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HomeMy WebLinkAboutResolution - 2008-R0056 - Professional Services Agreement - Parkhill, Smith, & Cooper Inc. - 02/14/2008Resolution No. 2008-80056 February 14, 2008 Item No. 5.23 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 Professional Services Agreement between the City of Lubbock and Parkhill, Smith & Cooper, Inc., and all related documents. Said Professional Services Agreement is attached hereto and incorporated in this Resolution as if fully set forth herein and shall be included in the minutes of the Council. Passed by the City Council this 14th day of February 2008. ILLER, MAYOR , 1 ATTEST: -�Q --y �" Rebe ca Garza, City Secretary APPROVED AS TO CONTENT: Thomas City APPROVED AS TO FORM: '0/� (2--, Richard K. Casner, First Assistant City Attorney ao/ccdocs/PSC-Wil son. res 012908 Resolution No. 2008-R0056 PROFESSIONAL SERVICES AGREEMENT This Professional Services Agreement ("Agreement") is entered into this 14th day of February , 2005, by and between the City of Lubbock (the "City"), a Texas home rule municipal corporation, and Parkhill, Smith & Cooper, Inc. (the "Engineer"), a professional engineering corporation. WITNESSETH WHEREAS, Engineer has substantial skill and experience in the planning and design of water supply, conveyance and treatment facilities, and such planning services are needed in the Preliminary Engineering Phase of the development of alternative water supply and treatment solutions for the City of Wilson, Texas; WHEREAS, the City desires to contract with Engineer to perform services related to the Activities and Engineer desires to provide the services related to same. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the City and Engineer agree as follows: ARTICLE 1 Services 1.01 Engineer shall conduct all activities and within such time frames, as set forth on Exhibit "A", "Scope of Services", attached hereto (the "Services"). Engineer shall, upon request of the City, perform Additional Services (herein so called), for work related to the Services. The City Council of the City hereby delegates the authority to request the Additional Services to the City Manager of the City, and/or her delegee. ARTICLE 11 Compensation and Term 2.01 The consideration to be paid for the Services to be provided the City as described in Article I shall be on a lump sum basis. The lump sum due and payable to Engineer shall be $35,000. This amount shall be invoiced to the City monthly as work is performed and as further described on Exhibit "B", "Payments to Engineer", attached hereto. The consideration payable for the Additional Services, if applicable, shall be upon an hourly rate and reimbursable basis, not to exceed $5,000. This amount shall be invoiced to the City monthly as work is performed and as further described on Exhibit "B", "Payments to Engineer", attached hereto. 2.02 This Agreement shall expire on October 1, 2008, contingent upon issuance of Notice to Proceed by April 1, 2008; if issued later, then the expiration date shall be extended one (1) day for each day the Notice to Proceed is delayed after April 1, 2008. Additionally, the City may terminate this Agreement by providing written notice to Engineer at least thirty (30) days prior to the effective date of termination as provided in such notice. In the event this Agreement is so terminated, the City shall pay Engineer only for services actually performed by Engineer up to and including the date the Engineer is deemed to have received the City's notice of termination. ARTICLE III Independent Contractor 3.01 It is understood and agreed that Engineer is to perform the Services in a sound and professional manner and exercising the degree of care, skill and diligence in -2- 4.01 the performance of the Services as is exercised by a professional engineer under similar circumstances and Engineer hereby warrants to the City that the Services shall be so performed. Further, Engineer is and shall be considered at all times an independent contractor under this Agreement and/or in its service, hereunder. During the performance of the Services under this Agreement, Engineer and Engineer's employees will not be considered, for any purpose, employees or agents of the City within the meaning or the application of any federal, state or local law or regulation, including without limitation, laws, rules or regulations regarding or related to unemployment insurance, old age benefits, workers compensation, labor, personal injury or taxes of any kind. ARTICLE IV Events of Default/Remedies a. City's Defaults/Engineer's Remedies. In the event the City shall default in the performance of any term or provision of this Agreement for any reason other than failure by Engineer to perform hereunder, Engineer may, if said default shall be continuing after five (5) days notice of such default is deemed received by the City, exercise any right or remedy available to it by law, contract, equity or otherwise. b. Engineer's Defaults/City's Remedies. In the event