Contract - Terracon Consultants - 2/11/2021CITY OF ROUND ROCK AGREEMENT FOR
PROFESSIONAL CONSULTING SERVICES FOR
CONSTRUCTION MATERIALS TESTING SERVICES WITH
TERRACON CONSULTANTS, INC.
THE STATE OF 'TEXAS §
THE CITY OF ROUND ROCK § KNOW ALL BY THESE PRESENTS
COUNTY OF WILLIAMSON §
COUNTY OF TRAVIS §
THIS AGREEMENT for professional consulting services related to construction
materials testing services for the University Boulevard Expansion between AW Grimes and SH
130 Project (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 TERRACON CONSULTANTS, INC., located at Sao
Paloma Drive, Suite 150, Round Rock, Texas 78665 (the "Consultant").
RECITALS:
WHEREAS, City has determined that there is a need for a construction material testing
services for the University Boulevard Expansion between AW Grimes and SH 130 Project (the
"Proj ect"); and
WHEREAS, City desires to contract for such professional services with Consultant; 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:
1.0 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.
00463507/ss2
R 240 2-1 __ V to
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 t continue.
2.0 CITY SERVICES
City shall perform or provide services as identified in Exhibit `A" entitled City
Services," which document is incorporated herein by reference for all purposes.
390 SCOPE OF SERVICES
Consultant has issued its proposal for services for the tasks delineated therein, such
proposal fur services being attached hereto as Exhibit 'B" entitled 'Scope of Services, 'at.% which
document is incorporated herein for all purposes. Consultant shall satisfactorily provide all
services described herein and as set forth in Exhibit "B" in accordance with the schedule set forth
by Consultant and agreed upon by City. Such services shall be performed in the time frame
approved by the City. 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.
4eO LIMITATION TO SCOPE OF SERVICES
Consultant and City agree that the scope of services to b 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 9.0,
5*0 CONTRACT AMOUNT
In consideration for the professional consulting services to be performed by Consultant,
City agrees to pay Consultant in accordance with Exhibit C 109111) entitled `Fee Schedule, "
incorporated herein by reference for all Purposes, for the deliverables as delineated in Exhibit
"B" as follows:
A. Not -to -Exceed Total Payment for Services: Consultant's total compensation
r�
for consulting services related to the Project hereunder shall not exceed Two
Hundred One Thousand Four Hundred Sixty -Seven and No/100 Dollars
Be
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6*0 INVOICE TERMS OF PAYMENT
0
Invoices* To `'`e�'` Consultant 'h`' prepare '''`
`'��-�'``-'�`'''�i`e..c
ffie City, '' accordance 0 0 .... the delmeaki"on contamed herein, for services ``,,.re_ Such
'�'''`' forservices ^h 11 track the re
ferenced Scope of Work and shall detaithe
semces perfonned, along wl*th documentation for each semce performed. Payment to
Consultant shall be ade on the basi's of the invoices submitted by Consultant O"Aapproved by
the City. Such invoices shall confor'' to the schedule of ser%n*ces ,c. costs ., ccoonnection
therew 1,
Sho ..`it`.__ backup matenal be requested by the Cloty relative to semce
deli*verables, Consultant shall ^' '^. regard, should the City detv,11111*1n; it
necessary, Consultant shaff a-ke all records '`A books relafing to Ns Agrement av 'lable to
dixeCity '' and purposes.
Pa, ent of lnvoi*ces. The City 'es,``'/ ffie ng ht to coffect any error that `'.y be
scovered m any invoice ffiat may have bew paid to Consultant KAKKqLz. to adjust same to eet the.-,,,',e
4 0 0
reqwrements of s of an invoice, the Cl*ty shalendeavor ..'.xy
Consultant'
promptly, `''^'t`-''-'^'`�'
`''`'' required under the Texas Prompt Payment
Act descn"bed '. Section 7.0 here Under no circumstances shall ConsWtant be entitled to
receive intamt on payments which are late because of a good fal*th between Consultant
and the Cl*ty or because of amounts which the City h a nght to wi"ffihold under s Agreement
or statelaw.appli*cable The shall(. ^.. be for ``sales`' gross recei*pts or sinular taxes
to ..` but'��`��.`'+�'.zo�,.-..`cs-..`�`�...-...ua
7.0 PROMPT PAYMIENT POLICY
In accordance wl*th Chapter 225 1, Tex Govenunent Code, any payment to be
made by the City to Consultant w1*11 be ade w * ffiirty (30) days of the date the City receipves```',c`.''
goods under this A en the date the ormance of the servi*ces under this Aizreement are
%W- -
completed, or the date the City receive ' .. -``. '`.`, goods or services, W ever i* s
later. Consultant`'.�''`^`e-`'^``st'`.zz.^..,`ent.'^,.^_`'_.`'`,_'._ S tember
I of the fiscal year which the payment becomes overdue, i"n accordance with exas
Govonunent Code, Section 2251.025(b). -''S Payment Poll*cy does not ly to
payments ade by the Ci in e event,
(a)..`'e .. a bona bcontmctor fide .`.`een the C1*ty .'' a contractor,
su
or a'''''� a'.S �x'ivered....e .:...co pe o ed
that cause the payment to be late& or
(b) is a na fide between Consultant and a subcontractor or
a SU on actor ^'' ts sunp 1^-'go''. deli*vered or `re
.r-P
semce ormed that causes the payment to be latels or
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(C) e tel-e-Elals of a federal contract grant, reg atio or statute prevent the CI*ty
M g a ely payment wl"th federal sor
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(d) The invoice is not mailed to the City in strict accordance with any instruction
on the purchase order relating to the payment.
