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R-2021-075 - 3/25/2021 RESOLUTION NO. R-2021-075 WHEREAS,the City of Round Rock("City") desires to retain professional consulting services related to construction materials testing services for the Brushy Creek Regional Wastewater System — East Plant Expansion Project; and WHEREAS, TSIT Engineering and Consulting, LLC has submitted an Agreement for Professional Consulting Services to provide said services; and WHEREAS, the City Council desires to enter into said agreement with TSIT Engineering and Consulting, LLC,Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK,TEXAS, That the Mayor is hereby authorized and directed to execute on behalf of the City an Agreement for Professional Consulting Services for Construction Materials Testing Services with TSIT Engineering and Consulting, LLC, a copy of same being attached hereto as Exhibit "A" and incorporated herein for all purposes. The City Council hereby finds and declares that written notice of the date, hour, place and subject of the meeting at which this Resolution was adopted was posted and that such meeting was open to the public as required by law at all times during which this Resolution and the subject matter hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act, Chapter 551, Texas Government Code, as amended. RESOLVED this 25th day of March, 2021. CRAIG MOR , Mayor City of Round ock, Texas ATTEST: k�:&MA $I I I 1AVh MEAGAN S INKS, D puty City erk 0112.20212;00467197 EXHIBIT "A„ .10 CITY OF ROUND ROCK AGREEMENT FOR PROFESSIONAL CONSULTING SERVICES FOR CONSTRUCTION MATERIALS TESTING SERVICES WITH TSIT ENGINEERING AND CONSULTING. LLC THE STATE OF TEXAS § THE CITY OF ROUND ROCK § KNOW ALL BY THESE PRESENTS COUNTY OF WILLIAMSON § COUNTY OF TRAVIS § THIS AGREEMENT f-or professional consulting services related to construction materials testing services for the Brushy Creel. Regional Wastewater System — East Plant Expansion Project (the "Agreement") is made by and between the CITY OF ROUND ROCK. a Texas home-rule municipal corporation �N ith offices located at 221 East Main Sheet. Round Rock. Texas 78664-5299. (the "City") and TSIT Engineering and Consulting. LLC. located at 2211 Centul) Center BOUleNard. Suite 101. Ire ing. Texas 75062 (the "Consultant'). RECITALS: WHEREAS, Cit\ has determined that there is a need for a construction material testing services for the BrlISll1 Creek Regional Wastewater S\,tem — East Plant Expansion Project (the "Projject"): 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 m-iting 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 x\hich are hereby acknowled(Yed. it is mutually agreed bemeen the parties as folloN&s: 1.0 EFFECTIVE DATE, DURATION, AND TERM This Agreement shall be effective on the date this Agreement has been sinned b) 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 tern of this Agreement shall be until hill and satisfactory completion of the work specified herein is achieved. Cit1 reserves the riaht to revie�� the Agreement at any time. and may elect to terminate the ALTreenlent %%ith or "ithout cause or ma% elect to continue. 2.0 SCOPE OF SERVICES Consultant has issued its proposal for services for the tasks delineated therein. such proposal for services being attached hereto as Exhibit "A" entitled "Scope of Services." Mitch document is incorporated herein for all purposes. Consultant shall satisfactorily provide all services described herein and as set forth in Exhibit --A" in accordance with the schedule set forth bN Consultant and agreed upon by City. SUC11 sere ices 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 Much C011SUltant 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. 3.0 LIMITATION TO SCOPE OF SERVICES Consultant and City agree that the scope of services to be performed is enumerated in Exhibit "A." and Consultant shall not undertake work that is beyond the Scope of Work set forth in Exhibit "A." howe\er. either party mad make %\ritten 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 \alid Supplemental Agreement as described in 8.0. 4.0 CONTRACT AMOUNT In consideration for the professional consulting services to be performed by Consultant. Citv agrees to pa) Consultant in accordance "ith and for the deliverables set forth in Exhibit as follows: A. Not-to-Exceed Total Pavment for Services: Consultant's total compensation for consUltin�, services related to the Project hereunder shall not exceed Tl%o Hundred Thousand and No/100 Dollars (S200,000.00). B. Pavment for Reimbursable Expenses: There shall be no payments for reimbursable expenses included in this Agreement. 