Engineer shall default in the performance of any term or provision of this Agreement for any reason other than failure by the City to perform hereunder, the City may, if said default shall be continuing after five (5) days notice of such default is deemed received by Engineer, exercise any right or remedy available to it by law, contract, equity or -3- otherwise, including without limitation, specific performance and/or the right to terminate this Agreement without additional notice. The remedies set forth herein are cumulative and not exclusive, and may be exercised concurrently. ARTICLE V Insurance/Indemnity 5.01 Engineer shall procure and carry, at its sole cost and expense through the life of this Agreement, insurance protection as hereinafter specified, in form and substance satisfactory to City, carried with an insurance company authorized to transact business in the state of Texas, covering all aspects and risks of loss of all operations in connection with this Agreement, including without limitation, the indemnity obligations set forth herein. Engineer shall obtain and maintain in full force and effect during the term of this Agreement, commercial general liability, professional liability and automobile liability coverage with insurance carriers admitted to do business in the state of Texas. The insurance companies must carry a Best's Rating of A -VII or better. The policies will be written on an occurrence basis, subject to the following minimum limits of liability: Commercial General Liability: Combined Single Limit: $1,000,000 Professional Liability: Combined Single Limit: $500,000 Automobile Liability: Combined Single Limit for any auto: $500,000 Per Occurrence -4- The City shall be listed as a primary additional insured with respect to the Automobile Liability and Commercial General Liability and shall be granted a waiver of subrogation under those policies. Engineer shall provide a Certificate of Insurance to the City as evidence of coverage. The Certificate shall provide 30 days notice of cancellation. A copy of the additional insured endorsement and waiver of subrogation attached to the policy will be included in the Certificate. Engineer shall elect to obtain worker's compensation coverage pursuant to Section 406.002 of the Texas Labor Code. Further, Engineer shall maintain said coverage throughout the term of this Agreement and shall comply with all provisions of Title 5 of the Texas Labor Code to ensure that the Engineer maintains said coverage. The Engineer may maintain Occupational Accident and Disability Insurance in lieu of Worker's Compensation. In either event, the policy must be endorsed to include a waiver of subrogation in favor of the City of Lubbock. If at any time during the life of the Agreement or any extension hereof, Engineer fails to maintain the required insurance in full force and effect, Engineer shall be in breach hereof and all work under the Agreement shall be discontinued immediately. Engineer shall indemnify and hold City and City's elected officials, officers, agents, employees and independent contractors harmless, to the fullest extent permitted by law, from and against any and all claims, demands, damages, costs, liabilities and expenses, and including reasonable attorney's fees, as a result of, related to or arising from Engineer's use or occupation of City owned lands, and/or any matter related to Engineer's activities, performances, operations or -5- omissions under this Agreement. The indemnity provided herein shall survive the expiration or termination of this Agreement. ARTICLE VI 6.01 Engineer shall comply with all laws, statutes, regulations, ordinances, rules and any other legal requirement related to, in any way, manner or form, the performance of the Services contemplated herein. 6.02 Any notice required by this Agreement shall be deemed to be properly served, if (i) provided in person or by telephonic facsimile; or (ii) deposited in the United States mail by certified letter, return receipt requested, addressed to the recipient at recipient's address shown below, subject to the right of either party to designate a different address by notice given in the manner just described. Notice shall be deemed to be received when delivered if provided in person or by telephonic facsimile or, if deposited in the United States mail, as set forth above, three (3) days after depositing such notice in the United States mail, as set forth above. For City: Tom Adams, Deputy City Manager P.O. Box 2000 Lubbock, Texas 79457 Facsimile: (806) 775-2051 W/ copy to: Aubrey Spear, P.E. P.O. Box 2000 Lubbock, Texas 79457 Facsimile: (806) 775-3344 For Engineer: -6- John S. Kelley, P.E. Parkhill, Smith & Cooper, Inc. 422285 1h Street Lubbock, Texas 79423 Facsimile No. 806-473-3500 6.03 THIS AGREEMENT IS TO BE CONSTRUED UNDER TEXAS LAW WITHOUT REGARD TO CONFLICT OF LAW RULES THAT WOULD DIRECT APPLICATION OF THE LAWS OF ANY OTHER JURISDICTION. THE OBLIGATIONS OF THE PARTIES CREATED BY THIS AGREEMENT ARE PERFORMABLE, AT LEAST IN PART, IN LUBBOCK COUNTY, TEXAS. VENUE FOR ANY ACTION BROUGHT PURSUANT TO THIS AGREEMENT, OR ACTIVITY CONTEMPLATED HEREBY, SHALL EXCLUSIVELY BE IN LUBBOCK COUNTY, TEXAS. 