. Update the airport's Exhibit A property map as directed by the Director of Aviation of the City. The Engineer shall submit four (4) copies of the map to the Director of Aviation for review and approval. The approved Exhibit A shall be submitted with the application for federal Assistance. After written authorization to Proceed with the Final Design Phase, Engineer shall: 18. On the basis of the accepted Preliminary Design documents and the revised opinion of probable total project costs, prepare for incorporation in the Contract Documents final drawings and specifications hereinafter called "Drawings" to show the general scope, extent and character of the work to be furnished and performed by contractors selected by the City. Drawings will be prepared by the Engineer in conformance with standards provided by the City. 19. Provide required technical criteria, written descriptions and design data; submit applications for permits; obtain approval of such governmental authorities as have jurisdiction to approve the design of the Project; and, assist the City in consultations with appropriate authorities. 20. Furnish to the City a revised opinion of probable total project costs based on the Drawings. C-3 21. Prepare for review and approval by the City's Director of Aviation: (a) contract agreement forms; (b) general and supplementary provision; (c) bid forms; (d) invitations to bid; (e) instructions to bidders; and, (f) other related documents. 22. Furnish for final review four (4) copies of the documents of the final Drawings and review them with the City's Director of Aviation and other approving authorities. 23. Make revisions to the Final Design Documents as may be required after review by the Airport and other approving authorities. Engineer shall furnish City's Director of Aviation with six (6) copies of the completed documents and Drawings. 24. Prepare for review and approval by the City's Director of Aviation, a Construction Management Program as directed by the Airport. Engineer shall furnish the Director of Aviation three (3) bound copies of the Program. 25. Attend meetings and conferences, as necessary, to obtain information and coordinate and/or resolve design matters. 26. Provide the City's Director of Aviation with a report describing any revisions made by the Engineer to the FAA's Standards for Specifying Construction of Airports, AC:150/5370-10A. B. Bidding Phase After written authorization to proceed with the Bidding Phase, Engineer shall: 1. Provide the Airport with fifty (50) copies of the revised and approved Drawings and Contract Documents for bidding purposes. Copies of the Drawings and Contract Documents in excess of the specified number will be paid for as of Additional Services. C-4 2. Prepare advertising for bids for each separate prime contract for construction, materials, equipment, and services; issue Bidding Documents to prospective bidders and other interested parties; maintain a record of prospective bidders to whom Bidding Documents have been issued; and receive and process deposits for Bidding Documents. 3. Conduct a Pre -bid Conference to discuss the requirements of the Project with prospective bidders, subcontractors and suppliers. The Engineer shall prepare and distribute minutes of the Conference to the Attendees. 4. Issue addenda as appropriate to interpret, clarify or expand the Bidding Documents. 5. Attend the bid opening, prepare bid tabulation sheets, evaluate bids and recommend bid award. Compile eight (8) executed copies of the bid contracts for construction, materials, equipment and services. 6. Consult with and advise the City's Director of Aviation as to the acceptability of subcontractors, suppliers and other persons and organizations proposed by the successful bidders (hereinafter called "contractor(s)") for those portions of the work as to which such acceptability is required by the Bidding Documents. 7. Consult with and advise the City's Director of Aviation concerning the acceptability of substitute materials and equipment proposed by Contractors when substitution prior to the award of contracts is allowed by the Bidding Documents. 8. Prepare Application for Federal Assistance and supporting documents. Review the application and supporting documents with the City's Director of Aviation and obtain all necessary signatures on the application and documents. Submit one original and six copies of the signed application and supporting documents to the City's Director of Aviation. C. Construction Phase After written authorization to proceed with the Construction Phase, Engineer shall: C-5 1. Conduct preconstruction conferences with representatives of the Airport, the FAA, the contractors and other interested parties. The Engineer shall prepare and distribute a record of the preconstruction conference to the attendees. 2. Serve as Project Manager for the City, coordinate all activities, reports and other matters during the projects. 3. Perform the necessary field surveys for establishing horizontal and vertical controls for the use of the contractors during the performance of the construction. 4. Make visits to the site at intervals appropriate to the various stages of construction as Engineer deems necessary in order to observe, as an experienced and qualified design professional, the progress and quantity and quality of the various aspects of the work of the Contractor(s). Based on information obtained during such visits and on such observations, Engineer shall endeavor to determine in general if such work is proceeding in accordance with the Contract Documents and Engineer shall keep the City's Director of Aviation informed of the progress of the work. The Engineer shall endeavor to protect the City against defects and deficiencies in the work of the contractor(s); however, it is understood that the Engineer cannot guarantee the performance of the contractor(s), nor is the Engineer responsible for the actual supervision of the construction operations or for any safety measures the contractor(s) takes or should take. 5. Consult with and advise the City's Director of Aviation, issue all instructions to the Contractor(s) as may be requested by him and prepare routine change orders as required. 6. Review: (a) samples; (b) catalog data; (c) schedules; (d) shop drawings; (e) laboratory, shop, and mill tests of materials and equipment; and, other data submitted by the Contractor(s). Such reviews will be only for conformance with the design concept of the Project and compliance with the information given in the Contract Documents. The Engineer shall provide one copy of documents with review comments to the City's Director of Aviation. C-6 7. Prepare and/or verify any periodic and final estimates for payments to the contractors, and furnish the City with any necessary certifications as to payments to contractors and suppliers; assemble and delivery to the City written guarantees and operating manuals for equipment installed under the projects. 8. Observe initial operation of the projects and performance tests required by the specifications. 9. Conduct, in the presence of the City's Director of Aviation, and the FAA, a final inspection of the Project for conformance with the design concept of the Project and compliance with the Contract Documents, and approve, in writing, final payment to the Contractor(s). The Engineer shall prepare and distribute copies of the findings to the Airport, the City, the FAA, and the Contractors. 10. Provide the City's Director of Aviation with a weekly progress report on construction. This report shall contain information on daily weather conditions, personnel of the contractor(s) and equipment on site, visitors to site, materials and equipment delivered to site, summary of activities of contractors, construction problems and nonconforming work, and activities schedule for the upcoming week. 11. Provide the City's Director of Aviation with a final test and quality control report documenting the results of all tests performed, highlighting those tests that failed or did not meet the applicable test standards. The report shall include any pay reduction applied and reasons for accepting any out -of -tolerance material. 12. Prepare and submit to the City's Director of Aviation one set of reproducible record drawings on Mylar of 4 mil minimum thickness and four (4) sets of prints showing those changes made during the construction process, based on the marked -up prints, drawings and other data furnished by contractors to Engineer and which Engineer considers significant. 13. Provide assistance in the closing of any financial or related transaction for the projects. C-7 14. Provide assistance in refining and adjusting any equipment or system installed as a result of the projects. 15. Assist the City's Director of Aviation in training his staff to operate and maintain the Project. 16. Furnish City's Director of Aviation with three (3) bound copies of all approved catalog cuts, warranties, maintenance data, parts lists, and names of equipment and materials suppliers. 17. Conduct an inspection of the Project prior to the expiration of any warranty period and advise the City's Director of Aviation of any recommended action to be taken under the terms of any warranty. C-8 END OF C EXHIBIT D ADDITIONAL SERVICES TO BE PROVIDED BY THE ENGINEER Engineer shall furnish or obtain from others Additional Services of the types listed hereinafter. These services are not included as part of the Basic Services to be provided by the Engineer. Compensation for Additional Services will be in addition to compensation for services performed under Basic Services. 1. Services of a resident project representative, and other field personnel as required, for continuous on - site observation of the construction and, if required, for detailed construction layout surveys. See Exhibit E. 2. Boundary, land, and right-of-way surveys, establishment of monuments; and, related office computations and drafting. 3. Preparation of property and easement descriptions and related drawings. 4. Assistance to the City as an expert witness in any litigation with third parties arising from the development or construction of the projects. 5. Appearances before regulatory agencies. 6. Preparation of Environmental Impact Assessment Reports and assistance to the City in preparing for and attending public hearings. 7. Detailed mill, shop, and/or laboratory inspections of materials and equipment. 8. Providing additional copies of reports, plans, specifications, and documents above the number specified to be furnished under the Basic Services. 