8eO NON -APPROPRIATION AND FISCAL FUNDING
This Agreement is a commitmenttment 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
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such termination by giving Consultant a written notice of termination at the end of its then -
current fiscal year.
900 SUPPLENIENTAL AGREEiNIENT
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.
10.0 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
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 anew consultant for continuation of service on the project,
Consultant shall cooperate in providing information.
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Termination of this Agreement shall extinguish all r40 ights, 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.
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Nothi. 9 contained ., `his section shall mqutm ffie City to pay for any work w ch it
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deems unsatisfactory or w ch i*s not perfio ed i*n comp lance wi*di the turnis of this Agreement.
efault: Either``'`. .`' `-.^`.''.`�` .'`'`..�'. ..'^`, for d`'`.1"f .
the Party the o er P ,rr with wntten notice of such default ,.. the other fails to
satisfactorily cure such defauh `.'hi. ten (10) business days of receipt of such notice (or a
`�.o 0
......e...--...`p.n....!-,... Parties)
If ........-...j'.,...,,,i...f.hi. Agree ent then the City shall gi* consideration
to e actual costs i cuffed by Consultant in performing the '',rk....z.-`z..,.-�O The 'o.,
of .L......'..........x.r.�.C-''..�.`.'....x''``.- another �-�..lete
the '`-'^.,,'-.''n..'.er.ia...--il.a`''t.:e''..'.`.^C'y.f'':`_`. performed at the
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time of default. Nei*ffier party shafl be entitled to any lost or anticipated profits for work
tv-n-In, ated for default hereunder,
The te........ of ... for default shall all rights, dufies,� and
of`.� Party CAR the.
obll* ations9
t�'-'.e. fulfillr.' contractual obligations.
Te`~..'...c under tW. �z..-. SM� ... .���'� .'z .-',.inat/' party .' -'` or
Hab1*11vfi*es w ch occuffed pnoor to teffninafion,
Nothing contam"ed in this section shall the Cl't)F to pay for any work w ch it
deems sfactoxy, or which is no, t
unsati t performed m cwompiiemw with the terlus Of this Agreement.
11 .0 NONewSOLICITATION
AR parties agree that they shall not directly or0 0
Atndirectly soli'cl't for vinployment, employ,
ft -4-
or otherwi*se Tie staff of the other during the tul-1.11 of this Agreement.
1200 CITY'S
RESPONSEBILITIES
0
receipt of all i'nfonnati'on reasonably
necessary to semces,
..0 Consultant.��...r
,�.. ,.,'`r'-.,.. Cl*ty'. '.'.
0 comprehensive and ^�..+�'-`..''�-- `°^`--.`'
1 0 N ENT CONT CTOR STATUS
Consultant . fm contractor, ... is not the Ci*ty's Consultant's
employeesor are .o.,^e.i.., l[�s does ,c.......
M -MA 0 artnersloyerloyor .�.r venture relations .. has to enter
into contracts as a.,alent for the o..`'..~�. Consultant,.. ..* C'^' a�ra. to the follow n n'�''
co istent wl*th and ent contractor relation
onnssu .-...`-.,'.. orm semces r c ers, e ereof.
''� Consultant ..
..n-...x��'^to ..`�...n.direct the
`.`'`''�`.`..�.-.'^.`.
yw,.,�. its services requii �i!! gre---vjuu
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(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 perfori-ni'ng 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.
14.0 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 confiidential to City is confidential information of City.
Consultants 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 ^.` �� materi'als created ,�. `' `_''�.'.`� ''.`�-.�:.o^ wi"th servi*ces
perfo ed under this Agreement including-L.'demark`--copynbt nghts, shall be the sole
property of City at the expiration ., `'is Agreetnent,
15*0 WARRANTIES
Consultant_'.�....z..'....z..''c'`hereunder'..`x performed consistent
w'*'a
`' or industry standards and shall be i*n a
professional and ...`..`'.j^�.�`'''` '�o...`'�.['. any`�.''...- compliance
16.0 LIMITATION OF LIABILITY
Should�,.,.'�..`,�.''s'+--`es not -.--fooan(-.e of the Ci*ty or of S
then and �c th'Iftat event .h. City shall � .,�'`_ notification to Consultant*
thereafter, (a) ,.``.`"-..... el*ther such c..-.�,..!`.C.r's...s..�..'
