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R-02-09-12-13C4 - 9/12/2002RESOLUTION NO. R- 02- 09- 12 -13C4 WHEREAS, the City of Round Rock desires to retain engineering services for the Downtown Streets, Phase 1 Project, and WHEREAS,Baker- Aicklen & Associates, Inc. has submitted an Agreement for Engineering Services to provide said services, and WHEREAS, the City Council desires to enter into said agreement with Baker - Aicklen & Associates, Inc., 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 Engineering Services with Baker- Aicklen & Associates, Inc., for the Downtown Streets, a copy of said agreement being attached hereto as 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 12th day of Septembe ST; CHRISTINE R. MARTINEZ, City Secret ,4ry :: 00WA\ WORL00%\ O: \W00 % \RESOLVII \R20913CS.WPD /rnic 00 Phase 1 ELL, Mayor Round Rock, Texas Project, Exhibit "A" and ROUND ROCK, TEXAS PURPOSE PASSION PROSPERITY THE STATE OF TEXAS COUNTY OF WILLIAMSON CITY OF ROUND ROCK AGREEMENT FOR ENGINEERING SERVICES WITH Baker - Aicklen & Associates, Inc. Contract No. RE: G. O. Bond 2002— Downtown Streets — Phase I THIS AGREEMENT FOR ENGINEERING SERVICES ( "Agreement") is made and entered into on this the 12th_day of the month of September, 2002. by and between the CITY OF ROUND ROCK, a Texas home -rule municipal corporation, whose offices are located at 221 East Main Street, Round Rock, Texas 78664 -5299, (hereinafter referred to as "City"), and Baker Aicklen & Assoc., Inc. whose principal place of business is located at 203 East Main Street, Suite 201, Round Rock, TX 78664, (hereinafter called "Engineer "), and such Agreement is for the purpose of contracting for professional engineering services. RECITALS: WHEREAS, V.T.C.A., Government Code §2254.002(2)(A)(vii) under Subchapter A entitled - Professional Services Procurement Act" provides for the procurement by municipalities of services of professional engineers; and WHEREAS, City and Engineer desire to contract for such professional engineering services; and WHEREAS, City and Engineer wish to document their agreement concerning the requirements and respective obligations of the parties; NOW, THEREFORE, WITNESSETH: That for and in consideration of the mutual promises contained herein and other good and valuable considerations, and the covenants and agreements hereinafter contained to be kept and performed by the respective parties hereto, it is agreed as follows: CONTRACT DOCUMENTS The Contract Documents consist of this Agreement and any exhibits attached hereto (which exhibits are hereby incorporated into and made a part of this Agreement) and all Supplemental Agreements (as defined herein in Article 13) which are subsequently issued. These form the entire contract, and all are as fully a part of this Agreement as if attached to this Agreement or repeated herein. 1 EXHIBIT ARTICLE 1 SCOPE OF SERVICES TO BE PERFORMED BY CITY City shall perform or provide services as identified in Exhibit A entitled "Services to be Performed by City." ARTICLE 2 SCOPE OF SERVICES TO BE PERFORMED BY ENGINEER Engineer shall perform engineering services as identified in Exhibit B entitled "Services to be Performed by Engineer." Engineer shall develop a mutually acceptable schedule of work as identified in Exhibit C entitled "Work Schedule." Such Work Schedule shall contain a complete schedule so that the Engineer's Scope of Services under this Agreement may be accomplished within the specified time and at the specified cost. The Work Schedule shall provide specific work sequences and definite review times by City and Engineer of all work performed. Should the review times take longer than shown on the Work Schedule, through no fault of Engineer, additional time may be authorized by City through a written Supplemental Agreement only if same is requested by a timely written request from Engineer which is approved by City. ARTICLE 3 CONTRACT TERM (1) Term. This Agreement shall be from the date hereof and shall terminate at the close of business on the 12 day of the month of May. 2003 unless extended by written Supplemental Agreement executed by Engineer and City prior to the date of termination, or as otherwise terminated as provided in Article 20 entitled "Termination." Any work performed or costs incurred after the date of termination shall not be eligible for reimbursement. Engineer shall notify City in writing as soon as possible if he/she/it determines, or reasonably anticipates, that the work under this Agreement will not be completed before the termination date. In that event City may, at its sole discretion, extend the contract term by timely written Supplemental Agreement. Engineer shall allow adequate time for review and approval of his/her /its request for time extension by City prior to expiration of this Agreement. (2) Work Schedule. Engineer acknowledges that the Work Schedule is of critical importance, and agrees to undertake all necessary efforts to expedite the performance of services required herein so that construction of the project will be commenced and completed as scheduled. In this regard, Engineer shall proceed with sufficient qualified personnel and consultants necessary to fully and timely accomplish all services required under this Agreement in the highest professional manner. (3) Notice to Proceed. After execution of this Agreement, Engineer shall not proceed with work delineated in Article 2 entitled "Scope of Services to be Performed by Engineer" and in Exhibit B entitled "Services to be Performed by Engineer" until authorized in writing by City to proceed as provided in Article 7 entitled "Notice to Proceed." 2 ARTICLE 4 COMPENSATION City shall pay and Engineer agrees to accept the amount shown below as full compensation for all engineering services performed and to be performed under this Agreement. The amount payable under this Agreement, without modification of the Agreement as provided herein, is the sum of Sixty thousand six hundred thirty and 31 /100 dollars ($63,634.31) as shown in Exhibit D entitled "Fee Schedule." The lump sum amount payable may be revised only by written Supplemental Agreement in the event of a change in scope, additional complexity from that originally anticipated, or change in character of work as authorized by City. Engineer shall prepare and submit to City monthly progress reports in sufficient detail to support the progress of the work and to support invoices requesting monthly payment. Any preferred format of City for such monthly progress reports shall be identified in Exhibit B entitled "Services to be Performed by Engineer." Satisfactory progress of work shall be maintained as an absolute condition of payment. The fee herein referenced may be adjusted for additional work requested and performed only if approved by written Supplemental Agreement. ARTICLE 5 METHOD OF PAYMENT Payments to Engineer for services rendered shall be made while work is in progress. Engineer shall prepare and submit to City, not more frequently than once per month, a progress report as referenced in Article 4 above. Such progress report shall state the percentage of completion of work accomplished during that billing period and to date. Simultaneous with submission of such progress report, Engineer shall prepare and submit one (1) original and one (1) copy of a certified invoice in a form acceptable to City. This submittal shall also include a progress assessment report in a form acceptable to City. Progress payments shall be made in proportion to the percentage of completion of work tasks identified in Exhibit D entitled "Fee Schedule." Progress payments shall be made by City based upon work actually provided and performed. Upon timely receipt and approval of each statement, City shall make a good faith effort to pay the amount which, notwithstanding anything herein to the contrary, is due and payable within thirty (30) days. City reserves the right to withhold payment pending verification of satisfactory work performed. Engineer has the responsibility to submit proof to City, adequate and sufficient in its determination, that tasks were completed. The certified statements shall show the total amount earned to the date of submission and shall show the amount due and payable as of the date of the current statement. Final payment does not relieve Engineer of the responsibility of correcting any errors and/or omissions resulting from his/her /its negligence. 3 ARTICLE 6 PROMPT PAYMENT POLICY In accordance with Chapter 2251, V.T.C.A., Texas Government Code, payment to Engineer will be made within thirty (30) days of the day on which City receives the supplies, materials, equipment, or within thirty (30) days of the day on which the performance of services was complete, or within thirty (30) days of the day on which City receives a correct invoice for the supplies, materials, equipment, or services, whichever is later. Engineer may charge a late fee (fee shall not be greater than that which is permitted by Texas law) for payments not made in accordance with this prompt payment policy, however, this policy does not apply to payments made by City in the event: A. There is a bona fide dispute between City and Engineer conceming the supplies, materials, or equipment delivered or the services performed that causes the payment to be late; or B. The terms of a federal contract, grant, regulation, or statute prevent City from making a timely payment with federal funds; or C. There is a bona fide dispute between Engineer and a subcontractor or between a subcontractor and its supplier concerning supplies, materials, or equipment delivered or the services performed which causes the payment to be late; or D. The invoice is not mailed to City in strict accordance with instructions, if any, on the purchase order, or this Agreement or other such contractual agreement. City shall document to Engineer the issues related to disputed invoices within ten (10) calendar days of receipt of such invoice. Any non - disputed invoices shall be considered correct and payable per the terms of Chapter 2251, V.T.C.A., Texas Government Code. ARTICLE 7 NOTICE TO PROCEED City shall issue a written authorization to proceed with work identified in the Scope of Services. City shall not be responsible for actions by Engineer or any costs incurred by Engineer relating to additional work not included in Exhibit B entitled "Services to be Performed by Engineer." ARTICLE 8 PROJECT TEAM City's Designated Representative for purposes of this Agreement is as follows: Daniel Hoiden, P.E. [Name] City Engineer [Title] 2008 Enterprise Drive [Address] Round Rock, Texas 78664 [City, State, Zip] (512) 218 -5555 [Telephone Number] (512) 218 -5563 [Facsimile Number] 4 City's Designated Representative shall be authorized to act on City's behalf with respect to this project. City or City's Designated Representative shall render decisions in a timely manner pertaining to documents submitted by Engineer in order to avoid unreasonable delay in the orderly and sequential progress of Engineer's services. Engineer's Designated Representative for purposes of this Agreement is as follows: A. William Waeltz, P.E. [Name] Branch Manager [Title] 203 East Main Street, Suite 201 [Address] Round Rock. TX 78664 [City, State, Zip] (512) 244 -9620 [Telephone Number] (512) 244-9623 [Facsimile Number] ARTICLE 9 PROGRESS EVALUATION Engineer shall, from time to time during the progress of the work, confer with City at City's election. Engineer shall prepare and present such information as may be pertinent and necessary, or as may be requested by City, in order for City to evaluate features of the work. At the request of City or Engineer, conferences shall be provided at Engineer's office, the offices of City, or at other locations designated by City. When requested by City, such conferences shall also include evaluation of Engineer's services and work. Should City determine that the progress in production of work does not satisfy the Work Schedule, then City shall review the Work Schedule with Engineer to determine corrective action required. Engineer shall promptly advise City in writing of events which have or may have a significant impact upon the progress of the work, including but not limited to the following: (1) Problems, delays, adverse conditions which may materially affect the ability to attain program objectives, prevent