CM-2019-0011 - 1/11/2019CITY OF ROUND ROCK PROFESSIONAL SERVICES AGREEMENT
FOR A SURVEY AND STRUCTURAL INVESTIGATION
WITH
JO ENGINEERING LLP
THE STATE OF TEXAS §
THE CITY OF ROUND ROCK §
COUNTY OF WILLIAMSON §
COUNTY OF TRAVIS §
KNOW ALL BY THESE PRESENTS
THIS AGREEMENT for professional consulting services, specifically a survey and
structural investigation of the first floor of the City's Business Center (the "Agreement") is made
by and between the CITY OF ROUND ROCK, a Texas home -rule municipal corporation with
offices located at 221 East Main Street, Round Rock, Texas 78664-5299, (the "City") and JQ
ENGINEERING, LLP, located at 108 Wild Basin Road, Suite 350, Austin, Texas 78746 (the
"Consultant").
RECITALS:
WHEREAS, City has determined that there is a need for a survey and structural
investigation of the first floor of the City's Business Center (the "Project"), specifically at 231
East Main Street, Round Rock, Texas; and
WHEREAS, City desires to contract for such professional services; and
WHEREAS, the parties desire to enter into this Agreement to set forth in writing their
respective rights, duties and obligations hereunder;
NOW, THEREFORE, WITNESSETH:
That for and in consideration of the mutual promises contained herein and other good and
valuable consideration, the sufficiency and receipt of which are hereby acknowledged, it is
mutually agreed between the parties as follows:
1.01 EFFECTIVE DATE, DURATION, AND TERM
This Agreement shall be effective on the date this Agreement has been signed by each
party hereto, and shall remain in full force and effect unless and until it expires by operation of
the term indicated herein, or is terminated or extended as provided herein.
The term of this Agreement shall be until full and satisfactory completion of the work
specified herein is achieved. Work shall begin January 2, 2019 or as delineated by a Notice to
Proceed and shall be completed within four (4) weeks.
0414934, ss2
Com -2261'7-001/
City reserves the right to review the Agreement at any time, and may elect to terminate
the Agreement with or without cause or may elect to continue.
2.01 CITY SERVICES
The City agrees to furnish the Consultant the information set forth and appended to this
Agreement as Exhibit "A" titled "City Services," which document is attached hereto and
incorporated herein for all purposes.
3.01 PROPOSAL FOR SERVICES
Consultant has issued its proposal for services for the tasks delineated therein, such
proposal for services being attached hereto as Exhibit "B" titled "Engineering Services" ("Scope
of Work"), which document is attached hereto and incorporated herein for all purposes.
4.01 SCOPE OF SERVICES
Consultant shall satisfactorily provide all services described herein and as set forth in
Exhibit `B" pursuant to the Work Schedule set forth in Exhibit "C," attached hereto and
incorporated herein for all purposes. Consultant's undertaking shall be limited to performing
services for City and,'or advising City concerning those matters on which Consultant has been
specifically engaged. Consultant shall perform services in accordance with this Agreement, in
accordance with the appended proposal for services, and in a professional and workmanlike
manner.
5.01 LIMITATION TO SCOPE OF SERVICES
Consultant and City agree that the scope of services to be performed is enumerated in
Exhibit "B," and Consultant shall not undertake work that is beyond the Scope of Work set forth
in Exhibit "B," however, either party may make written requests for changes to the Scope of
Work." To be effective, a change to the Scope of Work must be negotiated and agreed to and
must be embodied in a valid Supplemental Agreement as described in 10.01.
6.01 CONTRACT AMOUNT
In consideration for the professional consulting services to be performed by Consultant,
City agrees to pay Consultant in accordance with Exhibit "D," titled "Fee Schedule," attached
hereto and incorporated herein for all purposes, for services and the Scope of Services
deliverables as delineated in Exhibit `B."
Not -to -Exceed Total Payment for Services: Consultant's total compensation for
consulting services hereunder shall not exceed Forty -Seven Thousand Three Hundred and
No1100 Dollars ($47,300.00). This amount represents the absolute limit of City's liability to
Consultant hereunder unless same shall be changed by Supplemental Agreement, and City shall
pay, strictly within the not -to -exceed sum recited herein, Consultant's professional fees for work
done on behalf of City.
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Payment for Reimbursable Expenses: There shall be no payments for reimbursable
expenses included in this Agreement.
Deductions: No deductions shall be made for Consultant's compensation on account of
penalty, liquidated damages or other sums withheld from payments to Consultant.
Additions: No additions shall be made to Consultant's compensation based upon project
claims, whether paid by the City or denied.