0 * the .^9
'. .. ^.,��.''deficieservicecannocured./ ^^' .`�`~' ���.x.. :^�., .,� .� ^�'^`�'`^Penod
set foorththen.`'�'-'�. --ay .--'..`.-.```..,-'``
In no event will Consultant be liable for any lossdamage, cost or expense eatri outable to
negligence,, winfill sconduct or by the City,,` its or
agents,
., no event shall Consultant0 0
liable beto the Cl`ty, by reason of any act ,' onussion
relating to the services prwovqi led under thi's the neghgence of Consalultant),
whether a clau*n be in tort c o-111tract . (a) for any consequential, indirect, lost profi�
otiPUM ve, ,.'`-`I o, '-`.`. to or ' ' .-',the or `. 0 ..-�' event
0 0
' the aggregate,'' for `'` amountaggregatein excess of .ie total fe,, nwby the City to
Consultantunder thisexcept to the extent detenknined
to .`' resulted fro0 ^'
Consultant` ^'..r wiOliful
or fre-dulent acts relating .. the servicep 'ded hereunder.
17.0 INDEMNI CATION
g C.``i,'''�,.. `.'` .z� ��
'.`' its officers,, ,,,,,..
directors, servants, ''' fro.- ..' ... `__� all swts,
legalco'�, e,�^'.e> losses, fines, liabilities ...
C194"'LLS',`_' type, .'0 h.�.c......e .c.,,expenses of
iti'gati court cos s o jev,trs' fees and all other costs an MC to work done as a
result hereof, but only to the extent of Consultant's negll* e.
To the extent allowable by aw' 'I'' ',r:s to `.-. exempt, and91
Consultant, its .�`.�' servants, and fro.' and
a a* t any ^.''.'`�: legalcosts,o,��.^»'...se-es, ins
fineses, ''^''''-'' c'`''' o any ^_�z or _u1ii not
limited .' any ^,`'a�.``'`s-s.i court ;.s�. './.0`_�.-_..:'.��.,,._
inci
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s ent to ''y..:k.-,e'za.e,..,,:.rcf.
~
18.0 ASSIGNMENT AND DELEGATION
The parties each hereby bind themselves, their successors,
representatives to each other with respect to the terms of this Agreement.
assign any rights or delegate any duties under this Agreement without the
written approval, which approval shall not be unreasonably withheld.
19.0 LOCAL, STATE AND FEDERAL TAXES
assigns and legal
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Neither party may
other party"s prior
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 anon-profit corporation and not subject to State of Texas
Sales and Use Tax.
20.0 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.
B. Services Provider 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 Is 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 Services Provider agrees to perform all
operations on City -owned facilities in compliance with the City I s Illicit Discharge Ordinance to
minimize the release of pollutants into the MS4. The Services Provider agrees to comply with of
the City's ston-nwater control measures, good housekeeping practices and any facility specific
sto water management operating procedures specific to a certain City facility. In addition, the
Services Provider agrees to comply with any applicable TCEQ Total Maximum Daily Load
(TMDL) Requirements and/or I -Plan requirements.
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C. In accordance with Chapter 2270, 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 the company that it: (1) does not boycott Israel; and (2) and will not
boycott Israel during the term of the contract. The signatory executing this Agreement on behalf
of Consultant verifies that Consultant does not boycott Israel and will not boycott Israel during
the term of this Agreement.
21.0 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.
22.0 DESIGNATION OF REPRESENTATIVES
The City hereby designates the following representative authorized to act in its behalf
with regard to this Agreement.
Dawn Scheel
Project Manager
3400 Sunrise Drive
Round Rock, TX 78665
(512) 218-6603
dscheel t a roundrocktexas ov
23.0 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
(2) Three (3) days after being deposited in the United States mail, with postage
prepaid to the recipient's address as stated in the Agreement.
Notice to Consultant:
Terracon Consultants, Inc.
800 Paloma Drive, Suite 150
Round Rock, Texas 78665
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,,
24.0 INSURANCE
(1) 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
up -
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. Consultant's Certificate of Insurance
is attached hereto as Exhibit "D," incorporated herein by reference for all purposes.
(2) Subconsultant Insurance. Without limiting any of the other obligations or
liabilities of Consultant, Consultant shall requirerm each suingwork under this
Agreement to maintain during the term of this Agreement, at the sub consultant "s own expense,
the same stipulated minimum insurance required in Section (1) above, including the required
provisions and additional policy conditions as shown below in Section (3).
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 expensecertificates to receive copies of these of insurance.
