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HomeMy WebLinkAboutAGREEMENT DOCUMENT - RESOLUTION 2005-991 //. 7 AGREEMENT BETWEEN OWNER AND ENGINEER FOR PROFESSIONAL SERVICES for Traffic Safety Improvement Project At Intersection of Ansborough Avenue and Olympic Drive City of Waterloo, Black Hawk County, Iowa THIS IS AN AGREEMENT effective as of //- 7-0 5 ("Effective Date") between the City of Waterloo, Iowa (hereinafter referred to as OWNER) and Ament, Inc. (hereinafter referred to as ENGINEER). OWNER intends to install traffic signals at the intersection of Ansborough Avenue and Olympic Drive within its corporate limits. The improvements anticipated at this intersection include the installation of new mast arms, controller cabinet, detection and dilemma zone set-up, signal heads, signs and accessories and conduits and wiring necessary to complete installation of traffic signals at this location. This work shall hereinafter be referred to as the "PROJECT." The ENGINEER will perform the design and develop construction documents for the Project. The OWNER will prepare the project manual for the Project with assistance from the ENGINEER. This project will utilize State Traffic Safety Improvement funds. The OWNER will conduct the project letting. OWNER and ENGINEER in consideration of their mutual covenants as set forth herein agree as follows: R:\G00405.04\Agreement for Ansborough Ave and Olympic Drive.DOC 1 AMENT, INC. SCOPE OF SERVICES The ENGINEER will provide engineering design services for the Project. The scope of services to be performed by the ENGINEER shall be performed in accordance with generally accepted standards of practice and shall include the services and supplies to perform the following tasks: Project Management This task includes the development and tracking of the project plan. Coordination with members of the project team, including the OWNER, is an essential part of this task. The scheduling, notifying, and facilitating of team meetings is also included in this task. 1. Project Team Kick-Off Meeting — This meeting shall include members of the project team, including OWNER Staff. 2. Project Review Meeting — This task involves attendance at a project review meeting with representatives of the OWNER. One (1) meeting is anticipated. 3. Coordination with Utilities — This task involves the necessary coordination with the other users of the project corridors including utility companies. II. Research and Data Collection The following is a brief description of some of the items necessary to research and obtain in preparation of the design development. 1. Existing Digital Mapping 2. Utility Maps 3. Available GIS-Based Information 4. Easement and Right-of-way Plats 5. Record Drawings 6. OWNER Staff Input 7. Applicable Design Standards 8. Horizontal and Vertical Control Surveys — establish alignment, profile, a-id centerline stationing through the proposed project sites. 9. Topographic Surveys - to determine location, elevation, configurations, sizes or other pertinent data of existing features within the project areas in sufficient detail as necessary to prepare the construction plans. 10. Photographic Review of Project Sites R:\G00405.04Wgreemenl for Ansborough Ave and Olympic Drive.DOC 2 AMENT, INC. 11. Preparation of Base Drawing Information 12. OWNER'S Standard Drawings, Specifications, and Contract Documents III. Preliminary Design Plans Design Services — This task includes the design tasks necessary to develop the construction documents. 1. Field Reconnaissance — Perform field review of the project site to identify specific project design and construction requirements. 2. Photographic Review of Project Corridor - This task includes obtaining photographs of the project corridor by walking through the area. The purpose of This task is to provide for the efficient review of the corridor during the design process. 3. Preparation of Base Information - This task includes the collection of the information of the research and data collection phase and the reduction of control and topographic survey data for the purpose of preparing project drawings. The OWNER will provide the project mapping and plats and the control and topographic survey data to the ENGINEER. 4. Review Design Standards - This task includes the review of the design standards applicable to the development of the project. 5. Typical Sections - This task includes the development of typical cross sections indicating the type, width, and thickness of pavement and subbase, cross slope, and details of joints, shoulders, and ditches, if applicable. 6. Horizontal and Vertical Alignment - This task includes the development of the horizontal and vertical alignment for the project. 7. Cross Sections - This task includes the development of cross sections and the determination of earthwork quantities utilizing roadway templates based on the roadway typical sections and the horizontal and vertical alignments developed for the project, if applicable. 