9. Travel and subsistence for the Engineer and Engineer's staff beyond that normally required under the Basic Services, when authorized by the City's Director of Aviation. 10. Preparation of operating instruction and manuals for facilities and training of personnel in the operation of the facilities. D-1 11. Actual performance of surveying, soils, materials, foundation investigations, and pavement mix designs, including field and laboratory tests, borings, related engineering analyses, and recommendations necessary for design and quality control. If the Engineer provides any of the services in this paragraph 11 by subcontracting with a testing laboratory, the Engineer shall have no liability to the City by reason of any acts or omissions of the testing laboratory. Any liability for acts or omissions of the testing laboratory shall run directly from the testing laboratory to the City. 12. Preparation of a new Airport Layout Plan. 13. Any other services required for the projects, authorized in writing by the City's Director of Aviation, and not otherwise provided for in this Agreement. D-2 END OF D EXHIBIT E DUTIES, RESPONSIBILITIES AND LIMITATIONS OF AUTHORITY OF THE RESIDENT PROJECT REPRESENTATIVE A. General Resident Project Representative (RPR), as the Engineer's agent, will act as directed by and under the supervision of the Engineer, and will confer with the Engineer regarding RPR's actions. Resident Project Representative's dealings in matters pertaining to the on -site work shall in general be only with the Engineer and Contractor(s), keeping the City's Director of Aviation advised as necessary, and dealings with the subcontractors of the contractors shall only be through or with the full knowledge of the Contractors. Written communications with the City's Director of Aviation will be only through or as directed by the Engineer. B. Duties and Responsibilities. Resident Project Representative will: 1. Schedules. Review the progress schedule, schedule of shop drawing submission and schedule of values prepared by the Contractor(s) and consult with the Engineer concerning their acceptability. 2. Conferences. Attend preconstruction conferences. Arrange a schedule of progress meetings and other job conferences as required in consultation with engineer and notify in advance those expected to attend. Attend meetings, and maintain and circulate copies of minutes thereof. 3. Liaison. a. Serve as the Engineer's liaison with the superintendents for the contractors and assist the superintendents in understanding the intent of the Contract Documents. Assist the engineer in serving as the City's liaison with the Contractors when the Contractor's operations affect the City"s on -site operations. b. Assist in obtaining from the City additional details or information, when requested by the Engineer for proper execution of the work. E-1 4. Shop Drawings and Samples. a. Receive and record date of receipt of Shop Drawings and samples, receive samples which are furnished at the site by the Contractor(s), and notify the Engineer of their availability for examination. b. Advise the Engineer and Contractor(s) or their superintendents immediately of the commencement of any work requiring a shop drawing or sample substitution if the submittal has not been approved by the Engineer. 5. Review of Work, Rejection of Defective Work, Inspection and Tests. a. Conduct on -site observations of the work in progress to assist the Engineer in determining if the work is proceeding in accordance with the Contract Documents and that completed work will conform to the Contract Documents. b. Report to the Engineer whenever the RPR believes that any work is unsatisfactory, faulty or defective or does not conform to the Contract Documents, or does not meet the requirements of any inspections, tests or approval required to be made or has been damaged prior to final payment; advise the Engineer when the RPR believes work should be corrected or rejected or should be uncovered for observation, or requires special testing, inspection or approval. C. Verify that tests, equipment and systems startups and operating and maintenance instructions are conducted as required by the Contract Documents and in the presence of the required personnel, and that Contractors maintain adequate records thereof; observe, record and report to the Engineer appropriate details pertaining to the test procedures and startups. d. Accompany visiting inspectors representing public and other agencies having jurisdiction over the projects, record the outcome of these inspections, and report to the Engineer. 6. Interpretation of Contract Documents. Transmit to Contractors the Engineer's clarification and interpretations of the Contract Documents. E-2 7. Modifications. Consider and evaluate suggestions of the Contractors for modifications in the Drawings and report them with recommendations to the Engineer. S. Records. a. Maintain at the job site orderly files for correspondence, reports of job conferences, Shop Drawings and sample submissions, reproductions of original Contract Documents including all addenda, change orders, field orders, additional Drawings issued subsequent to the execution of the Contract Documents, progress reports, and other project related documents. b. Keep a daily diary or log book, recording hours on the job site, weather conditions, data relative to questions of extras or deductions, lists of visiting officials and representatives of manufacturers, fabricators, suppliers and distributors, daily activities, decisions, observations in general and specific observations in more detail as in the case of observing test procedures. Send copies to the Engineer. C. Maintain on a current basis a set of project drawings marked to show the work as actually constructed and assist the Engineer in the preparation of Record Drawings from the information on these marked drawings. d. Record names, addresses and telephone numbers of all Contractors, subcontractors and major suppliers of materials and equipment. 9. Reports. a. Furnish the Engineer periodic reports as required of progress of the work and Contractors compliance with the approved progress schedule and schedule of Shop Drawing submissions. b. Consult with the Engineer in advance of scheduled major tests, inspection or start of important phases of the work. C. Report immediately to the Engineer after the occurrence of any accident. E-3 d. Prepare and submit FAA Form 5370-1, Construction Progress and Inspection Report to the FAA, Fort Worth, Texas. The completed form should be received by the FAA not later than the Monday immediately following the reporting week. e. Report immediately to the Engineer any failing materials tests. 10. Payment Requisitions. Review applications for payment with Contractors for compliance with the established procedure for their submission and forward them with recommendations to the Engineer, noting particularly their relation to the schedule of values, work completed and materials and equipment delivered at the worksite but not incorporated in the work. 11. Certificates, Maintenance and Operation Manuals. During the course of the work, verify that certificates, maintenance and operation manuals and other data required to be assembled and furnished by contractor are applicable to the items actually installed; and deliver this material to Engineer for his review and submission to the City prior to final acceptance of the work. 12. Completion. a.' Before the Engineer issues a Certificate of Substantial completion, submit to Contractor(s) a list of observed items requiring completion or correction. b. Conduct final inspection in the company of the Engineer, City, Contractors and other interested parties and prepare a final list of items to be completed or corrected. C. Verify that all items on the final list have been completed or corrected and make recommendations to the Engineer concerning acceptance. C. Limitations of Authority Except upon written instructions of the Engineer, Resident Project Representative: 1. Shall not authorize any deviation from the Contract Documents or approve any substitute materials or equipment. E-4 2. Shall not exceed the limitations on the Engineer's authority as set forth in the Contract Documents. 3. Shall not undertake any of the responsibilities of Contractors, subcontractors or their superintendents, or expedite the work. 4. Shall not advise on or issue directions relative to any aspect of the means, methods, techniques, sequences or procedures of construction unless such is specifically called for in the Contract Documents. 5. Shall not advise on or issue directions as to safety precautions and programs in connection with the work. 6. Shall not participate in specialized field or laboratory tests. • E-5 END OF E FEE SCHEDULE I BASIC SERVICES OLLER ENGINEERING FEE TOTAL PHASE BASIC $169,965 Design $122,977 $ 8,358 Bid $5,109 $ 20,848 Const. $20,770 SURVEY PRINT TEST $43,950 - $3,038 - $3,249 - 78 - $199,171 $148,856 $43,950 $14,400 Professional Liability Insurance $213,571 TOTAL LUMP SUM FEE $3,327 $3,038 Lump Sum Fee broken down by project is: Project #1: Emergency Access Roads $196,792 Project #2: Terminal Access Road $16,779 FEE SCHEDULE 2 ADDITIONAL SERVICES OLLER ENGINEERING Additional Services Project Manager Design Engineer Engineer -in -Training Drafting Clerical RPR Mileage To be determined Hourly Rate $70.00 $49.00 $40.00 $38.00 $28.00 $35.00 $ 0.35 per mile a. Construction phase surveys b. Construction phase testing The above rates are in effect through December 31, 1992. Note: The current salary overhead is 168.93% ATTACHMENT A-1 SPECIAL PROVISIONS CONTRACTOR CONTRACTUAL REQUIREMENTS TITLE VI ASSURANCES During the performance of this agreement, the Engineer, for itself, its assignees and successors in interest agrees as follows: 1. Compliance with Regulations. The Engineer (shall comply with the regulations relative to nondiscrimination in federally assisted programs of the Department of Transportation ("DOT") Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time, (hereinafter referred to as the Regulations), which are herein incorporated by references and made a part of this agreement. 2. Nondiscrimination. The Engineer, with regard to the work performed by it during the agreement, shall not discriminate on the grounds, of race, color or national origin in the selection and retention of subcontractors, including procurement of materials and leases of equipment. The Engineer shall not participate either directly or indirectly in the discrimination prohibited by section 21.5 of the Regulations, including employment practices when the contract covers a program set forth in Appendix B of the Regulations. 