(3) Insurance Policy Endorsements. Each insurance policy shall include the following
conditions by endorsement to the policy:
(a) Each policy shall require that thirty (30) days prior to the expiration, cancellation,
non -renewal or reduction in limits by endorsement a notice thereof shall be given
to City by certified mail to:
City Manager
221 East Main Street
Round Rock, TX 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,,
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25.0 APPLICABLE LAW; ENFORCEMENT AND VENUE
This Agre ent shall^^. be enforceable .. R0 . Roc, Tex and 1"f legal action is
necessary ''x..-r�..,.,..� to ..�....�,�.c�..,`..'.'-'-'�.'''''-`''�'-'-`
herem*, exclusi've.z.'�-'.``-�'-''`/'``''`-�Texas.-'''TMs shall
be by ewidconstrued
...v,......e.'..`..,.''s`.'..-�-:c.�'...f-``.`
26.0 EXCLUSIVE AGREEMIENT
1(.' te-s-11S W.. conditi'ons of^.!s constitute the entire
agrewLentbetween .h~...��'^� all previous coinmunicatio representations, '`'
agreements either Wn*tten or '`a' Wi'fli respect to the sub ect atter hereof The parties
expressly agree that in e event of any confli*ct between the I q- of this Agreement and any
0 0 oth,' this Agreement shall previenaol. No modifications of thi*s Agreement will be b" d*
on any of the partioes Munless acknowledged.-Writi by the duly audionzed govenung body or
representative for each party.
27.0 DISPUTE RESOLU ON
The City ,.'` Consultant hereby agree that no clai.�. or between the
parties ansmg* out of or relating to Sthereof `.`�``..,.. be decided by any
arbiuuuon proceeding, including wl*thout llmietatior4 aany proceeding under the .``''a'
Arbl'o u u......-uon Act (9 USC Section I a, 14) or any applicable state arbl'tration statute
28.0 SEVERABIOLITY
..r. or of any provision of Agreement or the
occurrence .�`.� event Any .� 0111111111111^`., voi. shall in no
way .-.cr..� or of ,./-'`^� or of^�, Any
s * 0voiddeemed��`...'..from ,.'. .�.ffi,..,...,z.this A mnent
shall be construed .-. enforced `' .'.'� ^�^ '.. .�_.^'...� of
provisionheld to be vo i'd. ~� parties..amendthis.�z -.- .,`�. _. ,,. '. .`The^-,
stricken p w ithrovision
a valid rovision. ffiat comes as close as possible to the 1*ntent of the
Is *
stzicken .``.provisions of this *c1e I not prevent this entl'ore Agreement from
0
bemg void should a w ch i*s of the essence of this A einent .. ...err..,- `.'..
29.0 STANDARD OF CARE
Consultant represents `h't. ` .'r competent to
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all ._ the ,__ duties ecl"fied _^.,�. `'. .... such semces,
respo- inibi"lities and duties shall be `'''``' -' ....c.\., ..de *
onsultants, i*n`...'^`' to `.`.�^''_. to ..�mess
0
cest
30.0 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.
31eO 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 writt0 en
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
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treat such failure an anticipatory repudiation of this Agreement.
32eO 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§ 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
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
12
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..
IN WITNESS WHEREOF, the parties have executed this Agreement on the dates
hereafter indicated.
City of Roun Rock, Texas
By:
Printed Name: [✓�Q���
Title: d
Date Signed: _ • 2l
For City, Attest:
By-
Sara L. White, City Clerk
For City, AP roved as to Form:
By- L.., .
4
Stephan .Sheets, City Attorney
13
Terracon Cor
t".
By:
Printed S ame:
Title: Sc.
Date Signed.:
Is
1AP9tf
EXHIBIT 66A99
CITY SERVICES
(This page is intent'*ona
lly left blank.)
Proposal for Materials Observation and Testing Services
University Boulevard Expansion Round Rock, Texas
December 18,2020 Proposal No. PAC201146 I lerrac n
Page 4
EXHIBIT B
PROPOSED SCOPE OF SERVICES FOR
CONSTRUCTION MATERIALS OBSERVATION AND TESTING
UNIVERSITY BOULEVARD EXPANSION
TERRACON PROPOSAL NO. PAC201146
The proposed scope of services provided by Terracon is described below. The purpose of these
services is to observe various components of the construction and conduct specific tests to
determine whether the materials and construction comply with the project requirements. These
services are designed to provide a level of quality assurance (QA) for the client and are not
intended to replace quality control tests and procedures required by the contractors and their
suppliers. Terracon requires a complete set of construction plans and specifications approved
for construction and any addenda or revisions approved during the construction process that
would affect the construction related to the requested QA services.
If additional services are needed to comply with the construction documents or the government
entity for special inspection requirements, Terracon should be contacted and requested to modify
our proposed scope and estimated cost. The contractor has the responsibility to be familiar with
the project requirements and to contact Terracon a minimum of 24 hours (one business day) prior
to the time our services will be required. Terracon is not responsible for providing specified
services if the client does not authorize Terracon to provide the services or if the contractor does
not provide adequate notification for our scheduling purposes.
Terracon provides construction materials testing and observation services for a majority of the
items required by the international building code and government entities. A brief summary of the
scope of services that Terracon provides (when authorized and requested) for the special
inspection items is provided below.