the meeting of time schedules and goals, or preclude the attainment of project work units by established time periods; and such disclosure shall be accompanied by statement of actions taken or contemplated, and City assistance needed to resolve the situation, if any; and (2) Favorable developments or events which enable meeting the work schedule goals sooner than anticipated. Should City desire to suspend the work, but not to terminate this Agreement, then such suspension may be effected by City giving Engineer thirty (30) calendar days' verbal notification 02 -5065 1R:5Qdhakten\Downtown sts agr-GO bond 2002- bakerAick.doc ARTICLE 10 SUSPENSION 5 followed by written confirmation to that effect. Such thirty-day notice may be waived in writing by agreement and signature of both parties. The work may be reinstated and resumed in full force and effect within sixty (60) days of receipt of written notice from City to resume the work. Such sixty-day notice may be waived in writing by agreement and signature of both parties. If City suspends the work, the contract period as determined in Article 3 is not affected and this Agreement will terminate on the date specified unless this Agreement is amended indicating otherwise. City assumes no liability for work performed or costs incurred prior to the date authorized by City for Engineer to begin work, and/or during periods when work is suspended, and/or subsequent to the contract completion date. ARTICLE 11 ADDITIONAL WORK If Engineer forms a reasonable opinion that any work he/she/it has been directed to perform is beyond the scope of this Agreement and as such constitutes extra work, he/she/it shall promptly notify City in writing. In the event City finds that such work does constitute extra work and exceeds the maximum amount payable, City shall so advise Engineer and a written Supplemental Agreement will be executed between the parties as provided in Article 13 entitled "Supplemental Agreements." Engineer shall not perform any proposed additional work nor incur any additional costs prior to the execution, by both parties, of a written Supplemental Agreement. City shall not be responsible for actions by Engineer nor for any costs incurred by Engineer relating to additional work not directly associated with the performance of the work authorized in this Agreement or any amendments thereto. ARTICLE 12 CHANGES IN WORK If City deems it necessary to request changes to previously satisfactorily completed work or parts thereof which involve changes to the original scope of services or character of work under this Agreement, then Engineer shall make such revisions as requested and as directed by City. Such revisions shall be considered as additional work and paid for as specified under Article 11 entitled "Additional Work." Engineer shall make revisions to work authorized hereunder as are necessary to connect errors appearing therein, when required to do so by City. No additional compensation shall be due for such work. ARTICLE 13 SUPPLEMENTAL AGREEMENTS The terms of this Agreement may be modified by written Supplemental Agreement if City determines that there has been a significant change in (1) the scope, complexity or character of the service to be performed, or (2) the duration of the work. Any such Supplemental Agreement must be duly authorized by City Council Resolution. Where such City Council authorization is required, Engineer shall not proceed until the appropriate Resolution has been adopted. Additional 6 compensation, if appropriate, shall be identified as provided in Article 4 entitled "Compensation." Both parties must execute any written Supplemental Agreement within the contract period specified in Article 3 entitled "Contract Term." It is understood and agreed by and between both parties that Engineer shall make no claim for extra work done or materials furnished until City grants full execution of the written Supplemental Agreement and authorization to proceed. City reserves the right to withhold payment pending verification of satisfactory work performed. ARTICLE 14 OWNERSHIP OF DOCUMENTS All data, basic sketches, charts, calculations, plans, specifications, and other documents created or collected under the terms of this Agreement are the exclusive property of City and shall be furnished to City upon request. All documents prepared by Engineer and all documents furnished to Engineer by City shall be delivered to City upon completion or termination of this Agreement. Engineer, at his/her /its own expense, may retain copies of such documents or any other data which he/she/it has furnished City under this Agreement. Any release of information shall be in conformance with requirements of the Texas Open Records Act. ARTICLE 15 PERSONNEL, EQUIPMENT AND MATERIAL Engineer shall furnish and maintain, at his/her /its own expense, quarters for the performance of all services, and adequate and sufficient personnel and equipment to perform the services as required. All employees of Engineer shall have such knowledge and experience as will enable them to perform the duties assigned to them. Any employee of Engineer who, in the opinion of City, is incompetent or whose conduct becomes detrimental to the work shall immediately be removed from association with the project when so instructed by City. Engineer certifies that he/she/it presently has adequate qualified personnel in his/her /its employment for performance of the services required under this Agreement, or will obtain such personnel from sources other than City. Engineer may not change the Project Manager without prior written consent of City. ARTICLE 16 SUBCONTRACTING Engineer shall not assign, subcontract or transfer any portion of the work under this Agreement without prior written approval from City. All subcontracts shall include the provisions required in this Agreement and shall be approved as to form, in writing, by City prior to work being performed under the subcontract. No subcontract shall relieve Engineer of any responsibilities under this Agreement. ARTICLE 17 EVALUATION OF WORK City, or any authorized representatives of it, shall have the right at all reasonable times to review or otherwise evaluate the work performed or being performed hereunder and the premises on which it is 02 -5065 111:1@d aldenADowntown sts agr-GO bond 2002- bakerAick.doc 7 being performed. If any review or evaluation is made on the premises of Engineer or a subcontractor, then Engineer shall provide and require its subcontractors to provide all reasonable facilities and assistance for the safety and convenience of City or other representatives in the performance of their duties. ARTICLE 18 SUBMISSION OF REPORTS All applicable study reports shall be submitted in preliminary form for approval by City before any final report is issued. City's comments on Engineer's preliminary reports shall be addressed in any final report. ARTICLE 19 VIOLATION OF CONTRACT TERMS/BREACH OF CONTRACT Violation of contract terms or breach of contract by Engineer shall be grounds for termination of this Agreement, and any increased costs arising from Engineer's default, breach of contract, or violation of contract terms shall be paid by Engineer. ARTICLE 20 TERMINATION This Agreement may be terminated before the stated termination date by any of the following conditions. (1) By mutual agreement and consent, in writing, of both parties. (2) By City, by notice in writing to Engineer, as a consequence of failure by Engineer to perform the services set forth herein in a satisfactory manner. (3) By either party, upon the failure of the other party to fulfill its obligations as set forth herein. (4) By City, for reasons of its own and not subject to the mutual consent of Engineer, upon not less than thirty (30) days' written notice to Engineer. (5) By satisfactory completion of all services and obligations described herein. Should City terminate this Agreement as herein provided, no fees other than fees due and payable at the time of termination shall thereafter be paid to Engineer. In determining the value of the work performed by Engineer prior to termination, City shall be the sole judge. Compensation for work at termination will be based on a percentage of the work completed at that time. Should City terminate this Agreement under Subsection (4) immediately above, then the amount charged during the thirty (30) day notice period shall not exceed the amount charged during the preceding thirty (30) days. If Engineer defaults in the performance of this Agreement or if City terminates this Agreement 8 for fault on the part of Engineer, then City shall give consideration to the actual costs incurred by Engineer in performing the work to the date of default, the amount of work required which was satisfactorily completed to date of default, the value of the work which is usable to City, the cost to City of employing another firm to complete the work required and the time required to do so, and other factors which affect the value to City of the work performed at the time of default. The termination of this Agreement and payment of an amount in settlement as prescribed above shall extinguish all rights, duties, and obligations of City and Engineer under this Agreement, except the obligations set forth herein in Article 21 entitled "Compliance with Laws." If the termination of this Agreement is due to the failure of Engineer to fulfill his/her /its contractual obligations, then City may take over the project and prosecute the work to completion. In such case, Engineer shall be liable to City for any additional costs incurred by City. Engineer shall be responsible for the settlement of all contractual and administrative issues arising out of any procurements made by Engineer in support of the scope of services under this Agreement. (1) Compliance. Engineer shall comply with all applicable federal, state and local laws, statutes, codes, ordinances, rules and regulations, and the orders and decrees of any court, or administrative bodies or tribunals in any manner affecting the performance of this Agreement, including without limitation, minimum/maximum salary and wage statutes and regulations, and licensing laws and regulations. Engineer shall furnish City with satisfactory proof of his/her /its compliance. Engineer shall further obtain all permits and Licenses required in the performance of the professional services contracted for herein. (2) Taxes. Engineer will pay all taxes, if any, required by law arising by virtue of the services performed hereunder. City is qualified for exemption pursuant to the provisions of Section 151.309 of the Texas Limited Sales, Excise, and Use Tax Act. Engineer shall save and hold harmless City and its officers and employees from all claims and liabilities due to activities of his/her /itself and his/her /its agents or employees, performed under this Agreement, which are caused by or which result from error, omission, or negligent act of Engineer or of any person employed by Engineer or under Engineer's direction or control. Engineer shall also save and hold City harmless from any and all expenses, including but not limited to attorneys fees which may be incurred by City in litigation or otherwise defending claims or Iabilities which may be imposed on City as a result of such activities by Engineer, its agents, or employees. 