3. Solicitations for Subcontractors, Including Procurement of Materials and Equipment. In all solicitations either by competitive bidding or negotiation made by Engineer for work to be performed under a subcontract, including procurement of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the Engineer of the Engineer's obligations under this agreement and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin. 4. Information and Reports. The Engineer shall provide all information and reports required by the Regulations or directives issued pursuant thereto and shall permit access to its books, records, accounts, other sources of information, and its facilities, as may be determined by the Agent or the Federal Aviation Administration (FAA) to be pertinent to ascertain compliance with such Regulations, orders, and instructions. Where any information required of Engineer is in the exclusive possession of another who fails or refuses to furnish this information, the Engineer shall so certify to the Agent or the FAA, as appropriate, and shall set forth what efforts Engineer has made to obtain the information. 5. Sanctions for Noncompliance. In the event of the Engineer's noncompliance with the nondiscrimination provisions of this agreement, the Agent shall impose such contract sanctions as it or the FAA may determine to be appropriate, including, but not limited to -- (a) withholding of payments to the Engineer under the agreement until the Engineer complies, and/or (b) cancellation, termination, or suspension of the agreement in whole or in part. 6. Incorporation of Provisions. The Engineers shall include the provisions of paragraphs 1 through 5 above in every subcontract, including procurement of materials and leases of equipment unless exempt by the Regulations or directives issued pursuant thereto. The Engineer shall take such action with respect to any subcontract or procurement as the Agent or the FAA may direct as a means of enforcing such provisions, including sanctions for noncompliance. Provided, however, that in the event the Engineer becomes involved in, or is threatened with litigation with a subcontractor or supplier as a result of such direction, the Engineer may request the Agent to enter into such litigation to protect the interests of the Agent and FAA and, in addition, the Engineer may request the United States to enter into such litigation to protect the interests of the United States. ATTACHMENT A-2 DISADVANTAGED BUSINESS ENTERPRISE (DBE) ASSURANCES 1. Policy. It is the policy of the United States Department of Transportation (DOT) that disadvantaged business enterprises as defined in 49 CFR Part 23 shall have the maximum opportunity to participate in the performance of contracts financed in whole or in part with federal funds under this agreement. Consequently, the DBE requirements of 49 CFR Part 23 Apply to this agreement. 2. DBE Obligations. The Engineer agrees to ensure that disadvantaged business enterprises as defined in 49 CFR Part 23 have the maximum opportunity to participate in the performance of contracts and subcontracts financed in whole or in part with federal funds provided under this agreement. In this regard, Engineer shall take all necessary and reasonable steps in accordance with 49 CFR Part 23 to ensure that disadvantaged business enterprises have the maximum opportunity to compete for and perform contracts. Engineer shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of DOT -assisted contracts. e32(;7 TEMPORARY COPY d-A, CITY OF LUBBOCK LUBBOCK INTERNATIONAL AIRPORT PROFESSIONAL ENGINEERING SERVICES AGREEMENT FOR AIRPORT AND AIRFIELD CONSTRUCTION PROJECTS THIS AGREEMENT is made and entered into the 23rd day of April 1992, by and between the City of Lubbock, Texas, hereinafter called "City" and 011er Engineering, Inc., hereinafter called "Engineer". WITNESSETH WHEREAS, the City owns Lubbock International Airport, hereinafter called "Airport," and through the City's Airport Division operates the Airport; and WHEREAS, Engineer is desirous of providing design, engineering, design testing, bid preparation, construction coordination services (Basic Services) and other related services (Additional Services) stated herein; and WHEREAS, City is desirous of engaging Engineer for all of the above such services: NOW THEREFORE, in consideration of the promises and covenants hereinafter contained, it is agreed by and between the parties hereto as follows: 1) CONTRACT DOCUMENTS The Request for Proposal, and a signed copy of the proposal submitted by Engineer in response to RFP #11863 are, where not in conflict herewith, hereby made a part of this Agreement and are mutually cooperative therewith. When there is a conflict, this Agreement shall prevail. 2) SERVICES AND REQUIREMENTS a) Engineer agrees to serve as the City's professional engineering representative to design, coordinate, inspect and oversee the airport development who, in the opinion of the Airport, is incompetent, or whose conduct becomes detrimental to the work, shall immediately be removed by the Engineer from association with the Project. The Engineer certifies that Engineer has adequate qualified personnel for performance of the services required under this agreement, or will be able to obtain such personnel from sources other than the City or Airport. The Engineer shall prepare monthly progress reports in sufficient detail to substantiate the work performed and vouchers requesting monthly payments. The Engineer shall furnish all equipment, materials and supplies required to perform the work under this agreement except as provided herein. b) The Engineer shall not proceed with any of the services and work required under this Agreement until specifically authorized in writing by the City's Director of Aviation. c) City agrees to provide Engineer with services and support as described in Exhibit B. 3) FEES AND PAYMENTS A. Fees Fees charged by the Engineer for the Basic Services shall be as shown in Fee Schedule 1, Fee Schedule for Basic Services for projects number 1 and 2 as shown in Exhibit A. Fees for projects 3, 4, and 5 in Exhibit A shall be negotiated upon authorization by the City. Fees charged by the Engineer for additional services shall be as shown in Fee Schedule 2 "Fee Schedule for Additional Services" for work as authorized by the City during the term of this agreement. B. Time of Payments Partial payments may be made monthly or as otherwise acceptable to the Engineer and City in proportion to those parts of the services that have been completed accomplished, as evidenced by monthly statements submitted by the Engineer. In no case shall the The Engineer shall submit the statements as directed by the City showing an estimate of the Basic Services completed and the actual approved Additional Services completed. Statements shall be detailed in a manner so as to be correlative to the FAA Reimbursement Request Form Breakdown of Expenses and cumulative totals. C. Other Provisions Concerning Payments Payments to the Engineer for Additional Services rendered will be based upon itemized and certified statements sufficiently detailed to show the names of the employees and the amount of time worked. Statements should include authorized non -salary expenses with supporting itemized invoices for Additional Services. Five percent (5%) of the amount billed by the Engineer and approved by the Airport through the Final Design Phase for Basic Services shall be withheld. Payment of any money withheld will be made to the Engineer after the satisfactory completion of all phases of work through the Design Phase. Payment of 5% withheld should be considered acceptance of the work. Statements and supporting documents will be submitted to the City no more than monthly. Upon receipt and approval of each statement, the City shall pay the amount which is due and payable as provided herein within thirty (30) days of invoice receipt. Final payment of any money due will be made to the Engineer after satisfactory completion of all services and obligations covered in this agreement and acceptance of the work by the Director of Aviation of the City. Should the City terminate this agreement as herein provided, no fees other than fees due and payable at the effective date of termination, shall thereafter be paid to the Engineer. The City shall be the sole judge in determining the value of the work performed by the Engineer prior to termination. Payment for work at termination will be based on work completed at that time. If the Engineer defaults in performance of this agreement and the City terminates the contract as a result of such default, the City will give 4) 5) of employing another firm to complete the work required and the time required to do so, and other factors which affect the value to the City of the work performed at the time of default. The termination of this agreement and payment by the City to the Engineer of the fees described above shall extinguish all right, duties, obligations and liabilities of the Airport, City, and Engineer under this agreement with regard to payment only. However, if the termination of this agreement is due to the Engineer's default, the City may take over the project and prosecute the remaining work to completion by contract or otherwise. In such case, the Engineer shall be liable for any additional costs for professional services resulting from the Engineer's default. TERM The term of this Agreement will commence upon execution by both parties hereto and will continue until the completion of those projects listed in Exhibit A or a period of (3) three years from date of execution, whichever is sooner, or until completion of any project begun during the original term. INSURANCE AND BOND Engineer, at its own cost and expense, shall secure and maintain for the term of this agreement the following minimum insurance coverages: (a) Comprehensive general liability insurance with the City as an additional named insured, in the minimum amount of $250,000 for bodily injury, $500,000 for each accident or occurrence, and $100,000 for property damage. The policy must provide that coverage thereunder will not be canceled or reduced without at least thirty (30) days prior written notice to the City. (b) Engineer will through the term furnish current certificates of insurance verifying the foregoing concurrent herewith. 