7.01 INVOICE REQUIREMENTS; TERMS OF PAYMENT
Invoices: To receive payment, Consultant shall prepare and submit detailed invoices to
the City, in accordance with the delineation contained herein, for services rendered. Such
invoices for professional services shall track the referenced Scope of Work, and shall detail the
services performed, along with documentation for each service performed. Payment to
Consultant shall be made on the basis of the invoices submitted by Consultant and approved by
the City. Such invoices shall conform to the schedule of services and costs in connection
therewith.
Should additional backup material be
deliverables, Consultant shall comply promptly.
necessary, Consultant shall make all records and
the City for inspection and auditing purposes.
requested by the City relative to service
In this regard, should the City determine it
books relating to this Agreement available to
Payment of Invoices: The City reserves the right to correct any error that may be
discovered in any invoice that may have been paid to Consultant and to adjust same to meet the
requirements of this Agreement. Following approval of an invoice, the City shall endeavor to pay
Consultant promptly, but no later than the time period required under the Texas Prompt Payment
Act described in Section 8.01 herein. Under no circumstances shall Consultant be entitled to
receive interest on payments which are late because of a good faith dispute between Consultant
and the City or because of amounts which the City has a right to withhold under this Agreement
or state law. The City shall be responsible for any sales, gross receipts or similar taxes
applicable to the services, but not for taxes based upon Consultant's net income.
8.01 PROMPT PAYMENT POLICY
In accordance with Chapter 2251, V.T.C.A., Texas Government Code, any payment to be
made by the City to Consultant will be made within thirty (30) days of the date the City receives
goods under this Agreement, the date the performance of the services under this Agreement are
completed, or the date the City receives a correct invoice for the goods or services, whichever is
later. Consultant may charge interest on an overdue payment at the "rate in effect" on September
1 of the fiscal year in which the payment becomes overdue, in accordance with V.T.C.A., Texas
Government Code, Section 2251.025(b). This Prompt Payment Policy does not apply to
payments made by the City in the event:
(a) There is a bona fide dispute between the City and Consultant, a contractor,
subcontractor, or supplier about the goods delivered or the service performed
that cause the payment to be late; or
(b) There is a bona fide dispute between Consultant and a subcontractor or
between a subcontractor and its supplier about the goods delivered or the
service performed that causes the payment to be late; or
(c) The terms of a federal contract, grant, regulation, or statute prevent the City
from making a timely payment with federal funds; or
(d) The invoice is not mailed to the City in strict accordance with any instruction
on the purchase order relating to the payment.
9.01 NON -APPROPRIATION AND FISCAL FUNDING
This Agreement is a commitment of the City's current revenues only. It is understood and
agreed that the City shall have the right to terminate this Agreement at the end of any City fiscal
year if the governing body of the City does not appropriate funds sufficient to purchase the
services as determined by the City's budget for the fiscal year in question. The City may effect
such termination by giving Consultant a written notice of termination at the end of its then -
current fiscal year.
10.01 SUPPLEMENTAL AGREEMENT
The terms of this Agreement may be modified by written Supplemental Agreement
hereto, duly authorized by City Council or by the City Manager, if the City determines that there
has been a significant change in (1) the scope, complexity, or character of the services to be
performed; or (2) the duration of the work. Any such Supplemental Agreement must be
executed by both parties within the period specified as the term of this Agreement. Consultant
shall not perform any work or incur any additional costs prior to the execution, by both parties,
of such Supplemental Agreement. Consultant shall make no claim for extra work done or
materials furnished unless and until there is full execution of any Supplemental Agreement, and
the City shall not be responsible for actions by Consultant nor for any costs incurred by
Consultant relating to additional work not directly authorized by Supplemental Agreement.
11.01 TERMINATION; DEFAULT
Termination: It is agreed and understood by Consultant that the City may terminate this
Agreement for the convenience of the City, upon thirty (30) days' written notice to Consultant,
with the understanding that immediately upon receipt of said notice all work being performed
under this Agreement shall cease. Consultant shall invoice the City for work satisfactorily
completed and shall be compensated in accordance with the terms hereof for work accomplished
prior to the receipt of said notice of termination. Consultant shall not be entitled to any lost or
anticipated profits for work terminated under this Agreement. Unless otherwise specified in this
Agreement, all data, information, and work product related to this project shall become the
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property of the City upon termination of this Agreement, and shall be promptly delivered to the
City in a reasonably organized form without restriction on future use. Should the City
subsequently contract with a new consultant for continuation of service on the project,
Consultant shall cooperate in providing information.
Termination of this Agreement shall extinguish all rights, duties, and obligations of the
City and the terminated party to fulfill contractual obligations. Termination under this section
shall not relieve the terminated party of any obligations or liabilities which occurred prior to
termination.
Nothing contained in this section shall require the City to pay for any work which it
deems unsatisfactory or which is not performed in compliance with the terms of this Agreement.
Default: Either party may terminate this Agreement, in whole or in part, for default if
the Party provides the other Party with written notice of such default and the other fails to
satisfactorily cure such default within ten (10) business days of receipt of such notice (or a
greater time if agreed upon between the Parties).