6.04 This Agreement represents the entire and sole agreement between the City and Engineer with respect to the subject matter hcrcof and supersedes any and all prior negotiations, understandings, representations or other agreements, whether written or oral. This Agreement may not be modified or amended except in writing and duly executed by each party hereto. 6.05 Nothing contained herein shall be construed to imply a joint venture, joint enterprise, partnership or principal agent relationship between Engineer and the City. 6.06 If any provision of this Agreement is declared invalid or unenforceable, such provision shall be deemed modified to the extent necessary to render it valid and enforceable so long as said modification is reasonably within the intent the parties as originally expressed. In the event such provision may not be so modified, the EVE unenforceability or invalidity of any provision shall not affect any other provision of this Agreement, and this Agreement shall continue in force and effect as if such provision had not been included in this Agreement. 6.07 Any and all documents, drawings and specifications prepared by Engineer as part of the Services hereunder, shall become the property of the City when Engineer has been compensated as set forth in Section 2.01, above. 6.08 A waiver by either City or Engineer of a breach of this Agreement must be in writing to be effective. In the event either party shall execute and deliver such waiver, such waiver shall not affect the waiving party's rights with respect to any other or subsequent breach. 6.09 Neither City nor Engineer may assign this Agreement, in whole or in part, without the written consent of such assignment by the non -assigning party. City and Engineer each bind itself or himself, their legal representatives and permitted assigns in respect to all provisions of this Agreement. 6.10 Nothing in this Agreement shall be construed to provide any rights or benefits whatsoever to any party other than City and Engineer. 6.11 Engineer represents and warrants to City that it has taken all actions necessary to authorize the party executing this Agreement to bind, in all respects, Engineer to all terms and provisions of this Agreement, and that such person possesses authority to execute this Agreement and bind Engineer hereto. IRI IN WITNESS WHEREOF, the parties have executed this Agreement by their duly authorized representatives as of the date first written above. Parkhill, Smith & Cooper, Inc. By:— Name: y:Name: John S. Kell y, P.E. Title: Firm Principal/Project Manager CITY OF LUBBOCK DAVID A. MILLER ATTEST: Reb ca Garza, City Secretary APPROVED CONTENT: i Thomas Adams, Deputy City Manager APPROVED AS TO FORM: Richard K. Casner, First Assistant City Attorney -9- Resolution No. 2008-R0056 EXHIBIT A CITY OF WILSON WATER SUPPLY EVALUATION Scope of Services The scope of services includes preliminary engineering for the evaluation of water supply and treatment alternatives available to the City of Wilson. The goal of the evaluation is to aid the City of Lubbock and the City of 'Wilson in the development of the optimal approach to providing supplemental water to the City of Wilson in order to solve current and projected water quality problems. The scope of work will include the following: 1. Evaluate City of Wilson's existing water supply needs a. Existing capacity b. Projected demand c. Update of regional planning information 2. Evaluate Wilson's current and projected water quality issues a. Nitrate issues b. Fluoride issues c. Other issues as identified 3. Evaluate supplemental water supply alternatives a. Install additional water treatment at Wilson b. Construct transmission line from the Slaton-Post pipeline to Wilson c. Construct transmission line from City of Lubbock distribution system d. Construct transmission line from City of Slaton 4. Compare water supply alternatives a. Determine present value costs of implementing each alternative b. Determine cost per 1,0100 gallons impact for each alternative c. Determine impact on existing water rates for each alternative d. Discuss the pros and cons of implementing each alternative 5. Recommendations a. Conceptual design b. Identification of applicable funding sources The work will result in the preparation of a Preliminary Engineering Report, as described below, that provides a clear understanding of the major facilities that will be required, issues that need to be resolved in detailed design, including environmental and permitting issues, and opinions of probable construction costs. A. General Work Items — Engineer shall perform the following: 1. Conduct a project initiation meeting to further clarify City's requirements for the Project, identify and collect pertinent available data, review project staffing and organization, present initial work plan, and present initial work schedule. -10- 2. Geotechnical, archaeological, and environmental issues will be evaluated from a "desktop" approach with no anticipated fieldwork other than general verification to avoid readily available and known archaeological, wetland, floodplain, and similar sites. These evaluations will consist of general evaluations of the key issues that could impact routing, siting and alignment alternatives as well as project costs. Existing and readily available water quality information will be utilized in the evaluation. Additional water quality samples determined to be necessary for the evaluation will be obtained as a reimbursable authorized Additional Services. 