8. Pavement Marking and Signing Plan - A pavement marking and signing plan will be developed according to the requirements of the OWNER and according to the guidelines contained in the Manual on Uniform Traffic Control Devices (MUTCD) Handbook, Millennium Edition, a manual approved by the Federal Highway Administration as the National Standard, if applicable. 9. Staging Plan/Traffic Control - This task includes the development of a staging and traffic control plan for the project. 10. Set Construction Limits - This task includes the definition of the construction limits for the project. The construction limits shall include that area necessary for the construction activities including construction staking. R:\G00405.04\Agreement for Ansborough Ave and Olympic Drive.DOC 3 AMENT, INC. 11. Budget Review — This task includes the development of a quantity take off in accordance with the standard bid items for the Iowa Department of Transportation and the application of unit prices reasonable for the scope, schedule, and anticipated job site conditions. 12. Quality Review - This task includes a review of the plan documents by the ENGINEER, regarding the quality of the design developed to date. The accuracy and completeness of the documents shall also be scrutinized in order to minimize the need for modifications to the design. 13. Preliminary Plan Submittal — This item includes the submittal of the appropriate number of copies of the Preliminary Plans to the OWNER and Iowa Department of Transportation along with an Engineer's Opinion of Anticipated Construction Cost. The preliminary plans will include the following applicable sheets: a. Title Sheet; b. Location Map, Index of Sheets, and Legend Sheet c. General Notes Sheet; d. Anticipated Quantities Sheet (bid items identified only— no quantities); e. Typical Section sheet(s); f. Plan-and-Profile sheet(s); g. Pavement Marking and Signing plan sheet(s); and h. Staging Plan /Traffic Control plan sheet(s). IV. Check Plans and Final Plans A. Check Plans — This item includes the addition of information to the Preliminary Plans and the incorporation of the Preliminary Plan review comments to more fully develop the contract documents. 1. Addition of Text / Information to Drawings — This task includes the addition of information and text to the drawings in order to provide for the needed detailed location and dimension information. 2. Develop Special Provisions — This task includes the development of Special Provisions, if necessary, to supplement the Iowa Department of Transportation's Standard Specifications for Highway and Bridge Construction and its Supplemental Specifications. 3. Quality Review by the Designer — This task includes a detailed review of the information included in the drawings and in the Special Provisions. R:\G00405.04\Agreement for Ansborough Ave and Olympic Drive.DOC 4 AMENT, INC. 4. Budget Review — This item includes a refinement of the previous quantity take off including the standard bid items. 5. Check Plan Submittal — This item includes the submittal to the OWNER of the appropriate number of copies of the Check Plans and draft Special Provisions, if required, along with an updated Engineer's Opinion of Anticipated Construction Cost. The check plans will include the following applicable sheets: a. Title Sheet; b. Location Map, Index of Sheets, and Legend Sheet c. General Notes Sheet; d. Anticipated Quantities Sheet; e. Typical Section sheet(s); f. Plan-and-Profile sheet(s); g. Pavement Marking and Signing plan sheet(s); h. Staging Plan /Traffic Control plan sheet(s); and i. Cross-Section sheet(s). B. Final Plans — This item includes the modification of the Check Plans and Special Provisions, if required, to incorporate the Check Plan review comments and to finalize the documents. 1. Refine Special Provisions — This task includes the refinement of the Special Provisions, if necessary, to supplement the Iowa Department of Transportation's Standard Specifications and Supplemental Specifications. 2. Quality Review by the Designer — This task includes a detailed review of the information included in the drawings and in the Special Provisions. 3. Budget Review — This item includes a refinement of the previous quantity take off including the standard bid items. 4. Final Plan Submittal — This item includes the submittal to the OWNER of the appropriate number of copies of the Final Plans and Special Provisions, if required, along with an updated Engineer's Opinion of Anticipated Construction Cost. The final plans will include the following applicable sheets: a. Title Sheet; b. Location Map, Index of Sheets, and Legend Sheet c. General Notes Sheet; R.\G00405.04'Agreement for Ansborough Ave and Olympic Drive DOC 5 AMENT, INC. d. Anticipated Quantities Sheet; e. Typical Section sheet(s); f. Plan-and-Profile sheet(s); g. Pavement Marking and Signing plan sheet(s); and h. Staging Plan /Traffic Control plan sheet(s); and i. Cross-Section sheet(s). V. Contractor Procurement 1. Answer Questions from the OWNER—After submittal of Final Plans to the OWNER, clarification of items in question will be provided to assist the OWNER in bidding of the project. 