02 -5065 \R:\Qdhalden\Downtown sts agr-GO bond 2002- bakerAick.doc ARTICLE 21 COMPLIANCE WITH LAWS ARTICLE 22 INDEMNIFICATION 9 ARTICLE 23 ENGINEER'S RESPONSIBILITIES Engineer shall be responsible for the accuracy of his/her /its work and shall promptly make necessary revisions or corrections resulting from errors, omissions, or negligent acts, and same shall be done without compensation. City shall determine Engineer's responsibilities for all questions arising from design errors and/or omissions. Engineer shall not be relieved of responsibility for subsequent correction of any such errors or omissions or for clarification of any ambiguities until after the construction phase of the project has been completed. ARTICLE 24 ENGINEER'S SEAL The responsible engineer shall sign, seal and date all appropriate engineering submissions to City in accordance with the Texas Engineering Practice Act and the rules of the State Board of Registration for Professional Engineers. ARTICLE 25 NON - COLLUSION, FINANCIAL INTEREST PROHIBITED (1) Non - collusion. Engineer warrants that he/she/it has not employed or retained any company or persons, other than a bona fide employee working solely for Engineer, to solicit or secure this Agreement, and that he/she/it has not paid or agreed to pay any company or engineer any fee, commission, percentage, brokerage fee, gifts, or any other consideration, contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City reserves and shall have the right to annul this Agreement without liability or, in its discretion and at its sole election, to deduct from the contract price or compensation, or to otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee. (2) Financial Interest Prohibited. Engineer covenants and represents that Engineer, his/her /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 for the construction of the project. ARTICLE 26 INSURANCE (1) Insurance. Engineer, at Engineer's sole cost, shall purchase and maintain during the entire term while this Agreement is in effect minimum insurance coverage in the amount of One Million Dollars ($1.000.000.) from a company authorized to do insurance business in Texas and otherwise acceptable to City. (2) Subconsultant Insurance. Without limiting any of the other obligations or liabilities of Engineer, Engineer shall require each subconsultant performing work under this Agreement to maintain during the term of the Agreement, at the subconsultant's own expense, minimum insurance coverage in 10 the amount of One Million Dollars ($1,000,000.), including the required provisions and additional policy conditions as shown inunediately below in Subsection (3). Engineer shall obtain and monitor the certificates of insurance from each subconsultant in order to assure compliance with the insurance requirements. Engineer must retain the certificates of insurance for the duration of this Agreement, and shall have the responsibility of enforcing these insurance requirements among its subconsultants. City shall be entitled, upon request and without expense, to receive copies of these certificates of insurance. (3) Insurance Policy Endorsements. Each insurance policy shall include the following conditions by endorsement to the policy: (1) Each policy shall require that thirty (30) days prior to the expiration, cancellation, non - renewal or any material change in coverage, a notice thereof shall be given to City by certified mail to: City Manager City of Round Rock 221 East Main Street Round Rock, Texas 78664 Engineer shall also notify City, within twenty -four (24) hours of receipt, of any notices of expiration, cancellation, non - renewal, or material change in coverage it receives from its insurer. (2) Companies issuing the insurance policies shall have no recourse against City for payment of any premiums or assessments for any deductibles which all are at the sole responsibility and risk of Engineer. (3) (4) 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. (5) The term "City" or "City of Round Rock" shall include all authorities, Boards, Commissions, Departments, and officers of City and the individual members, employees and agents thereof in their official capacities, and/or while acting on behalf of the City of Round Rock. Engineer and City mutually waive subrogation rights each may have against the other for loss or damage, to the extent same is covered by the proceeds of insurance. (4) Cost of Insurance. The cost of all insurance required herein to be secured and maintained by Engineer shall be bome solely by Engineer, with certificates of insurance evidencing such minimum coverage in force to be filed with City. Such certificates of insurance are evidenced herein as Exhibit F entitled "Certificates of Insurance." 02 -5065 \R:∎Qa dhalden\Downtown sts agr-GO bond 2002- bakerAick.doc 11 ARTICLE 27 COPYRIGHTS City shall have the royalty-free, nonexclusive and irrevocable right to reproduce, publish or otherwise use, and to authorize others to use, any reports developed by Engineer for governmental purposes. ARTICLE 28 SUCCESSORS AND ASSIGNS This Agreement shall be binding upon and inure to the benefit of the parties hereto, their successors, lawful assigns, and legal representatives. Engineer may not assign, sublet or transfer any interest in this Agreement, in whole or in part, by operation of law or otherwise, without obtaining the prior written consent of City. ARTICLE 29 SEVERABILITY In the event any one or more of the provisions contained m this Agreement shall for any reason be held to be invalid, illegal or unenforceable in any respect, then such invalidity, illegality or unenforceability shall not affect any other provision thereof and this Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. ARTICLE 30 PRIOR AGREEMENTS SUPERSEDED This Agreement constitutes the sole agreement of the parties hereto, and supersedes any prior understandings or written or oral contracts between the parties respecting the subject matter defined herein. This Agreement may only be amended or supplemented by mutual agreement of the parties hereto in writing. ARTICLE 33 ENGINEER'S ACCOUNTING RECORDS Records pertaining to the project, and records of accounts between City and Engineer, shall be kept on a generally recognized accounting basis and shall be available to City or its authorized representatives at mutually convenient times. The City reserves the right to review all records it deem relevant which are related to this Agreement. ARTICLE 34 NOTICES All notices to either party by the other required under this Agreement shall be personally delivered or mailed to such party at the following respective addresses: 12 City: City of Round Rock Attention: City Manager 221 East Main Street Round Rock, TX 78664 and to: Stephan L. Sheets City Attorney 309 East Main Street Round Rock, TX 78664 Engineer: A. William Waeltz. P.E. Branch Manager Baker- Aicklen & Assoc., Inc. 203 East Main Street, Suite 201 Round Rock, TX 78664 ARTICLE 35 GENERAL PROVISIONS (1) Time is of the Essence. Engineer understands and agrees that time is of the essence and that any failure of Engineer to complete the services for each phase of this Agreement within the agreed Work Schedule may constitute a material breach of this Agreement. Engineer shall be fully responsible for his/her /its delays or for failures to use his/her /its best efforts in accordance with the terms of this Agreement. Where damage is caused to City due to Engineer's failure to perform in these circumstances, City may withhold, to the extent of such damage, Engineer's payments hereunder without waiver of any of City's additional legal rights or remedies. (2) Force Majeure. Neither City nor Engineer shall be deemed in violation of this Agreement if prevented from performing any of their obligations hereunder by reasons for which they are not responsible or circumstances beyond their control. However, notice of such impediment or delay in performance must be timely given, and all reasonable efforts undertaken to mitigate its effects. (3) Enforcement and Venue. This Agreement shall be enforceable in Round Rock, Williamson County, Texas, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County, Texas. This Agreement shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. 02 -5065 \R*dhelden1Downtown sts agr-GO bond 2002- bakerAick.doc 13 The undersigned signatory for Engineer hereby represents and warrants that the signatory is an officer of the organization for which he/she has executed this Agreement and that he/she has full and complete authority to enter into this Agreement on behalf of the firm. The above- stated representations and warranties are made for the purpose of inducing City to enter into this Agreement. IN WITNESS WIIEREOF, the City of Round Rock has caused this Agreement to be signed in its corporate name by its Mayor, duly authorized to execute the same on its behalf by Resolution No. , approved by the City Council on the day of the month of 200 , and Engineer, signing by and through his/her /its duly authorized representative(s), thereby binding the parties hereto, their successors, assigns and representatives for the faithful and full performance of the terms and provisions hereof. CITY OF ROUND ROCK, TEXAS: By: ATTEST: By: City Secretary ENGINEER: By: Mayor ATTEST: ARTICLE 36 SIGNATORY WARRANTY By: Corporate Secretary R \@dhalden\Downtown sts ag{iO bond 2001 - bakerAick.doc 14 CITY OF ROUND ROCK AGREEMENT FOR ENGINEERING SERVICES WITH Baker- Aicklen & Associates, Inc. RE: G. O. Bond 2002 — Downtown Streets — Phase I LIST OF EXHIBITS ATTACHED (1) Exhibit A "Services to be Performed by City" (2) Exhibit B "Services to be Performed by Engineer" (3) Exhibit C "Work Schedule" (4) Exhibit D "Fee Schedule" (5) Exhibit E "Work Authorizations" (6) Exhibit F "Certificates of Insurance" 02-5065 \R:\(Qdhakkn \Downtown sts agrGO bond 2002- bakerAick.doc 15 CITY OF ROUND ROCK AGREEMENT FOR ENGINEERING SERVICES WITH Baker- Aiciden & Associates, Inc. RE: G. O. Bond 2002— Downtown Streets — Phase I EXHIBIT A "Services to be Performed by City." 1. The City shall provide to the engineer, without charge, copies as needed of all available maps, plans, as -built drawings, previous survey information and any other information relevant to the project and/or project area. 2. The City shall provide "Right of Entry" (Landowner permission) if necessary for the Engineer or his subconsultants to access private property for right -of -way and design surveys or other reasons to perform the work. 3. The City shall schedule and coordinate all public meetings. 4. The City shall meet with the Engineer on a periodic basis to review the progress of the work, to answer questions from the Engineer, and for the purpose of commenting on the preliminary design. 16 STREET NAME APPROX. LENGTH (FT.) APPROX. CURRENT ROW WIDTH (FT.) LIMITS OF RECONSTRUCTION Circle Ave. 650 70 ft. from Pecan to Parkway Pecan to Black 60 ft. from Parkway to Black Black St. 300 50 ft. Circle Ave. to Austin Parkway 280 50 ft. near Georgetown St. Georgetown St. to Circle 65 ft. near Circle Ave. Ave. Pecan/Lewis 1810 Pecan: 40 ft. from Georgetown St. to Spring St. Georgetown St. to Fannin 60 ft. Spring St. to Lewis Lewis: 80 ft. Shady Loop 700 Unknown Pecan to Pecan Trailway 200 Unknown Pecan to dead end Project Description Scope of Services CITY OF ROUND ROCK AGREEMENT FOR ENGINEERING SERVICES WITH Baker - Aicklen & Associates, Inc. RE: G. O. Bond 2002 — Downtown Streets — Phase I EXHIBIT B "Services to be performed by the Engineer." Provide preliminary engineering for the reconstruction of the following streets, the limits as generally depicted on the attached map. Unless otherwise determined between the City and Engineer during the work, the preliminary engineering will be based on each of these streets being reconstructed to twenty-four feet wide with concrete ribbon curbs, four foot concrete sidewalks on both sides, installation of storm sewers and area inlets as appropriate, water and wastewater repair or replacement as necessary, and other necessary utility relocations. 1. Perform necessary right -of -way surveys to define existing rights -of -way within project limits. 2. Perform preliminary subsurface utility engineering. (Horizontal location only with record depths). (Actual field verification of utility to be performed with later design work). 3. Provide geotechnical investigation and recommendation of pavement design. 02 -5065 \R dhatden\Downtown sts ag-GO bond 2002 -bakerAick.doc 17 4. Perform topographic /planimetric features survey along each of the streets with sufficient detail necessary to design the proposed improvements. The limits of the survey along each street shall be a minimum of ten feet outside one right -of -way (ROW) line to ten feet outside the opposite ROW line except that on Pecan, between Georgetown Street and Spring Street, the limits of the survey will be increased to a minimum of fifteen feet outside the ROW lines, and on the Shady Loop and Trailway the limits of the survey shall be a minimum of thirty feet either side of a line generally established as the current centerline of said streets. The survey shall include but not be limited to the following: Location of existing rights of way, property corners, pavements, driveways, power /utility poles, utility boxes, valves, fire hydrants, manholes, clean outs, roadside swales/ditches, signs, trees, mail boxes, sidewalks, significant landscaping, meters, walls, etc., and elevation data at a minimum of fifty foot intervals along the street to adequately profile the existing surface across the width of the survey lints, with appropriate elevations at all abrupt grade changes. The survey shall also provide sufficient data to describe in detail intersections of the streets under consideration with other streets not contemplated herein to be reconstructed. 