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HomeMy WebLinkAboutAment Inc-5/3/2010Contract for Professional Services Contract # Iowa DOT Project Number: STP -U-8155(713)--70-07 Owner Project Number: TRF -176 AGREEMENT made as of the day of in the year ( () BETWEEN the City of Waterloo, Iowa identified as the Owner. City of Waterloo 715 Mulberry Street Waterloo, Iowa 50613 Phone: (319) 291-4440 Fax: (319)291-4094 and the Consultant: Ament, Inc. 625 32nd Avenue SW Cedar Rapids, IA 52404 For the following Project: The Owner has decided to perform the 2010 Kimball Avenue Traffic Study — from US 20 to Ridgeway Avenue in accordance with the current Iowa Northland Regional Council of Government (INRCOG) Program. It has been determined that the Owner shall proceed with conducting a traffic study for the identification, evaluation, and recommendation of potential improvements, subject to the concurrence and approval of the Iowa Department of Transportation (Iowa DOT) and the Federal Highway Administration (FHWA). The Owner desires to employ the Consultant to provide engineering services to conduct a traffic study to identify, evaluate, and recommend alternatives to improve traffic safety, capacity, and efficiency within the Project corridor. The Consultant is willing to perform such engineering work in accordance with the terms hereinafter provided and warrants that it is in compliance with Iowa statutes relating to the licensure of professional engineers. 1 TABLE OF CONTENTS Article Number And Description 1 Initial Information 1.1 Project Parameters 1.2 Financial Parameters 1.3 Project Team 1.4 Time Parameters 1.5 Prequalification 2 Scope of Services and Other Special Terms and Conditions 2.1 Enumeration of Parts of the Agreement 3 Form of Compensation 3.1 Method of Reimbursement 3.2 Subconsultant 4 Terms and Conditions 4.1 Ownership of Engineering Documents 4.2 Revision of Plans 4.3 Extra Work 4.4 Progress Meetings 4.5 Additional Plans 4.6 Termination of Agreement 4.7 Extension of Time 4.8 Mediation 4.9 Arbitration 4.10 Responsibility for Claims and Liability 4.11 Right to Set-off 4.12 Non -Raiding Clause 4.13 General Compliance with Laws 4.14 Subletting, Assigmnent or Transfer 4.15 Forbidding Use of Outside Agents 4.16 Consultant's Endorsement on Plans 4.17 Compliance with Title 49, Code of Federal Regulations 4.18 Access to Records 4.19 Federal Highways Administration Participation 4.20 Severability 4.21 Choice of Law and Forum Attachment A - Scope of Services Attachment B - Specifications Attachment C - Fees and Payments Attachment C-1 - Cost Analysis Sheet Attachment D - Certification Regarding Debarment, Suspension, and Other Responsibility Matters Attachment E - Certification of Consultant Attachment F - Certification of Owner Attachment G - Sample Invoice Form Attachment H - Consultant Fee Schedule ARTICLE 1 INITIAL INFORMATION 1.1 This Agreement is based on the following information and assumptions. Project Parameters The objective or use is: to identify, evaluate, and recommend selected alternatives to improve traffic safety, capacity, and efficiency within the Project corridor. 1.2 Financial Parameters 1.2.1 The financial parameters are; Amount of the Owner's budget for the Consultant's compensation is: $56,000.00 (includes Federal funding with local match) 1.2.2 Amount of the Consultant's budget for the subconsultants' compensation is: $20,808,00 (includes Federal funding with local match) 1.3 Project Team 1.3.1 The Owner's Designated Representative identified as the Contract Administrator is: Mohammad Elahi (Traffic Operations Department) The Contract Administrator is the authorized representative, acting as liaison officer for the Owner for purpose of coordinating and administering the work under the Agreement. The work under this Agreement shall at all times be subject to the general supervision and direction of the Contract Administrator and shall be subject to the Contract Administrator's approval. 1.3.2 The Consultant's Designated Representative is: Larry D. Berns, P.E. 1.3.3 The subconsultant retained at the Consultant's expense is: HDR Engineering, Inc. 1.4 Time Parameters Date to Proceed: Consultant is to begin work under this Agreement upon receipt of Notice to Proceed. Notification by the Owner to the Consultant that the Agreement has been signed shall serve as Notice to Proceed. 1. A preliminary (draft) study report shall be prepared and submitted to the Owner within ninety (90) calendar days after receiving the Notice to Proceed. 2. A final study report shall be prepared and submitted to the Owner within thirty (30) calendar days after receiving the review comments on the preliminary study report. 3. The deadline for completing the work under this Agreement is August 30, 2010. Agreement shall be considered complete when the project's final report and deliverables are submitted to and accepted by the Owner, or on August 30, 2010, whichever occurs sooner. 1.5 Prequalification The Consultant should remain prequalified in work category 236 — Traffic Operations Studies, as defined in Iowa Department of Transportation Policy and Procedure No. 300.04, for the duration of this Agreement. Failure to do so may result in termination of this Agreement. ARTICLE 2 SCOPE OF SERVICES AND OTHER SPECIAL TERMS AND CONDITIONS 2.1 Enumeration of Parts of the Agreement. This Agreement, including its attachments, represents the entire and integrated agreement between the Owner and the Consultant and supersedes all prior negotiations, representations or agreements, either written or ora]. This Agreement may be amended only by written instrument signed by both Owner and Consultant. This Agreement comprises the documents listed below. 3 2.1.1 The work to be performed by the Consultant under this Agreement shall encompass and include all detail work, services, materials, equipment and supplies necessary to prepare and deliver the scope of services provided in Attachment A. 2.1.2 All services herein required and provided shall be in conformity with the Iowa Department of Transportation Standards, Design Guides and Specifications and Title 23, Code of Federal Regulations, Part 625, as outlined in Attachment B. In addition, applicable sections of the U.S. Department of Transportation Federal Aid Policy Guide (FAPG) shall be used as a guide in preparation of plans, specifications and estimates. 