Loading...
HomeMy WebLinkAbout93- Thomas, Dean & Hoskins Professional Services Agreement (3) - f J, l' ;f '" . ~ .(' , .. ' 1.\" PROFESSIONAL SERVICES AGREEMENT THIS IS AN AGREEMENT made as of January 10 , 19~, between THE CITY OF BOZEMAN, a Municipal Corporation, Bozeman, Montana, 59771- 0640 (OWNER) and Thomas, Dean & Hoskins, Inc., 111 North Tracy, Bozeman, Montana, (ENGINEER). Whereas the accomplishment of the work and services described in this Agreement is essential to the OWNER'S public works improvement program. Whereas the OWNER intends to Reconstruct Highland Boulevard from Kagy Boulevard northerly to the north limits of the new Hyalite View Subdivision (north of Holly Drive) and has selected the ENGINEER to provide necessary and professional engineering services for the project. Whereas the ENGINEER represents that it is willing and qualified to perform the professional engineering services for this project described in this Agreement. Therefore, in consideration of the foregoing recitals and the mutual covenants and conditions contained herein, the parties agree as follows: The conditions and provisions set forth in the attached EXHIBIT A - ENGINEER'S STATUS DURING CONSTRUCTION and EXHIBIT B - A LISTING OF THE DUTIES, RESPONSIBILITIES AND LIMITATIONS OF AUTHORITY OF THE RESIDENT PROJECT REPRESENTATIVE are hereby incorporated in and made part of this Agreement. ARTICLE 1 - ENGINEERING SERVICES 1.1. The detailed description of the specific project components is described as follows: Provide topographic site survey, project design, plans and specifications contract documents, construction administration, and construction staking, inspection and testing, in accordance with sections 4.1, 4.2, 4.3, 4.4, 4.5, 4.6, and 4.7 of this Agreement and EXHIBITS A and B. 1.2. The scope of services under this contract are set forth in this agreement and the attached EXHIBITS. ARTICLE 2 - ENGINEER'S RESPONSIBILITIES 2.1. ENGINEER shall perform for OWNER professional engineering services in all phases of the Project to which this Agreement applies as hereinafter provided. These services will include, but not be limited to, serving as OWNER's 1 f ! r .. .. .r 1 , ~ professional engineering representative for the Project, providing professional engineering consultation and advice and furnishing customary civil and structural engineering services incidental thereto. 2.2. The ENGINEER shall furnish all labor, materials, equipment, supplies, and incidentals necessary to conduct and complete the ENGINEER'S portions of the proj ect and to prepare and deliver to the OWNER all data, reports, plans, specifications, and recommendations as designated herein. 2.3. The ENGINEER shall ascertain such information as may have a bearing on the work from local units of government, public, and private organizations and shall be authorized to procure information from other authorities as to the extent of these contacts and the results thereof. 2.4. The ENGINEER'S work shall be in accordance with the standards of sound engineering practices. 2.5. The ENGINEER shall name a principal- In-Charge for the duration of the project. The Principal-In-Charge shall be James A. Cummings. 2.6. The ENGINEER shall name a Project Manager who shall be the liaison between the ENGINEER and the OWNER. The Project Manager shall be David J. Crawford. The OWNER may name a Task Director who would be the liaison between the ENGINEER and the OWNER during the design segment of the Project." 2.7. The ENGINEER shall submit an estimated progress schedule at the beginning of the work, and monthly progress reports thereafter until the proj ect is completed. ARTICLE 3 - OWNER'S RESPONSIBILITIES 3.1 The OWNER shall name a Task Director who shall be the liaison between the ENGINEER and the OWNER during DESIGN segment of the Proj ect. The Task Director designated shall be Craig Brawner. 3.2 The OWNER shall have the right of review and examination of the ENGINEER'S work at all times. 3.3 The OWNER shall make available all records (as-built drawings, construction records, etc.) indicating the existing configuration of the city utilities. 3.4 The OWNER will be responsible for Advertising Bid Openings. 3.5 The OWNER shall attend the pre-bid conferences, bid openings, pre- construction conferences, construction progress and other job related meetings, substantial completion inspections and final payment inspections. 2 r f I ~ .. 7, ARTICLE 4 - BASIC ENGINEERING SERVICES The ENGINEER shall render professional Engineering Services as follows: 4.1 PRE-DESIGN INVESTIGATION PHASE After written authorization to proceed, ENGINEER shall: 4.1.1 Consult with OWNER to clarify and define OWNER's requirements for the Project and review available data. 4.1. 2 Advise OWNER as to the necessity of OWNER's providing or obtaining from others, data or services and assist OWNER in obtaining such data or services. 4.1.3 Identify and analyze requirements of governmental authorities having jurisdiction to approve the design of the Project and participate in consultations with such authorities. 4.1,4 Prepare a Report containing schematic layouts, sketches and conceptual 'design criteria with appropriate exhibits to indicate clearly the considerations involved (including applicable requirements of governmental authorities having jurisdiction as aforesaid) and the alternative solutions available to OWNER and setting forth ENGINEER' s findings and recommendations. This Report will be accompanied by ENGINEER's opinion of probable costs for the proj ect, including the following which will be separately itemized: Construction Cost, allowance for engineering costs and contingencies, and (on the basis of information furnished by OWNER) allowances for such other items as charges of all other professionals and consultants, for the cost of land and rights-of- way, for compensation for or damages to properties, for interest and financing charges and for other services to be provided by others for OWner. The total of all such costs, allowance, etc. are hereinafter called "Total Project Costs". 4.1.5 Furnish five (5) copies of the Study and Report documents and review them in person with OWNER. The Pre-design Investigation Phase will be completed and submitted within ..QQl calendar days following written authorization from OWNER to ENGINEER to proceed with that phase of services. 4.2 PRELIMINARY DESIGN PHASE After receipt of written authorization to proceed with the Preliminary Design Phase, ENGINEER shall: 4.2.1. In consultation with OWNER determine general scope, extent and character of the Project. 3 r " , J- ... -, , .... 