5. Prepare preliminary drainage analysis including preparation of drainage area schematic with hydrologic data. 6. Prepare preliminary utility relocation analysis. 7. Prepare preliminary roadway design including the preparation of a roadway /drainage/existing utility schematic on one or more sheets (approximately 24 "x36" in size) 8. Prepare preliminary Engineer's Opinion of Probable Construction Cost. 9. Attend public meeting as requested by City of Round Rock. 10. Provide to the City an electronic computer -aided drafting file of survey data and schematics. 11. Attend progress meetings with the City R1®dhalden\Downtown sts agr-GO bond 2001- bakerAick.doc 18 ik Downtown Streets - Phase I Baker - Aicklen & Assoc., Inc. Project Scope „,f i' "11°......— WOO ROM. TONS sum= Watninnillnin CITY OF ROUND ROCK AGREEMENT FOR ENGINEERING SERVICES WITH Baker- Aicklen & Associates, Inc. RE: G. 0. Bond 2002—Downtown Streets — Phase I EXHIBIT C - WORK SCHEDULE (Behind this page) 02 -5065 \R:tQdhalden \Downtown sts agr-00 bond 2002- bakerAick4oc 19 Task Name PRELIMINARY PHASE Collect & Review Data Develop Project Rqmts Geotechnical Design Survey Stormwater Evaluation A.D.A Compliance Develop Pvmt. Rehab Plan Prelim Subsurface Utility Eng. Traffic Control Plan Prepare Prelim Design Submit Prelim Design City Review & Approval City of Round Rock Downtown Streets 1E50E3 9122 10/2 Task Critical Task Progress Milestone Summary 10/13 10/20 117111131=1113111MEHEMEMEUEMBECIIE1 1 MI 'or • I-Tetco • 1 la A. BAKER-AICKLEN & ASSOCIATES, INC. 203 E. MAIN STREET, STE. 201 ROUND ROC TEXAS 78664 H. D. ROYE, P. E., rROJECT MANAGER 0 Rolled Up Task Roiled Up Critical Task 1 Rolled Up Milestone Rolled Up Progress Split Page 1 Harding B-A 2003 External Tasks J Project Summary Group By Summary 1/26J 22 1 2N _IJVI6 2/23 82 89 810_ 1 1 • • .• • CORR ' v 40 1 111.11111■1•01. 1.1■11111111111111 CITY OF ROUND ROCK AGREEMENT FOR ENGINEERING SERVICES WITH Baker - Aicklen & Associates, Inc. RE: G. O. Bond 2002— Downtown Streets — Phase I EXHIBIT D — FEE SCHEDULE (Behind this page) 20 \ DIRECT COSTS: DIRECT LABOR OVERHEAD TOTAL LABOR & 011 FJXED FEE TOTAL COST PERCENTAGE LABOR COSTS: * 157 (12 %) Copies 8.5" x 11" PRELIMINARY ENGINEERING 510,101.00 $15,858.57 $25,959.57 $3,115.15 529,074.72 RIGHT OF WAY AND TOPOGRAPHIC DESIGN SURVEYS $6,820.00 $10,707.40 $17,527.40 $2,103.29 $19,630.69 TOTAL LABOR COST: 516,921.00 526,565.97 $43,486.97 55,218.44 $48,705.41 \ DIRECT COSTS: RATE QUANTITY TOTAL REPRODUCTION: Copies 8.5" x 11" $0.35 300 5105.00 Copies 24" x 36" $1.50 100 $150.00 Subtotal 5255.00 WILLIAMSON COUNTY COURTHOUSE REPRODUCTION: Copies 8.5" x 11" 81.00 150 $150.00 Copies 18" x24" $3.00 20 560.00 Subtotal 5210.00 TOTAL EXPENSES $465.00 $465.00 SUBCONSULTANTS Geotechnical: Trinity Engineering/Kleinfelder 53,800.00 Subsurface Utility Engineering: Harding E.S.E., Inc. 59,349.00 Subconsultant Markup (10 %) $1,314.90 TOTAL SUBCONSULTANTS 514,463.90 514,463.90 TOTAL DIRECT COSTS: 514,928.90 Total Labor Cost: $48,705.41 Total Direct Cost: $14,928.90 Total Project Cost $63,634.31 * A manhour estimate is attached behind this page for reference only. City of Round Rock Agreement For Engineeering Services with Baker - Aicklen & Associates, Inc. RE: G.O. Bond 2002 - Downtown Streets - Phase I PRELIMINARY ENGINEERING PE PD EA SCT ECT ADM RM ADM TOTAL Coordination of Subconsultants 1 4 8 8 5 Collect & Review Data 2 6 4 2 12 Identify Issues 3 3 32 32 32 2 6 Prepare Base Maps 1 4 8 16 8 8 24 Define Typical Section 1 2 48 48 48 3 Preliminary Drainage Analysis 2 24 24 8 8 50 Analysis of Sidewalk Locations & ADA Compliance 2 8 10 Utility Relocation Analysis 4 12 20 36 Prel Traffic Control & Const Sequence 2 8 8 24 96 96 96 4 34 Identify ROW Required 2 6 8 Prepare Prel P&P Sheets 2 16 4 40 56 ' 118 Prel Engineering Opinion of Probable Cost 2 4 4 10 Prepare Engineering Summary Report 6 20 24 16 66 Public Meetings 6 6 12 Total Manhours 35 119 4 116 100 20 394 RIGHT OF WAY AND TOPOGRAPHIC DESIGN SURVEYS RPLS SST GPS1 GPS2 PC IM RM ADM TOTAL GPS Control 1 4 8 8 21 Coord SUE & Utility Map 1 4 2 7 Deed Study & ROW Survey 8 32 32 32 32 2 138 Adv Project Control 1 4 8 8 8 29 Topographic/Design Survey 5 24 48 48 48 173 Set Benchmarks 1 2 8 8 8 27 Topographic Survey Drafting 4 30 34 Total Manhours 21 100 8 8 96 96 96 4 429 MANHOUR ESTIMATE G. O. Bond 2002 Downtown Streets - Phase I (Circle, Black, Parkway, Pecan, Shady Loop, Trailway) PE Project Engineer SCT Senior CAD Tech RPLS Registered Professional Land Surveyor GPS 2 GPS Operator 2 o:\Engineer02 prop\02 - 5065 agreement PD Project Designer ECT Engineering CAD Tech SST Senior Survey Tech PC Party Chief IM Instrumment Operator EA Engineering Assistant ADM Administrative GPS GPS Operator 1 RM Rodman CITY OF ROUND ROCK AGREEMENT FOR ENGINEERING SERVICES WITH Baker- Aicklen & Associates, Inc. RE: G. O. Bond 2002 — Downtown Streets — Phase I EXHIBIT E - WORK AUTHORIZATIONS (Behind this page) 02 -5065 \R @dhalden\Downtown sts ag-W bond 2002- bakcrAickdoc 21 CITY OF ROUND ROCK AGREEMENT FOR ENGINEERING SERVICES WITH Baker- Aicklen & Associates, Inc. RE: G. O. Bond 2002 — Downtown Streets — Phase I EXHIBIT F - CERTIFICATES OF INSURANCE (Behind this page) 22 co T TYPE Of u..oe l lOICYlI11ElbOf T TES I IIWW A X GLWMAL(IAONTTY G mwssuLUABILRY T TP1789812 -22 0 03/20/02 0 03/20/03 O GENERALACIOWSATe $ $ 1,000,00( m X P CLAM MADE © CGCUR P9i90fJAL a ADV SUURY a a 500,00( O EACHc ,AFENCE s RITE pMSASr (n. o.., (fro a a 100,00( AGGREGATE M Par A X O :4E0M E UABBHY TA2333157 -22 0 03/20/02 / / / 2 OoMMNPD °Le LUb 5 500, 001 � p yem 1 1 BBCOa LAminela)Y8E��.�tlq s PROrea17UYMSE s s OANAOS HAMMY A AUTO ONLY -EA ACCIDENT S OTHER THAN AUTO S .. _ . . _. EACH ACCIDENT s s AGGREGATE 1 1 A j MOWS U A N112803198-22 03198 -22 0 03/20/02 0 03/20/03 A EACHOCOJRREA E s s 1 000,00( A3GP BATE $ RETENTION R 10 001 A ° woRNEA$coElpeN3$flON AND X NC2508012 -22 0 03/20/02 0 03/20/03 A Rµ , AFACH IO ALLEM s ,.. 1 A Cis LI DISEASE- * * 1, 000, 00 a mu.. wmu.. EA ENI+LOYee s s 1, 000, 00 OMEN ODI)eu GREATER TEXAS INS_ AGENCY 9809 Anderson Mill Rd Austin, Tx 78750 BARER - AICKLEN & ASSC. INC 203 EAST MAIN SUITE 201 ROUND ROCK, TX 78664 • 08 22 02 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDEFL THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. COMPANIES AFFORDING COVERAGE mumw A UNION STANDARD INSURANCE COMPANY COMPCOMPANY B COMRE' N PA c COMPAY D TMs 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 1S SUBJECT TO ALL THE TERMS, EJ(CLUSIONS AND COMMONS OF SUCH LI POOIES. LRAM SHOWN MAY RAVE BEEN RHDUCEO BY PAID CW m � ._ ADDITIONAL INSURED IN FAVOR OF CITY OF ROUND ROCK. ATTN: THERESA REESE FAX: 244 -9623 CITY OF ROUND ROCK 221 EAST MAIN STREET ROUND ROCK, TX 78664 SHOULD ANY of THE ABOVE 01505193 P0UOIES BE committal, SWORE THE EVIRATION DATE THEREof. THE 155030 CORE /MET TALL EN5FJ1w5 TO MAIL 10 SATs WRITTEN NOTICE 10 THE CMTf5I ATE NO{0ER NAMES To THE LEFT, 9UT FAILURE TO MNL SUCH NOTICE SHALL MIPOSE NO OINOATION OR UABORY Of ANT NON. UPON THE c011 33y, ITS *Gan5 OR NE PRESEIITATIVE6_ •YflOS»W - -- 08/23/2002 10 :27 ACOpozs•5 or 15124439669 i USI INSURANCE AUSTIN PAGE 01 • E OF LIABILITY INSURANCE AT 1 o one wMIDDM) z ACORD,N CERTIFICA JSI nr ee Services of TX JSI I nsuR sure 1948 South IH-35, Sulte 301 Austin, TX 78704 512 443.0979 ONLY ANO CONFERS NO NO RIGHTS U THE I CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE INSURER A: Security Ins. Co. d Hertford — INSURED BBkor- Alcklen & AssoclateS 203 East Main Street, Suite 201 Round Rock, TX 79684 INSURER IS INSURER C; INNsuRER D INSURER E: I COvERAOE6 THE ANY MAY POLICIES, If�} POLICES OF INBURANDE LSTED REDUREMENr. TERM OR CONOMON PERTAM, THE NSUR NcE AFFORDED AGGREGATE tune SHOWN UPE OFIWSURANCB BELOW HA OF BY 1 MAY HAVE BT I ISSUED TO TIE INSURED NAMED ABOVE wR THE PoLicY PERIOD NDICATED. NOTWITHSTANDING CONTRACT OR OTHER DOCUMENT WITH RESPECT To WHICH THIS CERrFICATE MAY BE IsSVED CSI POLICIES DESCRIBED HEREIN E SUBJECT TO ALL THE TERMS. EXCLUS1oNS ANDCONDn1ON5 OF SUCH REDUCED BY PAID CLAIM • OCTNUMSER L. D7 DA R /DII/YY4 y B�� DATE7ML1/RCD/YYl �_ UNITS GENERAL W BILITT COMMLACIN-eENERAL LIaeM7 CLAIMS MADEO OCCUR EACH DCOURRENDE i FIRE DAMAGE /Any GIN Me) 3 MED M.O. ens Raison) 5 PERSONAL A ADV INJURY $ GENERAL AGGREGATE $ pgoDUOTS -0OMP/OPAGG 3 OEM. AOOREBnTEIIMRAPPLESPEFi XT FI LOD 0IICY AUiDMOBILE LIABI1IlY _ ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS — HIRED AUTOS _ NCN•OWNEDAUTOS COMBINED SINSLCLIMIT tEaaeoMenU BODILY INJURY AenonH S BODILY INJURY IPN AaeldaAN S PROPERTY DAMAGE Par Ammon4 S GARAGE LIABILITY I :R ANY AUTO AUTo ONLY -EAA cIDENT S OTHER THAN EA ACC 1 AUTO ONLY: AGO S EXCESS D LIABILITY OCCUR 0 OLAIMB MADE DEDUCTIBLE $ EACH OCCURRENCE S AGGREGATE 3 S $ $ RETENTION WORKERS COMPENSATIONAND EMPLOYERT LIABILITY k I' _ E.L. EACH ACCIDENT 3 E.L.DISEAEE.EAEMPIOYEk$ E.L.DISEASe•POLIOY LIMIT 1 A OTHER INOSFSsIonal Liability AEE" 058 05/21 /02 05/21/0 31,000,000 per claim 91,000,000 and aggr. DESCRIPTION OF OPERATIONSILODATWNsrvemCLE except In the event of nonpayment Prof Llab: The aggregate lk dt Is tho total for all operatlons of Insured. The ink will b4 -' • LUa1ONB ADDED RYENDORSEMENTISPECIALPROVISIONC . = available for daims presented within the policy period reduced by payment of Indemnity and expense. HOLDER 1 J ADDIroNAL - WNamERLETISR CANCELLATION CERTIFICATE City of Round Rock 221 E. Main Street Round Rock, TX 79984 I ]__ . _.____ SHouLDANYDFTHE ABODE DESCJVBEOPOLICES EEMW FLIED EEPCRETHEEIPIRATIM DATETHEREOP. THEI$ eUINGINSURERwILLENDEAVORTOMMI GRO OAYSWB TEN NDRCETOTHE CETil1FGA1E IoLDERNAMEDTOTFELEFT, BUTPJLURE TODOSOOIAJL IMPOSE NO OBUGATIDN OR UASIUTT OF ANY KIND UPON THE INSUIERITe REPRESENTATIVES. A rDREPRK NTATArE � • -...w a Areuan nnfrnDATION 15.E 08/23/2002 10 :27 ACOpozs•5 or 15124439669 i USI INSURANCE AUSTIN PAGE 01 @8/23/2002 10:27 15124439669 If the certificate holler Is on this certificate does no If SUBROGATION IS WAI require an endorsement. holder In lieu Of such The Certffioate of Insurano the Issuing Insurer(s), aut affirmatively or negatively ACORD 26.S (7/117)2 of 2 #51140 /1107750 USI INSURANCE AUSTIN IMPORTANT ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement confer rights to the certificate holder In lieu of such endorsement(s). D, subject 10 the terms and oondflons of the policy, certain policies may statement on this certificate does not confer rights to the certificate ement(s). DISCLAIMER on the reverse side of this form does not constitute a contract between Ized representative or producer, and the certificate holder, nor does it mend, extend or alter the coverage afforded by the policies listed thereon. PAGE 02 DATE: September 6, 2002 SUBJECT: City Council Meeting — September 12, 2002 ITEM: * 13.C.4. Consider a resolution authorizing the Mayor to execute an Agreement for Engineering Services with Baker-Aicklen & Associates, Inc. for the Downtown Streets, Phase I Project. Resource: Jim Nuse, Chief of Operations /Assistant City Manager Danny Halden, City Engineer History: This contract is to provide preliminary engineering for the reconstruction of Circle Avenue, Black Street, Parkway, Pecan/Lewis, Shady Loop and Trailway, the limits as generally depicted on the attached map. Cost of this service is $63,634.31. The noted streets are quite old and dilapidated. Some of these areas are not even paved or the pavement has been wom away. These streets were identified for reconstruction and were recommended by the Bond Task Force to be included in the Bond election approved by the citizens of Round Rock in November 2001. These streets are generally anticipated to be reconstructed to twenty-four feet wide, asphalt paved roadways, with concrete curbing and sidewalks as appropriate. Also included are necessary drainage improvements and utility reconstruction/relocation. This preliminary engineering will culminate in final roadway /drainage /utility schematics and construction cost estimates. Any