6) PROFESSIONAL LIABILITY INSURANCE Engineer shall maintain in full force and effect for 7) SAFETY The Engineer agrees to take all necessary safety precautions and shall comply with all applicable provisions of federal, state and municipal safety laws and building codes so as to prevent accidents or injury to persons on, about, or adjacent to the premises where the services are being performed. City's Director of Aviation, or his designee, may stop work if safety laws or safe work practices are not being observed. 8) CHANGES (a) The City reserves the right to modify, increase or decrease the scope of services and/or work contained herein, and to change the time period specified in the Agreement. The City upon the exercise of this right will negotiate with the Engineer and issue a Supplemental Agreement setting forth the change and the increase or the decrease in the amount of fees to be paid the Engineer. (b) The limit of compensation, as set forth in Fee Schedules 1 and 2 may be adjusted when the Engineer establishes and the City agrees that there has been or will be a significant change in the: (1) Scope, complexity, or character of the original services to be performed, induced, caused or directed by the Engineer. (2) Conditions under which the original work was required to be performed, neither foreseen by the parties at the time of execution of this agreement, nor created thereafter by the Engineer. (3) Duration of work, if the change from the time period specified in the Agreement of completion of the services to be provided was induced, caused or was the result of directions issued by the City, State or Federal Authorities. (4) An increase in the Consumer Price Index published by the Bureau of Labor Statistics greater than 5% in any one year. (c) An appropriate adjustment in the Lump Sum may be considered; however, there will be no adjustment in the (d) When required to do so by the City, the Engineer shall make such revisions as are necessary to correct Engineer's errors or omissions in the work. No additional compensation shall be paid for these revisions. (e) If the City requests changes to work previously completed by the Engineer and accepted by the City, the Engineer shall make such changes as directed by the City. This will be considered additional work and paid for as provided in the Fee Schedule for Additional Services. 9) DAMAGE TO PROPERTY Engineer agrees to be responsible for any and all damage to property belonging to the City and City's tenants caused by an act or omission of Engineer, its agents, or employees. Engineer agrees to be responsible for repairing said damaged property and shall pay the costs therefor. 10) LICENSES Engineer agrees to possess and keep current all state and local licenses required for the Engineering services to be performed herein. The Engineer in charge of the project must be a Registered Professional Engineer in the State of Texas. 11) SPONSOR'S ASSURANCES This Agreement shall be subordinate to the provisions of any existing or future agreements between City and the United States Government relating to the operation or maintenance of the Airport, the execution of which has been or will be required as a condition precedent to the granting of federal funds for the development of the Airport to the extent that the provision of any such existing or future agreements are generally required by the United States at other civil air carrier airports receiving federal funds and provided that the city agrees to give the Engineer written notice in advance of the execution of such agreements of any provision therein which will modify the terms of this Agreement. 12) NONDISCRIMINATION Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally Assisted Programs of the Department of Transportation, Effectuation of Title VI of the Civil Rights Act of 1964, as amended. b) The Engineer, for itself, its successors and assigns, as part of the consideration for this agreement, agrees that no person, on the grounds of race, color, national origin, age, sex, or handicap, shall be excluded from participation in, denied the benefits of or otherwise subject to discrimination in the furnishing of services hereunder. c) In the event of a breach of any of the nondiscrimination covenants pursuant to Part 21 of the Regulations of the Office of the Secretary of Transportation, as amended, the City shall have the right to terminate this agreement. d) The Engineer will undertake an affirmative action program as required by 14 CFR Part 152, Subpart E, as amended, to ensure that no person shall on the grounds of race, creed, color, national origin, age, sex or handicap be excluded from participating in any employment activities hereunder covered in 14 CFR part 152, Subpart E. The Engineer will require that its subcontractors similarly undertake affirmative action programs and that they will each require assurances from their subcontractors by 14 CFR Part 152, Subpart E. e) Nothing herein contained shall be construed to grant or authorize the granting of an exclusive right forbidden by Section 308 of the Federal Aviation Act of 1958, as amended. f) SUBLETTING The Engineer shall not sublet or transfer any portion of the work under this agreement unless specifically approved in writing by the City Director of Aviation. Subcontractors shall comply with the provisions of this agreement and all state and federal regulations as applicable. All subcontracts require approval in writing by the Director of Aviation of the City. The Engineer shall provide the City's Director of Aviation with two copies of the executed contract between the Engineer and any subcontractors. The Engineer shall comply with the provisions of Attachment A-1, "Special Provision Contractor Contractual Requirements Title VI Assurances". h) DISADVANTAGED BUSINESS ENTERPRISE REQUIREMENTS The Engineer shall comply with the provisions of Attachment A-2, "Disadvantaged Business Enterprise (DBE) Assurances". 13) RULES AND REGULATIONS In conducting its operations hereunder, the Engineer agrees to comply with all applicable laws of the United States of America and the State of Texas and lawful rules and regulations promulgated by their authority, including the Federal Aviation Administration with reference to airport security; and all applicable lawful rules, regulations and ordinances of City now in force or thereafter prescribed and promulgated by authority of law, specifically including all fire codes and security regulations. 14) SECURITY Engineer at all times agrees to be subject to regulations contained in by 14 C.F.R. "Airport Security", as amended. Engineer agrees that it shall be solely and fully responsible for any and all breaches of security resulting from the negligence or intentional acts of omission or commission of officers, employees, representatives, agents, servants, contractors, subcontractors, successors, assigns and suppliers of Engineer. 15) FORCE MAJEURE Any prevention, delay or stoppage of the performance of the Engineer's obligations hereunder due to strikes, lockouts, labor disputes, acts of God, governmental restrictions, governmental controls, governmental regulations, enemy or hostile government action, civil commotion, fire or other casualty, or any other cause beyond the reasonable control of the Engineer shall not be deemed to be a breach of the agreement or a violation of or failure to perform any covenants hereof, and the Engineer shall immediately after cessation off any such cause render performance delayed thereby. By mutual agreement and consent of both parties in writing. By the City by notice in writing to the Engineer as consequence of failure by the Engineer to perform the services herein set forth in a satisfactory manner and within the time limits provided, with proper allowances being made for circumstances beyond the control of the Engineer. By either party, upon the failure of the other party to fulfill its obligations as set forth in Exhibits B, C, D, and E attached hereto. By the City for reasons of its own and not subject to the mutual consent of the Engineer by delivering a written Notice of Termination to the Engineer, which shall take effect on the tenth (loth) day following receipt. By the situation stipulated in Section 8 of Attachment A-2, Disadvantaged Business Enterprise (DBE) Assurances, if applicable. By satisfactory completion of all services and obligations described herein. If work is suspended for more than six months at the request of the City and the Agreement may be renegotiated at the request of the Engineer or unilaterally terminated by the Engineer. The City may suspend the work of the Engineer under this agreement at any time by written notice to the Engineer, and likewise may instruct the Engineer to resume work by written notice. 17) INDEMNIFICATION Engineer agrees to indemnify, save harmless and defend the City, its officers and employees, from and against all losses, claims, demands, actions, damages, costs, charges and causes of action of every kind of character, including attorneys' fees, based upon or arising out of Engineer's negligent performance or failure of performance hereunder. In the event that the City's tender of its defense, based upon the foregoing, is rejected by Engineer, and Engineer is itself or its officers or employees and enforcing this indemnification provisions. 18) ASSIGNMENT This Agreement cannot be assigned by either party without the prior written consent of the other. 19) DISPUTES Should disputes arise as to any work under this agreement, the City's decision shall be final and binding. 20) OWNERSHIP OF DOCUMENTS Original documents, plans, designs, survey notes, specifications, charts, computations and other data prepared under the terms of this agreement are instruments of service and shall remain the property of the Engineer. Upon completion of the projects, reproducible copies of the drawings as required in Attachment B shall be provided to the City, and will become property of the City. The Airport Layout Plan is specifically excluded from the provisions of this Section and shall become the property of the City upon completion. The City and Airport shall have the right to use the Airport Layout Plan without restriction. Documents, including plans and specifications, are not intended or represented to be suitable for reuse by the City or others on extensions of the projects or on any other projects. Any reuse without written verification or adaptation by the Engineer for the specific purpose intended will be at the City's own risk and without liability or legal exposure to the Engineer. 