4.2.2.. ENGINEER shall then prepare a Preliminary Design Report, preliminary plans and specifications and a written description for the Project. 4.2.3. preliminary Design Revort: Specific items to be addressed in the design report will include, but not be limited to: 4.2.3.1. Summary of construction requirements with appropriate drawings for each task included in the project. 4.2.3.2. Plans for providing water and sewer services for affected properties during construction. 4.2.3.3. needed. Summary geotechnical report for specific tasks, if 4.2.3.4. Special design considerations for Project tasks with conditions not covered in standard construction methods or specifications. 4.2.3.5. necessary. A traffic control plan for each project task, if 4.2.4. Design and Construction Survey: The ENGINEER shall conduct a design field survey of the project areas, as necessary, for locating existing utilities (such as gas, power, telephone, TV cables, water and sewer lines, irrigation facilities, fences, and approach driveways) and making measured drawings of or investigating conditions of existing facilities. The ENGINEER shall provide suitable horizontal and vertical reference control points for the construction phase. 4.2.5. Permits and Rights-of-Way: The ENGINEER shall obtain approved permits, licenses, and/or easement agreements from private landowners and any other agencies or entities requiring similar approvals prior to bidding. These approvals will be coordinated with the OWNER and will be made on easement and permit documents approved by the OWNER. Information and easement descriptions provided in the Basic Engineering Services will be based on date available from design surveys and courthouse records. 4.2.6. Geotechnical Explorations and Analysis: The ENGINEER shall conduct such geotechnical explorations and analysis as necessary for project design and bidding. A geotechnical report will be prepared with recommendations relating to conditions pertinent to the design and construction of the Project. Subsurface information will be obtained by reviewing any existing geotechnical data available and using additional backhoe test pits and soil borings as necessary. The ENGINEER shall, furnish copies of a geotechnical report as requested to OWNER for use by OWNER and Contractors, and review the results of the report with Contractors in a pre-bid meeting. The report is to be prepared for design purposes; ENGINEER will not be responsible if it is used by others for other purposes. 4 t r j. "" .. 4.2.7. Preliminary Plans and Soecifications. Prepare preliminary construction plans and specifications with information which addresses the special features of each project task. 4.2.8. Based on the information contained in the preliminary design documents, ENGINEER will submit a revised opinion of probable Total Project Costs to the OWNER. 4.2.9. ENGINEER shall prepare and furnish complete copies of preliminary bidding documents and design report as requested to OWNER and at the same time furnish copies as directed by OWNER to agencies and/or parties having regulatory responsibilities or direct financial participation in any part of the Project; provide any technical criteria, written descriptions and design data necessary for securing permits or approval from authorities having jurisdiction to review and approve the design, and assist owner in securing such approvals; and review documents in person with OWNER and review authorities, and, if necessary, conduct a plan-in-hand site review. All changes agreed to between ENGINEER and OWNER will be noted in a memorandum from the ENGINEER to the OWNER and incorporated into the final plans and specifications. The Preliminary Design Phase will be completed and submitted within iQQl calendar days following written authorization from OWNER to ENGINEER to proceed with that phase of services. 4.3 FINAL DESIGN PHASE After written authorization to proceed with the Final Design Phase, ENGINEER shall: 4.3.1. On the basis of the accepted Preliminary Design documents and the revised opinion of probable Total Project Costs, prepare for incorporation in the Contract Documents final drawings and Technical Specifications of sufficient detail to show the general scope, extent and detailed character of the work to be furnished and performed by the Contractor(s) suitable for use in the project bidding and construction, 4.3.2. Advise OWNER of any adjustments to the latest op~nwn of probable Total Project Costs caused by changes in general scope, extent or character or design requirements of the Project or Construction Costs. Furnish to OWNER a revised opinion of probable Total Project Costs based on the Drawings and Specifications. 4.3.3. Prepare for review and approval by OWNER, its legal counsel and other advisors, contract agreement forms, general conditions and supplementary conditions, and (where appropriate) bid forms, invitations to bid and instructions to bidders, special provisions, technical specifications, and standard drawings, and other related contract documents in conformance with the latest edition of the Montana Public Works Standard Specifications (MPWSS) and City of Bozeman Modifications to MPWSS adopted by the City of Bozeman, 5 t , ) -l ... 4.3.4. Furnish OWNER six copies of the Contract Documents (including design drawings, specifications and contracts). The Final Phase will be complete and submitted within i.Zn calendar days following written authorization from OWNER to ENGINEER to proceed with that phase of services. 4.4 BIDDING OR NEGOTIATING PHASE After written authorization to proceed with the Bidding or Negotiating Phase, ENGINEER shall: 4.4.1. Assist OWNER in advertising for and obtaining bids or negotiating proposals for construction contract(s) and record prospective bidders to whom Bidding Documents have been issued, receive and process deposits for Bidding Documents and conduct pre-bid conferences. 4.4.2. Provide interpretation or clarification to prospective bidders regarding the Bidding Documents, and issue addenda as appropriate. 4.4.3. Consult with and advise OWNER as to the acceptability of prime contractor, subcontractors, suppliers and other persons organizations proposed by the prime contractor(s) (herein "Contractor(s)") for those portions of the work as to which acceptability is required by the Bidding Documents. the and call such 4.4.4. Consult with OWNER concerning and determine the acceptability of substitute materials and equipment proposed by Contractor(s) when substitution prior to the award of contracts is allowed by the Bidding Documents. 