2.1.3 Other documents as follows: .1 Certification Regarding Debarment, Suspension, and Other Responsibility Matters - Attachment D .2 Certification of Consultant - Attachment E .3 Certification of Owner - Attachment F .4 Sample Invoice Form - Attachment G .5 Consultant Fee Schedule - Attachment H .6 Fees and Payments- Lump Sum Payment — Attachment C ARTICLE 3 FORM OF COMPENSATION 3.1 Method of Reimbursement 3.1.1 For the Consultant's services as described under Article 2, compensation shall be computed in accordance with Lump Sum method of remuneration as defined in Attachment C. 3.1.2 The Consultant acknowledges the Owner may provide part of the traffic volume data required for the project. The Consultant shall subtract the cost of collecting that data from the Consultant's cost of the Project (deduction). This deduction will not exceed $2,000. Data collection request shall be initiated by the Consultant and the Owner's agreement shall be secured, otherwise the Owner will not be obliged to provide that data. 3.2 Subconsultant 3.2.1 The Consultant shall require the subconsultants to notify them if they at any time determine that their costs will exceed their estimated actual costs. The Consultant shall not allow the subconsultants to exceed their estimated actual costs without prior written approval of the Contract Administrator. The prime Consultant is cautioned that cost under -runs associated with any subconsultant's contract are not available for use by the prime Consultant unless the Contract Administrator, Iowa DOT, and FHWA have given prior written approval. ARTICLE 4 TERMS AND CONDITIONS 4.1 Ownership of Engineering Documents 4.1.1 All sketches, tracings, plans, specifications, reports on special studies and other data prepared under this Agreement shall become the property ofthe Owner and shall be delivered to the ContractAdministrator upon completion of the study or termination ofthe services of the Consultant. There shall be no restriction or limitation on their future use by the Owner, except any use on extensions of the project or on any other project without written verification or adaptation by the Consultant for the specific purpose intended will be the Owner's sole risk and without liability or legal exposure to the Consultant. The Consultant and the Owner shall mutually and equally retain ownership of the intellectual property rights of any innovations and inventions attained under this Agreement. 4 4.1.2 The Owner acknowledges the Consultant's reports, plans and specifications, including all documents on electronic media, as instruments of professional service. Nevertheless, the reports, plans and specifications prepared under this Agreement shall become the property of the Owner upon completion ofthe services and payment in full of all moneys due to the Consultant. 4.1.3 The Contract Administrator is currently using Microsoft Office 2000 and AutoCAD 2005. The Consultant shall submit electronic files to the Owner in those formats, and shall be able to use files in those formats. 4.1.4 The Owner is aware that significant differences may exist between the electronic files delivered and the respective construction documents due to addenda, change orders or other revisions. In the event of a conflict between the signed construction documents prepared by the Consultant and electronic files, the signed construction documents shall govern. 4.1.5 The Owner may reuse or make modifications to the reports, plans and specifications, or electronic files while agreeing to take responsibility for any claims arising from any modification or unauthorized reuse of the reports, plans and specifications. 4.2 Revision of Work Product 4.2.1 Drafts of work products shall be submitted to the Contract Administrator by the Consultant for review and comment. The comments received from the Contract Administrator and the reviewing agencies shall be incorporated by the Consultant prior to submission of the final work product by the Consultant. Work products revised in accordance with review comments shall constitute "satisfactorily completed and accepted work". Requests for changes on work products by the Contract Administrator shall be in writing. In the event there are no comments from the Contract Administrator or reviewing agencies to be incorporated by the Consultant into the final work product, the Contract Administrator shall immediately notify the Consultant, in writing, that the work product shall constitute "satisfactorily completed and accepted work". 4.2.2 In the event that the work product prepared by the Consultant is found to be in error and revision or reworking of the work product is necessary, the Consultant agrees that it shall do such revisions without expense to the Owner, even though final payment may have been received. The Consultant must give immediate attention to these changes so there will be a minimum of delay during construction. The above and foregoing is not to be construed as a limitation of the Owner's right to seek recovery of damages for negligence on the part of the Consultant herein. 4.2.3 Should the Contract Administrator find it desirable to have previously satisfactorily completed and accepted work product or parts thereof revised, the Consultant shall make such revisions if requested and directed by the Contract Administrator in writing. This work will be paid for as provided in Article 4.3. 4.3 Extra Work 4.3.1 if the Consultant is ofthe opinion that any work it has been directed to perform is beyond the scope ofthis Agreement, and constitutes "Extra Work", it shall promptly notify the Contract Administrator in writing to that effect. In the event that the Contract Administrator determines that such work does constitute "Extra Work", the Owner will provide extra compensation to the Consultant upon the basis of actual costs plus a fixed fee amount, or at a negotiated lump sum. Unless written approval for "Extra Work" has been secured in advance from the Contract Administrator, no claims will be allowed. However, the Owner shall have benefit of the service rendered. 4.4 Progress Meetings 4.4.1 From time to time as the work progresses, conferences will be held at mutually convenient locations at the request of the Contract Administrator to discuss details of the design and progress of the work. The Consultant shall prepare and present such information and studies as may be pertinent and necessary or as may be requested by the Contract Administrator, to enable the Contract Administrator to pass judgment on the features and progress of the work. 5 4.5 Additional Plans and Reports 4.5.1 At the request of the ContractAdnainistrator, the Consultant shall furnish sufficient prints of plans, reports, or other data in such detail as may be required, for review purposes. 