2. Preparation and Distribution of Addendum — ENGINEER shall develop any addenda that are necessary and provide to the OWNER for distribution to the plan holders. 3. Review Bids - This task includes a review of the bid tabulation and a review of the unit prices submitted on the bid form. A comparison of the low bid with the project budget and the review of the unit prices presented by the low bid shall be performed. VII. Construction Activities 1. Construction services are not included as part of this contract. These services may be requested at a later date under a separate contract by the OWNER. R:\G00405.04\Agreement for Ansborough Ave and Olympic Drive.DOC 6 AMENT, INC. DELIVERABLES A. ENGINEER Deliverables 1. Three (3) sets of preliminary plans at half-size (11"x 17") and preliminary Engineer's Opinion of Anticipated Construction Cost along with accompanying transmittal letter. 2. Three (3) sets of check plans at half-size (11"x 17") and an updated Engineer's Opinion of Anticipated Construction Cost with accompanying transmittal letter. 3. One (1) unbound set of reproducible final plans with original signatures at half-size (11"x 17") and a final Engineer's Opinion of Anticipated Construction Cost along with accompanying transmittal letter. 4. One (1) unbound set of Contract Documents. SCHEDULE The ENGINEER will begin its services immediately after receipt of the executed Agreement, which will serve as a notice to proceed. The ENGINEER will perform its services in accordance with the following schedule, unless modified by mutual agreement or by factors beyond the control of the ENGINEER: • Project Kick-off Meeting conducted during the week of October 24, 2005. • Topographic Surveys / Data Collection provided to ENGINEER by November 7, 2005, weather permitting. • Conceptual Layout prepared and submitted by December 12, 2005. • Preliminary Plans prepared and submitted by December 20, 2005. • Preliminary Plan review completed by OWNER by January 9, 2006. • Check Plans prepared and submitted by January 31, 2006. • Check Plan review completed by OWNER by February 28, 2006. • Final Plans prepared and submitted by March 11, 2006. • Project Letting in May 2006, or on an approved date in accordance with direction from the Iowa Department of Transportation. R:G00405.041Agreement for Ansborough Ave and Olympic Drive.DOC 7 AMENT, INC. COMPENSATION The ENGINEER will provide the Scope of Services on a Lump Sum basis. Lump Sum costs will be based on Ament, Inc. standard-hourly rates in effect when work is performed. The total not- to-exceed fee for these services shall be Seven Thousand Dollars and no cents ($7,000) for the services rendered by principals and employees engaged directly on the project and for reimbursable expenses. The terms of this proposal are valid for 30 days from the date of this proposal. OWNER RESPONSIBILITIES It will be the OWNER's responsibility to provide the following, if available or attainable by OWNER's personnel: 1. Existing Digital Mapping 2. Utility Maps 3. Available GIS-Based Information 4. Easement and Right-of-way Exhibits 5. Record Drawings 6. OWNER Staff Input 7. Horizontal and Vertical Control Surveys 8. Topographic Surveys with Utility Location Information 9. Electronic files in Microsoft Word® format of all project manual documents required for the project, if applicable. 10. OWNER's Standard Designs, Specifications, and Contract Documents. 11. Other data requested by the ENGINEER to assist in the development of the construction documents and project manual. ADDITIONAL SERVICES (Not Included Under This Agreement) 1. Pre-Construction Conference — This task includes attendance at a pre-construction conference to be scheduled and facilitated by the OWNER. 2. Construction Administration / Observation — Provide construction administration / observation services on a full-time or part-time basis during project construction. R:\G00405.04\Agreement for Ansborough Ave and Olympic Drive.DOC 8 AMENT, INC. 3. Construction Surveys — Provide horizontal and vertical field survey control in sufficient quantity, as necessary, to construct the project. Provide field survey construction offsets and elevation staking, as needed by the Contractor, to construct the project. TERMS AND CONDITIONS The following attached Terms and Conditions are considered part of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement, the Effective Date of which is indicated on page 1. CITY OF WATERLOO, IOWA BY: TITLE: Yv\ckya f DATE: // • 7-0 S AMENT, INC. BY: . rQL_ TITLE: Project Manager DATE: ///L ?