4.4.5. Attend the Bid opening, prepare bid tabulation, evaluate bids, assess bidders' responsiveness and responsibility and make award recommendation to OWNER. 4.4.6 Facilitate contract award, and the execution and distribution of the contract documents for construction, materials, equipment and services. Furnish Owner two original signature sets of executed contract documents (including design drawings, specifications and contracts). Furnish contractor with one set of original signature executed contract documents and up to three sets of construction documents. 4.5 CONSTRUCTION PHASE The responsibilities of the ENGINEER during the Construction Phase are SWlll1larized as follows: 4.5.1. General Administration of Construction Contract. ENGINEER shall consult with and advise OWNER and act as OWNER'S representative as provided in EXHIBIT A - ENGINEER'S STATUS DURING CONSTRUCTION, attached to and made part of this Agreement and may be further provided under the 6 ... ! .. / , General Conditions of the contract documents. The extent and limitations of the authority, duties, and responsibilities of the ENGINEER on the construction job site as assigned here-in shall not be modified except as the ENGINEER may otherwise agree in writing. All of OWNER's instruction to Contractor(s) will be issued through ENGINEER who will have authority to act on behalf of OWNER to the extent provided in the General Conditions except as otherwise provided in writing. In addition to the services provided under Article 10 (Exhibit A) the ENGINEER shall provide the following services during construction: 4.5.1.1 Schedule and conduct a pre-construction conference. 4.5.1.2 Provide construction layout grade, and blue top personnel, equipment and supplies for and control, including establishment of line, control staking. 4.5.1.3 Review operations, and the implementation prior Contractors' construction schedules and Contractors' traffic control plans and its to the start of construction. 4.5.1.4 Ascertain that the Contractor has secured required permits needed to accomplish his work. 4,5.1.5 Prepare and provide weekly activity and progress reports to the City's Task Director. 4.5.1.6 ENGINEER shall provide OWNER copies correspondence between the ENGINEER and Contractor. of all 4.5.1.7 Issue stop and resume work orders, in whole or in part, when work is not or cannot be performed in accordance with the Contract Documents. 4.5.1.8 Review and approve, for conformance with the proj ect technical specifications all shop drawings, and other Contractor submittals required by the Contract Documents. 4.5.1.9 During construction review Contractors' schedules and evaluate conformance and progress under time provisions. construction the Contract 4.5.1.10 Prepare for OWNER'S approval any plan and specification changes which due to any initial design or engineering deficiencies are required to complete the project original design concept. 4.5.1.11 Inspect the project and when appropriate, and after conferring with OWNER, issue a Certificate of Substantial Completion to the Contractor. 4.5.1.12 Prior conduc t wi th the report to the to recommending final payment, schedule and OWNER a final project inspection and submit a OWNER documenting any outstanding items or 7 r ) -. deficiencies requiring correction prior to final payment. Upon satisfactory proj ect completion ENGINEER shall certify in writing to the OWNER, and any required regulatory agencies, that the construction was completed in accordance with the approved plans and specifications and is performing in accordance with the design concept. 4.5.1.13 Eleven months after project substantial completion schedule and conduct with the Owner a One Year Warranty Inspection of the project and advise the owner in writing whether project deficiencies exist and if the project is performing in accordance with the design concept. 4.5.2. Resident Project Representative. ENGINEER shall provide a qualified Resident Project Representative at the job site to provide observation of the work as provided in EXHIBIT B - A LISTING OF THE DUTIES, RESPONSIBILITIES AND LIMITATIONS OF AUTHORITY OF THE RESIDENT PROJECT REPRESENTATIVE., attached to and made part of this Agreement. The ENGINEER shall submit to the OWNER, for review and acceptance, the resume of each Resident Project Representative who may be assigned to the job site during the course of the Project not less than 10 calendar days prior to the pre-construction meeting. Any subsequent change in the resident representative shall also be subject to the OWNER'S approval. 4.5,3 Limitations of Responsibilities. ENGINEER will not be responsible for CONTRACTOR's means, methods, techniques, sequences or procedures of construction, or the safety precautions and programs incident thereto, and ENGINEER will not be responsible for CONTRACTOR's failure to perform or furnish the Work in accordance with the Contract Documents; however, nothing contained in this agreement shall be construed to release ENGINEER from liability for failure to properly perform duties and responsibilities assumed by ENGINEER in the Contract Documents. 4.6. PROJECT DOCUMENTATION ENGINEER shall furnish OWNER with (a) one mylar copy and two paper copies of the Project Record Drawings ("As-Builts"), (b) written monthly progress reports, and (c) a project notebook containing such correspondence and documentation as requested by OWNER. 4.7. CONSTRUCTION TESTING The inspection services shall include material testing and verification of contract compliance with job site requirements, plans and specifications. The ENGINEER shall provide and maintain detailed documentation of the following material testing: 8 .~ (.. .. 1) Concrete strength, air content and slump 2) Embankment, Trench backfill, and gravel and pavement densities 3) Aggregate gradations 4) Plant mix strength, flow and asphalt content ARTICLE 5 - ADDITIONAL SERVICES 5.1. If OWNER wishes ENGINEER to perform any of the following Additional Services, OWNER shall so instruct ENGINEER in writing, and ENGINEER shall perform or obtain from others such services and will be paid therefor as provided in the Agreement: 5.1.1. Legal land surveys performed to obtain data for preparing easements and rights-of-way descriptions. 5.1.2. Preparation of applications and supporting documents for governmental agencies in addition to those required under Basic Services; preparation or review of environmental studies and related services; and assistance in obtaining environmental approvals. 