4.6 Termination of Agreement 4.6.1 In the event ofthe death of any member or partner ofthe Consultant's firm, the surviving members shall complete the work, unless otherwise mutually agreed upon by the Owner and the survivors. 4.6.2 The right is reserved by the Owner to terminate this Agreement at any time and for any reason upon not less than thirty (30) days' written notice to the Consultant. 4.6.3 In the event the Agreement is terminated by the Owner without fault on the part of the Consultant, the Consultant shall be paid for the reasonable and necessary work performed or services rendered and delivered up to the effective date or time of termination. The value ofthe work performed and services rendered and delivered, and the amount to be paid shall be mutually satisfactory to the Contract Administrator and to the Consultant. The Consultant shall be paid a portion of the fixed fee, plus actual costs. The portion of the fixed fee shall be based on the ratio of the actual costs incurred to the estimated actual costs contained in Attachment C. Actual costs to be reimbursed shall be determined by audit of such costs to the date established by the Contract Administrator in the termination notice, except that actual costs to be reimbursed shall not exceed the Estimated Actual costs, plus any authorized contingency. 4.6.4 In the event the Agreement is terminated by the Owner for fault on the part ofthe Consultant, the Consultant shall be paid only for work satisfactorily performed and delivered to the Contract Administrator up to the date established by the termination notice. After audit of the Consultant's actual costs to the date established by the Contract Administrator in the termination notice and after determination by the Contract Administrator of the amount of work satisfactorily performed, the Contract Administrator shall determine the amount to be paid to the Consultant. 4.6.5 The right is reserved by the Owner to suspend this Agreement at any time. The Contract Administrator may affect such suspension by giving the Consultant written notice, and it will be effective as of the date established in the suspension notice. Payment for the Consultant's services will be made by the Owner to the date of such suspension, in accordance with Article 4.6.3 above. 4.6.6 Should the Owner wish to reinstate the work after notice of suspension; such reinstatement may be accomplished by thirty (30) days' written notice within a period of one year after such suspension, unless this period is extended by written consent of the Consultant. 4.6.7 This Agreement will be considered completed when the construction of the project has progressed sufficiently to make it clear that the construction can be completed without further revisions in that work, or if the Consultant is released prior to such time by written notice from the Contract Administrator. 4.7 Extension of Time 4.7.1 The time for completion of each phase of this Agreement shall not be extended because of any delay attributed to the Consultant, but may be extended by the Contract Administrator in the event of a delay attributed to the Owner or the Contract Administrator, or because of unavoidable delays caused by an act of God, war, government actions, or similar causes beyond the reasonable control of the Consultant. 4.8 Mediation 4.8.1 In an effort to resolve any conflicts that arise during the design or construction of the project or following the completion ofthe project, the Owner and the Consultant agree that all disputes between them arising out of or relating to this Agreement shall be submitted to non-binding mediation unless the parties mutually agree otherwise. The Owner and the Consultant further agree to include a similar mediation provision in all agreements with independent contractors and Consultants retained for the project and to require all independent contractors and Consultants also to 6 include a similar mediation provision in all agreements with subcontractors, subconsultants, suppliers or fabricators so retained, thereby providing for mediation as the primary method for dispute resolution between the parties to those agreements. 4.9 Arbitration 4.9.1 In the event the parties to this Agreement are unable to reach a settlement of any dispute arising out of the services under this Agreement in accordance with Article 4.8, then such disputes shall be settled by binding arbitration by an arbitrator to be mutually agreed upon by the parties, and pursuant to the arbitration procedures set out in Iowa Code Chapter 679A. Any arbitration pursuant to this Article or mediation pursuant to Article 4.8 shall occur in Black Hawk County, Iowa. 4.10 Responsibility for Claims and Liability 4.10.1 The Consultant shall defend, indemnify and save harmless the Owner and the Iowa Department of Transportation, the State of Iowa, its agencies, agents, employees and assignees and the Federal Government from all claims and liabilities due to design error, omission or negligent act of the Consultant, its members, agents, stockholders, employees, or subconsultants in connection with performance of this Agreement. 4.11 Right to Set-off 4.11.1 In the event that the Consultant owes the Owner any sum under the terms of this Contract, the Owner may set off the sum owed to the Owner against any sum owed by the Owner to the Consultant under any other contract or matter in the Owner 's sole discretion, unless otherwise required by law. The Consultant agrees that this provision constitutes proper and timely notice of the Owner 's intent to utilize any right of set-off. 4.12 Non -Raiding Clause 4.12.1 The Consultant shall not engage the services of any person or persons, then in the employment of the Owner, for work covered by this Agreement without the written consent of the employer of such person. 4.13 General Compliance with Laws 4.13.1 The Consultant shall comply with all Federal, State and Local laws and ordinances applicable to the work. 4.14 Subletting, Assignment or Transfer 4.14.1 Subletting, assignment, or transfer of all or part of the interest of the Consultant in this Agreement is prohibited unless written consent is obtained from the Contract Administrator and approved by the Owner and the Iowa DOT, and the Federal Highway Administ, ation. 