If default results in termination of this Agreement, then the City shall give consideration
to the actual costs incurred by Consultant in performing the work to the date of default. The cost
of the work that is useable to the City, the cost to the City of employing another firm to complete
the useable work, and other factors will affect the value to the City of the work performed at the
time of default. Neither party shall be entitled to any lost or anticipated profits for work
terminated for default hereunder.
The termination of this Agreement for default shall extinguish all rights, duties, and
obligations of the terminating Party and the terminated Party to fulfill contractual obligations.
Termination under this section shall not relieve the terminated party of any obligations or
liabilities which occurred prior to termination.
Nothing contained in this section shall require the City to pay for any work which it
deems unsatisfactory, or which is not performed in compliance with the terms of this Agreement.
12.01 NON -SOLICITATION
All parties agree that they shall not directly or indirectly solicit for employment, employ,
or otherwise retain staff of the other during the term of this Agreement.
13.01 CITY'S RESPONSIBILITIES
Consultant's performance requires receipt of all requested information reasonably
necessary to provision of services. Consultant agrees, in a timely manner, to provide City with a
comprehensive and detailed information request list, if any.
14.01 INDEPENDENT CONTRACTOR STATUS
Consultant is an independent contractor, and is not the City's employee. Consultant's
employees or subcontractors are not the City's employees. This Agreement does not create a
partnership, employer-employee, or joint venture relationship. No party has authority to enter
into contracts as agent for the other party. Consultant and the City agree to the following rights
consistent with an independent contractor relationship:
(l) Consultant has the right to perform services for others during the term hereof.
(2) Consultant has the sole right to control and direct the means, manner and method
by which it performs its services required by this Agreement.
(3) Consultant has the right to hire assistants as subcontractors, or to use employees
to provide the services required by this Agreement.
(4) Consultant or its employees or subcontractors shall perform services required
hereunder, and the City shall not hire, supervise, or pay assistants to help
Consultant.
(5) Neither Consultant nor its employees or subcontractors shall receive training from
the City in skills necessary to perform services required by this Agreement.
(6) City shall not require Consultant or its employees or subcontractors to devote full
time to performing the services required by this Agreement.
(7) Neither Consultant nor its employees or subcontractors are eligible to participate
in any employee pension, health, vacation pay, sick pay, or other fringe benefit
plan of the City.
15.01 CONFIDENTIALITY; MATERIALS OWNERSHIP
Any and all programs, data, or other materials furnished by the City for use by Consultant
in connection with services to be performed under this Agreement, and any and all data and
information gathered by Consultant, shall be held in confidence by Consultant as set forth
hereunder. Each party agrees to take reasonable measures to preserve the confidentiality of any
proprietary or confidential information relative to this Agreement, and to not make any use
thereof other than for the performance of this Agreement, provided that no claim may be made
for any failure to protect information that occurs more than three (3) years after the end of this
Agreement.
The parties recognize and understand that the City is subject to the Texas Public
Information Act and its duties run in accordance therewith.
All data relating specifically to the City's business and any other information which
reasonably should be understood to be confidential to City is confidential information of City.
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Consultant's proprietary software, tools, methodologies, techniques, ideas, discoveries,
inventions, know-how, and any other information which reasonably should be understood to be
confidential to Consultant is confidential information of Consultant. The City's confidential
information and Consultant's confidential information is collectively referred to as "Confidential
Information." Each party shall use Confidential Information of the other party only in
furtherance of the purposes of this Agreement and shall not disclose such Confidential
Information to any third party without the other party's prior written consent, which consent
shall not be unreasonably withheld. Each party agrees to take reasonable measures to protect the
confidentiality of the other party's Confidential Information and to advise their employees of the
confidential nature of the Confidential Information and of the prohibitions herein.
Any and all materials created and developed by Consultant in connection with services
perfon-ned under this Agreement, including all trademark and copyright rights, shall be the sole
property of City at the expiration of this Agreement.
16.01 WARRANTIES
Consultant represents that all services performed hereunder shall be performed consistent
with generally prevailing professional or industry standards, and shall be performed in a
professional and workmanlike manner. Consultant shall re -perform. any work no in compliance
with this representation.
17.01 LIMITATION OF LIABILITY
Should any of Consultant's services not conform to the requirements of the City or of this
Agreement, then and in that event the City shall give written notification to Consultant;
thereafter, (a) Consultant shall either promptly re -perform such services to the City's satisfaction
at no additional charge, or (b) if such deficient services cannot be cured within the cure period
set forth herein, then this Agreement may be terminated for default.
In no event will Consultant be liable for any loss, damage, cost or expense attributable to
negligence, willful misconduct or misrepresentations by the City, its directors, employees or
agents.