5,1.3. Services resulting from significant changes in the general scope, extent or character of the Project or major changes in documentation previously accepted by OWNER where changes are due to causes beyond ENGINEER's control. 5.1.4. Providing renderings or models. 5.1.5. Preparing documents for alternate bids requested by OWNER for work not executed or for out-of-sequence work. 5.1.6. Providing other services not otherwise provided for in the Agreement, including services normally furnished by the OWNER as elsewhere herein described. 5.1,7. Furnishing the services of independent professional associates or consultants for other than Basic Services. 5.2. When required by the Contract Documents in circumstances beyond ENGINEER's control, ENGINEER shall perform or obtain from others any of the following Additional Services as circumstances require during construction and without waiting for specific instructions from OWNER, and ENGINEER will be paid therefor as provided in this Agreement: 5.2.1. Services in connection with work directive changes and change orders to reflect the changes requested by OWNER if the resulting change in compensation for Basic Services is not commensurate with the additional services rendered. 5.2.2. Services in making revisions to Drawings and Specifications occasioned by the OWNER'S acceptance of substitutions proposed by Contractor(s); services after the award of each contract in evaluating and 9 J. l. -. I. determining the acceptability of an unreasonable or excessive number of substitutions proposed by Contractor; and evaluating an unreasonable or extensive number of claims submitted by Contractor(s) or others in connection with the work. 5.2.3. Services resulting from significant delays, changes or price increases occurring as a direct result of materials, equipment or energy shortages. 5.2.4. Additional or extended services during construction made necessary by (1) work damage by fire or other causes during construction, (2) a significant amount of defective or neglected work of any Contractor, (3) acceleration of the progress schedule involving services beyond normal working hours, (4) default by any Contractor. ARTICLE 6 - COMPENSATION FOR ENGINEERING SERVICE 6.1 LUMP SUM PAYMENT FOR DESIGN SERVICES AND EXPENSES OF ENGINEER 6.1.1 LumD Sum Payment. The OWNER shall for design phase services performed as Basic Engineering Services under sections 4.1 through 4.4 of this agreement pay a lump sum in the amount of $30.500 for such services. 6.1.2 Payment Schedule. Total cumulative payments for the design phase engineering services (sections 4.1 through 4.4) shall not exceed the following ceilings: $ 2.500(8% x of Design Fee) until the Pre-Design Investigation and report have been submitted to the OWNER and review Authorities. $ 16.500 (54% of design fee) until the Preliminary Plans and Specifications have been submitted to the OWNER and review authorities. $ 27.700 (91% of design fee) until the Final plans and Specifications have been submitted to the OWNER and review authorities. 6.1.3 General. Engineer shall submit monthly statements for services rendered. The statements shall be based upon Engineer's estimate of the proportion of the total services actually completed at the time of billing, subject to any limitations on Payments based on completion of tasks or specific retainage requirements pursuant to the payment provisions of the Agreement . 6.1.4 Reimbursable Expenses. Only those expenses specifically identified for payment under section 6.2 of this Agreement are reimbursable. All other design related expenses are included in the Lump Sum Payment for the Basic services (4.1 through 4.4) and are not separately reimbursable. Additional Services specifically identified under the scope of design services for payment under 6.1 are not separately reimbursable. 10 .lo .. 6.2 DIRECT LABOR COST PAYMENT FOR BASIC SERVICES AND EXPENSES OF ENGINEER. Construction and project documentation services performed as Basic Engineering Services under sections 4.5 through 4.7 including General Administration of Construction Contract, Resident Project Representation, Project Documentation, and Construction Testing, shall be compensated in accordance with the following: 6.2.1 The OWNER shall pay for Construction Phase and Project Documentation Services an amount not to exceed $18.300 except as provided under 6.2.1.2 and 6.2.4. 6.2.1.1 Costs Compensation. Compensation for these services shall be based on the ENGINEER's Direct Labor Cost (Salaries) times a factor of 2.80 for services rendered which shall cover Direct Labor, Direct Labor Overhead, General & Administrative Overhead and Profit. 6.2.1.2 Notification, At any time during the construction that it becomes apparent that the Construction Phase and Project Documentation Services rendered under this Agreement will exceed the negotiated compensation for these services, and prior to performing services in excess of the contract ceiling, the ENGINEER shall give OWNER written notice thereof. Promptly thereafter OWNER and ENGINEER shall review the scope and progress of the project work. ENGINEER shall obtain written authorization from OWNER, prior to any additional costs being incurred under paragraph 6.2.1.3, If it is determined that due to a change in project scope under paragraph 5.2.1, the ENGINEER is entitled to additional compensation, OWNER and ENGINEER may negotiate terms as provided under 6,2.1.1. The amount and terms of any additional compensation under 6.2.1.1 or 6.2,1.3 shall be negotiated and agreed in writing pursuant to 9.16. 6.2.1.3 Costs Exceeding Estimated Compensation. Except as allowed under 5.2.1, when the total cost of the original scope Construction Phase and proj ect Documentation Services exceeds the negotiated compensation for these services, the OWNER shall pay only for the direct costs incurred in excess of the estimated compensation. These costs consist of an amount equal to the ENGINEER'S Direct Labor Cost times a factor of 2.469 for services rendered which shall include Direct Labor, the federally audited payroll Direct Labor Overhead, and General & Administrative Overhead costs, but shall not include any allowance for profit. 6.2.2. Reimbursable Expenses, as defined in section 7.4 of this Agreement, for Basic Services and Approved Additional Services shall be paid to the ENGINEER by the OWNER in the actual amount of the costs incurred. 6.2.3. Failed Test Expenses, The ENGINEER shall maintain and provide to the OWNER, a record of the costs associated with failing quality control tests performed for the OWNER during the course of the construction of the project and recommend an amount the OWNER deduct from the contractor(s) payments. 