5.0 INVOICE REQUIREMENTS; TERMS OF PAYMENT Invoices: To receive payment. Consultant shall prepare and submit detailed invoices to the City. in accordance �,\ith 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. PaNment to Consultant shall be made on the basis of the invoices submitted b) Consultant and approved by the Cit1. Such invoices shall conform to the schedule of services and costs in connection therewith. Should additional backup material be requested by the Cit\ relative to service deliverables. Consultant shall comply pronlptl). In this regard. should the Cit) determine it necessar). Consultant shall make all records and books relating to this Agreement available to the City for inspection and auditing purposes. Pavment of Invoices: The Cit) reserves the right to correct an) error that ma) be discovered in any invoice that may have been paid to Consultant and to adjust same to sleet the requirements of this Agreement. Following approval of an invoice. the Cit) shall endeavor to pay Consultant promptly. but no later than the time period required under the Texas Prompt Pa)ment Act described in Section 6.0 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 Cit) or because of amounts N\hich the Cit) has a right to v\ithhold under this Agreement or state law. The City shall be responsible for any sales. gross receipts or similar tapes applicable to the services. but not for taxes based upon Consultant's net income. 6.0 PROMPT PAYMENT POLICY In accordance m ith Chapter 2251. V.T.C.A.. Texas Government Code. any pa)nlent to be made by the Cit) 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. \\hichever is later. Consultant may charge interest on an overdue pa)ment at the "rate in effect" on September I of the Fiscal )ear in which the payment becomes overdue, in accordance kith V.T.C.A.. Texas Government Code. Section 2251.025(b). This Prompt Pa)rnent Polic\ does not apply to payments made b\ the Cit) in the event: (a) There is a bona Fide dispute between the Cith and Consultant. a contractor. Subcontractor. or supplier about the goods delivered or the sera ice performed that cause the pa)ment to be late: or (b) There is a bona tide dispute bemeen C011SUltant and a subcontractor or bemeen 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. ;rant. regulation. or statute pre\ent the City from making a timel) payment with federal funds: or (d) The invoice is not mailed to the Cit) in strict accordance with any instruction on the purchase order relating to the pa)ment. 7.0 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 an) Cit) fiscal year if the governing body of the City does not appropriate funds sufficient to purchase the services as determined b) the Cit)'s budget for the Fiscal year in question. The Cit) ma) affect such termination by giving Consultant a N\ritten notice of termination at the end of its then- , current Fiscal year. 8.0 SUPPLEMENTAL AGREEMENT The terms of this Agreement maN be modified bN written Supplemental Agreement hereto. dulN authorized bN Cit) Council or b) the City Manager. if the Citv determines that there has been a significant chance in (1) the scope. complexitN. or character of the serN ices to be performed: or (2) the duration of the work. AnN such Supplemental Agreement must be executed by both parties within the period specified as the term ofthis Agreement. Consultant shall not perform an\ �\ork or incur an) additional costs prior to the execution. b) 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 an) Supplemental Agreement. and the City shall not be responsible for actions b) Consultant nor for and costs incurred by Consultant relating to additional \pork not directly authorized b\ Supplemental Agreement. 9.0 TERMINATION; DEFAULT Termination: It is agreed and Understood by Consultant that the Cit\ may terminate this Agreement for the con\enience of the Cit). upon thirtN (30) days' k\ritten notice to Consultant. With the understanding that immediatel} upon receipt of said notice all \�ork being performed Under this Agreement shall cease. Consultant shall invoice the Cih for \\ork satisfactorlIN 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 anN lost or anticipated profits for \\ork terminated under this Agreement. Unless other\\ise specified in this Agreement. all data. information. and work product related to this project shall become the propertN of the Cit) upon termination of this Agreement. and shall be promptly delivered to the City in a reasonably organized form \\ithout restriction on future use. Should the Cih subsequently contract \\ith a ne\\ 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 relieNe 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 an\ work Much it deems unsatisfactory or\\hick is not performed in compliance with the terms of this Agreement. Default: Either party ma\ terminate this Agreement. in whole or in part. for default if the Party provides the other