additional right -of -way needed will also be identified. Baker - Aicklen and Associates, Inc. was previously selected as the initial firm to be negotiated with for these engineering services. Funding: Cost: $63,634.31 Source of funds: GO Bond —2002 Outside Resources: Baker - Aicklen & Associates, Inc. Impact /Benefit: Provide safer roads for vehicles and pedestrians, improve the appearance and appeal of the area and eliminate maintenance concerns. Public Comment: N/A Sponsor: N/A ROUND ROCK, TEXAS PURPOSE. AtSSION. PROSPERITY THE STATE OF TEXAS COUNTY OF WILLIAMSON CITY OF ROUND ROCK AGREEMENT FOR ENGINEERING SERVICES WITH Baker - Aicklen & Associates, Inc. Contract No. RE: G. O. Bond 2002 — Downtown Streets — Phase I THIS AGREEMENT FOR ENGINEERING SERVICES ( "Agreement ") is made and entered into on this the 12th_day of the month of September, 2002, by and between the CITY OF ROUND ROCK, a Texas home -rule municipal corporation, whose offices are located at 221 East Main Street, Round Rock, Texas 78664 -5299, (hereinafter referred to as "City "), and Baker- Aicklen & Assoc., Inc. whose principal place of business is located at 203 East Main Street, Suite 201, Round Rock, TX 78664, (hereinafter called "Engineer "), and such Agreement is for the purpose of contracting for professional engineering services. RECITALS: WHEREAS, V.T.C.A., Government Code §2254.002(2)(A)(vii) under Subchapter A entitled "Professional Services Procurement Act" provides for the procurement by municipalities of services of professional engineers; and WHEREAS, City and Engineer desire to contract for such professional engineering services; and WHEREAS, City and Engineer wish to document their agreement concerning the requirements and respective obligations of the parties; NOW, THEREFORE, WITNESSETH: That for and in consideration of the mutual promises contained herein and other good and valuable considerations, and the covenants and agreements hereinafter contained to be kept and performed by the respective parties hereto, it is agreed as follows: CONTRACT DOCUMENTS The Contract Documents consist of this Agreement and any exhibits attached hereto (which exhibits are hereby incorporated into and made a part of this Agreement) and all Supplemental Agreements (as defined herein in Article 13) which are subsequently issued. These form the entire contract, and all are as fully a part of this Agreement as if attached to this Agreement or repeated herein. 1 ARTICLE 1 SCOPE OF SERVICES TO BE PERFORMED BY CITY City shall perform or provide services as identified in Exhibit A entitled "Services to be Performed by City." ARTICLE 2 SCOPE OF SERVICES TO BE PERFORMED BY ENGINEER Engineer shall perform engineering services as identified in Exhibit B entitled "Services to be Performed by Engineer." Engineer shall develop a mutually acceptable schedule of work as identified in Exhibit C entitled "Work Schedule." Such Work Schedule shall contain a complete schedule so that the Engineer's Scope of Services under this Agreement may be accomplished within the specified time and at the specified cost. The Work Schedule shall provide specific work sequences and definite review times by City and Engineer of all work performed. Should the review times take longer than shown on the Work Schedule, through no fault of Engineer, additional time may be authorized by City through a written Supplemental Agreement only if same is requested by a timely written request from Engineer which is approved by City. ARTICLE 3 CONTRACT TERM (1) Term. This Agreement shall be from the date hereof and shall terminate at the close of business on the 12 day of the month of May, 2003, unless extended by written Supplemental Agreement executed by Engineer and City prior to the date of termination, or as otherwise terminated as provided in Article 20 entitled "Termination." Any work performed or costs incurred after the date of termination shall not be eligible for reimbursement. Engineer shall notify City in writing as soon as possible if he/she/it determines, or reasonably anticipates, that the work under this Agreement will not be completed before the termination date. In that event City may, at its sole discretion, extend the contract term by timely written Supplemental Agreement. Engineer shall allow adequate time for review and approval of his/her /its request for time extension by City prior to expiration of this Agreement. (2) Work Schedule. Engineer acknowledges that the Work Schedule is of critical importance, and agrees to undertake all necessary efforts to expedite the performance of services required herein so that construction of the project will be commenced and completed as scheduled. In this regard, Engineer shall proceed with sufficient qualified personnel and consultants necessary to fully and timely accomplish all services required under this Agreement in the highest professional manner. (3) Notice to Proceed. After execution of this Agreement, Engineer shall not proceed with work delineated in Article 2 entitled "Scope of Services to be Performed by Engineer" and in Exhibit B entitled "Services to be Performed by Engineer" until authorized in writing by City to proceed as provided in Article 7 entitled "Notice to Proceed." 2 ARTICLE 4 COMPENSATION City shall pay and Engineer agrees to accept the amount shown below as full compensation for all engineering services performed and to be performed under this Agreement. The amount payable under this Agreement, without modification of the Agreement as provided herein, is the sum of Sixty-three thousand six hundred thirty -four and J1i100 dollars ($63,634.31) as shown in Exhibit D entitled "Fee Schedule." The lump sum amount payable may be revised only by written Supplemental Agreement in the event of a change in scope, additional complexity from that originally anticipated, or change in character of work as authorized by City. Engineer shall prepare and submit to City monthly progress reports in sufficient detail to support the progress of the work and to support invoices requesting monthly payment. Any preferred format of City for such monthly progress reports shall be identified in Exhibit B entitled "Services to be Performed by Engineer." Satisfactory progress of work shall be maintained as an absolute condition of payment. The fee herein referenced may be adjusted for additional work requested and performed only if approved by written Supplemental Agreement. ARTICLE 5 METHOD OF PAYMENT Payments to Engineer for services rendered shall be made while work is in progress. Engineer shall prepare and submit to City, not more frequently than once per month, a progress report as referenced in Article 4 above. Such progress report shall state the percentage of completion of work accomplished during that billing period and to date. Simultaneous with submission of such progress report, Engineer shall prepare and submit one (1) original and one (1) copy of a certified invoice in a form acceptable to City. This submittal shall also include a progress assessment report in a form acceptable to City. Progress payments shall be made in proportion to the percentage of completion of work tasks identified in Exhibit D entitled "Fee Schedule." Progress payments shall be made by City based upon work actually provided and performed. Upon timely receipt and approval of each statement, City shall make a good faith effort to pay the amount which, notwithstanding anything herein to the contrary, is due and payable within thirty (30) days. City reserves the right to withhold payment pending verification of satisfactory work performed. Engineer has the responsibility to submit proof to City, adequate and sufficient in its determination, that tasks were completed. The certified statements shall show the total amount earned to the date of submission and shall show the amount due and payable as of the date of the current statement. Final payment does not relieve Engineer of the responsibility of correcting any errors and/or omissions resulting from his/her /its negligence. 3 ARTICLE 6 PROMPT PAYMENT POLICY In accordance with Chapter 2251, V.T.C.A., Texas Goverrunent Code, payment to Engineer will be made within thirty (30) days of the day on which City receives the supplies, materials, equipment, or within thirty (30) days of the day on which the performance of services was complete, or within thirty (30) days of the day on which City receives a correct invoice for the supplies, materials, equipment, or services, whichever is later. Engineer may charge a late fee (fee shall not be greater than that which is permitted by Texas law) for payments not made in accordance with this prompt payment policy; however, this policy does not apply to payments made by City in the event: A. There is a bona fide dispute between City and Engineer conceming the supplies, materials, or equipment delivered or the services performed that causes the payment to be late; or B. The terms of a federal contract, grant, regulation, or statute prevent City from making a timely payment with federal funds; or C. There is a bona fide dispute between Engineer and a subcontractor or between a subcontractor and its supplier conceming supplies, materials, or equipment delivered or the services performed which causes the payment to be late; or D. The invoice is not mailed to City in strict accordance with instructions, if any, on the purchase order, or this Agreement or other such contractual agreement. City shall document to Engineer the issues related to disputed invoices within ten (10) calendar days of receipt of such invoice. Any non - disputed invoices shall be considered correct and payable per the terms of Chapter 2251, V.T.C.A., Texas Government Code. ARTICLE 7 NOTICE TO PROCEED City shall issue a written authorization to proceed with work identified in the Scope of Services. City shall not be responsible for actions by Engineer or any costs incurred by Engineer relating to additional work not included in Exhibit B entitled "Services to be Performed by Engineer." ARTICLE 8 PROJECT TEAM City's Designated Representative for purposes of this Agreement is as follows: Daniel Halden, P.E. [Name] City Engineer [Title] 2008 Enterprise Drive [Address] Round Rock, Texas 78664 [City, State, Zip] (512) 218 -5555 [Telephone Number] (512) 218 -5563 [Facsimile Number] 4 City's Designated Representative shall be authorized to act on City's behalf with respect to this project. City or City's Designated Representative shall render decisions in a timely manner pertaining to documents submitted by Engineer in order to avoid unreasonable delay in the orderly and sequential progress of Engineer's services. Engineer's Designated Representative for purposes of this Agreement is as follows: A. William Waeltz, P.E. [Name] Branch Manager [Title] 203 East Main Street, Suite 201 [Address] Round Rock, TX 78664 [City, State, Zip] (512) 244 -9620 [Telephone Number] (512) 244 -9623 [Facsimile Number] ARTICLE 9 PROGRESS EVALUATION Engineer shall, from time to time during the progress of the work, confer with City at City's election. Engineer shall prepare and present such information as may be pertinent and necessary, or as may be requested by City, in order for City to evaluate features of the work. At the request of City or Engineer, conferences shall be provided at Engineer's office, the offices of City, or at other locations designated by City. When requested by City, such conferences shall also include evaluation of Engineer's services and work. Should City determine that the progress in production of work does not satisfy the Work Schedule, then City shall review the Work Schedule with Engineer to determine corrective action required. Engineer shall promptly advise City in writing of events which have or may have a significant impact upon the progress of the work, including but not limited to the following: (1) Problems, delays, adverse conditions which may materially affect the ability to attain program objectives, prevent the meeting of time schedules and goals, or preclude the attainment of project work units by established time periods; and such disclosure shall be accompanied by statement of actions taken or contemplated, and City assistance needed to resolve the situation, if any; and (2) Favorable developments or events which enable meeting the work schedule goals sooner than anticipated. ARTICLE 