11 " J. 6,2.4 The OWNER shall pay an amount for Additional Services rendered by the ENGINEER and approved in writing by the OWNER on the basis of the ENGINEER'S Direct Labor Costs times a factor of 2.80, or an amount otherwise negotiated at the time such services are requested and approved by the OWNER. ARTICLE 7 - MEANING OF TERMS 7.1 AGREEMENT As used herein the term "this Agreement~ refers to the contents of this document and its Exhibits attached hereto and referred to as if they were part of one and the same document. 7.2 CONSTRUCTION COSTS The construction cost of the entire Project (herein referred to as "Construction Cost") means the total cost to OWNER of those portions of the entire Project designed and specified by ENGINEER, but it will not include ENGINEER's compensation and expenses, the cost of land, rights-of-way, or compensation for or damages to, properties unless this Agreement so specifies, nor will it include OWNER's legal, accounting, insurance counseling or auditing services, or interest and financing charges incurred in connection with the Project or the cost of other services to be provided by others to OWNER. 7.3 DIRECT LABOR COSTS Direct Labor Costs used as a basis for payment mean salaries and wages paid to all ENGINEER's personnel engaged directly on the Project, including, but not limited to, engineers, architects, surveyors, designers, drafters, specification writers, estimators, other technical and business personnel; but does not include indirect payroll related costs or fringe benefits. For the purposes of this Agreement the principals and employees of the ENGINEER Direct Labor Costs are: Senior Engineer Staff Engineer Technicians CADD Drafter Construction Inspector Two Person Survey Crew Party Chief Clerical Vehicle Nuclear Densometer $ 26.80jhour $ 22.20jhour $ 12.90jhour $ 10.00jhour $ 13.40jhour $ 21. 00 jhour $ lS,OOjhour $ 9.70jhour $ 9.00/day $200.00/month 12 13 7.4 REIMBURSABLE EXPENSES Reimbursable Expenses mean the actual expenses incurred by ENGINEER or ENGINEER's independent professional associates or consultants directly in connection with the Project, such as expenses for: transportation and subsistence incidental thereto; obtaining bids or proposals from Contractor(s); subsistence and transportation of Resident Project Representatives and their assistants; toll telephone calls and telegrams; reproduction of reports, Drawings, Specifications, Bidding Documents and similar Project-related items; and if authorized in advance by OWNER, overtime work requiring higher than regular rates. In addition, when compensation for Basic Services is on the basis of Direct Labor Costs method of payment, Reimbursable Expenses will also include the amount billed to ENGINEER by special consultants employed by ENGINEER and authorized by OWNER (other than as an authorized Additional Services) and will also include expenses incurred for computer time and other specialized equipment, including an appropriate charge for previously established programs and expenses of photographic production techniques. ARTICLE 8 - PAYMENT PROVISIONS 8.1 TIMES OF PAYMENTS. ENGINEER may submit monthly statements for Basic Services and approved Additional Services rendered and for Reimbursable Expenses incurred; however, payments shall not exceed the ceilings provided in 6.1 and 6.2. Final payment shall be made only after acceptance of the project by the OWNER. If OWNER disputes the amount of the billing, OWNER will notify the ENGINEER in writing within ten (10) calendar days of the receipt of bill of the dispute. 8.2 REQUESTS FOR PAYMENT. Each request for payment shall include a documentation summary of the period incremental man hours incurred, direct labor rates and billed rates, detail of reimbursable costs, total period billing, and total cumulative billing. When requested by OWNER services for distinct proj ect segments shall be accounted and billed separately. 8.3 PAYMENT UNDER TERMINATION. In the event of termination by the OWNER upon the completion of any phase of the Basic Services, progress payments due ENGINEER for services rendered through such phase shall constitute total payment for such services, In the event of such termination by OWNER during any phase of the Basic Services, ENGINEER also will be reimbursed for the charges of pre-approved independent professional associates and consultants employed by ENGINEER to render Basic Services, and paid for services rendered during that phase on the basis of the payment provisions of the Agreement. In the event of any such termination, ENGINEER will be paid for unpaid pre-approved Additional Services and unpaid Reimbursable Expenses which are authorized under this agreement. 14 " I. ARTICLE 9 - GENERAL CONSIDERATIONS 9.1 TERMINATION OF AGREEMENT 9.1.1 The sole right is hereby reserved to the OWNER to terminate this Engineering Agreement for any and all causes or for it's convenience at any time upon fifteen (15) days written notice to the ENGINEER. 9.1.2 If termination for default is effected by the OWNER, an equitable adjustment in the price provided for in this Agreement shall be made, but (1) no amount shall be allowed for anticipated profit on unperformed services or other work, and (2) any payment due to the ENGINEER at the time of termination may be adjusted to cover any additional costs to the OWNER because of the ENGINEER's default. If termination for convenience is effected by the OWNER, the equitable adjustment shall include a reasonable profit, as determined by owner, for services or other work performed. The equitable adjustment for any termination shall provide for payment to the ENGINEER for services rendered and expenses incurred prior to the termination, in addition to termination settlement costs reasonably incurred by the ENGINEER relating to commitments which had become firm prior to the termination. 9.1.3 Upon receipt of a termination action under paragraph 9.1.2, the ENGINEER shall (1) promptly discontinue all affected work (unless the notice directs otherwise), and (2) deliver or otherwise make available to the OWNER within ten (10) days copies of all data, design drawings, specifications, reports, estimates, summaries and such other information and materials as may have been accumulated by the ENGINEER in performing this Agreement, whether completed or in process. 9.1.4 In the event this Contract is terminated prior to completion, the original copies of the ENGINEER'S data, recommendations, plans, specifications, analysis and other related documents prepared by the ENGINEER prior to said termination shall be delivered to and become the property of the OWNER. 