Party with �\ritten 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 bemeen the Parties). If default results in termination of this Agreement. then the City shall give consideration to the actual costs incurred b) Consultant in performing the work to the date of default. The cost of the work that is useable to the Cit-,. the cost to the City of employ ing another firm to complete 4 the useable work. and other factors will affect the value to the Cit) of the \\ork performed at the time of default. Neither party shall be entitled to an) lost or anticipated profits for k\ork terminated for default hereunder. The termination of this Aureement for default shall extinguish all rights. duties. and obligations of the terminating Pact) and the terminated Part) to fulfill contractual obligations. Termination under this section shall not relieve the terminated part) of any obligations or liabilities which occurred prior to termination. Nothing contained in this section shall require the Cit) to pay for any N\orh N\hich it deems unsatisfactorv. or %\hich is not performed in compliance with the terms of this Agreement. 10.0 NON-SOLICITATION All parties agree that the\ shall not directly or indirectly solicit for employment. employ. or other\,\ise retain staff of the other Burin; the term of this Agreement. 11.0 CITV'S RESPONSIBILITIES Consultant's performance requires receipt of all requested information reasonably necessary to pro\ision of ser\ices. Consultant agrees. in a timely manner. to provide City Nx ith a comprehensive and detailed information request list. if any. 12.0 INDEPENDENT CONTRACTOR STATUS Consultant is an independent contractor. and is not the Cit)'s employee. Consultant's employees or subcontractors are not the Citv's employees. This .lgreenlent does not create a partnership. enlplo)er-employ ee. or joint \enture relationship. No part) has authority to enter Into contracts as agent for the other partN. COIISIIltant and the Cit) agree to the following rights consistent\\ith an independent contractor relationship: (I) 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. super\ise. or pay assistants to help Consultant. (5) Neither Consultant nor its enlplo)ees 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 deN ote full time to performing the services required bN this Agreement. (7) Neither Consultant nor its employees or subcontractors are eligible to participate in and employee pension. health. vacation pay, sick pay. or other fringe benefit plan of the City. 13.0 CONFIDENTIALITY; MATERIALS OWNERSHIP Any and all programs. data. or other materials furnished b the City for use bN Consultant in connection ,N ith services to be performed under this Agreement. and an} and all data and information gathered b) Consultant, shall be held in confidence by Consultant as set forth hereunder. Each party agrees to tale reasonable measures to preserve the confidentialitN of any proprietarN or confidential information relative to this Agreement. and to not male an) 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) )ears 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 thereivith. All data relating speciticall\ to the Cih's business and anN other information which reasonabl? should be understood to be confidential to City is confidential information of City. Consultant's proprietary software. tools. methodologies. techniques. ideas. disco%eries. inventions. Lno\N-how. and an\ other information which reasonably should be understood to be confidential to Consultant is confidential information of Consultant. The Cit\'s confidential information and Consultant's confidential information is collectivelN 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 an\ third part\ without the other party's prior written consent. which consent shall not be unreasonablN \%ithheld. Each part) 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 b) Consultant in connection �\ith services performed under this Agreement. including all trademark and copyright rights. shall be the sole property of City at the expiration of this Agreement. 14.0 WARRANTIES Consultant represents that all sere ices performed hereunder shall be performed consistent \�ith generally prevailing professional or industry standards. and shall be performed in a professional and «orkmanlike manner. Consultant shall re-perform arty \\ork no in compliance with this representation. 