10 SUSPENSION Should City desire to suspend the work, but not to terminate this Agreement, then such suspension may be effected by City giving Engineer thirty (30) calendar days' verbal notification 02 -5065 01: *holden sts agr-GO bond 2002- bakerAick.doc 5 followed by written confirmation to that effect. Such thirty -day notice may be waived in writing by agreement and signature of both parties. The work may be reinstated and resumed in full force and effect within sixty (60) days of receipt of written notice from City to resume the work. Such sixty -day notice may be waived in writing by agreement and signature of both parties. If City suspends the work, the contract period as determined in Article 3 is not affected and this Agreement will terminate on the date specified unless this Agreement is amended indicating otherwise. City assumes no liability for work performed or costs incurred prior to the date authorized by City for Engineer to begin work, and/or during periods when work is suspended, and/or subsequent to the contract completion date. ARTICLE 11 ADDITIONAL WORK If Engineer forms a reasonable opinion that any work he /she/it has been directed to perform is beyond the scope of this Agreement and as such constitutes extra work, he /she /it shall promptly notify City in writing. In the event City finds that such work does constitute extra work and exceeds the maximum amount payable, City shall so advise Engineer and a written Supplemental Agreement will be executed between the parties as provided in Article 13 entitled "Supplemental Agreements." Engineer shall not perform any proposed additional work nor incur any additional costs prior to the execution, by both parties, of a written Supplemental Agreement. City shall not be responsible for actions by Engineer nor for any costs incurred by Engineer relating to additional work not directly associated with the performance of the work authorized in this Agreement or any amendments thereto. ARTICLE 12 CHANGES IN WORK If City deems it necessary to request changes to previously satisfactorily completed work or parts thereof which involve changes to the original scope of services or character of work under this Agreement, then Engineer shall make such revisions as requested and as directed by City. Such revisions shall be considered as additional work and paid for as under Article 11 entitled "Additional Work." Engineer shall make revisions to work authorized hereunder as are necessary to correct errors appearing therein, when required to do so by City. No additional compensation shall be due for such work. ARTICLE 13 SUPPLEMENTAL AGREEMENTS The terms of this Agreement may be modified by written Supplemental Agreement if City determines that there has been a significant change in (1) the scope, complexity or character of the service to be performed, or (2) the duration of the work. Any such Supplemental Agreement must be duly authorized by City Council Resolution. Where such City Council authorization is required, Engineer shall not proceed until the appropriate Resolution has been adopted. Additional 6 compensation, if appropriate, shall be identified as provided in Article 4 entitled "Compensation." Both parties must execute any written Supplemental Agreement within the contract period specified in Article 3 entitled "Contract Term." It is understood and agreed by and between both parties that Engineer shall make no claim for extra work done or materials furnished until City grants full execution of the written Supplemental Agreement and authorization to proceed. City reserves the right to withhold payment pending verification of satisfactory work performed. ARTICLE 14 OWNERSHIP OF DOCUMENTS All data, basic sketches, charts, calculations, plans, specifications, and other documents created or collected under the terms of this Agreement are the exclusive property of City and shall be furnished to City upon request. All documents prepared by Engineer and all documents furnished to Engineer by City shall be delivered to City upon completion or termination of this Agreement. Engineer, at his/her /its own expense, may retain copies of such documents or any other data which he /she/it has furnished City under this Agreement. Any release of information shall be in conformance with requirements of the Texas Open Records Act. Engineer shall furnish and maintain, at his/her /its own expense, quarters for the performance of all services, and adequate and sufficient personnel and equipment to perform the services as required. All employees of Engineer shall have such knowledge and experience as will enable them to perform the duties assigned to them. Any employee of Engineer who, in the opinion of City, is incompetent or whose conduct becomes detrimental to the work shall immediately be removed from association with the project when so instructed by City. Engineer certifies that he/she/it presently has adequate qualified personnel in his/her /its employment for performance of the services required under this Agreement, or will obtain such personnel from sources other than City. Engineer may not change the Project Manager without prior written consent of City. 02 -5065 \R:\@dhalden\Downtown sts agr-GO bond 2002 - bakerAick.doc ARTICLE 15 PERSONNEL, EQUIPMENT AND MATERIAL ARTICLE 16 SUBCONTRACTING Engineer shall not assign, subcontract or transfer any portion of the work under this Agreement without prior written approval from City. All subcontracts shall include the provisions required in this Agreement and shall be approved as to form, in writing, by City prior to work being performed under the subcontract. No subcontract shall relieve Engineer of any responsibilities under this Agreement. ARTICLE 17 EVALUATION OF WORK City, or any authorized representatives of it, shall have the right at all reasonable times to review or otherwise evaluate the work performed or being perfonned hereunder and the premises on which it is 7 being performed. If any review or evaluation is made on the premises of Engineer or a subcontractor, then Engineer shall provide and require its subcontractors to provide all reasonable facilities and assistance for the safety and convenience of City or other representatives in the performance of their duties. ARTICLE 18 SUBMISSION OF REPORTS All applicable study reports shall be submitted in preliminary form for approval by City before any final report is issued. City's comments on Engineer's preliminary reports shall be addressed in any final report. ARTICLE 19 VIOLATION OF CONTRACT TERMS/BREACH OF CONTRACT Violation of contract terms or breach of contract by Engineer shall be grounds for termination of this Agreement, and any increased costs arising from Engineer's default, breach of contract, or violation of contract terms shall be paid by Engineer. ARTICLE 20 TERMINATION This Agreement may be terminated before the stated termination date by any of the following conditions. (1) By mutual agreement and consent, in writing, of both parties. (2) By City, by notice in writing to Engineer, as a consequence of failure by Engineer to perform the services set forth herein in a satisfactory manner. (3) By either party, upon the failure of the other party to fulfill its obligations as set forth herein. (4) By City, for reasons of its own and not subject to the mutual consent of Engineer, upon not less than thirty (30) days' written notice to Engineer. (5) By satisfactory completion of all services and obligations described herein. Should City terminate this Agreement as herein provided, no fees other than fees due and payable at the time of termination shall thereafter be paid to Engineer. In determining the value of the work performed by Engineer prior to termination, City shall be the sole judge. Compensation for work at termination will be based on a percentage of the work completed at that time. Should City terminate this Agreement under Subsection (4) immediately above, then the amount charged during the thirty (30) day notice period shall not exceed the amount charged during the preceding thirty (30) days. If Engineer defaults in the performance of this Agreement or if City terminates this Agreement 8 for fault on the part of Engineer, then City shall give consideration to the actual costs incurred by Engineer in performing the work to the date of default, the amount of work required which was satisfactorily completed to date of default, the value of the work which is usable to City, the cost to City of employing another firm to complete the work required and the time required to do so, and other factors which affect the value to City of the work performed at the time of default. The termination of this Agreement and payment of an amount in settlement as prescribed above shall extinguish all rights, duties, and obligations of City and Engineer under this Agreement, except the obligations set forth herein in Article 21 entitled "Compliance with Laws." If the termination of this Agreement is due to the failure of Engineer to fulfill his/her /its contractual obligations, then City may take over the project and prosecute the work to completion. In such case, Engineer shall be liable to City for any additional costs incurred by City. Engineer shall be responsible for the settlement of all contractual and administrative issues arising out of any procurements made by Engineer in support of the scope of services under this Agreement. ARTICLE 21 COMPLIANCE WITH LAWS (1) Compliance. Engineer shall comply with all applicable federal, state and local laws, statutes, codes, ordinances, rules and regulations, and the orders and decrees of any court, or administrative bodies or tribunals in any manner affecting the performance of this Agreement, including without limitation, minimum/maximum salary and wage statutes and regulations, and licensing laws and regulations. Engineer shall furnish City with satisfactory proof of his/her /its compliance. Engineer shall further obtain all permits and licenses required in the performance of the professional services contracted for herein. (2) Taxes. Engineer will pay all taxes, if any, required by law arising by virtue of the services performed hereunder. City is qualified for exemption pursuant to the provisions of Section 151.309 of the Texas Limited Sales, Excise, and Use Tax Act. ARTICLE 22 INDEMNIFICATION Engineer shall save and hold harmless City and its officers and employees from all claims and liabilities due to activities of his/her /itself and his/her /its agents or employees, performed under this Agreement, which are caused by or which result from error, omission, or negligent act of Engineer or of any person employed by Engineer or under Engineer's direction or control. Engineer shall also save and hold City harmless from any and all expenses, including but not limited to attorneys fees which may be incurred by City in litigation or otherwise defending claims or liabilities which may be imposed on City as a result of such activities by Engineer, its agents, or employees. 