In no event shall Consultant be liable to the City, by reason of any act or omission
relating to the services provided under this Agreement (including the negligence of Consultant),
whether a claim be in tort, contract or otherwise, (a) for any consequential, indirect, lost profit,
punitive, special or similar damages relating to or arising from the services, or (b) in any event,
in the aggregate, for any amount in excess of the total professional fees paid by the City to
Consultant under this Agreement, except to the extent determined to have resulted from
Consultant's gross negligence, willful misconduct or fraudulent acts relating to the service
provided hereunder.
18.01 INDEMNIFICATION
Consultant agrees to hold harmless, exempt, and indemnify City, its officers, agents,
directors, servants, representatives and employees, from and against any and all suits, actions,
legal proceedings, demands, costs, expenses, losses, damages, fines, penalties, liabilities and
claims of any character, type, or description, including but not limited to any and all expenses of
litigation, court costs, attorneys' fees and all other costs and fees incident to any work done as a
result hereof.
To the extent allowable by law, City agrees to hold harmless, exempt, and indemnify
Consultant, its officers, agents, directors, servants, representatives and employees, from and
against any and all suits, actions, legal proceedings, demands, costs, expenses, losses, damages,
fines, penalties, liabilities and claims of any character, type, or description, including but not
limited to any and all expenses of litigation, court costs, attorneys' fees and all other costs and
fees incident to any work done as a result hereof.
19.01 ASSIGNMENT AND DELEGATION
The parties each hereby bind themselves, their successors, assigns and legal
representatives to each other with respect to the terms of this Agreement. Neither party may
assign any rights or delegate any duties under this Agreement without the other party's prior
written approval, which approval shall not be unreasonably withheld.
20.01 LOCAL, STATE AND FEDERAL TAXES
Consultant shall pay all income taxes, and FICA (Social Security and Medicare taxes)
incurred while performing services under this Agreement. The City will not do the following:
(1) Withhold FICA from Consultant's payments or make FICA payments on its
behalf;
(2) Make state and/or federal unemployment compensation contributions on
Consultant's behalf; or
(3) Withhold state or federal income tax from any of Consultant's payments.
If requested, the City shall provide Consultant with a certificate from the Texas State
Comptroller indicating that the City is a non-profit corporation and not subject to State of Texas
Sales and Use Tax.
21.01 COMPLIANCE WITH LAWS, CHARTER AND ORDINANCES
A. Consultant, its consultants, agents, employees and subcontractors shall use best
efforts to comply with all applicable federal and state laws, the Charter and Ordinances of the
City of Round Rock, as amended, and with all applicable rules and regulations promulgated by
local, state and national boards, bureaus and agencies. Consultant shall further obtain all permits,
licenses, trademarks, or copyrights, if required in the performance of the services contracted for
herein, and same shall belong solely to the City at the expiration of the term of this Agreement.
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B. Consultant acknowledges and understands that City has adopted a Storm Water
Management Program (SWMP) and an Illicit Discharge Ordinance, Sections 14-139 through 14-
152 of the City's Code of Ordinances, to manage the quality of the discharges from its Municipal
Separate Storm Sewer System (MS4) and to be in compliance with the requirements of the Texas
Commission on Environmental Quality (TCEQ) and the Texas Pollutant Discharge Elimination
System (TPDES). The Consultant agrees to perform all operations on City -owned facilities in
compliance with the City's Illicit Discharge Ordinance to minimize the release of pollutants into
the MS4. The Consultant agrees to comply with of the City's stormwater control measures, good
housekeeping practices and any facility specific stormwater management operating procedures
specific to a certain City facility. In addition, the Consultant agrees to comply with any
applicable TCEQ Total Maximum Daily Load (TMDL) Requirements and or I -Plan
requirements.
C. In accordance with Chapter 2274, Texas Government Code, a governmental entity
may not enter into a contract with a company for goods and services unless the contract contains
written verification from that company that it: (1) does not boycott Israel; and (2) will not
boycott Israel during the term of this Agreement. The signatory executing this Agreement on
behalf of the Consultant verifies that Consultant does not boycott Israel and will not boycott
Israel at any time during the term of this Agreement.
22.01 FINANCIAL INTEREST PROHIBITED
Consultant covenants and represents that Consultant, its officers, employees, agents,
consultants and subcontractors will have no financial interest, direct or indirect, in the purchase
or sale of any product, materials or equipment that will be recommended or required hereunder.
23.01 DESIGNATION OF REPRESENTATIVES
The City hereby designates the following representative authorized to act in its behalf
with regard to this Agreement:
Richard Will, Building Construction Manager
General Services Department
City of Round Rock
212 Commerce Cove
Round Rock, TX 78664
(512) 341-3311
richardwill,,i ;roundrocktexas. aov
24.01 NOTICES
All notices and other communications in connection with this Agreement shall be in
writing and shall be considered given as follows:
(1) When delivered personally to recipient's address as stated herein; or
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(2) Three (3) days after being deposited in the United States mail, with postage
prepaid to the recipient's address as stated in this Agreement.