6 15.0 LIMITATION OF LIABILITY Should an3 of Consultant's services not conform to the requirements of the CitN or of this Agreement. then and in that event the Citv shall give "\ritten notification to Consultant: thereafter. (a) Consultant shall either promptly re-perform such services to the Citv's satisfaction at no additional charge. or (b) if such deficient services cannot be cured \�ithin the cure period set forth herein. then this Agreement may be terminated for default. In no event will Consultant be liable for anN loss. damage. cost or expense attributable to negligence. \killful misconduct or misrepresentations by the City. its directors. employees or agents. In no event shall Consultant be liable to the Cit1. b) reason of any act or omission relating to the serN ices provided under this Agreement (including the negligence of Consultant). whether a claim be in tort. contract or other��ise. (a) for any consequential, indirect. lost profit. punitive. special or similar damages relating to or arising from the set-%ices. or (b) in anv event. in the aggregate. for anN amount in excess of the total professional fees paid bN the City to Consultant under this Agreement. except to the extent determined to have resulted from Consultant's gross negli(ience. willful misconduct or fraudulent acts relating to the ser%ice provided hereunder. 16.0 INDEMNIFICATION Consultant agrees to hold harmless. exempt. and indemnify CO. its officers. aL>ents. directors. servants. representatives and emploN ees. from and against anN and all suits. actions. legal proceedings. demands. costs. expenses. losses. damages. tines. penalties. liabilities and claims of am character. t)pe. or description. including but not limited to anN and all expenses of litigation. court costs. attorneN s' fees and all other costs and fees incident to and \\ork done as a result hereof. To the extent allo\\able bN Imp. City agrees to hold harmless. exempt. and indemnify Consultant. its officers. agents. directors. servants. representatives and employees. from and against an\ and all suits. actions. legal proceedings, demands. costs. expenses. losses. clamages. tines. penalties. liabilities and claims of any character. type. or description. including but not limited to and and all expenses of litigation. court costs. attorneys' fees and all other costs and fees incident to am work done as a result hereof. 17.0 ASSIGNMENT AND DELEGATION The parties each hereb3 bind themselves. their successors. assigns and legal representatives to each other with respect to the terms of this Agreement. Neither part) may assign any rights or delegate any duties under this Agreement without the other part}'s prior written approval. which approval shall not be Lill reasonabIN withheld. 7 18.0 LOCAL, STATE AND FEDERAL TAXES Consultant shall paN all income taxes. and FICA (Social Security and Medicare taxes) incurred Mille performing services under this Agreement. The City will not do the following: (1) Withhold FICA from Consultant's pa)ments or make FICA paN ments on its behalf: (2) Make state and or federal unemployment compensation contl'IbutlOnS On Consultant's behalf: or (3) Withhold state or federal income tag from an) of Consultant's payments. If requested, the City shall provide Consultant \�ith a certificate from the Texas State Comptroller indicating that the Cit) is a non-profit corporation and not subject to State of Texas Sales and Use Tax. 19.0 COMPLIANCE WITH LAWS, CHARTER AND ORDINANCES A. Consultant. its consultants. agents. employees and subcontractors shall use best efforts to compIN with all applicable federal and state laws. the Charter and Ordinances of the CitN of Round Rock. as amended. and with all applicable rules and regulations pronullgated by local. state and national boards. bureaus and agencies. COnSLIItant shall further obtain all permits. licenses. trademarks. or copy rights. if required in the performance of the ser\ices contracted for herein. and same shall belong, solel\ to the CitN 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 14-1 52 of the Citv's Code of Ordinances. to manage the quality of the discharges from its Municipal Separate Storm Se\\er S\stem (MS=4) and to be in compliance `\ith the requirements of the Texas Commission on EnN ironmental Quality (TCEQ) and the Texas P011utant Discharge Elimination S\stem (TPDES). The Services Provider agrees to perform all operations on Cit\-owned facilities in compliance with the Cit}'s Illicit Discharge Ordinance to minimize the release of pollutants into the MS4. The Services Provider agrees to�compl\ with of the City's stormwater control measures. good housekeeping practices and an\ facilitN specific stonn\\ater management operating procedures specific to a certain City Facility. In addition. the Services Pro%ider agrees to comply with any applicable TCEQ Total INlaximum Dall1 Load (TN1DL) Requirements and/or I-Plan requirements. C. In accordance N\ith Chapter 2270. Teas Go\ernment Code. a governmental entity may not enter into a contract �\ith a company for goods and services unless the contract contains written verification from the company that it: (I) 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 COIISUItant verifies that COnSLIItant does not boycott Israel and will not boycott Israel during the term of this Agreement. 