4.15 Forbidding Use of Outside Agents 4.15.1 The Consultant warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the Consultant, to solicit or secure this Agreement, and that it has not paid or agreed to pay any company or person, other than bona fide employees working solely for the Consultant, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, the Owner shall have the right to annul the Agreement without liability, or in its discretion to deduct from the Agreement price or consideration or otherwise recover the full amount of such fee, commission, percentage, brokerage fee, or counterpart fee. 4.16 Consultant's Endorsement on Plans 4.16.1 The Consultant shall endorse the completed plans (if any) prepared under this Agreement, and shall affix thereto the seal ofa licensed professional engineer, Licensed to practice in the State of Iowa, in accordance with the current Code 7 of Iowa. 4.17 Compliance with Title 49, Code Of Federal Regulations 4.17.1 During the performance of this Agreement, the Consultant and its assignees and successors in interest agree as follows: 4.17.1.1 Compliance with Regulations 4.17.1.1.1 'The Consultant will comply with the regulations of the U.S. Department of Transportation, relative to nondiscrimination in federally assisted programs of the U.S. Department of Transportation (Title 49, Code of Federal Regulations, Part 21, hereinafter referred to as the "Regulations"), which are herein incorporated by reference and made a part of this Agreement. 4.17.1.2 Nondiscrimination 4.17.1.2.1 The Consultant, with regard to the work performed by it, will not discriminate on the grounds of race, religion, age, physical disability, color, sex or national origin in the selection and retention of subconsultants, including procurement of materials and leases of equipment. The Consultant will not participate, either directly or indirectly, in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the Agreement covers a program set forth in the Regulations. 4.17.1.3 Solicitation for Subconsultants, .Including Procurement of Materials and Equipment 4.17.1.3.1 In all solicitations, either by competitive bidding or negotiation made by the Consultant for work to be performed under a subcontract, including procurement of materials or equipment, each potential subconsultant or supplier shall be notified by the Consultant of the Consultant's obligation under this contract and the regulations relative to nondiscrimination on the grounds of race, religion, age, physical disability, sex, or national origin. 4.17.1.4 Disadvantaged Business Enterprises 4.17.1.4.1 The Consultant or its subconsultants agree(s) to ensure that disadvantaged business enterprises (DBEs) as defined in 49 CFR Part 26 have the maximum opportunity to participate in the perfonnance of contracts and subcontracts financed in whole or in part with Federal funds provided under this Agreement. In this regard the Consultant and all of its subconsultants shall take all necessary and reasonable steps in compliance with the Iowa DOT DBE Program to ensure disadvantaged business enterprises have the maximum opportunity to compete for and perform contracts. The Consultant and their subconsultants shall not discriminate on the basis of race, religion, age, physical disability, color, sex or national origin in the award and performance of U.S. DOT assisted contracts. If, as a condition of assistance, the lowa Department of Transportation has submitted to the U.S. DOT, or the Consultant has submitted to the Iowa Department of Transportation, and the U.S. DOT or Department has approved a disadvantaged business enterprise affirmative action program which the Iowa Department of Transportation and/or Consultant agrees(s) to carry out, this program(s) is incorporated into this Agreement by reference. This program shall be treated as a legal obligation and failure to carry out its terms shall be treated as a violation of this financial assistance agreement. Upon notification to the Consultant of its failure to carry out the approved program, the Owner and/or the U.S. DOT shall impose sanctions which may include termination of the Agreement or other measures that may affect the ability of the Consultant to obtain future U.S. DOT financial assistance. The Consultant or any of its subconsultants are hereby advised that failure to fully comply with the Iowa Department of Transportation's DBE Program shall constitute a breach of contract and may result in termination of this Agreement or agreement(s) by the Owner or such remedy as the Owner deems appropriate. Refer to Article 4.6 of the Agreement. 4.17.1.5 Information and Reports 4.17.1.5.1 The Consultant will provide all infonnation and reports required by the regulations, orders and instructions issued pursuant thereto, and will permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the Owner, the Iowa DOT, or the Federal Highway Administration, to be pertinent to 8 ascertain compliance with regulations, orders and instructions. Where any information required of a Consultant is in the exclusive possession of another who fails or refuses to furnish this information, the Consultant shall so certify to the Owner, the Iowa DOT, or the Federal Highway Administration, as appropriate, and shall set forth what efforts it has made to obtain information. 4.17.1.6 Sanctions for Noncompliance 4.17.1.6.1 In the event of the Consultant's noncompliance with the nondiscrimination provisions of this Agreement, the Owner shall impose such contract sanctions as it, the Iowa DOT, or the Federal Highway Administration, may determine to be appropriate, including, but not limited to: 4.17.1.6.1.1 Withholding of payments to the Consultant under the Agreement until the Consultant complies, and/or 4.17.1.6.1.2 Cancellation, termination or suspension of the Agreement, in whole or in part. 4.17.1.7 Incorporation of Provisions 4.17.1.7.1 The Consultant will include the provisions of Article 4.17.1.1 through 4.17.1.6 of this Agreement in every subagreement, including procurements of materials and lease of equipment, unless exempt by the regulations, orders or instructions issued pursuant thereto. The Consultant will take such action with respect to any subagreement or procurement as the Owner, Iowa DOT, or Federal Highway Administration may direct as a means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event a Consultant becomes involved in, or is threatened with, litigation with a subconsultant or supplier as a result of such direction, the Consultant may request the Owner, the Iowa DOT, or the United States to enter into such litigation to protect the interests of the Owner, the Iowa DOT, and the United States, respectively. 