21) INSPECTION OF ENGINEER'S BOOKS AND RECORDS The City may, for purpose of termination of the agreement prior to completion, examine the books and records of the Engineer for the purpose of checking the amount of the work performed by the Engineer at the time of termination. The Engineer shall maintain all books, documents, papers, accounting records and other evidence pertaining to costs incurred and shall make such materials available at the Engineer's office Comptroller General of the United States, and any of his duly authorized representatives, shall have access to any books, documents, papers and records of the Engineer which are directly pertinent to this agreement for the purpose of making audits, examinations, excerpts and transcriptions. 22) WARRANTIES OF SIGNATORY The undersigned signatory or signatories for the Engineer hereby represents and warrants that the signatory is an officer of the firm for which the signatory has executed this agreement and that the signatory has full and complete authority to enter into this agreement on behalf of the Engineer. The above - stated representations and warranties are made for the purpose of inducing the City to enter into this agreement. 23) OPINIONS OF COST Engineer's opinions of probable Total Project Costs and Construction Costs provided for herein are to be made on the basis of Engineer's experience and qualifications and represent Engineer's best judgement as an experienced and qualified professional engineer, familiar with the construction industry; but Engineer cannot and does not guarantee that proposals, bids or actual Total Project Cost or Construction Costs will not vary from of opinions of probable costs prepared by Engineer. 24) ENGINEER'S WARRANTY The Engineer warrants that Engineer has not employed or retained any company or persons, other than a bona fide employees who working solely for the Engineer, to solicit or secure this agreement and that Engineer has not paid or agreed to pay any company or person, other than such bona fide employees, any fee, commission, percentage, brokerage fee, gifts, or any other consideration, contingent upon or resulting from the award or execution of this agreement. For breach or violation of this warranty, the City shall have the right to annul this agreement without liability or, in its discretion, to deduct from the contract price or compensation, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gifts or contingent fee. the other party to this agreement and to all covenants contained in this agreement. Neither the City nor the Engineer shall assign, sublet, or transfer its interest in this agreement without written consent of the other. 26) ENGINEER'S SEAL The Engineer shall place the seal of a registered Texas Professional Engineer as endorsement on all documents and engineering data furnished by the Engineer to the City when such seal is required under Texas law. 27) NOTICES Notices to City provided for herein shall be sufficient if sent registered mail, postage prepaid, addressed to: Director of Aviation Lubbock International Airport Route 3, Box 389 Lubbock, Texas 79401 and notices to the Engineer, if sent by registered mail, postage prepaid, addressed to: 011er Engineering, Inc. 7806 Indiana Avenue Suite 202 Lubbock, Texas 79423 In witness whereof, the parties hereto have affixed their hands and seals on the date first above written: CITY OF LUBBOCK ATTEST B. C. McMinn, Mayor Ranette Boyd, City Secretary APPROVED AS TO FORM OLLER ENGINEERING, INC. Harold Willard, Assistant City Attorney APPROVED AS TO CONTENT Bern E. Case, A.A.E. Director of Aviation Rich 011er, President ATTEST CITY OF LUBBOCK PROFESSIONAL ENGINEERING SERVICES AGREEMENT LIST OF EXHIBITS EXHIBIT A Projects EXHIBIT B Services Provided by the Airport EXHIBIT C Basic Services of the Engineer EXHIBIT D Additional Services of the Engineer EXHIBIT E RPR Responsibilities Fee Schedule 1: Basic Fees Fee Schedule 2: Additional Services Fees Attachment A-1 Special Provisions Title VI Assurances Attachment A-2 DBE Assurances EXHIBIT A AIRPORT PROJECTS OLLER ENGINEERING 1. Emergency Access Roads 2. Terminal Apron Access Road 3. Enlarge Taxiway F 4. Aircraft Deicing Area 5. Resurface Runway 17L/35R EXHIBIT B SERVICES TO BE PROVIDED BY THE CITY City shall do the following in a timely manner so as not to delay the services of the Engineer: 1. Provide sufficient criteria and information as to the Airport's requirements for the Projects including, but not limited to, design objectives, capacity and performance requirements, and budget constraints; identify design and construction standards which the City will require to be used for the Projects. 2. Make available plans, specifications, maps, field notes, previous reports, statistics, and other data in the City's possession pertaining to the existing facilities and to the Project. 3. Furnish the Engineer appropriate, data in the City's possession including, but not limited to, soils and foundation investigations, boundary and other surveys, environmental assessments and environmental impact statements, and planning and engineering reports. 4. Examine all studies, reports, sketches, drawings, specifications, proposals, and other documents presented by the Engineer. 5. Give prompt written notice to the Engineer whenever the City observes or otherwise becomes aware of any development that affects the scope or timing of the engineer's services, or any defect in the work of the Engineer or its subcontractors. 6. Direct the Engineer to provide necessary Additional Services as stipulated in this agreement and such other services as required. EXHIBIT C BASIC SERVICES TO BE PROVIDED BY THE ENGINEER Engineer shall provide the City professional engineering services in all phases of the projects to which this agreement applies as hereinafter provided. These services will include serving as the City's professional engineering representative for the projects and providing professional engineering consultation and advice incidental thereto. A. DESIGN PHASE After written notice to proceed with the project design, Engineer shall: 1. Attend conferences and meetings with the City, the Federal Aviation Administration, and other interested parties to review available data and to clarify and define schedules and requirements of the projects. 2. Advise City as to whether City needs to provide or obtain data or services of the types described in Exhibit D - Additional Services and assist City in obtaining such data and services. 3. Identify and analyze requirements of governmental authorities having jurisdiction to approve the design of the projects and participate in consultations with such authorities. 4. Provide analyses of the Airport's needs, planning surveys, site evaluations, and comparative studies of prospective sites and solutions. 5. Establish the scope of any soil and foundation investigations and any special surveys and tests which, in the opinion of the Engineer, may be required for the design; assist the City in making the necessary arrangements, including the selection of a testing laboratory, for the work to be done with the costs to be borne by the City. The City may request performance of these tests through the Engineer. If so, these costs will be paid under the Fee Schedule for Additional Services. 6. Perform field surveys, including any necessary topographic surveys, required to collect data necessary for the design of the projects excluding boundary and rights -of -way surveys. 7. This section intentionally left blank. 8. Consult with the City to clarify and define the City's requirements for the Preapplication and review available data. 9. Prepare Preapplication for Federal Assistance including supporting documentation but excluding environmental assessments and impact statements. Provide City with five (5) copies of the Preapplication and support documentation. 10. In consultation with the City, the FAA and other interested parties, refine the general scope, extent, and character of the projects, if necessary. 11. Attend meetings and conferences, as necessary, to obtain information and coordinate and/or resolve design matters. 12. Establish the scope of any special surveys, boundary surveys, and special tests which in the opinion of the Engineer, may be required for the design of the Project and arrange, if requested by the City, for such work to be done. 13. Prepare Preliminary Design documents consisting of final design criteria, preliminary drawings, outline specifications, and a written description of the projects. The Engineer shall furnish four (4) copies of the Preliminary Design documents and present them to and review them with the City. 14. Update the existing Airport Layout Plan (ALP) as necessary to comply with FAA Advisory Circulars 150/5070-6A, Chapter 9 and 150/5300-13, Appendix 7. Transfer the updated existing ALP to a computer aided design and drafting (CADD) format as directed by the Director of Aviation of the City. If a new ALP is required, the Engineer will be compensated in accordance with the provisions of Fee Schedule 2 - Additional Services. The Engineer shall furnish the Airport with four (4) review copies and upon approval, one reproducible Mylar of minimum 4 mil thickness and fifty (50) copies of the ALP and one set of computer diskettes of a type directed by the City's Director of Aviation containing a CADD copy of the ALP. 15. Advise the City as to whether additional data or services of the types described in Additional Services are necessary and assist the City in obtaining such data and services. 16. Based on the information contained in the preliminary design documents, submit a revised opinion of total project costs. 17. Update the airport's Exhibit A property map as directed by the Director of Aviation of the City. The Engineer shall submit four (4) copies of the map to the Director of Aviation for review and approval. The approved Exhibit A shall be submitted with the application for federal Assistance. After written authorization to Proceed with the Final Design Phase, Engineer shall: 18. On the basis of the accepted Preliminary Design documents and the revised opinion of probable total project costs, prepare for incorporation in the Contract Documents final drawings and specifications hereinafter called "Drawings" to show the general scope, extent and character of the work to be furnished and performed by contractors selected by the City. Drawings will be prepared by the Engineer in conformance with standards provided by the City. 19. Provide required technical criteria, written descriptions and design data; submit applications for permits; obtain approval of such governmental authorities as have jurisdiction to approve the design of the Project; and, assist the City in consultations with appropriate authorities. 