Terracon will provide construction observations and testing services requested by the client as
described in our "Scope of Services in general accordance with the normal standard of care. Our
scope of services does not include any design, design review, construction safety, trench safety,
construction supervision, or construction management services. Terracon personnel do not have
the responsibility or authority to stop the contractor's work, or to accept or reject any construction
materials or workmanship, even if they do not comply with the project requirements.
Responsive Resourceful Reliable
Proposal for Materials observation and Testing Services
University Boulevard Expansion a Round Rock, Texas
December 18,2020 a Proposal No. PAC201146
Page 5
EXHIBIT B
PROPOSED SCOPE OF SERVICES FOR
CONSTRUCTION MATERIALS OBSERVATION AND TESTING
UNIVERSITY BOULEVARD EXPANSION
TERRACON PROPOSAL NO. PAC201146
i
Is Concrete — The Terracon scope of services includes sampling concrete and conducting
Is
slump and concrete compressive strength tests,, Terracon personnel do not have the
authority respons'b'11ty to accept or reject concrete even if it does not comply with the
project specifications. Terracon will typically make 4-inch diameter, 8-inch high cylinders
for compressive strength testing whenever the aggregate size allows; however, 6-inch
diameter, 12minch high cylinders will be used when larger aggregate'ies used in the concrete
or when requested by the client (6"x12 91 cylinder rate will be used),, We will rely on the
contractor or his concrete supplier to provide adequate facilities for'1'n1*t1*a1 (and field) curing
of test cylinders as required by ASTM C 31 test procedures.
The Terracon scope of services also includes spot observations of the formwork
dimensions and the reinforcing steel size, spacing, and configuration on a periodic basis
prior to concrete placement.
The Terracon scope of services does not include continuous observation of concrete
placement for Droper application techniques, perioldlic observafion of the maintenance ofill
specified curing temperatures and/or techniques for constructed structures, review ofi the
erection procedures and telporary bracing for precast concrete members or verification
of in -situ concrete strength prior to removal of shores and forms.
2. Soils — The Terracon scope of services includes sampling and testing of soils, periodic
observation of earthwork operations, and moisture -density testing of subgrade and
compacted fills.
The Terracon scope of services does not include verification of the use of proper materials,
densities and lift thicknesses during pla Cement and compaction of compacted fill on a
continuous basis,,
3. Asphalt - This is not an IBC special inspection item. The Terracon scope of services
includes observation of the asphalt paving operations, sampling asphalt and conducting
laboratory tests. These services may be provided on a part-time or full-time basis as
authorized by the client.
Responsive e Resourceful m Reliable
Proposal for Materiels Observation and TeaUng Services
University Boulevard Expansion Round Rock, Texas 1 rerracon
December 18, 2020 Proposal No. PAC201146
Page 6
EXHIBIT C
COST ESTIMATE FOR
CONSTRUCTION MATERIALS OBSERVATION AND TESTING
UNIVERSITY BOULEVARD EXPANSION
TERRACON PROPOSAL NO. PAC201146
Earthwork Oboe rvationlTe sd ng
Service
Quantity
Unit
Unit Rate
Estinutte
Moisture/Density Curve (Tex-113-E)
7
Each
Each
$ 250.00
$ 190.00
$ 'f,7
$ 1,330.00
Moisture/Density Curve (Tex-114-E)
7
Atterberg Limits ('Tex-104 1106-E)
14
Each
$ 65.00
$ _ 01 a.00
_ _
Sieve Analyses (Tex-110-E)
14
Each
$ 93.00
$ 1 , 302.00
_ _ T^
Field Nuclear Density ('Tex-115-E)
1100
Each
$ 18.00
$ 195800.001
Technician, 192 trips �-
576
Hour
$ 56.00
32,256.00,
Technician, Overtime Rate
0
Hour
$ 84.00
$ _ -
'lehicle Trip Charge
192
Per Trip
$ 35.00
$ 6,720.00
Subtotal, Earthwork
6400+68.t
This estimate is based on providing two density tests per 1,000 square yards of embankment III and flexible
base. In addition, this estimate is based on conducting density testing for back -Ell behind structures
(utilities).
Lime Stabilized Subgrade Testing l Observatlon
Service
Quantity
unit
Unit Rate
Estimate
Moisture/Density Curve (Tex-113-E)
25
Each __
Each _
^ $ _ ..
.. 25�0.00
61250.00
Atterberg Limits ('Tex-104 / 106-E)
_-
64
$ 65.00
4,160.00
Suftate Content ('Tex-145-E)
64
Each
$
70.00
4*480.00
Organic Content (Tex-148-E)
64
Each
$�y
$
$
50.00
50.00
40.00
4
$
31200.00
31200.0011
� 21; .00
Field Gradations (Tex-101-E, Part 111)
64
Each
pH Testing (Tex-128-E)
64 _
Each
Lime Series (Tex-121-E, Part 111)
25
Each
$
110.00
2*75_0.00
Thickness (Tex-144-E)
64
Each
$
50.00
$
3,200.00
Field Nuclear Density (Tex-115-E)
192
Each
$
^� 18.00
$
314 .00
Technician, 64 trips
192
Hour., w.