4.18 Access to Records 4.18.1 The Consultant is to maintain all books, documents, papers, accounting records and other evidence pertaining to this Agreement and to make such materials available at their respective offices at all reasonable times during the agreement period, and for three years from the date of final payment under the Agreement, for inspection and audit by the Owner, Iowa DOT, Federal Highway Administration, or any authorized representatives ofthe Federal Government; and copies thereof shall be furnished, if requested. 4.19 Iowa DOT and Federal Highway Administration Participation 4.19.1 The work under this Agreement shall be contingent upon and subject to the approval of the Iowa DOT and the Federal Highway Administration. The Iowa DOT and the Federal Highway Administration shall have the right to participate in the conferences between the Consultant and the Owner and to participate in the review or examination ofthe work in progress. 4.20 Severability If any section, provision or part of this Agreement shall be adjudged invalid or unconstitutional, such adjudication shall not affect the validity of the Agreement as a whole or any section, provision, or part thereof not adjudged invalid or unconstitutional 4.21 Choice of Law and Forum The laws of the State of Iowa shall govern and determine all matters arising out of or in connection with this Agreement without regard to the choice of law provisions of Iowa law. In the event any proceeding of a quasi-judicial or judicial nature is commenced in connection with this Agreement, the exclusive jurisdiction for the proceeding shall be brought in the Black Hawk County District Court for the State of Iowa, Waterloo, Iowa. This provision shall not be construed as waiving any immunity to suit or liability including without limitation sovereign immunity in State or Federal court, which may be available to the Owner. 9 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their proper officials thereunto duly authorized as of the dates below indicated. Owner: City of Waloo, Iowa By: Title: ATTE By: Title: Mayor A City Clerk Iowa Department of Transportation Accepted for FHWA Authorization* By: Title: Date: S/S :1,J l 0 Date: 5/4g0 Date: Name of lowa DOT Office: * The Iowa DOT is not a party to this agreement. However, by signing this agreement, the Iowa DOT is indicating the work proposed under this Agreement is acceptable for FHWA authorization of Federal funds. 10 ATTACHMENT A Scope of Services The Consultant will provide traffic engineering study services for the project. The scope of services to be performed by the Consultant shall be completed in accordance with generally accepted standards of practice and shall include the services and supplies to complete the following tasks: I. Proiect Management This task includes the development and tracking of the project plan. Coordination with members of the Technical Advisory Committee (TAC), whose members will be determined by the Owner, is an essential part of this task. The scheduling, notifying, and facilitating of TAC meetings is also included in this task. 1. Project Team Kick -Off Meeting — This meeting shall include select members of the project team (Iowa DOT, if necessary, TAC, Consultant, and Subconsultant [via teleconference]). The purpose of the meeting is to review the detailed project plan including tasks, responsible individuals, and timing to complete the tasks; obtain project information from the Owner; and clarify study issues and requirements. 2. Track Project Schedule — This task involves tracking the project study schedule throughout the length of the study services contract. This will be done to determine if the performance of the study services is in conformance with the project schedule. If the project is not on schedule, Consultant will present an approach for bringing the project back on schedule. 3. Monitor Project Scope — This task involves monitoring the project scope throughout the length of the study services contract. This will be done to identify needed services that are not included in the scope of the study services contract. Consultant will make the Owner representative aware of potential change orders to the study contract before the additional services are performed. This task includes the preparation and submittal of brief bi-weekly progress reports to the Owner. These progress reports will be submitted electronically from the time of project startup through the submittal of final study report. 4. Project Review Meetings — This task involves attendance at project review meetings with representatives of the Owner. Three (3) meetings are anticipated. Consultant will keep, prepare, and distribute minutes of meetings to attendees in a timely manner. The Subconsultant will participate in two (2) meetings via teleconference. 5. Subconsultant Management — This task involves the preparation of subcontracts and work orders for subconsultants. This task also includes monitoring subconsultant activities, reviewing subconsultant invoices, and submitting them to the Owner for payment. The one (1) subconsultant that will be used is HDR, Inc. 11. Research and Data Collection The following is a brief description of some of the items necessary to research for the collection of information in preparation of the study report. 1. Aerial Photography and Topography — This item includes the collection of electronic base mapping of existing aerial photography and topography comprising the best readily available information for the project area. 2. Photographic / Video Review of Project Corridor — This task includes the preparation of photographs and/or videotape of the project corridor obtained while walking and/or driving through the project area. The purpose of this task is to provide for the efficient review of the corridor during the study process. 3. Record Drawing Research — The purpose of this item is to research and collect the record drawings available for the improvements located within and affecting the project area so as to identify existing geometric design information for the corridor infrastructure as well as existing traffic signal timing data. 11 4. Traffic Volumes — This item includes the collection of the best readily available information related to existing traffic volumes. This includes recent turning movement traffic counts for corridor intersections and hose count traffic data for corridor segments. This information will be obtained from the Iowa DOT Office of Transportation Data and/or the Owner. 