20. Furnish to the City a revised opinion of probable total project costs based on the Drawings. 21. Prepare for review and approval by the City's Director of Aviation: (a) contract agreement forms; (b) general and supplementary provision; (c) bid forms; (d) invitations to bid; (e) instructions to bidders; and, (f) other related documents. 22. Furnish for final review four (4) copies of the documents of the final Drawings and review them with the City's Director of Aviation and other approving authorities. 23. Make revisions to the Final Design Documents as may be required after review by the Airport and other approving authorities. Engineer shall furnish City's Director of Aviation with six (6) copies of the completed documents and Drawings. 24. Prepare for review and approval by the City's Director of Aviation, a Construction Management Program as directed by the Airport. Engineer shall furnish the Director of Aviation three (3) bound copies of the Program. 25. Attend meetings and conferences, as necessary, to obtain information and coordinate and/or resolve design matters. 26. Provide the City's Director of Aviation with a report describing any revisions made by the Engineer to the FAA's Standards for Specifying Construction of Airports, AC:150/5370-10A. B. Bidding Phase After written authorization to proceed with the Bidding Phase, Engineer shall: 1. Provide the Airport with fifty (50) copies of the revised and approved Drawings and Contract Documents for bidding purposes. Copies of the Drawings and Contract Documents in excess of the specified number will be paid for as of Additional Services. 2. Prepare advertising for bids for each separate prime contract for construction, materials, equipment, and services; issue Bidding Documents to prospective bidders and other interested parties; maintain a record of prospective bidders to whom Bidding Documents have been issued; and receive and process deposits for Bidding Documents. 3. Conduct a Pre -bid Conference to discuss the requirements of the Project with prospective bidders, subcontractors and suppliers. The Engineer shall prepare and distribute minutes of the Conference to the Attendees. 4. Issue addenda as appropriate to interpret, clarify or expand the Bidding Documents. 5. Attend the bid opening, prepare bid tabulation sheets, evaluate bids and recommend bid award. Compile eight (8) executed copies of the bid contracts for construction, materials, equipment and services. 6. Consult with and advise the City's Director of Purchasing as to the acceptability of subcontractors, suppliers and other persons and organizations proposed by the successful bidders (hereinafter called "contractor (s) ") for those portions of the work as to which such acceptability is required by the Bidding Documents. 7. Consult with and advise the City's Director of Purchasing concerning the acceptability of substitute materials and equipment proposed by Contractors when substitution prior to the award of contracts is allowed by the Bidding Documents. 8. Prepare Application for Federal Assistance and supporting documents. Review the application and supporting documents with the City's Director of Aviation and obtain all necessary signatures on the application and documents. Submit one original and six copies of the signed application and supporting documents to the City's Director of Aviation. C. Construction Phase After written authorization to proceed with the Construction Phase, Engineer shall: 1. Conduct preconstruction conferences with representatives of the Airport, the FAA, the contractors and other interested parties. The Engineer shall prepare and distribute a record of the preconstruction conference to the attendees. 2. Serve as Project Manager for the City, coordinate all activities, reports and other matters during the projects. 3. Perform the necessary field surveys for establishing horizontal and vertical controls for the use of the contractors during the performance of the construction. 4. Make visits to the site at intervals appropriate to the various stages of construction as Engineer deems necessary in order to observe, as an experienced and qualified design professional, the progress and quantity and quality of the various aspects of the work of the Contractor(s). Based on information obtained during such visits and on such observations, Engineer shall endeavor to determine in general if such work is proceeding in accordance with the Contract Documents and Engineer shall keep the City's Director of Aviation informed of the progress of the work. The Engineer shall endeavor to protect the City against defects and deficiencies in the work of the contractor(s); however, it is understood that the Engineer cannot guarantee the performance of the contractor(s), nor is the Engineer responsible for the actual supervision of the construction operations or for any safety measures the contractor(s) takes or should take. 5. Consult with and advise the City's Director of Aviation, issue all instructions to the Contractor(s) as may be requested by him and prepare routine change orders as required. 6. Review: (a) samples; (b) catalog data; (c) schedules; (d) shop drawings; (e) laboratory, shop, and mill tests of materials and equipment; and, other data submitted by the Contractor(s). Such reviews will be only for conformance with the design concept of the Project and compliance with the information given in the Contract Documents. The Engineer shall provide one copy of documents with review comments to the City's Director of Aviation. 7. Prepare and/or verify any periodic and final estimates for payments to the contractors, and furnish the City with any necessary certifications as to payments to contractors and suppliers; assemble and delivery to the City written guarantees and operating manuals for equipment installed under the projects. 8. Observe initial operation of the projects and performance tests required by the specifications. 9. Conduct, in the presence of the City's Director of Aviation, and the FAA, a final inspection of the Project for conformance with the design concept of the Project and compliance with the Contract Documents, and approve, in writing, final payment to the Contractor(s). The Engineer shall prepare and distribute copies of the findings to the Airport, the City, the FAA, and the Contractors. 10. Provide the City's Director of Aviation with a weekly progress report on construction. This report shall contain information on daily weather conditions, personnel of the contractor(s) and equipment on site, visitors to site, materials and equipment delivered to site, summary of activities of contractors, construction problems and nonconforming work, and activities schedule for the upcoming week. 11. Provide the City's Director of Aviation with a final test and quality control report documenting the results of all tests performed, highlighting those tests that failed or did not meet the applicable test standards. The report shall include any pay reduction applied and reasons for accepting any out -of -tolerance material. 12. Prepare and submit to the City's Director of Aviation one set of reproducible record drawings on Mylar of 4 mil minimum thickness and four (4) sets of prints showing those changes made during the construction process, based on the marked -up prints, drawings and other data furnished by contractors to Engineer and which Engineer considers significant. 13. Provide assistance in the closing of any financial or related transaction for the projects. 14. Provide assistance in refining and adjusting any equipment or system installed as a result of the projects. 15. Assist the City's Director of Aviation in training his staff to operate and maintain the Project. 16. Furnish City's Director of Aviation with three (3) bound copies of all approved catalog cuts, warranties, maintenance data, parts lists, and names of equipment and materials suppliers. 17. Conduct an inspection of the Project prior to the expiration of any warranty period and advise the City's Director of Aviation of any recommended action to be taken under the terms of any warranty. EXHIBIT D ADDITIONAL SERVICES TO BE PROVIDED BY THE ENGINEER Engineer shall furnish or obtain from others Additional Services of the types listed hereinafter. These services are not included as part of the Basic Services to be provided by the Engineer. Compensation for Additional Services will be in addition to compensation for services performed under Basic Services. 1. Services of a resident project representative, and other field personnel as required, for continuous on - site observation of the construction and, if required, for detailed construction layout surveys. See Exhibit E. 2. Boundary, land, and right-of-way surveys, establishment of monuments; and, related office computations and drafting. 3. Preparation of property and easement descriptions and related drawings. 4. Assistance to the City as an expert witness in any litigation with third parties arising from the development or construction of the projects. 5. Appearances before regulatory agencies. 6. Preparation of Environmental Impact Assessment Reports and assistance to the City in preparing for and attending public hearings. 7. Detailed mill, shop, and/or laboratory inspections of materials and equipment. 8. Providing additional copies of reports, plans, specifications, and documents above the number specified to be furnished under the Basic Services. 9. Travel and subsistence for the Engineer and Engineer's staff beyond that normally required under the Basic Services, when authorized by the City's Director of Aviation. 