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HomeMy WebLinkAboutATC Associates Inc-7/25/2011CONTRACT FOR ASBESTOS SURVEY AND ABATEMENT MONITORING SERVICES GROUP 2 This Contract for Asbestos Survey and Abatement Monitoring Services Group 2 (the "Agreement") is entered into as of August 1, 2011, by and between the City of Waterloo, Iowa ("City") and ATC Associates, Inc. ("Contractor"). In consideration of the mutual promises exchanged herein, the parties agree as follows: 1. Term and Services. For a period of four (4) months after the date of this Agreement, subject to extension upon the mutual written agreement of the parties, the Contractor agrees to furnish all tools, labor and materials, and perform and substantially complete all work within the time period stated in the specifications after receipt of Notice to Proceed with respect to a given property or set of properties. Work to be performed includes all work described in the Contract Documents (defined below). Contractor shall provide the above services at the cost set forth in the Contractor's RFP response. Contractor will be paid separately for each property at which services are performed. Contractor's request for payment for services authorized under this Agreement shall be submitted on a monthly basis and will be paid within forty-five (45) days after receipt of an original invoice and after such services are delivered and accepted. Contractor will be paid for all items satisfactorily completed. Such payment will be full compensation for asbestos surveying and monitoring of abatement, for all permits, licenses, inspections, sampling, lab analysis, for complying with all laws, rules, regulations and ordinances, including safety, and for furnishing all materials, equipment, and labor to complete the work in accordance with these plans and specifications. 2. Contract Documents. The following documents (collectively, the "Contract Documents") are hereby incorporated by reference as though set forth herein in full: a. Request for Proposal and all exhibits thereto b. Addenda c. Response (Proposal) from the Contractor In the event of conflict between the provisions of the Contract Documents and this Agreement, the provisions of this Agreement shall prevail. 2.1 Contract Limits. Total actual expenses allowed by the project Agreement, including any renewal extensions of the Agreement, shall not exceed $7,010.00 as provided in the Bid Tabulation that is part of the Contractor's RFP Response referenced in Section 2.c above, except by written amendment as provided herein. 3. Approval; Timing of Work. Contractor shall not begin work on any surveying or monitoring until after the Agreement has been approved by the City Council and a completely executed copy has been returned to Contractor with Notice to Proceed. The work shall commence within seven (7) days after the City has issued a Notice to Proceed with respect to any particular property or set of properties, and asbestos surveys shall be completed and delivered within thirty (30) days after issuance of the Notice to Proceed. A separate Notice to Proceed will be issued for surveying work and for monitoring of abatement work. The Contractor shall complete inspection work or re -inspection work within seven (7) days after being notified by the City with a Notice to Proceed for monitoring of abatement work on any given property or properties, and shall provide the required clearance reports or reports indicating failure to clear within ten (10) days. 4. Performance Bond. Contractor shall furnish a bond in an amount equal to One Hundred percent (100%) of the contract price and shall be issued by a responsible surety acceptable to the City. The bond shall guarantee the faithful performance of the contract and the terms and conditions therein contained, shall guarantee the prompt payment of all materials and labor and protect and shall save harmless the City from claims and damages of any kind arising out of the performance of this Agreement. 4.1 Payment Bond. Contractor will be required to furnish a payment bond in an amount equal to one hundred percent (100%) of the contract price, said bond to be issued by a responsible surety approved by the city council and shall guarantee the faithful payment as required by law of all persons supplying labor and material in the execution of the work provided for in the Agreement. 5. Reporting; Records. Contractor shall exercise best efforts to maintain communication with City personnel whose involvement in the project is necessary or advisable for successful and timely completion of the work of the project. Communications between the parties shall be verbal or in writing, as requested by the parties or as dictated by the subject matter to be addressed. Contractor shall maintain all project records for a minimum period of three (3) years after the date of final payment for services rendered under this Agreement. During the term of this Agreement and for the ensuing record -retention period, Contractor shall make any or all project records available upon reasonable request, and in any event within two (2) business days of request, to City, Iowa Homeland Security and Emergency Management