5. Forecasted Traffic Volumes — This item includes obtaining forecasted traffic projections from the Owner and/or the Iowa Northland Regional Council of Governments (INRCOG) for the project corridor. If these projections are not available, then annual growth rates will be applied to the existing traffic volume data to obtain design year (Year 2030) traffic volume projections that are needed for analysis of the improvement alternatives. This task also includes development of balanced future year peak hour turning movements for the AM, mid-day and PM peak hours. 6. Crash Data — This item includes the collection of crash data information for the most -recent three- to five-year time period that is available for dissemination. This information will be obtained from the Iowa DOT Office of Transportation Data and/or the Owner. 7. Previous Traffic Study Reports — This item includes the collection and review ofpasttraffic study reports developed for the project corridor, if available. 8. Applicable Design Standards — This item includes the collection and summarization of the design standards applicable to this project. III. Traffic Study 1. Traffic Counts — This task includes the performance of peak hour traffic counts at selected key project intersections within the corridor during AM, mid-day, and PM peak hours, where needed. The peak hour traffic counts will be balanced. 2. Travel Time Runs — This task includes the performance of a travel time study along Kimball Avenue between either US 20 or San Maman Drive and Ridgeway Avenue (in both directions of travel) during AM, mid-day, and PM peak hours. For each time period, a travel time run, using the test -car method, will be performed at least five (5) times in each direction of travel. During the travel time runs, maximum queue length and lane utilization will be noted. 3. Photographic / Video Review of Project Corridor — This task includes the preparation of photographs and/or videotape of the project corridor obtained while walking and/or driving through the area. The purpose of this task is to provide for the efficient review of the corridor during the study process. It will include times of peak hour traffic. 4. Preparation of Base Information — This task includes the collection of the information of the research and data collection phase for the purpose of preparing study report drawings or exhibits, if needed. 5. Review Collected Data and Design Standards — This task includes the review of the collected data and the design standards applicable to the development of the project alternatives. 6. Identification and Evaluation of Alternatives to Address Identified Safety and Capacity Issues — This task includes the identification and evaluation of alternatives to address identified safety and capacity issues within the project corridor and to improve the safety and efficiency of the corridor for not only motorists, but also for other modes of transportation including pedestrians and bicyclists. These alternatives will range from "do nothing" to total corridor reconstruction, including elimination of the frontage road and new access points. A traffic simulation model will be developed to analyze the existing and future traffic operations along Kimball Avenue for the AM, mid-day and PM peak hours. The VISSIM® traffic simulation package will be used to conduct these analyses. Measures of effectiveness for up to two (2) proposed alternatives will be used to compare the alternatives and develop benefit/cost ratio comparisons for the future year AM, mid-day and PM peak hours. To obtain acceptable output, it will be necessary to adequately calibrate the software program to the existing traffic operations ofthe study corridor. Because of the uncertainty ofthe validity ofthe traffic simulation model inputs for 12 a Design Year period that is twenty years into the future, a planning level analysis will be used of for the alternatives evaluation. The development of alternatives for the corridor will address access control options, particularly between US 20 and San Marnan Drive. The need to preserve roadway capacity in this segment of the corridor is especially critical, given the physical constraints that currently exist, such as a lift station, a large box culvert for Dry Run Creek, and the bridge structure over US 20. 7. Roadway Typical Sections — This task includes the development ofroadway typical cross sections for the proposed project roadway and sidewalk alternatives indicating the proposed horizontal dimensions and relationships. 8. Conceptual Horizontal Layout — This task includes the development of the conceptual horizontal layout for the proposed improvement alternatives and impacted frontage roads, access drives, sidewalks, etc. 9. Identification of Safety and Capacity Benefits — This task includes the identification of both quantifiable and non - quantifiable safety and capacity benefits for each ofthe proposed improvement alternatives that are developed so as to determine benefit/cost ratios for each of the proposed alternatives. Potential safety improvements will be evaluated using crash reduction ratios that have been developed for the proposed improvements under consideration. Traffic crash data and collision diagrams will be studied. Where necessary, proposed improvements will be based on crash history to improve traffic safety. Any proposal to improve capacity willbe evaluated in conjunction with the crash history. 10. Cost Opinions — This task includes the development of order -of -magnitude cost opinions for each of the proposed improvement alternatives that are developed so as to determine benefit -cost ratios for each of the proposed alternatives. 11. Benefit/Cost Ratios — This task includes the development of benefit -cost ratios for quantifiable elements of both capacity and safety improvements that are under consideration. These will be developed using the quantifiable elements of traffic efficiency indicated by the traffic modeling software, the quantifiable elements of traffic safety resulting from potentia] crash reductions and cost savings, and the order -of -magnitude implementation costs for the alternatives. The non -quantifiable benefit and cost elements for these alternatives will also be identified and described. Other decision-making criteria will also be identified for use in selecting a favorable alternatives solution. 12. Make Recommendation(s) —A recommendation(s) will be made for the alternative or alternatives to be implemented based on the findings of the comparative analysis. 