02 -5065 \R:1@dhalden\Downtown sts agr-GO bond 2002- bakerAick.doc 9 ARTICLE 23 ENGINEER'S RESPONSIBILITIES Engineer shall be responsible for the accuracy of his/her /its work and shall promptly make necessary revisions or corrections resulting from errors, omissions, or negligent acts, and same shall be done without compensation. City shall determine Engineer's responsibilities for all questions arising from design errors and/or omissions. Engineer shall not be relieved of responsibility for subsequent correction of any such errors or omissions or for clarification of any ambiguities until after the construction phase of the project has been completed. ARTICLE 24 ENGINEER'S SEAL The responsible engineer shall sign, seal and date all appropriate engineering submissions to City in accordance with the Texas Engineering Practice Act and the rules of the State Board of Registration for Professional Engineers. ARTICLE 25 NON - COLLUSION, FINANCIAL INTEREST PROHIBITED (1) Non - collusion. Engineer warrants that he/she/it has not employed or retained any company or persons, other than a bona fide employee working solely for Engineer, to solicit or secure this Agreement, and that he /she /it has not paid or agreed to pay any company or engineer any fee, commission, percentage, brokerage fee, gifts, or any other consideration, contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City reserves and shall have the right to annul this Agreement without liability or, in its discretion and at its sole election, to deduct from the contract price or compensation, or to otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee. (2) Financial Interest Prohibited. Engineer covenants and represents that Engineer, his/her /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 for the construction of the project. ARTICLE 26 INSURANCE (1) Insurance. Engineer, at Engineer's sole cost, shall purchase and maintain during the entire term while this Agreement is in effect minimum insurance coverage in the amount of One Million Dollars ($1,000,000.) from a company authorized to do insurance business in Texas and otherwise acceptable to City. (2) Subconsultant Insurance. Without limiting any of the other obligations or liabilities of Engineer, Engineer shall require each subconsultant performing work under this Agreement to maintain during the term of the Agreement, at the subconsultant's own expense, minimum insurance coverage in 10 the amount of One Million Dollars ($1,000,000.), including the required provisions and additional policy conditions as shown immediately below in Subsection (3). Engineer shall obtain and monitor the certificates of insurance from each subconsultant in order to assure compliance with the insurance requirements. Engineer must retain the certificates of insurance for the duration of this Agreement, and shall have the responsibility of enforcing these insurance requirements among its subconsultants. City shall be entitled, upon request and without expense, to receive copies of these certificates of insurance. (3) Insurance Policy Endorsements. Each insurance policy shall include the following conditions by endorsement to the policy: (1) Each policy shall require that thirty (30) days prior to the expiration, cancellation, non - renewal or any material change in coverage, a notice thereof shall be given to City by certified mail to: City Manager City of Round Rock 221 East Main Street Round Rock, Texas 78664 Engineer shall also notify City, within twenty -four (24) hours of receipt, of any notices of expiration, cancellation, non - renewal, or material change in coverage it receives from its insurer. (2) Companies issuing the insurance policies shall have no recourse against City for payment of any premiums or assessments for any deductibles which all are at the sole responsibility and risk of Engineer. (3) (4) 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. (5) The term "City" or "City of Round Rock" shall include all authorities, Boards, Commissions, Departments, and officers of City and the individual members, employees and agents thereof in their official capacities, and/or while acting on behalf of the City of Round Rock. Engineer and City mutually waive subrogation rights each may have against the other for Toss or damage, to the extent same is covered by the proceeds of insurance. (4) Cost of Insurance. The cost of all insurance required herein to be secured and maintained by Engineer shall be bome solely by Engineer, with certificates of insurance evidencing such minimum coverage in force to be filed with City. Such certificates of insurance are evidenced herein as Exhibit F entitled "Certificates of Insurance." 02 -5065 \R: \@dhalden \Downtown sts agr-GO bond 2002- bakerAick.doc 11 ARTICLE 27 COPYRIGHTS City shall have the royalty-free, nonexclusive and irrevocable right to reproduce, publish or otherwise use, and to authorize others to use, any reports developed by Engineer for governmental purposes. ARTICLE 28 SUCCESSORS AND ASSIGNS This Agreement shall be binding upon and inure to the benefit of the parties hereto, their successors, lawful assigns, and legal representatives. Engineer may not assign, sublet or transfer any interest in this Agreement, in whole or in part, by operation of law or otherwise, without obtaining the prior written consent of City. ARTICLE 29 SEVERABILITY In the event any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal or unenforceable in any respect, then such invalidity, illegality or unenforceability shall not affect any other provision thereof and this Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. ARTICLE 30 PRIOR AGREEMENTS SUPERSEDED This Agreement constitutes the sole agreement of the parties hereto, and supersedes any prior understandings or written or oral contracts between the parties respecting the subject matter defined herein. This Agreement may only be amended or supplemented by mutual agreement of the parties hereto in writing. ARTICLE 33 ENGINEER'S ACCOUNTING RECORDS Records pertaining to the project, and records of accounts between City and Engineer, shall be kept on a generally recognized accounting basis and shall be available to City or its authorized representatives at mutually convenient times. The City reserves the right to review all records it deems relevant which are related to this Agreement. ARTICLE 34 NOTICES All notices to either party by the other required under this Agreement shall be personally delivered or mailed to such party at the following respective addresses: 12 City: City of Round Rock Attention: City Manager 221 East Main Street Round Rock, TX 78664 and to: Stephan L. Sheets City Attomey 309 East Main Street Round Rock, TX 78664 Engineer: A. William Waeltz, P.E. Branch Manager Baker - Aicklen & Assoc., Inc. 203 East Main Street. Suite 201 Round Rock, TX 78664 ARTICLE 35 GENERAL PROVISIONS (1) Time is of the Essence. Engineer understands and agrees that time is of the essence and that any failure of Engineer to complete the services for each phase of this Agreement within the agreed Work Schedule may constitute a material breach of this Agreement. Engineer shall be fully responsible for his/her /its delays or for failures to use his/her /its best efforts in accordance with the terms of this Agreement. Where damage is caused to City due to Engineer's failure to perform in these circumstances, City may withhold, to the extent of such damage, Engineer's payments hereunder without waiver of any of City's additional legal rights or remedies. (2) Force Majeure. Neither City nor Engineer shall be deemed in violation of this Agreement if prevented from performing any of their obligations hereunder by reasons for which they are not responsible or circumstances beyond their control. However, notice of such impediment or delay in performance must be timely given, and all reasonable efforts undertaken to mitigate its effects. (3) Enforcement and Venue. This Agreement shall be enforceable in Round Rock, Williamson County, Texas, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County, Texas. This Agreement shall be govemed by and construed in accordance with the laws and court decisions of the State of Texas. 02 -5065 VLA@dhaldenknowntown sts agr-GO bond 2002- bakerAick.doc 13 The undersigned signatory for Engineer hereby represents and warrants that the signatory is an officer of the organization for which he /she has executed this Agreement and that he/she has full and complete authority to enter into this Agreement on behalf of the firm. The above - stated representations and warranties are made for the purpose of inducing City to enter into this Agreement. IN WITNESS WHEREOF, the City of Round Rock has caused this Agreement to be signed in its corporate name by its Mayor, duly authorized to execute the same on its behalf by Resolution No. , approved by the City �Council on the /o i day of the month of c l�[3Ei� 2002,, and Engineer, I� Nk52. - A/CkL A) ¢ AtratiA7E5 1 Z .signing by and through his/her /its duly authorized representative(s), thereby binding the parties hereto, their successors, assigns and representatives for the faithful and full performance of the terms and provisions hereof. CITY OF ROUND ROCK, TE ATTEST: By: ael-thAtUd City Secretary ENGINEER: By: gnature of Printed Name: ATTEST: ncipal li. ' Waeltz, P. E. ARTICLE 36 SIGNATORY WARRANTY By: Corporate Secretary R: 1@dhalderADownrown sts agr-GO bond 2001- bakerAick.doc 14 (1) Exhibit A "Services to be Performed by City" (2) Exhibit B "Services to be Performed by Engineer" (3) Exhibit C "Work Schedule" (4) Exhibit D "Fee Schedule" (5) Exhibit E "Work Authorizations" (6) Exhibit F "Certificates of Insurance" 02 -5065 VtA@dhalden\Do ntown sts agr-GO bond 2002- bakerAick.doc CITY OF ROUND ROCK AGREEMENT FOR ENGINEERING SERVICES WITH Baker - Aicklen & Associates, Inc. RE: G. O. Bond 2002 — Downtown Streets — Phase I LIST OF EXHIBITS ATTACHED 15 CITY OF ROUND ROCK AGREEMENT FOR ENGINEERING SERVICES WITH Baker - Aicklen & Associates, Inc. RE: G. O. Bond 2002 — Downtown Streets — Phase I EXHIBIT A "Services to be Performed by City." 1. The City shall provide to the engineer, without charge, copies as needed of all available maps, plans, as -built drawings, previous survey information and any other information relevant to the project and/or project area. 2. The City shall provide "Right of Entry" (Landowner permission) if necessary for the Engineer or his subconsultants to access private property for right -of -way and design surveys or other reasons to perform the work. 3. The City shall schedule and coordinate all public meetings. 4. The City shall meet with the Engineer on a periodic basis to review the progress of the work, to answer questions from the Engineer, and for the purpose of commenting on the preliminary design. 16 STREET NAME APPROX. LENGTH r.) APPROX. CURRENT ROW WIDTH (FT.) LIMITS OF RECONSTRUCTION Circle Ave. 650 70 ft. from Pecan to Parkway 60 ft. from Parkway to Black Pecan to Black Black St. 300 50 ft. Circle Ave. to Austin Parkway 280 50 ft. near Georgetown St. 65 ft. near Circle Ave. Georgetown St. to Circle Ave. Pecan/Lewis 1810 Pecan: 40 ft. from Georgetown St. to Spring St. 60 ft. Spring St. to Lewis Lewis: 80 ft. Georgetown St. to Fannin Shady Loop 700 Unknown Pecan to Pecan Trailway 200 Unknown Pecan to dead end Project Description CITY OF ROUND ROCK AGREEMENT FOR ENGINEERING SERVICES WITH Baker - Aicklen & Associates, Inc. RE: G. O. Bond 2002 — Downtown Streets — Phase I EXHIBIT B "Services to be performed by the Engineer." Provide preliminary engineering for the reconstruction of the following streets, the limits as generally depicted on the attached map. Unless otherwise determined between the City and Engineer during the work, the preliminary engineering will be based on each of these streets being reconstructed to twenty -four feet wide with concrete ribbon curbs, four foot concrete sidewalks on both sides, installation of storm sewers and area inlets as appropriate, water and wastewater repair or replacement as necessary, and other necessary utility relocations. Scope of Services 1. Perform necessary right -of -way surveys to define existing rights -of -way within project limits. 2. Perform preliminary subsurface utility engineering. (Horizontal location only with record depths). (Actual field verification of utility to be performed with later design work). 3. Provide geotechnical investigation and recommendation of pavement design. 02 -5065 \R:\@dhalden\Downtown sts agr -GO bond 2002- bakerAick.doc 17 4. Perform topographic /planimetric features survey along each of the streets with sufficient detail necessary to design the proposed improvements. The limits of the survey along each street shall be a minimum of ten feet outside one right -of -way (ROW) line to ten feet outside the opposite ROW line except that on Pecan, between Georgetown Street and Spring Street, the limits of the survey will be increased to a minimum of fifteen feet outside the ROW lines, and on the Shady Loop and Trailway the limits of the survey shall be a minimum of thirty feet either side of a line generally established as the current centerline of said streets. The survey shall include but not be limited to the following: Location of existing rights of way, property corners, pavements, driveways, power /utility poles, utility boxes, valves, fire hydrants, manholes, clean outs, roadside swales /ditches, signs, trees, mail boxes, sidewalks, significant landscaping, meters, walls, etc., and elevation data at a minimum of fifty foot intervals along the street to adequately profile the existing surface across the width of the survey limits, with appropriate elevations at all abrupt grade changes. The survey shall also provide sufficient data to describe in detail intersections of the streets under consideration with other streets not contemplated herein to be reconstructed. 