3. Regulatory agencies will be contacted to determine permitting requirements and to identify any issues that could impact the project schedule. 4. Participate in informal meetings with the City to review progress and exchange ideas and information. Prepare and distribute meeting minutes for project meetings. B. Preliminary Engineering Report 1. Prepare a draft report that compiles the findings and recommendations of the evaluation and presents a recommended plan of improvements and opinions of probable construction cost for that plan. Submit twenty copies to Owner for review and comment on or before September 1, 2008. 2. After Owner has reviewed and commented, make any necessary modifications and submit twenty copies of the final report to Owner on or before October 1, 2008. -11- Resolution No. 2008-80056 EXHIBIT B PAYMENTS TO ENGINEER LUMP SUM METHOD ARTICLE II -- PAYMENTS TO THE ENGINEER 134.01 For Basic Services Having A Determined Scope --Lump Sum Method of Payment A. OWNER shall pay ENGINEER for Services set forth in Exhibit "A" as follows: 1. A Lump Sum amount of $35,000.00, billed no more often than monthly. 2. The Lump Sum includes compensation for ENGINEER's services and services of ENGINEER's consultants. Appropriate amounts have been incorporated in the Lump Sum to account for labor, overhead, profit, and expenses. 3. The portion of the Lump Sum amount billed for ENGINEER's services will be based upon ENGINEER's reasonable estimate of the proportion of the total services actually completed during the billing period to the Lump Sum. 134.02 For Authorized Additional Services --Standard Hourly Rates Method of Payment. A. OWNER shall pay ENGINEER for authorized Additional Services, if and as set forth in writing, from the City Manager, or his/her designee, which shall be billed and payable as follows: 1. For labor on an hourly rate basis in accordance with the attached schedule. 2. For reimbursable expenses, on the basis of cost times a factor of 1.10 . B. The hourly rate schedule will be adjusted each January lst to reflect cost of living adjustments, limited to a maximum increase of 3 % per annum. -12- Client: City of Lubbock Project: City of Wilson Water Supply Evaluation Agreement Date: Classification Hourly Rate PROFESSIONAL LEVEL VII Engineer VII Architect VIII Landscape Architect VIII PROFESSIONAL LEVEL VI Engineer VI Architect VII Landscape Architect VII PROFESSIONAL LEVEL V Engineer V Architect VI Landscape Architect VI PROFESSIONAL LEVEL IV Engineer IV Architect V Landscape Architect V Parkhill, Smith $ Cooper, Inc. Hourly Rate Schedule Current through December 31, 2008 January 1, 2008 Classification HourIv Rate 155.00 PROFESSIONAL LEVEL I Intern (Architect) 1/II Interior Designer III Intern (Interiors) Il Engineering Technologist If11 132.00 Resident Project Representative 1111 CADD Manager V SUPPORT STAFF III Engineering Technician III/IV 117.00 CADD IV Administrative Secretary III SUPPORT STAFF II Accounting Clerk 101.00 CADD Clerical Engineering Technician Illi Administrative Secretary I 1 11 PROFESSIONAL LEVEL III Engineer III Architect IV Interior Designer V Engineering Technologist IV Resident Project Representative IV Landscape Architect IV 85.00 SUPPORT STAFF I Accounting Clerk Trainee CADD Trainee Clerical Trainee PROFESSIONAL LEVEL II 70.00 Engineer 1111 Architect III Interior Designer IV Engineering Technologist III Resident Project Representative III Landscape Architect III Expenses .' 11 . M 34.00 Reimbursement for expenses. as listed below, incurred in connection with the services, will be at cost plus ten percent for items such as: 1. Maps, photographs, postage, toll telephone, reproductions, printing, equipment rental, and special supplies related to the services. 2. Consultants, soils engineers, surveyors, contractors, and other outside services. 3. Rented vehicles, local public transportation and taxis, travel, and subsistence. 4. Special or job specific fees, insurance, permits, and licenses applicable to the work services. 5. Outside computer processing, computation. and proprietary programs purchased for the services. Rate for professional staff for legal proceedings or as expert witnesses will be a rate one and one-half times the Hourly Rates specified above. Excise and gross receipts taxes, if any, will be added as an expense. Richard/ProfessionalServicesAgreement Wilson Water Supply 012308