10. Preparation of operating instruction and manuals for facilities and training of personnel in the 11. Actual performance of surveying, soils, materials, foundation investigations, and pavement mix designs, including field and laboratory tests, borings, related engineering analyses, and recommendations necessary for design and quality control. If the Engineer provides any of the services in this paragraph 11 by subcontracting with a testing laboratory, the Engineer shall have no liability to the City by reason of any acts or omissions of the testing laboratory. Any liability for acts or omissions of the testing laboratory shall run directly from the testing laboratory to the City. 12. Preparation of a new Airport Layout Plan. 13. Any other services required for the projects, authorized in writing by the City's Director of Aviation, and not otherwise provided for in this Agreement. EXHIBIT E DUTIES, RESPONSIBILITIES AND LIMITATIONS OF AUTHORITY OF THE RESIDENT PROJECT REPRESENTATIVE A. General Resident Project Representative (RPR), as the Engineer's agent, will act as directed by and under the supervision of the Engineer, and will confer with the Engineer regarding RPR's actions. Resident Project Representative's dealings in matters pertaining to the on -site work shall in general be only with the Engineer and Contractor(s), keeping the City's Director of Aviation advised as necessary, and dealings with the subcontractors of the contractors shall only be through or with the full knowledge of the Contractors. Written communications with the City's Director of Aviation will be only through or as directed by the Engineer. B. Duties and Responsibilities. Resident Project Representative will: 1. Schedules. Review the progress schedule, schedule of shop drawing submission and schedule of values prepared by the Contractor(s) and consult with the Engineer concerning their acceptability. 2. Conferences. Attend preconstruction conferences. Arrange a schedule of progress meetings and other job conferences as required in consultation with engineer and notify in advance those expected to attend. Attend meetings, and maintain and circulate copies of minutes thereof. 3. Liaison. a. Serve as the Engineer's liaison with the superintendents for the contractors and assist the superintendents in understanding the intent of the Contract Documents. Assist the engineer in serving as the City's liaison with the Contractors when the Contractor's operations affect the City's on -site operations. b. Assist in obtaining from the City additional details or information, when requested by the Engineer 4. Shop Drawings and Samples. a. Receive and record date of receipt of Shop Drawings and samples, receive samples which are furnished at the site by the Contractor(s), and notify the Engineer of their availability for examination. b. Advise the Engineer and Contractor(s) or their superintendents immediately of the commencement of any work requiring a shop drawing or sample substitution if the submittal has not been approved by the Engineer. 5. Review of Work, Rejection of Defective Work, Inspection and Tests. a. Conduct on -site observations of the work in progress to assist the Engineer in determining if the work is proceeding in accordance with the Contract Documents and that completed work will conform to the Contract Documents. b. Report to the Engineer whenever the RPR believes that any work is unsatisfactory, faulty or defective or does not conform to the Contract Documents, or does not meet the requirements of any inspections, tests or approval required to be made or has been damaged prior to final payment; advise the Engineer when the RPR believes work should be corrected or rejected or should be uncovered for observation, or requires special testing, inspection or approval. C. Verify that tests, equipment and systems startups and operating and maintenance instructions are conducted as required by the Contract Documents and in the presence of the required personnel, and that Contractors maintain adequate records thereof; observe, record and report to the Engineer appropriate details pertaining to the test procedures and startups. d. Accompany visiting inspectors representing public and other agencies having jurisdiction over the projects, record the outcome of these inspections, and report to the Engineer. 6. Interpretation of Contract Documents. Transmit to Contractors the Engineer's clarification and interpretations of the Contract Documents. 7. Modifications. Consider and evaluate suggestions of the Contractors for modifications in the Drawings and report them with recommendations to the Engineer. 8. Records. a. Maintain at the job site orderly files for correspondence, reports of job conferences, Shop Drawings and sample submissions, reproductions of original Contract Documents including all addenda, change orders, field orders, additional Drawings issued subsequent to the execution of the Contract Documents, progress reports, and other project related documents. b. Keep a daily diary or log book, recording hours on the job site, weather conditions, data relative to questions of extras or deductions, lists of visiting officials and representatives of manufacturers, fabricators, suppliers and distributors, daily activities, decisions, observations in general and specific observations in more detail as in the case of observing test procedures. Send copies to the Engineer. C. Maintain on a current basis a set of project drawings marked to show the work as actually constructed and assist the Engineer in the preparation of Record Drawings from the information on these marked drawings. d. Record names, addresses and telephone numbers of all Contractors, subcontractors and major suppliers of materials and equipment. 9. Reports. a. Furnish the Engineer periodic reports as required of progress of the work and Contractors compliance with the approved progress schedule and schedule of Shop Drawing submissions. b. Consult with the Engineer in advance of scheduled major tests, inspection or start of important phases of the work. C. Report immediately to the Engineer after the occurrence of any accident. d. Prepare and submit FAA Form 5370-1, Construction Progress and Inspection Report to the FAA, Fort Worth, Texas. The completed form should be received by the FAA not later than the Monday immediately following the reporting week. e. Report immediately to the Engineer any failing materials tests. 10. Payment Requisitions. Review applications for payment with Contractors for compliance with the established procedure for their submission and forward them with recommendations to the Engineer, noting particularly their relation to the schedule of values, work completed and materials and equipment delivered at the worksite but not incorporated in the work. 11. Certificates, Maintenance and Operation Manuals. During the course of the work, verify that certificates, maintenance and operation manuals and other data required to be assembled and furnished by contractor are applicable to the items actually installed; and deliver this material to Engineer for his review and submission to the City prior to final acceptance of the work. 12. Completion. a. Before the Engineer issues a Certificate of Substantial completion, submit to Contractor(s) a list of observed items requiring completion or correction. b. Conduct final inspection in the company of the Engineer, City, Contractors and other interested parties and prepare a final list of items to be completed or corrected. C. Verify that all items on the final list have been completed or corrected and make recommendations to the Engineer concerning acceptance. C. Limitations of Authority Except upon written instructions of the Engineer, Resident Project Representative: 1. Shall not authorize any deviation from the Contract Documents or approve any substitute materials 2. Shall not exceed the limitations on the Engineer's authority as set forth in the Contract Documents. 3. Shall not undertake any of the responsibilities of Contractors, subcontractors or their superintendents, or expedite the work. 4. Shall not advise on or issue directions relative to any aspect of the means, methods, techniques, sequences or procedures of construction unless such is specifically called for in the Contract Documents. 5. Shall not advise on or issue directions as to safety precautions and programs in connection with the work. 6. Shall not participate in specialized field or laboratory tests. FEE SCHEDULE I BASIC SERVICES OLLER ENGINEERING FEE TOTAL PHASE BASIC $169,965 Design $122,977 $ 8,358 Bid $5,109 $ 20,848 Const. $20,770 SURVEY PRINT TEST $43,950 - $3,038 - $3,249 - - 78 - $199,171 $148,856 $43,950 $14,400 Professional Liability Insurance $213,571 TOTAL LUMP SUM FEE $3,327 $3,038 Lump Sum Fee broken down by project is: Project #1: Emergency Access Roads $196,792 Project #2: Terminal Access Road $16,779 FEE SCHEDULE 2 ADDITIONAL SERVICES OLLER ENGINEERING Additional Services Project Manager Design Engineer Engineer -in -Training Drafting Clerical RPR Mileage To be determined Hourly Rate $70.00 $49.00 $40.00 $38.00 $28.00 $35.00 $ 0.35 per mile a. Construction phase surveys b. Construction phase testing The above rates are in effect through December 31, 1992. Note: The current salary overhead is 168.93% ATTACHMENT A-1 SPECIAL PROVISIONS CONTRACTOR CONTRACTUAL REQUIREMENTS TITLE VI ASSURANCES During the performance of this agreement, the Engineer, for itself, its assignees and successors in interest agrees as follows: 1. Compliance with Regulations. The Engineer (shall comply with the regulations relative to nondiscrimination in federally assisted programs of the Department of Transportation ("DOT") Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time, (hereinafter referred to as the Regulations), which are herein incorporated by references and made a part of this agreement. 2. Nondiscrimination. The Engineer, with regard to the work performed by it during the agreement, shall not discriminate on the grounds, of race, color or national origin in the selection and retention of subcontractors, including procurement of materials and leases of equipment. The Engineer shall not participate either directly or indirectly in the discrimination prohibited by section 21.5 of the Regulations, including employment practices when the contract covers a program set forth in Appendix B of the Regulations. 