Division (HSEMD), the Federal Emergency Management Agency (FEMA), the Comptroller General of the United States, and any other agency of state or federal government, or the duly authorized representatives of any of the foregoing, that has provided funding or oversight for the HMGP property acquisition project, for the purpose of making audit, examination, excerpts and/or transcriptions. For purposes of this section, "records" means any and all books, documents, papers and records of any type or nature that are directly pertinent to this Agreement. Contractor agrees to furnish, upon termination of this Agreement and upon demand by the City, copies of all basic notes and sketches, charts, computations, and any other data prepared or obtained by the Contractor pursuant to this Agreement, without cost and without restrictions or limitation as to the use relative to specific projects covered under this Agreement. In such event, the Contractor shall not be liable for the City's use of such documents on other projects. 6. Government -Mandated Provisions. Because the project activity is funded by the federal government, federal law requires that the City's contracts relating to the project include certain provisions. It is possible that some of the provisions set forth in this Section do not apply to Contractor or the services to be provided hereunder, but the provisions are nonetheless set forth to cause this Agreement to comply with federal law. City makes no representation about whether any particular requirement is applicable to this Agreement. Parenthetical comments in the following paragraphs are taken from 44 CFR § 13.36(i). 2 A. Remedies. See Section 7 below. B. Termination for Cause and for Convenience. See Sections 7 and 8 below. C. Contractor shall comply with Executive Order 11246 of September 24, 1965, entitled "Equal Employment Opportunity," as amended by Executive Order 11375 of October 13, 1967, and as supplemented in Department of Labor regulations (41 CFR Chapter 60). (applies to all construction contracts awarded in excess of $10,000 by grantees and their contractors or subgrantees) D. Contractor shall comply with the Copeland "Anti -Kickback" Act (18 U.S.C. 874) as supplemented in Depaitment of Labor regulations (29 CFR Part 3). (applies to all contracts and subcontracts for construction or repair) E. Contractor shall comply with the Davis -Bacon Act (40 U.S.C. 276a to 276A-7) as supplemented by Department of Labor regulations (29 CFR Part 5). (applies to construction contracts in excess of $2,000 awarded by grantees and subgrantees when required by federal grant program legislation, but does not apply to projects paid for with disaster funding) F. Contractor shall comply with Sections 103 and 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 327-330) as supplemented by Department of Labor regulations (29 CFR Part 5). (applies to construction contracts awarded by grantees and subgrantees in excess of $2,000, and in excess of $2,500 for other contracts which involve the employment of mechanics or laborers) G. City's Reporting Regulations and Requirements. See Section 4 above. H. Patent Rights and Copyrights. With respect to any discovery or invention which arises or is developed in the course of or under this Agreement, the Archaeological Company is responsible for complying with requirements pertaining to patent rights, as defined by the awarding agency. With respect to any publication, documents, or data that arises or is developed in the course of or under this Agreement, the Archaeological Company is responsible for complying with requirements pertaining to copyright, as defined by the awarding agency. I. Access to Documents. See Section 4 above. J. Retention of Documents. See Section 4 above. K. Contractor shall comply with all applicable standards, orders, or requirements issued under Section 306 of the Clean Air Act (42 U.S.C. 1857(h)), Section 508 of the Clean Water Act (33 U.S.C. 1368), Executive Order 11738, and Environmental Protection Agency regulations (40 CFR Part 15). (applies to contracts, subcontracts, and subgrants of amounts in excess of $100,000) L. Energy Efficiency Standards. Contractor shall comply with mandatory standards and policies relating to energy efficiency that are contained in the State Energy Conservation Plan issued pursuant to the Energy Policy and Conservation Act (Pub. L. 94-163, 3 89 Stat. 871). [53 FR 8078, 8087, Mar. 11, 1988, as amended at 60 FR 19639, 19645, Apr. 19, 1995]. 