/o R:\G00405.041Agreement for Ansborough Ave and Olympic Drive.DOC 9 AMENT, INC. TERMS AND CONDITIONS AMENT, INC. Progress payments shall be made in proportion to services as provided and as indicated within this agreement, and shall be due and owing within 30 days of the ENGINEER'S submittal of his monthly statement. Past due amounts owed shall accrue interest at the lesser rate of 1.5% per month, or the maximum rate allowed by law. If the OWNER fails to make monthly payments due the ENGINEER, the ENGINEER may after giving seven (7) days written notice to the OWNER,suspend services under this agreement. This agreement may be terminated by either party by seven (7) days written notice in the event of substantial failure to perform in accordance with the terms of this agreement by the other party through no fault of the terminating party. This agreement represents the entire and integrated agreement between the OWNER and the ENGINEER and supersedes all prior written or oral negotiations, representations,or agreements. This agreement may be amended only by written instrument signed by both the OWNER and the ENGINEER. 1. In the event that any on-site observation of Contractors'work shall be included as a part of the work under the agreement, the ENGINEER shall endeavor to guard the OWNER against apparent defects and deficiencies in the permanent work constructed by the Contractor but does not guarantee or warrant the performance of the Contractor. The ENGINEER is not responsible for the construction means, methods, techniques, sequence or procedures, time of performance, programs, or for any safety precautions in connection with the construction work. The ENGINEER is not responsible for the Contractor's failure to execute the work in accordance with the construction contract. 2. The ENGINEER shall not be responsible for defects or omissions in the work of the Contractor or any Subcontractors or any of the Contractor's or Subcontractor's employees, or that of any person or entities responsible for performing work which results in a construction contract on the basis of the services to be performed by the ENGINEER. 3. If the PROJECT is delayed or if the ENGINEER'S services for the PROJECT are delayed or suspended for more than three (3) months for reasons beyond the ENGINEER'S control, the ENGINEER may, after giving seven (7) days written notice to the OWNER,terminate this agreement and the ENGINEER shall be paid for services performed to the termination notice date, including reimbursable expenses due, plus termination expenses. Termination expenses are defined as reimbursable expenses directly attributable to the termination. 4. Neither the OWNER nor the ENGINEER shall delegate, assign, or otherwise transfer his duties under this agreement without the written consent of the other. 5. All drawings, specifications and other work product of the ENGINEER for this PROJECT are instruments of service for this PROJECT only and shall remain the property of the ENGINEER whether the PROJECT is completed or not. Reuse of any of the instruments of service of the ENGINEER by the OWNER on extensions of this PROJECT or on any other PROJECT without the written permission of the ENGINEER shall be at the OWNER'S risk and the OWNER agrees to defend and indemnify and hold harmless the ENGINEER from all claims, damages, and expenses including attorney's fees arising out of such unauthorized reuse of the ENGINEER'S instruments of service by the OWNER or by others acting through the OWNER. Any reuse or adaptation of the ENGINEER'S instruments of service occurring after the written agreement of the ENGINEER shall entitle the ENGINEER to further compensation in amounts to be agreed upon by the OWNER and the ENGINEER. 6. Copies of documents that may be relied upon by OWNER are limited to the printed copies (also known as hard copies)that are signed or sealed by Engineer, Files in electronic media format or text, data, graphic or other types that are furnished by Engineer to OWNER are only for convenience of OWNER. Any conclusion or information obtained or derived from such electronic files will be at the user's sole risk. When transferring documents in electronic media format, Engineer makes no representations as to long-term compatibility, usability, or readability of documents resulting from the use of software application packages, operating systems or computer hardware differing from those in use by Engineer at the beginning of this assignment. 7. Unless otherwise specified within this agreement, this agreement shall be governed by the laws of the State of Iowa. R:1G00405.04\Agreement for Ansborough Ave and Olympic Drive.DOC 10 AMENT, INC. 8. The OWNER and the ENGINEER 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 ENGINEER 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 to likewise 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 parties to those agreements. Should mediation, arbitration or litigation occur between the two parties relating to the provisions of this agreement, arbitration or litigation expenses, collection expenses, witness fees, court costs and attorney's fees incurred by the prevailing party shall be paid by the non-prevailing party to the prevailing party. Any costs incurred for a mediator, plus his or her expenses, shall be shared equally between the parties involved in the mediation. 