20.0 FINANCIAL INTEREST PROHIBITED Consultant covenants and represents that Consultant, its officers. emplowes. agents. consUltants and subcontractors \\ill have no financial interest. direct or indirect. in the purchase or sale of and product. materials or equipment that will be recommended or required hereunder. 21.0 DESIGNATION OF REPRESENTATIVES The Citti hereby designates the following representative authorized to act in its behalf ith regard to this Agreement: David Freireich. PE Engineer- Principal 3400 Sunrise Drip e Round Rock. TX 78665 (5 12)67 1-2756 dfreireich a roundrocktexas.gov 22.0 NOTICES All notices and other communications in connection with this Agreement shall be in m-iting and shall be considered -,iven as follo\\s: (I) When delivered personall\ to recipient's address as stated herein: or (2) Three (3) days after being deposited in the United States mail. �,\ith postage prepaid to the recipient's address as stated in the Agreement. Notice to Consultant: TSIT Engineering and Consulting. LLC 2211 Ce1ltU1A Center Boulevard. Suite 101 Irving. Texas 75062 Notice to Cite: City Manager. City of Round Rock 221 East Main Street ROUnd Rock. TX 78664 AND TO: Stephan L. Sheets. Cit1 Attorney 309 East Main Street Round Rock. TX 78664 Nothing contained in this section shall be construed to restrict the transmission of routine communications betv\een representatives of the City and Consultant. 9 23.0 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 co%erage in the minimum amount of One Million Dollars per claim from a company authorized to do insurance business in Teas and otherwise acceptable to City. Consultant shall also notifN City. v\ithin 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 -B." incorporated herein bN reference for all purposes. (2) Subconsultant Insurance. Without limiting any of the other obliLations or liabilities of Consultant. Consultant shall require each Subconsultant performing -,\ork under this Agreement to maintain during the terns of this Agreement. at the subconsultant's own expense. the same stipulated minimum insurance required in Section (1) above. including the required pro%isions and additional policy conditions as sho\\n belo" in Section (3). Consultant shall obtain and monitor the certificates of insurance from each Subconsultant in order to assure compliance N\ith 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 anion= its subconsultants. Cith shall be entitled. upon request and \\ithout expense. to receive copies of these certificates of insurance. (3) Insurance Police Endorsements. Each insurance polic\ shall include the follo\\in`g, conditions by endorsement to the polic\: (a) Each policN shall require that thirty (30) days prior to the expiration. cancellation. non-rene\\al or reduction in limits b\ endorsement a notice thereof shall be given to Cit\ b\ certified mail to: Citv Mana(rer 221 East Main Street Round Rock. TX 78664 (b) The policy clause "Other Insurance" shall not apply to am insurance co\eraL,e currentlN held bN Cit). to an\ such futUre coverage. or to City's Self-Insured Retentions of whatever nature. 24.0 APPLICABLE LAW; ENFORCEMENT AND VENUE This Agreement shall be enforceable in Round Rock. Texas. and if le,,al action is necessary b) either part\ with respect to the enforcement of anN or all of the terms or conditions herein. exclusive venue for same shall lie in Williamson Cotnitl. Texas. This Agreement shall be governed by and construed in accordance with the laws and court decisions of Texas. I() 25.0 EXCLUSIVE AGREEMENT The terms and conditions of this Agreement. including exhibits. constitute the entire agreement bet,�een the parties and supersede all preN ious communications, representations. and agreements, either written or oral. with respect to the subject matter hereof. The parties expressly agree that. in the event of and conflict bemeen the terms of this Agreement and any other writing, this Agreement shall prevail. No modifications of this Agreement will be binding oil and of the parties unless acknowledged in %\riting b) the du13 authorized governing bod\ or representative for each part\. 26.0 DISPUTE RESOLUTION The City and Consultant herebN 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 b\ any arbitration proceeding. including without limitation. any proceeding under the Federal Arbitration Act (9 USC Section 1-14) or any applicable state arbitration statute. 