Notice to Consultant:
JQ Engineering, LLP
108 Wild Basin Road, Suite 350
Austin, Texas 78746
Notice to City:
City Manager, City of Round Rock
221 East Main Street
Round Rock, TX 78664
AND TO:
Stephan L. Sheets, City Attorney
309 East Main Street
Round Rock, TX 78664
Nothing contained in this section shall be construed to restrict the transmission of routine
communications between representatives of the City and Consultant.
25.01 INSURANCE
(l) Insurance. Consultant, at Consultant's sole cost, shall purchase and maintain during
the entire term while this Agreement is in effect professional liability insurance coverage in the
minimum amount of One Million Dollars per claim from a company authorized to do insurance
business in Texas and otherwise acceptable to City. Consultant shall also notify City, within
twenty-four (24) hours of receipt, of any notices of expiration, cancellation, non -renewal, or
material change in coverage it receives from its insurer.
(2) Subconsultant Insurance. Without limiting any of the other obligations or
liabilities of Consultant, Consultant shall require each subconsultant perfonning work under this
Agreement to maintain during the term of this Agreement, at the subconsultant's own expense,
the same stipulated minimum insurance required in Section (l) above, including the required
provisions and additional policy conditions as shown below in Section (3) below.
Consultant shall obtain and monitor the certificates of insurance from each subconsultant
in order to assure compliance with the insurance requirements. Consultant must retain the
certificates of insurance for the duration of this Agreement, and shall have the responsibility of
enforcing these insurance requirements among its subconsultants. City shall be entitled, upon
request and without expense, to receive copies of these certificates of insurance.
(3) Insurance Policy Endorsements. Each insurance policy shall include the following
conditions by endorsement to the policy:
(a) Consultant shall notify City thirty (30) days prior to the expiration, cancellation,
non -renewal or any material change in coverage, and such notice thereof shall be
given to City by certified mail to:
City Manager, City of Round Rock
221 East Main Street
Round Rock, Texas 78664
(b) The policy clause "Other Insurance" shall not apply to any insurance coverage
currently held by City, to any such future coverage, or to City's Self -Insured
Retentions of whatever nature.
(4) Cost of Insurance. The cost of all insurance required herein to be secured and
maintained by Consultant shall be borne solely by Consultant, with certificates of insurance
evidencing such minimum coverage in force to be filed with City. Such Certificates of Insurance
are evidenced as Exhibit E herein entitled "Certificates of Insurance."
26.01 APPLICABLE LAW; ENFORCEMENT AND VENUE
This Agreement shall be enforceable in Round Rock, Texas, and if legal action is
necessary by either party with respect to the enforcement of any or all of the terms or conditions
herein, exclusive venue for same shall lie in Williamson County, Texas. This Agreement shall
be governed by and construed in accordance with the laws and court decisions of Texas.
27.01 EXCLUSIVE AGREEMENT
The terns and conditions of this Agreement, including exhibits, constitute the entire
agreement between the parties and supersede all previous communications, representations, and
agreements, either written or oral, with respect to the subject matter hereof The parties
expressly agree that, in the event of any conflict between the terms of this Agreement and any
other writing, this Agreement shall prevail. No modifications of this Agreement will be binding
on any of the parties unless acknowledged in writing by the duly authorized governing body or
representative for each party.
28.01 DISPUTE RESOLUTION
The City and Consultant hereby expressly agree that no claims or disputes between the
parties arising out of or relating to this Agreement or a breach thereof shall be decided by any
arbitration proceeding, including without limitation, any proceeding under the Federal
Arbitration Act (9 USC Section 1-14) or any applicable state arbitration statute.
29.01 SEVERABILITY
The invalidity, illegality, or unenforceability of any provision of this Agreement or the
occurrence of any event rendering any portion of provision of this Agreement void shall in no
way affect the validity or enforceability of any other portion or provision of this Agreement. Any
void provision shall be deemed severed from this Agreement, and the balance of this Agreement
shall be construed and enforced as if this Agreement did not contain the particular portion of
provision held to be void. The parties further agree to amend this Agreement to replace any
stricken provision with a valid provision that comes as close as possible to the intent of the
stricken provision. The provisions of this Article shall not prevent this entire Agreement from
being void should a provision which is of the essence of this Agreement be determined void.
30.01 STANDARD OF CARE
Consultant represents that it is specially trained, experienced and competent to perform
all of the services, responsibilities and duties specified herein and that such services,
responsibilities and duties shall be performed, whether by Consultant or designated
subconsultants, in a manner acceptable to the City and according to generally accepted business
practices.