9.1.5 Upon termination, the OWNER may take over the work and may award another party an Agreement to complete the work under this Agreement. 9.1. 6 OWNER'S right to terminate is in addition to any other remedies OWNER may have under the law. 9.2 INSPECTION AND AUDIT All books, papers, records, payrolls, vouchers and invoices relating to costs and expenditures incurred as to the performance of the services by the ENGINEER hereunder shall be made available to the OWNER, or their authorized representatives for audit and review, at the ENGINEER'S respective offices at all reasonable times during the contract period and for three years from the date of final payment. " " . . . 9.3 EMPLOYMENT The ENGINEER warrants that he has not employed or retained any company or persons, other than a bona fide employee, working solely for the ENGINEER, to solicit to secure this contract, and that he has not paid or agreed to pay any company or person, other than bona fide employees working solely for the ENGINEER, any fee, commission, percentage, brokerage fee, gifts or any other considerations contingent upon or resulting from the award or making of this Contract. For breach or violation of this warranty, the OWNER shall have the right to annul the Contract without liability or in its discretion to deduct from the price or consideration or otherwise recover the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee. All employees of the ENGINEER or other persons while engaged in the performance of work or services required by the ENGINEER shall be considered employees of the ENGINEER only and not of the OWNER. 9.4 NONDISCRIMINATION The ENGINEER will not discriminate on the basis of race, color, religion, creed, political ideas, sex, age, marital status, national origin or disability in employment or provision of services. The ENGINEER shall be subj ect to and comply with Title VI of the Civil Rights Act of 1964; Section 140, Title 2, United States Code, and all regulations promulgated thereunder. 9.5 SUBLETTING OR ASSIGNING OF YORK The ENGINEER shall not sublet or assign any of the work covered herein without prior written approval of the OWNER. 9.6 STANDARD OF CARE ENGINEER warrants that it will provide its services in accordance with the standards of care, skill, knowledge, and diligence normally exercised by a professional engineer in the performance of such engineering services. If any such service should be discovered to be not in conformance with this standard, the ENGINEER shall, at the OWNER'S request, re-perform the service at its own expense, Engineer shall also, at its own expense, make such changes, modifications or additions to the project which are made necessary as a result of the initial nonperformance or the re-performance of services. The OWNER's rights herein are in addition to any other remedies the OWNER may have under the law. 9.7 LEGAL RELATIONS The ENGINEER shall comply with all Federal, State, and Local laws and ordinances applicable to the work to be done. 15 " . . ' The ENGINEER agrees to indemnify, hold harmless and defend the OWNER and its officers, agents and employees against any and all actions, suits, claims, demands, costs, judgements, expenses (including a reasonable attorney's fee), and liability of any character whatsoever brought or asserted for any injury, death, or damage received or sustained by any person, persons, property, business or any other entity, arising out of or resulting from, or in connection with the performance of the work herein specified. The ENGINEER is not required to defend the OWNER from assertions that the OWNER was negligent, or indemnify the OWNER from liability based solely on OWNER's negligence. The indemnity required here shall not be limited by reason of the specification of any particular insurance coverage in this Agreement. The ENGINEER is and shall perform this agreement as an independent contractor, and as such, is responsible to the OWNER only as to the results to be obtained in the work herein specified, and to the extent that the work shall be done in accordance with the terms, plans and specifications. The ENGINEER shall have and maintain complete control over all of its employees, subcontractors, agents and operations, being responsible for any required payroll deductions and providing required benefits, such as, but not limited to, worker's compensation with statutory limits, and unemployment insurance. 9,8 INSURANCE The ENGINEER shall secure and furnish to the OWNER certificate of insurance, therein, naming the OWNER as an additional insured, to include thirty (30) days notice of cancellation or non-renewal. Without limiting any of ENGINEER's obligations hereunder, ENGINEER shall secure and maintain,until the work is completed and accepted by the OWNER, insurance coverage naming the OWNER as additional insured with minimum insurance coverage as follows: Type of Coverage Limits Employers' Liability: $ 100.000 per accident General Liability: Bodily Injury & Property Damage Single and combined $ 1.000,000 per accident Automobile: Bodily Iniury covering all automobiles, trucks, tractors, trailers, or other automotive equip- ment whether owned or rented by Engineer or owned by employees of Engineer. $ 500.000 each person $1.000,000 each occurrence 16 " Property Damage covering all automobiles, trucks, tractors, trailers or other automotive equipment whether owned or rented by Engineer or owned by employees of Engineer $ 500.000 each occurrence OR Bodilv Injury & Property Damage Single and combined $ 500.000 each occurrence Professional Errors & Omission: $ 1.000.000 per claim and aggregate each occurrence 9.9 ENDORSEMENT The ENGINEER shall place his endorsement on all drawings and other data furnished by him. 9.10 OWNERSHIP OF DOCUMENTS All schedules, data, exhibits, recommendations, design reports, plans, specifications, and other related documents prepared or obtained under the terms of the Contract are deemed to be the property of the OWNER and shall be delivered to the OWNER. 9.11 PUBLIC INFORMATION The ENGINEER shall not issue any statements, releases or information for public dissemination without prior approval of the OWNER. 9.12 PROPRIETARY RIGHTS If patentable discoveries or inventions should result from work required herein, all rights accruing from such discoveries or inventions shall be joint property of the ENGINEER and the OWNER. Provided that the OWNER, state agencies or political subdivisions and the United States Government shall have the irrevocable, nonexclusive, nontransferable and royalty-free license to use each invention in the manufacture, use and disposition, according to law, of any article or material, and in the use of any method that may be developed as part of the work described and contemplated herein. 