27.0 SEVERABILITY The imaliclity. illegality. Or unenforceability of anN provision of this Agreement or the Occurrence of any event rendering any portion of provision of this Agreement void shall in no \\a\ affect the validity or enforceability of any other portion or provision of this Agreement. Am void pro\ision shall be deemed severed from this Agreement. and the balance of this A,reeinent shall be construed and enforced as if this A�,reenlent did not contain the particular portion of provision held to be void. The parties further agree to amend this Agreement to replace an\ 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 present this entire Agreement from belie void should a provision \\hich is of the essence of this Agreement be determined void. 28.0 STANDARD OF CARE Consultant represents that it is specialIN trained. experienced and competent to perform all of the services. responsibilities and duties specified herein and that such serN ices. responsibilities and duties shall be performed. "hether bN COnSLIltant or designated subconsultants. in a manner acceptable to the City and according to uenerally accepted business practices. 29.0 GRATUITIES AND BRIBES Cit\. maN by written notice to Consultant, cancel this Agreement vwllOut incurring any liability to Consultant if it is determined by Citv 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 CIt1 Officer. employee or elected representative "ith respect to the performance of this Agreement. In addition. Consultant may be subject to penalties stated in Title 8 of the Texas Penal Code. 11 30.0 RIGHT TO ASSURANCE Whenever either party to this Agreement. in good faith. has reason to question the other part)'s intent to perform hereunder. then demand may be made to the other part, for N\ritten 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 anticipatorN repudiation of this Agreement. 31.0 MISCELLANEOUS PROVISIONS Time is of the Essence. Consultant a-_,rees that time is of the essence and that am failure Of Consultant to complete the services for each phase of this Agreement %\ithin the agreed project schedule may constitute a material breach of this Agreement. Consultant shall beyfulk responsible for its delaN s or for failures to use reasonable efforts in accordance with the terms of this Agreement. Where damage is caused to CitN due to Consultant's failure to perform in these circumstances. City maN withhold. to the extent of such damage. Consultant's pa)ments hereunder v\ithout a \\ai�er of an\ of Cit1'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 x\ork. Force Majeure. Notwithstanding any other provisions hereof to the contrary. no failure. delay or default in performance of am obligation hereunder shall constitute an event of default or breach of this Agreement. onlN to the extent that such failure to perform. Bela; or default arises out of causes be)and control and M ithout the fault or negligence of the part\ otherwise chargeable \\ith failure. deli\ or default: including_ but not limited to acts of God. acts of public enemy. civil war. insurrection. riots. tires. floods. explosion. theft. earthquakes. natural disasters or other casualties. strikes or other labor troubles. �\hich in any way restrict the performance under this Agreement b� the parties. Section Numbers. The section numbers and headin�,s contained herein are pro\ided for convenience only and shall have no substantive effect on construction of this Agreement. Waiver. No delaN or omission b\ either part) in exercising any right or po,.\er shall impair such right or po,.\er or be construed to be a wai\er. A waiver b� either part\ of an\ of the covenants to be performed b) 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 part) against v llOrn such waiver or discharge is sought to be enforced. Multiple Counterparts. This Agreement may be executed in multiple counterparts. \�hich taken together shall be considered one original. The City agrees to provide Consultant with one fully executed original. I� IN WITNESS WHEREOF. the parties have executed this Agreement on the dates hereafter indicated. City of Round Rock,Texas TSIT Engineering and Consulting, LLC B): B) Printed Name: Printed Name: a" Title: Title: i�w%K _ ne'oz Date Signed: Date Signed: For City,Attest: By: — Sara L. White. City Clerk For City, Appro%ed as to Form: By: Stephan L. Sheets. Cit\ Attorne\ I� EXHIBIT "A" SCOPE OF SERVICES (See folloN\ing pages.) 14 i � FebrUarl 1. 