31.01 GRATUITIES AND BRIBES
City, may by written notice to Consultant, cancel this Agreement without incurring any
liability to Consultant if it is determined by City that gratuities or bribes in the form of
entertainment, gifts, or otherwise were offered or given by Consultant or its agents or
representatives to any City Officer, employee or elected representative with respect to the
performance of this Agreement. In addition, Consultant may be subject to penalties stated in
Title 8 of the Texas Penal Code.
32.01 RIGHT TO ASSURANCE
Whenever either party to this Agreement, in good faith, has reason to question the other
Party's intent to perform hereunder, then demand may be made to the other party for written
assurance of the intent to perform. In the event that no written assurance is given within the
reasonable time specified when demand is made, then and in that event the demanding party may
treat such failure an anticipatory repudiation of this Agreement.
33.01 MISCELLANEOUS PROVISIONS
Time is of the Essence. Consultant agrees that time is of the essence and that any failure
of Consultant to complete the services for each phase of this Agreement within the agreed
project schedule may constitute a material breach of this Agreement. Consultant shall be fully
responsible for its delays or for failures to use reasonable efforts in accordance with the terms of
this Agreement. Where damage is caused to City due to Consultant's failure to perform in these
circumstances, City may withhold, to the extent of such damage, Consultant's payments
hereunder without a waiver of any of City's additional legal rights or remedies. City shall render
decisions pertaining to Consultant's work promptly to avoid unreasonable delays in the orderly
progress of Consultant's work.
Force Majeure. Notwithstanding any other provisions hereof to the contrary, no failure,
delay or default in performance of any obligation hereunder shall constitute an event of default
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or breach of this Agreement, only to the extent that such failure to perform, delay or default
arises out of causes beyond control and without the fault or negligence of the party otherwise
chargeable with failure, delay or default; including but not limited to acts of God, acts of public
enemy, civil war, insurrection, riots, fires, floods, explosion, theft, earthquakes, natural disasters
or other casualties, strikes or other labor troubles, which in any way restrict the performance
under this Agreement by the parties.
Section Numbers. The section numbers and headings contained herein are provided for
convenience only and shall have no substantive effect on construction of this Agreement.
Waiver. No delay or omission by either party in exercising any right or power shall
impair such right or power or be construed to be a waiver. A waiver by either party of any of the
covenants to be performed by the other or any breach thereof shall not be construed to be a
waiver of any succeeding breach or of any other covenant. No waiver of discharge shall be valid
unless in writing and signed by an authorized representative of the party against whom such
waiver or discharge is sought to be enforced.
Multiple Counterparts. This Agreement may be executed in multiple counterparts,
which taken together shall be considered one original. The City agrees to provide Consultant
with one fully executed original.
[Signatures on the following page.]
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IN WITNESS WHEREOF, the parties have executed this Agreement on the dates
hereafter indicated.
City of Round Rock, Texas
Printed e: r'Ub
Title:
Date Signed:� J/�I
For City, Attest:
By:,- iAk6w
Sara L. White, City Clerk "
For City Approved as to Form:
By: Ld,
Stepha L. Sheets, City Attorney
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JQ Engineer' SLP
By:
Printed N e: RLQ
Title:
Date Signed: . t t
Exhibit A "City Services"
City of Round Rock providing Geotechnical investigation Report, Building Record Documents,
Existing documentations.
Exbibit B "Engineering Services"
SCOPE OF PROJECT
We understand the scope of the project to be an investigation of the City of Round Rock building
housing the Convention and Visitor's Bureau located at 23I East Main Street in Round Rock,
Texas, and the surrounding plaza and site paving. The building, constructed circa 1987, consists
of a structural concrete ground floor supported on straight -shaft piers, and a structural steel
superstructure. Since initial construction there has been documented movement/settlement at the
north end of the building. In 2012 an investigation and report were performed by Datum
Engineers, with subsequent repair documents being produced in 2013. Building underpinning
repairs based on the produced drawings were completed
in December 2013. Other, undocumented repairs for the surrounding paving and plaza were
completed at the same time to address heaving soils.
Since the repairs were completed in 2013, first floor tenants in the building have noted continued
building movements. In addition, the adjacent plaza has seen continued movement resulting in
heaved pavers that slope water toward the building and limit the functioning of exterior doors.
We propose an investigation that will be conducted in phases as follows:
Phase I: Survey
- Elevation survey of the existing building and surrounding topography referenced from a known
datum. This will include a map of first and second floor slopes contours, surrounding building
topography and select elevations of the building fagade that can be used for comparison in the
future.
Note these will not be relative elevation differences made with a zip level.
Phase 2: Structural Assessment
Review of the existing documents and previously completed repairs.
Development of criteria for a geotechnical investigation to document existing soil conditions.
The actual investigation of these is not part of 1Q services.
• Assistance with developing subsurface investigation to determine locations of below grade
utilities and testing of those for leaks.