17 DATE: 1-10-94 ENGINEE~ ~. ~ BY: / Ii )~. , (Pres ident) DATE: /0 -- )?- - q .:s .' 9.13 RECOlIDS The ENGINEER shall maintain accounting records and other evidence pertaining to the cost incurred and to make the records available at all reasonable times during the Contract term and for one (1) year from the date of final payment. Such accounting records and other evidence pertaining to the cost incurred will be made available for inspections by OWNER. 9.14 SUCCESSORS IN INTEREST The covenants, agreements and all statements in this Contract apply to and shall be binding on the heirs, personal representatives, successors and assigns of the respective parties. 9.15 ATTORNEY'S FEES AND COSTS That in the event it becomes necessary for either Party of this Contract to retain an attorney to enforce any of the terms or conditions of this Contract or to give any notice required herein, then the prevailing Party or the Party giving notice shall be entitled to reasonable attorney's fees and costs, including fees, salary, and costs of in-house counsel to include City Attorney. 9.16 MODIFICATIONS AND AMENDMENTS That any amendment or modification of this Contract or any prov1s1ons herein shall be made in writing or executed in the same manner as this original document and shall after execution become a part of this Contract, In witness Whereof, the Parties hereto do make and execute this Agreement. ATTESOO. ~/I // BY: . ;( J..Ln D vid J. aWfo~tJ~/ Bozeman Manager BY: BY: 18 1 EXHIBIT A TO AGREEMENT BETWEEN OWNER AND ENGINEER FOR PROFESSIONAL SERVICES ENGINEER'S STATUS DURING CONSTRUCTION This Exhibit is attached to, made a part of and incorporated by reference with the Agreement made on J>ln11>1ry 10, .l2..91L, between CITY OF BOZEMAN (OWNER) and Thomas, Dean & Hoskins, Inc., Bozeman, Montana (ENGINEER) providing for professional engineering services. ARTICLE 10 - ENGINEER'S STATUS DURING CONSTRUCTION 10.1. OWNERS'S REPRESENTATIVE ENGINEER will be OWNER's representative during the construction period. The duties and responsibilities and the limitations of authority of ENGINEER as OWNER's representative during construction are set forth in the Contract Documents and shall not be extended without written consent of OWNER and ENGINEER. 10.2. VISITS TO THE SITE ENGINEER will make visits to the site at intervals appropriate to the various stages of construction to observe the progress and quality of the executed Work and to determine, in general, if the Work is proceeding in accordance with the Contract Documents. ENGINEER will not be required to make exhaustive or continuous on-site inspections to check the quality or quantity of the Work. ENGINEER's efforts will be directed toward providing for OWNER's greater degree of confidence that the completed Work will conform to the Contract Documents. On the basis of such visits and on-site observations as an experienced and qualified design professional, ENGINEER will keep OWNER informed of the progress of the Work and will endeavor to guard OWNER against defects and deficiencies in the Work. 10.3. PROJECT REPRESENTATION If OWNER and ENGINEER agree, ENGINEER will furnish a Resident Project Representative to assist ENGINEER in observing the performance of the Work. The duties, responsibilities and limitations of authority of any such Resident Project Representative and assistants will be as provided in EXHIBIT B. A LISTING OF THE DUTIES. RESPONSIBILITIES AND LIMITATIONS OF AUTHORITY OF THE RESIDENT PROJECT REPRESENTATIVE. 10.4. CLARIFICATIONS AND INTERPRETATIONS ENGINEER will issue with reasonable promptness such written clarifications or interpretations of the requirements of the Contract Documents (in the form of Drawings or otherwise) as ENGINEER may determine necessary, which shall be 2 consistent with or reasonably inferable from the overall intent of the Contract Documents. If CONTRACTOR believes that a written clarification or interpretation justifies an increase in the Contract Price or an extension of the Contract Time and the parties are unable to agree to the amount or extent thereof, CONTRACTOR may make a claim therefor as provided in the General Provis ions of the construction Contract Document. 10.5. AUTHORIZED VARIATIONS IN WORK ENGINEER may authorize minor variations in the Work from the requirements of the Contract Documents which do not involve an adjustment in the Contract Price or the Contract Time and are consistent with the overall intent of the Contract Documents. These may be accomplished by a Field Order and will be binding on OWNER, and also on CONTRACTOR who shall perform the Work involved promptly. If CONTRACTOR believes that a Field Order justifies an increase in the Contract Price or an extension of the Contract Time and the parties are unable to agree as to the amount or extent thereof, CONTRACTOR may make a claim therefor as provided in the General Conditions of the Construction Contract. 10.6. REJECTING DEFECTIVE WORK ENGINEER will have authority to disapprove or reject Work which ENGINEER believes to be defective, and will also have authority to require special inspection or testing of the Work as provided in the General Provisions of the construction Contract Document whether or not the work is fabricated, installed, or completed. 10.7. SHOP DRAWINGS, CHANGE ORDERS AND PAYMENT 10.7.1. The ENGINEER's responsibility for Shop Drawings and samples shall comply with the shop drawing provisions of the General Provisions of the construction Contract Document 10.7.2. The ENGINEER's responsibilities for Change Orders shall comply with the change order provisions of the General Provisions of the construction Contract Document. 10.7.3. The ENGINEER's responsibilities for contractor's Application for Payment shall comply with the payment provisions of the General Provisions of the construction Contract Document 10.8. DETERMINATIONS FOR UNIT PRICES ENGINEER will determine the actual quantities and classifications of Unit Price Work performed by CONTRACTOR. ENGINEER will review with CONTRACTOR the ENGINEER's preliminary determinations on such matters before rendering a written recollUUendation thereon (by recollUUendation of an Application for Payment or otherwise) to OWNER. " 10.9. DECISION ON DISPUTES 10.9.1. ENGINEER will be the initial interpreter of the requirements of the Contract Documents and judge of the acceptability of the Work thereunder. Claims, disputes and other matters relating to the acceptability of the Work or the interpretation of the requirements of the Contract Documents pertaining to the performance and furnishing of the Work and claims under The General Conditions of the Construction Contract in respect of changes in the Contract Price or Contract Time will be referred initially to ENGINEER in writing with a request for a formal decision in accordance with this paragraph, which ENGINEER will render in writing within a reasonable time. Written notice of each such claim, dispute and other matter shall be promptly reported and copied to the OWNER. 