202 1 Ti GEOTECHNICAL&CONSTRUCTION CITY OF ROUND ROCK — MATERIALS TESTING — 221 East Main Street Round Rock, TX 78664-5299 Attn: Mr. David Freireich, PE E dfreireich@roundrocktexas.gov Re: CHIT Testin- BruSll) Creel. Regional Waste%�ater SN stem —East Plant Expansion Project 3939 E. Palm Valle\ Blvd. Round Rock. Tx TSIT Estimate of Fees No. P21008(11) Dear Mr. Freireich: TSIT Engineering and Consulting. LLC is delighted for this oppollunity to submit our Fee Schedule for Construction INlaterial Engineering Testing and Observation Services on the above referenced project. We anticipate: • Soils Sampling and Testing • Concrete Sampling and Testing • Mortar Grout Sampling and Testing_ • StRiCtural Steel Inspections(CWI) • Project Management and Administration We appreciate the opportunity to provide this proposal. I f N ou have any questions.do not he.itate to contact me %\ith am question. Sincerer. T. Smith Testing& Inspection, LLC. Firm Registration F-5278 Aaron Cotton.Jr.. Sr. Partner Director of Central Texas Operations Attachment: Schedule of Fees Confirmed Aereed to this Da\ of 2021 Company: By: Title: Printed: Fort Worth: Dallas: PaLe I of; Austin: 7473 Airport Freeway 2211 Century Center Blvd.Ste 101 304 Hazlewood St Ste 3 Fort worth.Texas 76118 Irving,Texas 75062 Leander,Texas 78641 Phone:(817)589-9933 Phone:(972)573-6083 Phone:(512)337-5596 i � SCHEDULE OF FEES FOR CONSTRUCTION MATERIALS TESTING SERVICES GEOTECHNICAL d CONSTRUCTION BRUSHY CREEK REGIONAL WASTEWATER SYSTEM MATERIALS TESTING - EAST PLANT EXPANSION PROJECT ROUND ROCK,TEXAS SIER\'ICF. t nit Itate SONS Sail Team.Ihutuly l Sh uV Sod Iestuu(OsenrtieI llxwd,I jig;it, \ImtIre Dcns,ry Rd3w.is:\S'r\ID-6n3 i—Iii i'N. \IOLtme Denim•RILlllottt Il:C-IIIt ICah) S_no ua Ancrt,rgl mots(eachl Say Or 1,PL,ce Deasm:\ti nil D-038Icachl 1 bte Series lcadri Lene-Sod Nd,uizaumi reach) S30 OC 1.1 ERS Senior'Iechntician lnspectionitxnuh) :a PierhispecticmO,cninxtlxnuh-I CONCRETE Concrete la,pcctionlh+mh') 5l w! C oltcrete Inspenasn 0\eninv Ihourh, Concrete Cc5nden 14%4")Icachl (79SCREIF%IMACCORING Er necnte'1'echnicttn"Illxxulc) jo;vo Enxateerux;'Fechit iin 01'rhmuh) SY+a rG Corwrvwl l\IAC cme,lwhl II.NI:\('L:dwtnlory lrslin_ Asplunt 1rtspectiunlhaak)11d))I I ,cl lA i Asphdt Inspcctiurncciurh'l(l\Ix)TI c,cl III) 54�t" \splint Cwucnl Ustitino Rturt OID i_Ii0 rig, 'lheoretk'al\lautnmt Speciilc Gran S I]�iro lAb\lolled Ihrnity lsct n(j) :lo;pli E\tmcticmGr dawn 57;nil: FiW,Cnaoe A_8re¢:uc Lal—wti.'I'-tin, StewAlih'%L jig 01 Matatcsimn or Sodinn SdLuc Sotuxln... j °3 Ot L Andes Abrasion j 1_c t,+' P,I pap VIIII 317�nC Ihr mt 1-_Ilnl 57�nL' SoLoly Solute I R IICFUI(Al,S I EF.I,Itisncctic-,ICq 11 NTricttral Sled lnspectam llxxulII)(4 lwtr rrti+o S'>nq I. nasonie Inspection lhourh'I .'i iC NON SlIRIN6GROU'["I VSI ING \a.l SI,,mk Grnm Sanq)5ne(lwmh l is<OC \,m Sluird;Gram CrhMers(each-Par., MASONRY I ESTI\'G \:;)sons Sanlpfitr:dumkl SJ U6 \IonarCd+csleach) 31iW Crtmn Units leacln 111\,s 540 rAl \Lsulm Prisms reach) ,;ra.e S200 o0 I R\YF.I. IrpC let've leach) PROJLCI%L%N WENIEF 1 Project\lanasntctx I lw,uh) S l o�i{) Project Enpmcr Ilicwh) S I 11 Wj Clennl Ihaluh') Sec;GC NOTES: Fort Worth: Dallas: Austint 7473 Airport Freeway 2211 Century Center B vd Ste 101 304 Haztewood St.,Ste 3 Fort Worth.Texas 76118 ry ng,Texas 75062 Leander.Texas 78641 Phone:(817)589.9933 Phone:(972)573.6083 Phone (512)337-5596 EXHIBIT "B" CERTIFICATE OF INSURANCE (See follo"inu paLe.) I� ACoO CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 2/1/2021 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 TH E E 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(ies)must have ADDITIONAL INSURED provisions or be endorsed. If 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 rights to the certificate holder in lieu of such endorsement(s). Risk Strateg)eS NAME: Hills Bryant PRODUCER gCONTACT 12801 Nor PHONE Central Expy.Suite 1710 PHONE 214 503-1212 FAX Nc: 214 5038899 Dallas,TX 75243 E-MAIL ADDRESS: certificaledalias risk-Strate ies.com INSURERS AFFORDING COVERAGE NAIC N INSURER A: Travelers Indemnity Co of America 25666 INSURED INSURER 6: Travelers Indemnity Company 25658 TSIT En Century Center Blvd & Consulting, LLC 2211 INSURER c: Travelers Property Casualty Co of Amer 25674 Suite 101 INSURER D: Continental Casualty Company 20443 Irving TX 75062 INSURER E INSURER F: COVERAGES CERTIFICATE NUMBER: 59946664 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR 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. ICY EXP L'TR TYPE OF INSURANCE iN L SU R POLICY NUMBER MMIDICOY� MMJDDIYYYY LIMITS B �/ COMMERCIAL GENERAL LIABILITY / / 6807NO20138 12/9/2020 12/9/2021 EACH occuRRENCE 51,000,000 CLAIMS-MADE OCCUR UAMAPREMISES Esoaunenca I S1,000,000 ✓ X,C.0 Covered MED EXP(Anyone person) S10,000 PERSONAL&ADV INJURY S10 DO,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2.000,000 POLICY ✓O JE T LOC PRODUCTS-COMPIOP AGG 52000,000 OTHER: S B AUTOMOBILE LIABILITY ✓ ✓ BA2R345316 12/9/2020 12/9/2021 EDa�dntsINGLEULVT 51,000000 ✓ ANY AUTO BODILY INJURY(Per person) S OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY(Per accident) S HIRED NON-OWNEO PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY Per accident 5 S C ✓ UMBRELLALIAB F/ OCC�..R ✓ ,/ CUP5P905764 12/9/2020 12/9/2021EACH OCCURRENCE S1 OOO OQO EXCESS LIAR