BASIC SERVICES
Our services will include the following:
Phase 1: Survey
1. Survey that includes the following:
a. Mapping of slab contours at first and second floors of the building
b. Perimeter contour survey of building and plaza
c. Spot elevations of building fagade for monitoring of building settlement
Phase 2: Structural Assessment
1. Review of existing construction documents to be provided by others for our use.
2. Up to four (4) site visits to observe the structural framing of the building, to observe the
conditions of the surrounding plaza and site paving, and for coordination of other testing
consultants. The structural observation will be performed from ground level and from safely
accessible elevated levels and to the extent that the structural framing are not covered by
finishes.
3. Development of testing program. This testing will be specified by JQ, contracted separately
by the Owner, and include:
a. Geotechnical investigation outside the building and within the adjacent plaza to determine
soil composition and strata, moisture levels, and recommendations for remediation.
b. Subsurface utility engineering including possible use of ground penetrating radar (GPR) to
determine location and depths of utilities and plumbing lines within the plaza,
c. Leak detection program of subsurface utilities outside the building and within the adjacent
plaza.
d. Excavation of test pits as necessary to verify construction and detennine condition of
foundations, grade beams, etc.
4. Structural analysis of the following structural elements. This analysis will be based on
information contained on the existing structural construction documents and the results of the
testing outlined above. Structural elements to be analyzed include the following:
a. One (1) typical bay of the ground floor structural slab
b. One (1) typical perimeter grade beam at the ground floor
c. One (l) typical interior and perimeter foundation pier at columns
d. One (1) typical interior foundation pier supporting slab only
5. Documentation of observed structural conditions including photographs of typical conditions.
6. Development of recommendations for repair options of the structure and surrounding plaza.
7. Attendance at one (I) meeting to present our findings and review repair options.
8. Preparation of a report documenting our observations, findings and recommendations
including prioritization of repairs. This report will be sealed by a professional engineer and will
be provided in electronic format.
Services excluded from basic services but not limited to:
1. Provision of hardcopies of the final report.
2. Removal of building finishes to observe the structural frame or other concealed elements.
3. Provision of ladders, scaffolds, manlifts, etc. Observations shall be from ground level and
elevated levels that can be accessed safely.
4. Preparation of construction documents.
5. Provision of construction administration services.
6. Preparation of opinions of probable construction costs.
7. Geotechnical investigations and testing of existing in place materials or framing systems to
determine strengths, properties of materials or similar information.
8. Field measurements of existing structures or framing. Existing structures or framing will be
depicted in accordance with existing documents provided by others.
ALTERNATE SERVICES
1. Additional site visits or meetings beyond the number listed in basic services.
2. Return visits to take additional survey readings within one year of initial survey. This data
will be
used to compare and monitor potential movement of building.
Exhibit C "Work Schedule"
Work to begin January 2, 2019 or delineated by a Notice to Proceed and completed within four
weeks.
Exhibit D "Fee Schedule"
FEES
We propose to provide engineering services for the following lump sum fees inclusive of
expenses:
Phase 1
Basic Surveying Services $12,300.00
Phase 2
Basic Structural Services (including expenses) $35,000.00
Alternate Services
Alternate Service (1) — Additional Site Visits $750.00 per visit
AIternate Service (2) — Return Survey $6,300.00 per survey
Authorized additional services will be billed at the following hourly rates plus expenses:
Partner
Principal
Senior Project Manager
Engineering Technical Lead
Project Manager
Senior Project Engineer
Project Engineer
Senior Technician
Technician
Administrative
Senior Registered Professional Land Surveyor
Registered Professional Land Surveyor
Survey Crew
$260.001 hour
$225.001 hour
$185.001 hour
$195.001 hour
$160.001 hour
$145.001 hour
$130.001 hour
$115.00 / hour
$95.001 hour
$80.001 hour
$175.001 hour
$130.001 hour
$170.001 hour
Exhibit E "Certificate of Insurance"
See attached Certificate
Cf ient#: 1161126
JASTEOU12
ACORD. CERTIFICATE OF LIABILITY INSURANCEDATE(MM)DD/YYYY)
INDICATED NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITIONOF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
11/29/2018
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must have ADDITIONAL INSURED provisions or be endorsed.
It SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on
this certificate does not confer any rights to the certificate holder in lieu of such endorsement(s).
PRODUCER
CONTACT
AME:
NArME:i.