$
$
56.00
84.00
$
10,752.00
-
Technician, Overtime Rate
0
Hour
Vehicle Trip Change
64
Per Trip
W .
$
35.00
$
21240.00
S ubtota I, Earthwork
248.00
This estimate is based on prcMding one density test per 1,000 square yards of lime stantized subgrede. In
addition, this estimate is based on conducting density testing for backfill behind structures (utilities)
Responsive Resourceful Reliable
Proposal for Materials observation and Testing Services
University Boulevard Expansion t, Round Rock, Texas
December 18, 2020 Proposal No. PAC201146 lr(erracon
Page 7
EXHIBIT C
COST ESTIMATE FOR
CONSTRUCTION MATERIALS OBSERVATION AND TESTING
UNIVERSITY BOULEVARD EXPANSION
TERRACON PROPOSAL NO. PAC201146
Concrete Observation/Testing
Service
Quantity
Unit
U nit Rate Estimate
Technician (Colored Concrete), 2 trips
10
Hour
$ 56.00f
Technician {concrete Cap}, 6 trips
Technician (Mow Strip), 3 trips
18
5
Hour
Hour
$ 56.00
$ 56.00 s
Technician (Box Culverts), 20 trips
100
Hour
$ 56.00
Technician (Headwalls / Wingwalls), 12 trips
36
Hour
$ 56.00
Concrete Cylinders, (ASTM C31 & C39)
215
Each
$ 18.00
Vehicle Trip Charge
43
Per Trip
$ 35.00 ,
Vehicle Trip Charge (Cylinder Pick -Up)
43
Per Trip
$ 35.00
Cylinder Pick -Up
86
Hour
$ 56.00 j s
Subtotal, Concrete
Y
i nis estimate is based on 43 trips tar concrete observation and testing. This estimate also includes 43 trips
to the project site to pick up concrete test cylinders cast the previous day.
Asphalt Concrete Testing
Service
Quantity
Unit
U nit Rate Estimate
Asphalt Bag Sample
88
Per Each
$ 400.00
Asphalt Technician, Regular Rate
192
Hour
$ 60.00
Asphalt Technician, Overtime Rate
0
Hour
$ 90.00
Nuclear Density Gauge
10
Per Day
$ 50.00�,�=
Vehicle Trip Charge
54
Per Trip
$ 35.00 -1-0
Subtotal, Asphalt Concrete
y s
ins estimate is Dased on providing observation during paving operations with an assumed paving schedule of
44 days. This estimate is also based on collecting two bag samples per day of paving for laboratory testing
and 10 days of asphalt density testing to assist in setting the rolling pattern. Mote: Asphalt laboratory testing
is performed in our Austin office_
Project Management t Supervision
t Administration / Scheduling
Service
Quantity
Unit
Unit Rate
Estimate
Clerical
40
Hour
$ 50.00
= $0
Principal Engineer
20
Hour
$ 160.00
= ��
Project Manager
125
Hour
$ 125.00
Subtotal, Project Management
ESTIMATE TOTAL
Responsive Resourceful Reliable
Proposal for Materials Observation and Testing Services
University Boulevard Expansion t Round Rock, Texas Irerracon
December 18, 2020 •Proposal No. PAC201146
Page 8
SCHEDULE OF SERVICES AND FEES
CONSTRUCTION MATERIALS ENGINEERING
Personnel
Principal, Officer, per hour.............................................................................................. $160.00
Senior Engineer, per hour............................................................................................... $130.00
Project Engineer, per hour.......................................................................................... ease $125.00
Project Manager, per hour.............................................................................................. $125.00
Senior Engineering Technician, per hour.......................................................................... $70.00
Construction Materials Technician, per hour..................................................................,.. $56.00
Clerical, per hour.............................................................................................................. $50.00
Transaortation
Vehicle, per trip (within 25 miles of Terracon office)......................................................... $35.00
Concrete Field Services
Technician, per hour............................................,...........,......................,............,...........$56.00
Technician, overtime rate, per hour..................................................................................$84.00
Post -Tension Observation, per hour .............. ..................................................................$70,00
Post -Tension Observation, overtime rate, per hour ........................................................ $105.00
Concrete Tests
Cylinder compression test (ASTM C 31 & C 39)14"x8", each ........................................... $18.00
Cylinder compression test (ASTM C 31 & C 39), 6"x12", each ....................................... •6 $25.00
Beam flexural test (ASTM C 293 or C 78), each.............................................................. $70.00
Masonry Field Services
Masonry technician, per hour ........... ... as, . ova* .... pow ,.............................................................. $60.00
Masonry technician, overtime rate, per hour.. .........................................0................. $90.00
Compressive strength CMU block (ASTM C 140), each ........................................ $160.00
CMU block absorption only (ASTM C 140), each................................0........................... $100.00
CMU Block prism compressive strength (ASTM C 1314). each ....................................... $300.00
Compressive strength of grout prism (ASTM C 1019), each ............................................ $40.00
Compressive strength of mortar cube (ASTM! C 780 & C 109), each ............................... $20.00
Responsive v Resourceful % Reliable
Proposal for Materials Observation and Testing Services
University Boulevard Expansion Round Rock, Texas
December 18, 2020 Proposal No. PAC201146 I r(eirrac n
Page 9
SCHEDULE of SERVICES AND FEES
CONSTRUCTION MATERIALS ENGINEERING
Soils Classification
Atterberg limits (Tex-104 l 106-E), each........................................................................... $65.00
Combined sieve analysis (Tex-1 10-E) ....................................................................................................