13. Draft Traffic Study Report Submittal — This item includes the submittal ofthe appropriate number of copies of the Draft Traffic Study Report to the Owner and to the Iowa DOT. A maximum often (10) copies are anticipated. 14. Final Traffic Study Report Submittal — This item includes the submittal of the appropriate number of copies of the Final Traffic Study Report to the Owner and to the Iowa DOT. The Final Study report will incorporate review comments received from the Owner and the Iowa DOT pertaining to their review of the Draft Traffic Study Report. A maximum often (10) copies are anticipated. DELIVERABLES A. Consultant Deliverables 1. Up to ten (10) copies of the Draft Traffic Study Report, along with an accompanying transmittal letter, distributed between both the Owner and the Iowa DOT that includes any traffic count data or travel time run data obtained by the Consultant. 2. Up to ten (1 0) copies of the Final Traffic Study Report, along with an accompanying transmittal letter, distributed between both the Owner and the Iowa DOT. 13 OWNER RESPONSIBILITIES it will be Owner's responsibility to provide the following, if it is available or can be obtained by Owner's personnel: 1. Data requested by the Consultant to assist in the development of the study report. This information may include, but not be limited to, electronic base mapping of the City including aerial photography and topography, if available, and other pertinent information identified in the Research and Data Collection phase. 2. Existing traffic signal plans and signal phasing and timing data for the project intersections. 3. Copies of existing recent traffic study reports developed for the Project corridor or portions of the Project corridor. 4. 24-hour hose count traffic data and video detection camera traffic count data for the project corridor acquired at the time the manual turning movement counts are conducted. 14 ATTACHMENT C (referenced from 3.1) Lump Sum 3.1.1 FEES AND PAYMENTS 3.1.1.1 Fees. For full and complete compensation for all work, materials, and services furnished under the terms of this Agreement, the Consultant shall be paid fees on a lump sum basis and payment of this amount shall be considered as full and complete compensation for all work, materials and services furnished wader the terms of this Agreement. The lump sum amount shall be $ 56,000.00. The estimated staff hours and fees are shown in this attachment. The lump suns amount will not be changed unless there is a substantial change in the magnitude, scope, character, or complexity of the services from those covered in this Agreement. Any change in the lump sum amount will be by Supplemental Agreement. 3.1.1.2 Reimbursable Costs. Reimbursement of costs is limited to those that are allowable under the provisions of Title 48, Subchapter E, Section 31.105 and Subpart 31.2 of the current Federal Acquisition Regulation. 3.1.1.3 Premium Overtime Pay. Not applicable. 3.1.1.4 Payments. Monthly payments for work completed shall be based on the percentage of work completed and substantiated by monthly progress reports. The ContractAdinlnistrator will check such progress reports and payment will be made for the proportional amount of the lump sum fee. Upon completion, delivery, and acceptance of all work contemplated under this Agreement, the Consultant shall submit one complete invoice Statement for the balance of the lump sum fee. Payment of 100% of the total cost claimed will be made upon receipt and review of such claim. The Consultant agrees to reimburse the Owner for possible overpayment determined by final audit. 15 1. Direct Labor Cost Employee Classification ATTACHMENT C-1 COST ANALYSIS SHEET Contract # Project Number: STP -U-8155(713)--70-07 }lours Rate Amount E8 - Principal E6 - Project Manager E4 - Project Engineer D4 - Designer T4 - Technician T3 - Technician A4 - Administration A3 - Administration C3 - Clerical 4 206 29 16 6 0 0 2 80 $64.38 $38.84 $29.53 $30.69 $20.57 $18.04 $42.40 $28.46 $13.20 $257.52 8,001.04 856.37 491.04 323.42 0.00 0.00 56.92 1,056.00 Direct Labor Total 343 $10,842.31 II. Payroll Burden and Overhead Costs Indirect Cost Factor (Overhead Rate) = 172.09% 111. Service Center Charges Total Indirect Costs = 818,658.53 Hours Rate Amount Computer Communications Survey 343 $3.00 343 $0.93 0 $4.97 $1,029.00 318.99 0.00 Total Service Center Charges = $1,347.99 IV. Direct Project Expenses Quantity Rate Amount Mileage (miles) Reproductions (each) Postage (oz.) GPS Equipment (hours) 1050 $0.500 1000 $0.10 37 $0.44 0 $25.00 $525.00 100.00 16.28 0.00 Total Direct Expenses = $641.28 V. Subconsultant Costs HDR Enginerring, Inc. (EAC+FF+$0 Cont.=Lump Sum) $20,808.00 Total Subconsultants $20,808.00 VI. Estimated Actual Costs (1 + II + III + IV + V) _ VII. Fixed Fee - Prime Only ( VIII. Contingency - Prime Only $52,298.00 (ROUNDED) 12% of 1 + II +1I1) _ $3,702.00 (ROUNDED) 0% oft+I1+11I+IV)= IX. Maximum Amount Payable (VI + VII + VIII) _ 16 $0.00 (ROUNDED) (Lump Sum) $56,000.00 ATTACHMENT D Page 1 of 2 CERTIFICATION REGARDING DEBARMENT, SUSPENSION, AND OTHER RESPONSIBILITY MATTERS -- PRIMARY COVERED TRANSACTIONS Instructions for Certification below. 1. By signing and submitting this proposal, the prospective primary participant is providing the certification set out 2. The inability of a person to provide the certification required below will not necessarily result in denial of participation in this covered transaction. The prospective participant shall submit an explanation of why it cannot provide the certification set out below. The certification or explanation will be considered in connection with the department or agency's determination whether to enter into this transaction. However, failure of the prospective primary participant to furnish a certification or an explanation shall disqualify such person from participation in this transaction. 3. The certification in this clause is a materia] representation of fact upon which reliance was placed when the department or agency determined to enter into this transaction. If it is later determined that the prospective primary participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department or agency may terminate this transaction for cause of default. 