USI Southwest
ggl. 713 490-4600 FAX
Ar No): 713-440-4700
9811 Katy Freeway, Suite 500
E-MAIL
Houston, TX 77024
07/06/2019
713 490-4600
INSURER(S) AFFORDING COVERAGE NAIC N
INSURER A: Immo— Lloyds tnsursnce Company 41602
INSURED
JO Engineering, LLP
INSURER B . IAasuchuuth Bay Insurance Company 22306
Glass Street
INSURER C: Lexnplen Insurance Company 19437
INSURER D : Allmsdoe Rnsockal Bengal Ins. Co. 41840
Dal
Dal las, TX 75207
INSURER E
INSURER F:
COVERAGES CERTIFICATE NUMBER: REVISION NUMRFR--
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TOTHE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITIONOF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS
INSR
R
TYPE OF INSURANCE
DDL
UBR
POLICY NUMBER
POLICY EFF
IMMD01 YYY1MM100tvVY
POLICY EXP
LIMITS
A
X COMMERCIAL GENERAL LIABILITY
CLAIMS -MADE I ^I OCCUREomirrance)NTED
OLD9603576
7/06/2018
07/06/2019
EACH OCCURRENCE S1,000,000
51,000,000
MED EXP JAny oneperson) $10,000
PERSONAL S ADV INJURY $1.000,000
GEITL AGGREGATE LIMIT APPLIES PER
O
POLICY a JEED LOG
GENERAL AGGREGATE s2 000 000
PRODUCTS COMPIOPAGG $2,000,000
S
OTHER,
D
AUTOMOBILE LIABILITY
AWD960502605
7/06/2018
07/06/201
COMBINED SINGLE LIMIT 0,000,000
BODILY INJURY (Per person) S
X ANY AUTO
AUTOS OLY AUTOS
X AUTOS ONLY X AUTOS ONLY D NON OWN
BODILY BODILY INJURY (Per accident) $
PROPERTY DAMAGE $
S
A
X
UMBRELLA LIAB X
OCCUR
OLD9603576
7/06/2018
07/06/2019
EACH OCCURRENCE s5,000,000
AGGREGATE $5,000,000
EXCESS LIAB
CLAIMS MADE
DED I X I RrmTENTION10
$
B
WORxI?RSCOMPENSATIONWDD960353905
AND EMPLOYERS' LIABILITY Y / N
ANY PROPRIETORIPARTNERrEXECUTIVE
OFFICERIMEMBER EXCLUDED? El
N, A
7106120'38
07/06/201
X PER rR
E.L. EACH ACCIDENT IS1.000,000
E.L. MSEASE EA EMPLOYEE S1,000,000
(Mandatory In NH)
If yes, desenbe under
DE CRIPTI N F OPERATI N below
E.L. DISEASE POLICY LIMIT I E1 000 001}
C
Professional Liab
031711120
7/06/2018
07/06/2019
$3,000,000 per claim
Claims Made &
Retro:01101/84
$5,000,000 annl aggr.
Re orted Pal
DESCRIPTION OF OPERATIONS LOCATIONS VEHICLES (ACORD 101, Additional Remarks Schedule, maybe attached it more space is required)
RE: Prosect #231 East Main Street.
The General Liability and Auto policies include an automatic Additional Insured endorsement that provides
Additional Insured status to the Certificate Holder, only when there is a written contract or written
agreement between the named Insured and the certificate holder and with regard to work performed on behalf
(See Attached Descriptions)
City of Round Rock
Attn: Mr. Carey Amidon;
212 Commerce Cove
Round Rock, TX 78664
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHORIZED REPRESENTATIVE
CC -
®1988 -2015 ACORD CORPORATION. All rights reserved.
ACORD 25 (2016103) 1 of 2 The ACORD name and logo are registered marks of ACORD
#S24392299+M23474133 ARGZP
I DESCRIPTIONS (Continued from Page 1) 1
of the named insured.
The General Liability, Auto and Workers Compensation policies provide a Blanket Waiver of Subrogation In
favor of the same, when required by written contract.
The General Liability policy contains a special endorsement with "Primary and Noncontributory" wording.
bAU1 i i A Z5.3 (zoi UM) 2 of 2
#S243922991M23474133
City of Round Rock
` ROUND ROCK
Agenda Item Summary
Agenda Number:
Title: Consider executing a Professional Consulting Services Agreement with JQ
Engineering, LLP for a Survey and Structural Investigation of the first floor of
the City's Business Center.
Type: City Manager Item
Governing Body: City Manager Approval
Agenda Date: 1/11/2019
Dept Director: Chad McDowell, General Services Director
Cost: $47,300.00
Indexes: General Self -Financed Construction
Attachments: Agreement, LAF- Professional Consulting Services Agreement w- JQ
Engineering LLP 12.21.18 (00415573xA08F8)
Department: General Services Department
Text of Legislative File CM -2019-0011
City has determined that there is a need for a survey and structural investigation of the first floor
of the City's Business Center. This survey uses advanced laser technics to provide accurate
floor elevations and an Engineered plan to monitor future building movement.
Cost. $47,300.00
Source of Funds: General Self -Financed Construction Fund
City of Round Rock Page 1 Printed on 1110/2078