... $93.00
Soils Laboratory Tests
Optir'mu'm moistui e I maximum day° Uen ity ; eoations (pruoctors)
TXDOTTEX 113E, each..................,................most ............................................ . $250.00
TXDOTTEX 114E, each . . . . . ..... • .. ... ... ..... . . . . ..... . ... . . . .... .. ........... a . a ........................ $190. 00
Permeability (ASTM D 5084), each.................................................................... $425.00
Soils Field Services
In place density I moisture test, nuclear method (Tex-1 15-E),
minimum3, each.................................................................................................. $18.00
Field gradation of lime treated soil (Tex-101-E, Part 111), each .......................................... $50.00
Sulfate Content (Tex-145-E), each................................................................................... $70.00
Depth check of lime treated soil (Tex-140-E), each.......................................................... $50.00
Soil pH value (TEX 128E) each........................................................................................ $40.00
Organic Content (Tex- 1 48-E) each.................................................................................. $50.00
Lime Series (Tex-121-E, Part ill) each........................................................................... $110.00
Soils technician, per hour................................................................................................. $56.00
Soils technician, overtime rate, per hour ...... ........ ...................................... a , ................... . $84.00
Asphaltic Concrete Services
Asphalttechnician, per hour............................................................................................. $60 00
Asphalt technician, overtime rate, per hour..................................................................... $90.00
Asphalt Bag Sample, each (Molding Specimens, Bulk Specific Gravity, Max. Theoretical Density,
Extraction& Sieve Analysis)............................................................................................ $400.00
Nuclear Density Gauge per day ...................... .......... ...... .................. $50.00
Asphalt Coring Crew, per hour .............................. ........ $112.00
Asphalt Coring Equipment, per day................................................................................$150.00
Asphalt core thickness & density, each ........................................... .--*"—'*-"--'*$50.00
Responsive* Resourceful* Reliable
F'rupaczl. tot Materials Observatiot End 176z- VI«7 Services
University Boulevard Expansion Round Rock, Texas
DecemberProposal C 11 rierrac n
18, 2Q2 Q reap sa I No. pA 20 46
Page 10
SCHEDULE OF SERVICES AND FEES
CONSTRUCTION MATERIALS ENGINEERING
Drilled Pier
Senior technician, per hour...........................,...............................................................".. $70.00
Senior technician, overtime rate, per hour............................6...........ones.......................... $105600
Mood Truss & Fire Sto
SeniorTechnician, per hour............................................................................................. $70.00
Senior Technician, overtime rate, per hour.................................................................... $105000
Structural Steel
Visual Inspection by CWI, per hour ................................................................................ $100.00
Ultrasonic Testing by CWI, per hour.............................................................................. $120.00
Ultrasonic Testing equipment, per day ............................................ Subcontractor's Cost + 15%
Ultrasonic Testing Trip Fee.............................................................. Subcontractor's Cost + 15%
Reinforcing Steel Detection
Senior Technician, per hour ............................................... $70.00
Senior Technician, overtime rate, per hour..........................................a........too ....... *SOON .. $105.00
Hilti Ferroscan equipment, per day .......................................... ...................,.................. 220.00
Reimbursable ExLenses
Direct non -salary project expenses for "outside," services are billed at cost plus 15 percent for
handling. These include but are not limited to the following: travel and lodging, external
consultants, environmental analytical tests, drilling, special supplies, permits, equipment,
sampling, field testing, on site facilities, clearing/grading contractors, water trucks, bulldozers,
security forces, surveyors, traffic control or other support services.
Remarks
A minimum charge of two (2) hours will be assessed for trips to the project site for sample or
cylinder pick up only and a three (3) hour minimum charge is applicable to all trips made for the
performance of other testing, inspection, cancellations or consulting services.
Responsive Resourceful Reliable
Proposal for Materials Observation and Testing Services
University Boulevard Expansion a Round Rock, Texas
December 18,2020 a Proposal No. PAC201146
Page 11
SCHEDULE OF SERVICES AND FEES
CONSTRUCTION MATERIALS ENGINEERING
Remarks (continued)
All labor, equipment, and transportation charges are billed on a portal to portal basis from our
office.