5. Prepare preliminary drainage analysis including preparation of drainage area schematic with hydrologic data. 6. Prepare preliminary utility relocation analysis. 7. Prepare preliminary roadway design including the preparation of a roadway /drainage/existing utility schematic on one or more sheets (approximately 24 "x36" in size) 8. Prepare preliminary Engineer's Opinion of Probable Construction Cost. 9. Attend public meeting as requested by City of Round Rock. 10. Provide to the City an electronic computer -aided drafting file of survey data and schematics. 11. Attend progress meetings with the City R:\Qdhalden\Downtown sts agr -GO bond 2001- bakerAick.doc 18 c+R Downtown Streets - Phase 1 Baker-Aicklen & Assoc., Inc. Project Scope CITY OF ROUND ROCK AGREEMENT FOR ENGINEERING SERVICES WITH Baker - Aicklen & Associates, Inc. RE: G. O. Bond 2002 — Downtown Streets — Phase I EXHIBIT C - WORK SCHEDULE (Behind this page) 02 -5065 \R:\@dhalden\Downtown sts agr-GO bond 2002- bakerAick.doc 19 BAKER•AICKLEN & ASSOCIATES, INC. 203 E. MAIN STREET, STE. 201 ROUND ROCK, TEXAS 78664 H. D. ROVE, P. E., PROJECT MANAGER Task Name PRELIMINARY PHASE Collect & Review Data Develop Project Rgmis Geolechnical Design Survey Stormwater Evaluation A.D.A Compliance Develop Pvmt. Rehab Plan Prelim Subsurface Utility Eng. Traffic Control Plan Prepare Prelim Design Submit Prelim Design City Review & Approval City of Round Rock Downtown Streets 9/22 1 9/29 1 10/6 00/13110120 10/27 ♦1O/2 x ®11110 Tetco 11/17 I-B A,T otco 12003 11/242/1 1 121!8 12/15j12@412/29j 1/5 j 1/12D/19 T1/26 12/2 1 2/912/161 2/231 3/2 1 3/9 3/16 • E A,COA Harding B-A JiB -A 1/30 CORR Task Critical Task Progress Milestone Summary • Rolled Up Task Rolled Up Critical Task [ Rolled Up Milestone Rolled Up Progress Split j External Tasks Project Summary Group By Summary L Page 1 CITY OF ROUND ROCK AGREEMENT FOR ENGINEERING SERVICES WITH Baker - Aicklen & Associates, Inc. RE: G. O. Bond 2002 — Downtown Streets — Phase I EXHIBIT D - FEE SCHEDULE (Behind this page) 20 DIRECT COSTS: DIRECT LABOR OVERHEAD PERCENTAGE TOTAL LABOR & 011 FIXED FEE TOTAL COST LABOR COSTS: * 157 (12%) PRELIMINARY ENGINEERING $10,101.00 $15,858.57 $25,959.57 $3,115.15 $29,074.72 RIGHT OF WAY AND TOPOGRAPHIC DESIGN SURVEYS $6,820.00 $10,707.40 $17,527.40 $2,103.29 $19,630.69 TOTAL LABOR COST: $16,921.00 $26,565.97 $43,486.97 $5,218.44 $48,705.41 DIRECT COSTS: RATE QUANTITY TOTAL REPRODUCTION: Copies 8.5" x 11" $0.35 300 $105.00 Copies 24" x 36" $1.50 100 $150.00 Subtotal $255.00 WILLIAMSON COUNTY COURTHOUSE REPRODUCTION: Copies 8.5" x 11" $1.00 150 $150.00 Copies 18" x 24" $3.00 20 $60.00 Subtotal $210.00 TOTAL EXPENSES $465.00 5465.00 SUBCONSULTANTS Geotechnical: Trinity Engineering/Kleinfelder $3,800.00 Subsurface Utility Engineering: Harding E.S.E., Inc. $9,349.00 Subconsultant Markup (10 %) $1,314.90 TOTAL SUBCONSULTANTS 514,463.90 514,463.90 TOTAL DIRECT COSTS: $14,928.90 Total Labor Cost: $48,705.41 Total Direct Cost: $14,928.90 Total Project Cost: $63,634.31 City of Round Rock Agreement For Englneeering Services with Baker - Aicklen & Associates, Inc. RE: G.O. Bond 2002 - Downtown Streets - Phase I * A manhour estimate is attached behind this page for reference only. PRELIMINARY ENGINEERING PE PD EA SCT ECT ADM RM ADM TOTAL Coordination of Subconsultants 1 4 8 8 5 Collect & Review Data 2 6 4 2 12 Identify Issues 3 3 32 32 32 2 6 Prepare Base Maps 1 4 8 16 8 8 24 Define Typical Section 1 2 48 48 48 3 Preliminary Drainage Analysis 2 24 24 8 8 50 Analysis of Sidewalk Locations & ADA Compliance 2 8 10 Utility Relocation Analysis 4 12 20 36 Prel Traffic Control & Const Sequence 2 8 8 24 96 96 96 4 34 Identify ROW Required 2 6 8 Prepare Prel P &P Sheets 2 16 4 40 56 118 Prel Engineering Opinion of Probable Cost 2 4 4 10 Prepare Engineering Summary Report 6 20 24 16 66 Public Meetings 6 6 12 Total Manhours 35 119 4 116 100 20 394 RIGHT OF WAY AND TOPOGRAPHIC DESIGN SURVEYS RPLS SST GPS1 GPS2 PC IM RM ADM TOTAL GPS Control 1 4 8 8 21 Coord SUE & Utility Map 1 4 2 7 Deed Study & ROW Survey 8 32 32 32 32 2 138 Adv Project Control 1 4 8 8 8 29 Topographic/Design Survey 5 24 48 48 48 173 Set Benchmarks 1 2 8 8 8 27 Topographic Survey Drafting 4 30 34 Total Manhours 21 100 8 8 96 96 96 4 429' PE Project Engineer SCT Senior CAD Tech RPLS Registered Professional Land Surveyor GPS 2 GPS Operator 2 o:\Engineer02 prop \02 -5065 agreement MANHOUR ESTIMATE G. O. Bond 2002 Downtown Streets - Phase I (Circle, Black, Parkway, Pecan, Shady Loop, Trailway) PD Project Designer ECT Engineering CAD Tech SST Senior Survey Tech PC Party Chief IM Instrumment Operator EA Engineering Assistant ADM Administrative GPS GPS Operator 1 RM Rodman CITY OF ROUND ROCK AGREEMENT FOR ENGINEERING SERVICES WITH Baker - Aicklen & Associates, Inc. RE: G. O. Bond 2002 — Downtown Streets — Phase I EXHIBIT E — WORK AUTHORIZATIONS (Behind this page) 02 -5065 iR: \@dhalden\Downtown sts agr-GO bond 2002- bakerAick.doc 21 CITY OF ROUND ROCK AGREEMENT FOR ENGINEERING SERVICES WITH Baker - Aicklen & Associates, Inc. RE: G. O. Bond 2002 — Downtown Streets — Phase I EXHIBIT F - CERTIFICATES OF INSURANCE (Behind this page) 22 A DERMAL X UABIUTY O]MMERCVLLGV+ERALLIABILRY TP1789812 -22 03/20/02 03/20/03 OENERALAGGREGATE a 1,000,00( PRDDUCID. COMP/OP ADO s 1, 000, 001 X 1 cLAsz MADE© OCCUR OWNf S &CONTRACTOR'S PROT PER PROJECT PERSONA/ &AOV INJURY 3 500 00( EACH OCCURRENCE a 500,00( FIRE DAMAGE (Am Paa roa) 5 10 0 , 0 01 AGGREGATE MED EFT Wry om DArson1 $ 5 001 AU ro.,o ALE LIABILITY A X ANYAUTO TA2333157 -22 03/20/02 03/20/03 COMBINED SINGLE UNIT a 500, 00( ALL OWNED AUTOS SCHEDULED AUTOS (Per pruseA) ,]L,_ HIRED AUTOS BOOIL LIRV ' X NEW-MIMED AUTOS fP PRDPERT' DAMAGE $ GARAGE LIABILITY AUTO ONLY- EA ACCIDENT a ANY AUTO OTHER THAN AUTO ONLY: ................. _ EACH ACCIDENT AGGREGATE S MOMS MAMMY EACH OCCURRENCE s 1,000,001 A_X UMBFELAFORM NU2603198 -22 03/20/02 03/20/03 AGGREGATE s 1,000 OOI - OTHER THAN UMBRFJJA FORM RETENTION 001 WORNERs WMPNI AT10N AND X 1 TOIORYBIIMi1AI IOr `. „...,: ". ': . :`° :, A EMPLOT68 LRBILIT NC2508012-22 03/20/02 03/20/03 EL EACH ACCIDENT 3 1 000 00 THEP PR$1OP/ _'N0. ELOISFASE- POUDY • 1, 00 0, 00 OFF X ERCL EL DISEASE- EA EMPLOYEE $ 1, 000 00 PRODUMM GREATER TEXAS INS_ AGENCY 9809 Anderson Mill Rd Austin, Tx 78750 INSURED BAKER- AICKLEN & ASSC. INC 203 EAST MAIN SUITE 201 ROUND ROCK, TX 78664 R ®CRIPRON OF OPERATIONBAJOC TONSNENN:LES,IPEDILL cum CITY OF ROUND ROCK 221 EAST MAIN STREET ROUND ROCK, TX 78664 THIS CERTIFICATE I9 ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER THIS CERTIFICATE DOES NOT AMEND. EXTEND OR ALTER THE COVERAGE AFFORDED DT THE POLICIES BELOW. COMPANIES AFFORDING COVERAGE COMPANY A UNION STANDARD INSURANCE COMPANY COMPANY COMPANY C cOAIPANY D DATE (MMATD/YTI 08 22 02 THIS 15 TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POUCT PERIOD INDICATED. NOTWITHSTANDING ANY REOUIREMENT. TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPEOT TO WHIOH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, T) INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN 18 SUBJECT TO ALL THE TERMS. EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LYR I E SURANCE POLICY DATE MOOT WROTH& n D I D M W IN M .. ADDITIONAL INSURED IN FAVOR OP CITY OF ROUND ROCK. ATTN: THERESA REESE FAX: 244 -9623 UMITS SHOULD ANY of THE ABOVE DESCRIBED PDUCIIS BE CANCNU.ED BEFORE THE OWIRSTION DATE THEREOF. THE 'BASING COMPART WILL ENDEAVOR TO MAIL 3Q_ PATS WRITTEN NORCB TG THU CISITIRCATE MOLDER NWED TO THE LEFT, BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OEUGATION OR LRSIUTY OF ANY KIN UPON THE COMP•N• OS AGENTS OR R5NESENTATIWO •NmewaD _ • J "'CORM. CERTIFICATE OF LIABILITY INSURANCE 1 GATE (MMIDO/I'Y) OB/23�02 OF INFORMATION JSI Ins UraTCe Services of TX R 81 fls 1946 South 91 Suite 901 Austin, TX 78704 THIS CERTIFICATE IS ISSUED AS A MATTER ONLY AND CONFERS 110 RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND EXTEND OP ALTER THE COVERAGE AFFORDED BY THE POLIC.IE6 BELOW. INSURERS AFFORDING COVERAGE 512 443-0878 _ INSURER A: Security Inc , Co. of Hertford INSURED Baker•Alcklen & As90Cietes 203 Eeet Main Street, Suite 201 Round Rock, TX 78664 INBURER B: INBURER C: INSURER o INBURER E: COVERAGES _ KANE NDN OF ANY REQUIREMENT, Ir1O MAY PERTAIN, THE INSURANCE AFFORDED BY TiE POLICIES, AGGREGATE LMITe SHOWN MAY HAVE BEEN BEEN ISSUED TO THE INSURED NY COMPACT oR OTHEQ DOCUMENT WIT ABOVE RESPECT D THE WHICH THIS OERrWFICATE MAY BE ISSUED oil POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND COM:MoNS OF SUCH CLAMS REDUCED BY PAID ATIOIP,II -OLIOY NUMOER E DATE IMMfnD /1"Q DATF,MA17001Y1'1L UMITB 1 TYPE OF INSURANCE GENERAL LIABILITY COM LIABILRY Alms GE EACH DCOURRENCE PIKE DAMAGE (Any am lire a 5 (Any men) MED E%P(A ale 5 mA ERAL CLAIMS MAOEO moon 1 GL PERSONAL AAOV INJURY 5 GENERAL aGGREGATE 5 PRODUOTS- COMPIOP APB a GEM. AGGREGATE LIMRAPPLIE6PBR 7 POLICYI IFr+ I - 1 LDG AUTOMOBILE r- I LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HMO, AUTOS NON -OWNED AUTOS COMBINED el WALE LIMIT (E>adoItleM) a SO ILTINJURY (Pa a BODILY INJURY (Par AocIGDO a PROPERTYOAMAGE per accident) a GARAGE UABILIT' ANY AUTO AUTO oNLI EA ACC IDENT $ EA AGC 1 OTHfiRTNAN AUTO ONLY: AGG a C %GEES LIABILITY CUR Ej CLAIMS MADE DEDUCTIBLE EAGH OCCURRENCE 5 AGGREGATE 5 a a RETENTION } WORKERS COMPENSATION AND EMPLOYERS' LIABILITY nn �� IMT IOFp E . EACH ACCT NT a E.L.DISEAAE a 6.L.DILEABE• POLICY LIMIT $ A OTHER PfofassIOnai Liability AEE022' 058 05/21/02 05/21/03 81,000,000 per claim 51,000,000 enni aggr. DESCRIPTION . except Prof for OF OPERATION9ILOGATION6REHIOLE in the event of non-payment Liab: The aggregate limit Is the total In. ail operation$ of Insured. The limit will be l/E %CLUBIONS AD DEO BY EN DOR$EMENTl6PECIAL PROVI310N6 Evince available for claims presented within the policy period reduced by payment of Indemnity and expense. 1 1 ADDWDNAL5 JFED;INBURERLM TER CANCELLATION CERTIFICATE HOLDER G{y of Round Rock 221 E. Main Street Hound Rock TX 78664 SHOULD ANYCF THE ABOVE DEGC IBEDPOLICIEB BE CANCELLED BEFOrfTHBE1a'RAnOM DATETHEREOP, THEISBUINGIN6URERWILLENDEAVORT0MAII DAYSWRIITEN NancETOTHE CERTIFIGAIE HOLDERNAMEDTOTNE LEFT, BUTPAILURE TO DO609IALL IMPOSE NO OBLIGATION OR UABILITY OF ANY KIND UPON THE INSURERITS AGENTS OR REPRESENTATIVE. A�+ pR1ze O REPRE NT, MIK )"�" 4. 08/23/2002 10:27 15124439669 ACORD 25 -S (713711 Of 2 0811 7/M107750 USI INSURANCE AUSTIN 723 PAGE 01 9 A 0B/23/2002 10:27 If the certificate holder is on this certificate does 15124439669 If SUBROGATION IS WAI require an endorsement, holder In lieu Of such e The Certificate of :neuron the Issuing Insurer(e), aut affirmatively or negatively AcoRDzs.S(719712 of 2 #S3.140 ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement confer rights to the certficate holder In lieu of such endorsement(s). ED, subject to the terms and conditions of tna policy, certain policies may statement on thla certificate does not confer rights to the certificate sement(s). on the reverse side of this form does not constitute a contract between Ized representative or producer, and the Certificate holder, nor does it mend, extend or alter the coverage afforded by the policies listed thereon. /M107750 IMPORTANT DISCUUM ER USI INSURANCE AUSTIN PAGE 02 Mayor Nyle Maxwell Mayor Pro-tem Tom Nielson Council Members Man McGraw Carrie Pitt Scot Knight Isabel Gallahan Gary Coe City Manager ibert 1. Bennett, J City Attorney Stephan L. Sheets ROUND ROCK, TEXAS PURPOSE. PASSION. PROSPERITY. September 18, 2002 Mr. Bill Waeltz, P.E. Baker - Aicklen & Associates, Inc. 203 E. Main Street, Suite 201 Round Rock, TX 78664 Dear Mr. Waeltz: The Round Rock City Council approved at their regularly scheduled meeting resolution approves the Agreement for Project. Enclosed is a copy of the resolution and If you have any questions, please do Halden at 218 -6610. Sincerely, Christine R. Martinez City Secretary Enclosure Resolution No. R- 02- 09- 12 -13C4 on September 12, 2002. This the Downtown Streets, Phase 1 original Agreement for your files. not hesitate to contact Danny CITY OF ROUND ROCK 221 East Main Street • Round Rock, Texas 78664 Phone: 5i2,2i8.54o0 • Fax: 512.218.7097 • voice: 1.800.735.2988 • 1.800.735.2989 TDD • www.d.round-rock.tx.us