7. Indemnity. Except as to any negligence of City, its officials, officers, employees or agents, in the performance of any duty under this Agreement, and to the extent not covered by insurance maintained by Contractor, Contractor agrees to defend and indemnify US Government, FEMA, State of Iowa, and City, the officials, officers, employees, agencies and agents of each, and to hold same harmless, from and against any and all claims, demands, causes of action, losses, costs, or liabilities whatsoever, including but limited to reasonable attomeys' fees and expenses, arising from or in connection with the acts or omissions of Contractor in providing the services contemplated by this Agreement. This will include but is not limited to actions or suits based upon or alleging bodily injury, including death, or property damage rising out of or resulting from the Contractor's operation under this Agreement, whether by itself or by any subcontractor or anyone directly or indirectly employed by any of them. Contractor is not and shall not be deemed an agent or employee of the City. 8. Default; Termination for Cause. In the event that Contractor defaults in the performance or observance of any covenant, agreement or obligation set forth in this Agreement, and if such default remains uncured for a period of seven (7) days after notice thereof shall have been given by City to Contractor (or for a period of fourteen (14) days after such notice if such default is curable but requires acts to be done or conditions to be remedied which, by their nature, cannot be done or remedied within such 14 -day period and thereafter Contractor fails to diligently and continuously prosecute the same to completion within such 14 -day period), then City may declare that Contractor is in default hereunder and may take any one or more of the following steps, at its option: a. by mandamus or other suit, action or proceeding at law or in equity, require Contractor to perform its obligations and covenants hereunder, or enjoin any acts or things which may be unlawful or in violation. of the rights of the City hereunder, or obtain damages caused to the City by any such default; b. have access to and inspect, examine and make copies of all books and records of Contractor which pertain to the project; c. declare a default of this Agreement, make no further disbursements, and demand immediate repayment from Contractor of any funds previously disbursed under this Agreement; d. terminate this Agreement by delivery to Contractor a written notice of termination; and/or e. take whatever other action at law or in equity may be necessary or desirable to enforce the obligations and covenants of Contractor hereunder, including but not limited to the recovery of funds. No delay in enforcing the provisions hereof as to any breach or violation shall impair, damage or waive the right of City to enforce the same or to obtain relief against or recover for the continuation or repetition of such breach or violation or any similar breach or violation thereof at any later time or times. In the event that City prevails against Contractor in a suit or other 4 enforcement action hereunder, Contractor agrees to pay the reasonable attorneys' fees and expenses incurred by City. 9. Termination for Convenience. This Agreement may be terminated at any time, in whole or in part, upon the mutual written agreement of the parties. City may also choose to terminate this Agreement at any time by delivering to Contractor 10 -days' advance written notice of intent to terminate. 10. Non -Assignable Duties. Contractor may not assign its duties hereunder without the prior written consent of City. 11. Independent Contractor. Contractor is an independent contractor and is not an employee, servant, agent, partner, or joint venturer of City. Contractor has 110 power or authority to enter into contracts or agreements on behalf of City. City shall determine the work to be done by Contractor, but Contractor shall determine the legal means by which it performs the work specified by City. City is not responsible for withholding, and shall not withhold, FICA or taxes of any kind from any payments which it owes Contractor. Neither Contractor nor its employees, if any, shall be entitled to receive any benefits which employees of City are entitled to receive and shall not be entitled to workers' compensation, unemployment compensation, medical insurance, life insurance, pension, or any benefits of any type or nature whatsoever on account of their work for City. Contractor shall be solely responsible for compensating its employees, if any. 12. Severability. In the event any provision of this Agreement, together with the Contract Documents, is held invalid, illegal, or unenforceable, whether in whole or in part, the remaining provisions of this Agreement shall not be affected thereby and shall continue in full force and effect. If, for any reason, a court finds that any provision of this Agreement is invalid, illegal, or unenforceable as written, but that by limiting such provision it would become valid, legal, and enforceable, then such provision shall be deemed to be written and shall be construed and enforced as so limited. 13. General Terms. This Agreement, together with the Contract Documents, constitutes the entire agreement between the parties pertaining to the subject matter hereof. This Agreement may not be modified or amended except pursuant to the mutual written agreement of the parties. This Agreement is binding on the parties and the heirs, personal representatives, successor and assigns of each. Time is of the essence in the performance of the terms hereof. IN WITNESS WHEREOF, the parties have executed this Agreement for Asbestos Survey and Abatement Monitoring Services Group 2 as of the date first set forth above. ATC AS b,CIA Attest: Suzy Schar s, City Clerk rA`J/Po41 5 Gaylen H = ste sr an, Authorized Repre,`entative