Overtime rates of 1.5 times the quoted hourly rate will be applicable for all time worked in excess
of eight (8) hours per day, all time worked outside of daylight hours of 6.1POO AM to 6.*00 PM Monday
through Friday, and al! time worked on weekends and holidays.
Court appearances, depositions, etc. will be charged at 1.5 times the quoted hourly rate.
Unit fees for tests not listed will be quoted on request.
Rush testing and inspection services are subject) a surcharge (to be negotiated).
Engineering consultation and evaluation in connection with any laboratory testin,���11111 or field
inspection service will be charged at the appropriate rate.
Material samples should be submitted in a form that complies with applicable requirements.
Terracon will submit invoices for services on a monthly basis. Payment for services shall be made
within 30 days of receipt of the invoicei"n accordance with the Terracon "Agreement for Consulting
Services" or "Authorization To Proceed". Additional administrative charges may be applicable if
the client requires other invoicing procedures or payment terms.
Responsive a Resourceful a Reliable
CERTIFICATE OF INTERESTED PARTIES
FORM 1295
universiry wva,, expansion -construction materi.ais testing and. special inspections.
- ---------------------- --- ---------------------------------------------------------- ----------------------- -------------
. . . . . . . . . . . ............. ........
A
. .....
---- - ------------
. .. ...... --------------------
Nature offnterest
Name of Interested.Party
City, State, Country (place of business)
-
(check applicable)
-------------- -------------
------------ --- ----
----------------Controlling
Biterme'd!ary.
Gaboury, David
Olathe, KS United States
X
................ . .......
.......... . ... .... ..... ....... ....... ......... .
---- ---------
Packer, Gayle
__N N
.. . ..... OW
Olathe, KS.United. States
---------
' X
............. ------------------------ ----------------- - -------------- .
O'Grady, Michael
. . . ............
---------- -------------
...... 00 ----- - - . . . . . . . .
Olathe, KS United States
--------------
X
---------------------- ...... - -------- .. .......................... ----- ---------------------------------------- -- ---------
---- ---------------
Pavlicek, Robert
...... -------------.................. --- ---------------- -------
Olathe, KS United- States
-----------------
X
------------ . . ........ . .. . ....................... ------------
-----------
Covert, Michael
........
..... ..... .
. ...... ............ . ........ ..............
.......... .......
Olathe, KS. -United States
061W ----------------------
X
-------- ------ -------- ....... . ............... ...... . . ......
- - ------- ---------------- ........... ---------------
----------------- . .............
Anderson, Tim
-----------------------
Tempe, AZU n ited States
-------- --- ----------------- .... ....
X
............... _ --------------
-1, --- - --------
Cobb, Harold..Houston,
.............. -------------------------------------- ----------- . ............ ---------------
---------------- ...... . . .. .. .
.......... . ............ .......
............. ..
----------------------- .......... ... ------- ---------------------------- .............
TX United States
.... .... --------------- --------
w_
------------------ - --------
--------------------------
X
.......
S Check only if there'Is NO Interested Party, n
roams proviaea ny Texas Ezntcs commission wvrw.ethics.state.bc.us Version V1A,Ceffd98a
CERTIFICATE OF INTERESTED PARTIES
FORM 1295
10fl
Complete Nos. 1- 4 and 6 if there are interested parties.
OFFICE USE ONLY
Complete Nos, 1, 21 31 5, and 6 if there are no interested parties.
CERTIFICATION OF FILING
1 Name of business entity filing form, and the city, state and country of the business entity's place
Certificate Number:
of business.
2021-707580
Terracon Consultants, Inc
Round Rock, TX United States
Date Filed:
2 Name of governmental entity or state agency that is a party to the contract for which the form is
01/19/2021
being filed.
City of Round Rock, TX
Date Acknowledged:
01/29/2021
g Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a
description of the services, goods, or other property to be provided under the contract.
000000
University Blvd. Expansion -Construction materials testing and special inspections.
Nature of interest
4 Name of Interested PartyCity,State
Country of business)
a licable PP
Controlling
Intermediary
Gaboury, David
Olathe, KS United States
X
Packer, Gayle
Olathe, KS United States
X
O'Grady, Michael
Olathe, KS United States
X
Pavlicek, Robert
Olathe, KS United States
X
Covert, Michael
Olathe, KS United States
X
Anderson, Tim
Tempe, AZ United States
X
Cobb, Harold
Houston, TX United States
X
5 Check only if there is NO Interested Party. ❑
6 UNSWORN DECLARATION
My name is ,and my date of birth is
My address is ,
(street) (city)
(state) (zip code) (country)
declare under penalty of perjury that the foregoing is true and correct.
Executed in County, State of , on the day of , 20
(month) (year)
Signature of authorized agent of contracting business entity
(Declarant)
Forms provided by Texas Ethics Commission www, eth i cs . state . tx . u s version vi.i.cencigba