4. The prospective primary participant shall provide immediate written notice to the department or agency to whom this proposal is submitted if at any time the prospective primary participant Learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 5. The terms "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction," "participant," "person" "primary covered transaction," "principal," "proposal," and "voluntarily excluded," as used in this clause, have the meanings set out in the defmitions and coverage sections of the rules implementing Executive Order 12549. You may contact the department or agency to which this proposal is being submitted for assistance in obtaining a copy of those regulations. 6. The prospective primary participant agrees by submitting this proposal that should the proposed covered transaction be entered into, it shall not knowingly enter into any ]ower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency entering into this transaction. 7. The prospective primary participant further agrees by submitting this proposal that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exelusion - Lower Tier Covered Transaction," provided by the department or agency entering into this covered transaction, without modification in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 8. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to, check the Nonprocurement List. 9. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. 10. Except for transactions authorized under paragraph 6 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency may terminate this transaction for cause or default. Certification Regarding Debarment, Suspension, and Other Responsibility Matters - Primary Covered Transactions (1) The prospective primary participant certifies to the best of its knowledge and belief, that it and its principals: (a) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal department or agency; (b) Have not within a three-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State or local) transaction or contract under a public transaction; violation of Federal or State Antitrust statues or commission ofembezzlement, theft, forgery, bribery, falsification or destruction of records, making false Statements, orreceiving stolen property; 17 ATTACHMENT D Page 2 of 2 (c) Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State or local) with commission of any of the offenses enumerated in paragraph (1)(b) of this certification; and (d) Have not within a three-year period preceding this application /proposal had one or more public transactions (Federal, State or local) terminated for cause or default. (2) Where the prospective primary participant is unable to certify to any of the Statements in this certification, such prospective participant shall attach an explanation to this proposal. State of Iowa Linn County I John C. Bender, P.E. President of the t Inc. company, being duly sworn (or under penalty of perjury under the laws of the United States and the State of Iowa) do 'fy that the above Stat a and correct. ribed and sworn to this f day of 18 2010. Project No. STP -U-8155(713)--70-07 State of Iowa ATTACHMENT E CERTIFICATION OF CONSULTANT I hereby certify that I am the President and duly authorized representative of the firm of Ament, Inc., whose address is 625 32nd Avenue SW, Cedar Rapids, IA 52404, and that neither the above finn nor I here represent has: (a) Employed or retained for a commission, percentage, brokerage, contingent fee, or other consideration, any firm or person (other than a bona fide employee working solely for me or the above Consultant) to solicit or secure this contract, (b) Agreed, as an express or implied condition for obtaining this contract, to employ or retain the services of any firm or person in connection with carrying out the contract, or (c) Paid, or agreed to pay, to any firm, organization or person (other than a bona fide employee working solely for me or the above Consultant) any fee, contribution, donation or consideration of any kind for, or in connection with, procuring or carrying out the contract; except as here expressly stated (if any): I acknowledge that this certificate is to be furnished to the Iowa Department of Transportation and the Federal Highway Administration, U.S. Department of Transportation, in connection with this contract involving participation of Federal -aid hi: : funds, and is subject to applicable, State and Federal laws, both criminal and civil. 4 ignature 19 ATTACHMENT F CERTIFICATION OF OWNER 1 hereby certify that I am the Mayor of City of Waterloo, Iowa, and that the above consulting firm or his representative bas not been required, directly or indirectly as an express or implied condition in connection with obtaining or carrying out this contract to: (a) Employ or retain, or agree to employ or retain, any firm or person, or (b) Pay, or agree to pay, to any firm, person, or organization, any fee, contribution, donation, or consideration of any kind; except as here expressly stated (if any): I acknowledge that this certificate is to be furnished the Federal Highway Administration, U.S. Department of Transportation, in connection with this contract involving participation of Federal -aid highway funds, and is subject to applicable State and Federal laws, both criminal and civil. (Signa 20 Ament, Inc. 625 32nd Avenue SW Cedar Rapids, IA 52404 ATTACHMENT G Page 7 Lump Sum Progressive Invoice Date Invoice No. Client Project No. Invoice Period Covered County Consultant Job No. Client Project Description Client Contract No. Total Lump Sum Amount Percentage Completed Total Less Amount Previously Billed Total Current Bill Subconsultants Name Name Name Total Current Labor Hours Total Labor Hours Incurred To Date Total Estimated Labor Hours Note: When submitting more than the final invoice on a lump sum project, each progressive invoice shall be identified as a "Progressive Invoice" (as in the above title). 21 Ament, Inc. 625 32nd Avenue SW Cedar Rapids, IA 52404 Invoice No. Invoice Period Covered Consultant Job No. Total Lump Sum Amount Percentage Completed Total Less Amount Previously Billed Total Current Bill Subconsultants Name Name Name Total Current Labor Hours Total Labor Hours Incurred To Date Total Estimated Labor Hours Notes: When submitting a final invoice on a lump invoice. If more than one invoice was submitted for (as in the above title). ATTACHMENT G Page 8 Lump Sum Final Invoice Date Client Project No. County Client Project Description Client Contract No. sum project, the final cumulative job cost report a lump sum project, the final invoice shall so be All Invoices shall be routed to the following address: Attn: Mohammad Elahi City of Waterloo 715 Mulberry Street Waterloo, Iowa 50613 22 should be submitted with the final identified as the "Final Invoice"