AS-MADE AGGREGATE $ DED I I RETENTIONS S A WORKERS COMPENSATION UB2R845102 12/9/2020 12/9/2021 AND EMPLOYERS'LIABILnY YIN ✓ ✓ STATUTE ERH ANYPROPRIETORIPARTNERIEXECUTIVE S OFFICER(MEMSEREXCLUOED7 ❑ NIA E L EACH ACCIDENT 1,000000 (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE S It yes,describe under 1,000000 DESCRIPTION OF OPERATIONS below EL DISEASE-POLICY LIMIT S 1,000.000 D Professional Liability MCH591935587 12/9/2020 12/9/2021 Per Claim $1.000.000 Annual Aggregate $2,000.000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORO 101,Additional Remarks Schedule,may be attached If more span Is mquimc!) The claims made professional liability coverage is the total aggregate limit for all claims presented within the annual policy period and is subject to a deductible.Thirty(30)day notice of cancellation in favor of the certificate holder on all policies. City of Round Rock,its officers,employees,and elected officials are named additional insured on the general,auto,and umbrella liability coverage as required by written contract.A waiver of subrogation is shown in favor of the additional insured on all policies as required by written contract. The general liability coverage is primary and non-contributory.Auto is primary.Umbrella follows form. CERTIFICATE HOLDER CANCELLATION CI of Round Rock SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 221 East Main Street ACCORDANCE WITH THE POLICY PROVISIONS. Round Rock TX 78664 AUTHORIZED REPRESENTATIVE Hillary Killough ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD 59946664 20'21 GL/AL/UL/NC/PL I Rolla Cans 1 2/1/2021 9:58:50 AM (EST) I Page 1 o_ 1 POLICY NUMBER. 680-7N020138-20-47 ISSUE DATE: 12/18/2020 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED PERSON OR ORGANIZATION - NOTICE OF CANCELLATION OR NONRENEWAL PROVIDED BY US This endorsement modes insurance provided under the following: ALL COVERAGE PARTS INCLUDED IN THIS POLICY SCHEDULE CANCELLATION: Number of Days Notice: 30 WHEN WE DO NOT RENEW(Nonrenewal): Number of Days Notice: 30 PERSON OR ORGANIZATION: ANY PERSON OR ORGANIZATION TO WHOM YOU HAVE AGREED IN A WRITTEN CONTRACT THAT NOTICE OF CANCELLATION OR NONRENEWAL OF THIS POLICY WILL BE GIVEN, BUT ONLY IF: 1. YOU SEND US A WRITTEN REQUEST TO PROVIDE SUCH NOTICE, INCLUDING THE NAME AND ADDRESS OF SUCH PERSON OR ORGANIZATION, AFTER THE FIRST NAMED INSURED RECEIVES NOTICE FROM US OF THE CANCELLATION OR NONRENEWAL OF THIS POLICY; AND 2. WE RECEIVE SUCH WRITTEN REQUEST AT LEAST 14 DAYS BEFORE THE BEGINNING OF THE APPLICABLE NUMBER OF DAYS SHOWN IN THIS SCHEDULE. ADDRESS: THE ADDRESS FOR THAT PERSON OR ORGANIZ- ATION INCLUDED IN SUCH WRITTEN REQUEST FROM YOU TO US. PROVISIONS B. If we do not renew this policy for any legally A. If we cancel this policy for any legally permitted permitted reason other than nonpayment of reason other than nonpayment of premium, and a premium, and a number of days is shown for number of days is shown for Cancellation in the When We Do Not Renew (Nonrenewal) in the Schedule above, we will mail notice of Schedule above, we will mail notice of cancellation to the person or organization shown nonrenewal to the person or organization shown in such Schedule. We will mail such notice to the in such Schedule. We will mail such notice to the address shown in the Schedule above at least the address shown in the Schedule above at least the number of days shown for Cancellation in such number of days shown for When We Do Not Schedule before the effective date of cancellation. Renew(Nonrenewal) in such Schedule before the effective date of nonrenewal. IL T4 00 05 19 ©2019 The Travelers Indemnity Company All rights reserved. Page 1 Of 1 Exhibit"A" LEGAL DESCRIPTION • Is m \\ .m»ea. S21'40'WE 66.01'(R) 4 « I \ \ OIWIOIM IMM1Ip1FL C[NIRF «,moan num n,w�ouum m,•m�,. «n«,�«ur n m�i. \ \\ ^ w•,m..�«. «�o.«n. \ \ IN_HACKBERRY S ,.••wi n:(u s o.n`,. .,",�«m«n�u.,umu.�«�.m.. I \ N_HACKBERRY •„ � '' FLOOD,INFORMATION n LO 4y A A ? A _ \ Loca��ounarrxu 9 l� TEf / / >7o N wm crL+rRE 95 Gz\� Dm O� ,`..ww ���.0,,w.�««..�.>....n,«•«m.•••.n I \ M,w OA.f 9y5 / -�`—^`LZ 1 C SURVEYOR'S NOTES i° c <v su,.,ua,»•a..urReua•< w Lx«•f N \ _ < "a•`r.°'�,,.,">a:�..:k���,:'.".7s':S:u"`v..�.. `o°'.>rair°°`ix.A. O $ $ a .. am.r=«,<u,..ma,«.•..«..a a....,«<�,r I a'Lui N 5 � //�� - gg W— 6.838ACRES ,a— APPROX.297,878 SQ.FT. i von KIMBERLYHALL WINDAM PORTION OF 6.993 ACRES (2008007575)/ BASIS OF BEARINGS '� 1 m�3 <P i �_=��l�f�T50 � W g26fi 5\�l�ll AS SURVEYED LEGAL DESCRIPTION \\ c �.)2 '6 36 5oT•y1 92 .0 g I )1Y 5T0"�T m.m,.,.�m .w.•.«...,...•m...,�w....,.n«.«.•,. \ l)T F a cc �x OT;Y NNMCO mw.,w�. IW MQaA[ne0 I 1 n'MLt ti suy,� w«„«r,•..n<••.nn•.«aa.rn„sen«,.< v. m 1 •'�:o'rt'.m; ,�,..,����. .,�..».w..�,..•.m�„�.,�.,�...m�.n \ PROJECT NUMBER n29 nu.eer.