9. Neither party shall hold the other responsible for damages or delay in performance caused by acts of God, strikes, walkouts, accidents, government acts, or other events beyond the control of the other or the other's employees and agents. 10. In the event any provisions of this agreement shall be held to be invalid and unenforceable, the remaining provisions shall be valid and binding upon the parties. One or more waivers by either party of any provision, term, condition or covenant shall not be construed by the other party as a waiver of a subsequent breach of the same by the other party. 11. The ENGINEER intends to render his services under this agreement in accordance with the generally accepted professional practices for the intended use of the PROJECT, and makes no warranty, either express or implied. 12. Any Opinion of the Construction Cost prepared by the ENGINEER represents his judgment as a design professional and is supplied for the general guidance of the OWNER. Since the ENGINEER has no control over the cost of labor and material or over competitive bidding or market conditions, the ENGINEER does not guarantee the accuracy of such opinions as compared to contractor bids or actual cost to the OWNER. 13. The OWNER agrees to limit the liability of the ENGINEER to the OWNER and to all construction contractors and subcontractors on the PROJECT due to the ENGINEER'S professional negligent acts, errors, or omissions such that the total aggregate liability of the ENGINEER to those named shall not exceed $25,000, or the ENGINEER'S total fee for services rendered on this PROJECT, whichever is greater. In no event shall the ENGINEER be liable for any incidental or consequential damages. 14. The OWNER shall require any Contractor or Subcontractor performing work in connection with drawings and specifications produced under this agreement to hold harmless, indemnify and defend the OWNER and the ENGINEER, their consultants, and each of their officers, agents and employees from any and all liability claims, losses, or damage arising out of or alleged to arise from the Contractor's (or Subcontractor's) negligence in the performance of the work described in the construction contract documents, but not including liability that is due to the sole negligence of the OWNER, the ENGINEER, their consultants or their officers, agents and employees. 15. The OWNER shall provide for right of entry for employees of the ENGINEER and all of the equipment, which is necessary for the ENGINEER to perform the work. While the ENGINEER will take responsible precautions to minimize any damage to the property it is understood by the OWNER that in the normal course of work, some damages may occur,the correction of which is not part of this agreement. 16. In the prosecution of the work, the ENGINEER will take responsible precautions to avoid damage or injury to subterranean structures or utilities. The OWNER agrees to hold the ENGINEER harmless for any damage to subterranean structures,which are not called to the ENGINEER'S attention and correctly shown on any plans furnished. 17. The ENGINEER will notify the OWNER of changes in scope of services and of adjustment in compensation by amendment to this Agreement. 18. Nothing in this agreement shall impose liability on the ENGINEER for claims, lawsuits expenses, or damages arising from, or in any manner related to: A. The dispersal, discharge, escape, release or saturation of smoke, vapors soot, fumes, acids, alkalis, toxic chemicals, liquids, gases or any other materials, irritant, contaminant or pollutant in or R:\G00405.04\Agreement for Ansborough Ave and Olympic Drive.DOC 11 AMENT, INC. into the atmosphere, or on, onto, upon, in or into surface or subsurface of (a) soil; (b) water or water courses; (c) objects; and (d)any tangible or intangible matter whether sudden or not. B. The exposure to, or the handling, manufacture or disposal of asbestos or asbestos products in any of its various forms. 19. The OWNER shall have ten (10) days after issue of invoice to dispute the amount owed. After ten (10) days, the invoice becomes due and payable. The OWNER agrees to hold harmless, defend and indemnify the ENGINEER for all such claims or lawsuits and any related expenses and damages, by whomever made. If such claim, lawsuit, expense or damage is due to the ENGINEER'S negligent act, error or omission, the ENGINEER agrees to reimburse the OWNER for OWNER'S expenditures that are in response to such claims or lawsuits in a total aggregate amount that shall be limited to $25,000, or amount of the fee, whichever is greater. R:\G00405.04\Agreement for Ansborough Ave and Olympic Drive.DOC 12 AMENT, INC.