3. Solicitations for Subcontractors. Including Procurement of Materials and Equipment. In all solicitations either by competitive bidding or negotiation made by Engineer for work to be performed under a subcontract, including procurement of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the Engineer of the Engineer's obligations under this agreement and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin. 4. Information and Reports. The Engineer shall provide all information and reports required by the Regulations or directives issued pursuant thereto and shall permit access to its books, records, accounts, other sources of information, and its facilities, as may be determined by the Agent or the Federal Aviation Administration (FAA) to be pertinent to ascertain compliance with such Regulations, orders, and instructions. Where any information required of 5. Sanctions for Noncompliance. In the event of the Engineer's noncompliance with the nondiscrimination provisions of this agreement, the Agent shall impose such contract sanctions as it or the FAA may determine to be appropriate, including, but not limited to -- (a) withholding of payments to the Engineer under the agreement until the Engineer complies, and/or (b) cancellation, termination, or suspension of the agreement in whole or in part. 6. Incorporation of Provisions. The Engineers shall include the provisions of paragraphs 1 through 5 above in every subcontract, including procurement of materials and leases of equipment unless exempt by the Regulations or directives issued pursuant thereto. The Engineer shall take such action with respect to any subcontract or procurement as the Agent or the FAA may direct as a means of enforcing such provisions, including sanctions for noncompliance. Provided, however, that in the event the Engineer becomes involved in, or is threatened with litigation with a subcontractor or supplier as a result of such direction, the Engineer may request the Agent to enter into such litigation to protect the interests of the Agent and FAA and, in addition, the Engineer may request the United States to enter into such litigation to protect the interests of the United States. ATTACHMENT A-2 DISADVANTAGED BUSINESS ENTERPRISE (DBE) ASSURANCES 1. Policy. It is the policy of the United States Department of Transportation (DOT) that disadvantaged business enterprises as defined in 49 CFR Part 23 shall have the maximum opportunity to participate in the performance of contracts financed in whole or in part with federal funds under this agreement. Consequently, the DBE requirements of 49 CFR Part 23 Apply to this agreement. 2. DBE Obligations. The Engineer agrees to ensure that disadvantaged business enterprises as defined in 49 CFR Part 23 have the maximum opportunity to participate in the performance of contracts and subcontracts financed in whole or in part with federal funds provided under this agreement. In this regard, Engineer shall take all necessary and reasonable steps in accordance with 49 CFR Part 23 to ensure that disadvantaged business enterprises have the maximum opportunity to compete for and perform contracts. Engineer shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of DOT -assisted contracts. 3. Project DBE Participation Goal and Good Faith Effort. The Engineer shall make good faith efforts, as defined in Appendix A of 49 CFR Part 23, Regulations of the Office of the Secretary of Transportation to ensure that the Contractor under agreement subcontract ten (10) percent of the dollar value of their contracts to small business concerns owned and controlled by socially and economically disadvantaged individuals. In the event that the Contractors themselves quality as DBEs, this goal shall be deemed to have been met. Individuals who are rebuttably presumed to be socially and economically disadvantaged include women, Black Americans, Hispanic Americans, Native Americans, Asian -Pacific Americans, and Asian -Indian Americans. Contractors will be required to submit information concerning the DBE's that will participate in the work. The information will include: (1) the name and address of each DBE; (2) a description of the work to be performed by each named firm; and (3) the dollar value of the work. If the Contractors fail to achieve the goal stated herein, they will be required to provide documentation demonstrating that they made good faith efforts in attempting to do so. A bid submitted by a Contractor that fails to meet these requirements will be participation toward the goals in accordance with the guidelines outlined below. a. Once a firm is determined to a an eligible DBE under 49 CFR Part 23, the federal share of the total dollar value of the contract awarded to the DBE is counted toward the DBE goal. b. The Agent and its contractors will count toward the DBE goals a portion of the total dollar value of a contract with a certified joint venture equal to the percentage of ownership and control of the DBE partner in the joint venture. C. The Agent and its contractors will count toward the DBE goals the federal share of the total dollar value of a contract with a firm owned and controlled by two socially and economically disadvantaged individuals, each of whom has a 50% interest in the firm. d. Only expenditures to the DBE that perform a commercially useful function in the work of a contract will be counted toward the DBE goals. A DBE is considered to perform a commercially useful function when it is responsible for execution of a distinct element of the work of a contract and carrying out its responsibilities by actually performing, managing, and supervising the work involved. To determine whether a DBE is performing a commercially useful function, the Agent and its contractors will evaluate the amount of work subcontracted, industry practices, and other relevant factors. e. Consistent with normal industry practices, a DBE may enter into subcontracts. If a Dbe contractor subcontracts a significantly greater portion of the work of the contract than would be expected on the basis of normal industry practices, the DBE shall be presumed not to be performing a commercially useful function. The DBE may present evidence to the Agent to rebut this presumption. The decision by the Agent is subject to review by the United States Department of Transportation. f. The Agent and its contractors will count toward the DBE goals 60 percent of expenditures for materials and supplies required under a contract and obtained from a DBE regular dealer, and 100 percent of the federal share of such expenditures obtained from a DBE manufacturer. g. For purposes of this DBE program, a manufacturer h. For purposes of this DBE program, a regular dealer is a firm that owns, operates, or maintains a store, warehouse, or other establishment in which the materials or supplies required for the performance of the contract are bought, kept in stock, and regularly sold to the public in the usual course of business. To be a regular dealer, the firm must engage in, as its principal business, and in its own name, the purchase and sale of the products in question. A regular dealer in such bulk items as steel, cement, gravel, stone and petroleum products need not keep such products in stock, if it owns or operates distribution equipment. Brokers and packagers will not be regarded as manufacturers or regular dealers under this DBE program. i. The Agent and its contractors may count toward the DBE goals the federal share of the following expenditures to DBE firms that are not manufacturers or regular dealers: i. The fees or commissions charged for providing a bona fide service, such as professional, technical, consultant or managerial services and assistance in the procurement of essential personnel, facilities, equipment, materials or supplies required for performance of the contract, provided that the fee or commission is determined by the Agent to be reasonable and not excessive as compared with fees customarily allowed for similar services. ii. The fees charged for delivery of material and supplies required on a job site (but not the cost of the materials and supplies themselves) when the hauler, trucker, or delivery service is not also the manufacturer or a regular dealer in the materials and supplies, provided that the fee is determined by the Agent to be reasonable and not excessive a compared with fees customarily allowed for similar services. iii. The fees or commissions charged for providing any bonds or insurance specifically required for the performance of the contract, provided that the fees or commissions are determined by the Agent to be reasonable and not excessive as compared with fees or commissions customarily allowed for similar services. 5. Conditional Award. If the successful bidder for a federal -aid contract is determined to be acceptable, the Agent will conditionally award the contract. The condition of the award is that within 15 days after the date of the award, the bidder must furnish to the Agent names and addresses of the DBE subcontractors that are intended to be AA__. �; _ -c 4-u- .._._i_ _ ,.0 _.,I--__.4-----4---- 4 - a-- in whole or in part, must submit within the 15 days, documentation showing the steps taken to obtain DBE participation ("Good Faith Effort"). Such documentation is to be submitted directly to the Agent's Assistant Director. The Agent's Assistant Director will evaluate the contractor's documented efforts and will determine whether or not they constitute compliance with the contract DBE requirements and are acceptable. Should the bidder to whom the contract is conditionally awarded refuse, neglect or fail to meet the goals or furnish acceptable documentation, the bid bond filed with the bid may become the property of the State, not as a penalty, but as damages to the Agent's DBE program. The Agent may then conditionally award the contract to the second lowest acceptable bidder. 6. Conditional Acceptance of Proposal. If the successful proposer for a federal -aid professional services contract is determined to be acceptable, the Agent will conditionally accept the proposal. The condition of the acceptance is that prior to the execution of a professional services contract, the proposer must furnish to the Agent names and addresses of the DBE subcontractors that are intended to be used, a description of the work each subcontractor is to perform, the dollar value of each proposed subcontract, and a tentative agreement for each DBE firm submitted, signed by an officer of the contractor and an officer of the proposed DBE firm. A professional service provider who does not meet the contract goal, in whole or in part, must submit prior to execution of the contract, documentation showing the steps taken to obtain DBE participation ("Good Faith Effort"). Such documentation is to be submitted directly to the Agent's Assistant Director. The Agent's Assistant Director will evaluate the professional service provider's documented efforts and will determine whether or not they constitute compliance with the contract DBE requirements and are acceptable. Should the professional service provider whose proposal has been conditionally accepted be refused, neglect or fail to meet the goals or furnish acceptable documentation, the Agent may then conditionally accept the proposal of the second best proposer. 7. Required Reporting of DBE Participation. The contractors shall submit on a monthly basis reports showing the DBE participation and submit final reports on the completion of the projects. •i a. cancellation, termination or suspension of the contract, in whole or in part, and/or b. withholding of payments to the contractor under the contract until the contractor complies.