10.9.2. When functioning as interpreter under paragraphs 10.8 and 10.9.1, ENGINEER will not show partiality to OWNER or CONTRACTOR and will not be liable in connection with any interpretation or decision rendered in good faith in such capacity. The rendering of a decision by ENGINEER pursuant to paragraphs 10.8 and 10.9.1 with respect to any such claim, dispute or other matter will be a condition precedent to any exercise by OWNER or CONTRACTOR of such rights or remedies as either may otherwise have under the Contract Documents or by Laws or Regulations in respect of any such claim, dispute or other matter. 10.10. LIMITATIONS ON ENGINEER'S RESPONSIBILITIES 10.10.1. Neither ENGINEER's authority to act under this Article or elsewhere in the Contract Documents nor any decision made by ENGINEER in good faith either to exercise or not exercise such authority shall give rise to any duty or responsibility of ENGINEER to CONTRACTOR, any Sub- contractor, any Supplier, or any other person or organization performing any of the Work, or to any surety for any of them. 10.10.2. Whenever in the Contract Documents the terms "as ordered", "as directed", "as required", "as allowed", "as approved" or terms of like effect or import are used, or the adjectives "reasonable", "suitable", "acceptable", "Proper" or "satisfactory" or adjectives of like effect or import are used to describe a requirement, direction, review or judgment of ENGINEER as to the Work, it is intended that such requirement, direction, review or judgment will be solely to evaluate the Work for compliance with the Contract Documents (unless there is a specific statement indicating otherwise). The use of any such term or adjective shall not be effective to assign to ENGINEER any duty or authority to supervise or direct the furnishing or performance of the Work or any duty or authority to undertake responsibility contrary to the provisions of paragraph 4.5.3. 3 1 EXHIBIT B TO AGREEMENT BETWEEN OWNER AND ENGINEER FOR PROFESSIONAL SERVICES A LISTING OF THE DUTIES, RESPONSIBILITIES AND LDlITATIONS OF AUTHORITY OF THE RESIDENT PROJECT REPRESENTATIVE. This Exhibit is attached to, made a part of and incorporated by reference with the Agreement made on Januarv 10 ,1994 ,between CITY OF BOZEMAN (OWNER) and Thomas, Dean & Hoskins, Inc. Bozeman, Montana 59715 (ENGINEER) providing for professional engineering services. ARTICLE 11 - DUTIES, RESPONSIBILITIES AND LIMITATIONS OF AUTHORITY OF THE RESIDENT PROJECT REPRESENTATIVE ENGINEER shall furnish a Resident Project Representative (RPR) , assistants and other field staff to assist ENGINEER in observing performance of the work of Contractor. Through more extensive on-site observations of the work in progress and field checks of materials and equipment by the RPR and assistants, ENGINEER shall endeavor to provide further protection for OWNER against defects and deficiencies in the work of CONTRACTOR; but, the furnishing of such services will not make ENGINEER responsible for or give ENGINEER control over construction means, methods, techniques, sequences or procedures or for safety precautions or programs, or responsibility for CONTRACTOR's failure to perform the Work in accordance with the Contract Documents and in particular the specific limitations set forth in section 8.5 of the Agreement are applicable. The duties and responsibilities of the RPR are limited to those of ENGINEER in this agreement and in the construction Contract Documents, and are further limited and described as follows: 11. 1. GENERAL RPR is ENGINEER's agent at the site, will act as directed by and under the supervision of ENGINEER, and will confer with ENGINEER regarding RPR's actions. RPR's dealings in matters pertaining to the on-site work shall in general be with ENGINEER and CONTRACTOR keeping OWNER advised as necessary. RPR's dealings with subcontractors shall only be through or with the full knowledge and approval of CONTRACTOR. RPR shall generally communicate with OWNER with the knowledge of and under the direction of ENGINEER. 11. 2. . , DUTIES AND RESPONSIBILITIES OF RPR 11.2.1. Schedules: Review the progress schedule, schedule of Shop Drawing submittals and schedule of values prepared by CONTRACTOR and consult with ENGINEER concerning acceptability. 11.2.2. such as and the minutes Conferences and Meetings: Attend meetings with CONTRACTOR, preconstruction conferences, progress meetings, job conferences project-related meetings, and prepare and circulate copies of thereof. 11.2.3. Liaison: 11.2.3.1. Serve as ENGINEER's liaison with CONTRACTOR, working principally through CONTRACTOR's superintendent and assist in understanding the intent of the Contract Documents; and assist ENGINEER in serving as OWNER's liaison with CONTRACTOR. 11. 2.3.2. Assist in obtaining from OWNER additional details or information, when required for proper execution of the Work. 11.2.4. Shop Drawings and Samples: 11.2.4.1. Record date of receipt of Shop Drawings and samples. 11.2.4.2. CONTRACTOR, examination. Receive samples which are furnished at the site by and notify ENGINEER of availability of samples for 11.2.4.3. Advise ENGINEER and CONTRACTOR of the commencement of any Work requiring Shop Drawing or sample if the submittal has not been approved by ENGINEER. 11.2.5. Review of Work. Reiection of Defective Work. Ins~ections and Tests: 11.2.5.1. Conduct on-site observations of the Work in progress to assist ENGINEER in determining if the Work is in general proceeding in accordance with the Contract Documents. 11.2.5.2. Report to ENGINEER whenever RPR believes that any Work is unsatisfactory, faulty or defective or does not conform to the Contract Documents, or has been damaged, or does not meet the requirements of any inspection, test or approval required to be made; and advise ENGINEER of Work that RPR believes should be corrected or rejected or should be uncovered for observation, or requires special testing, inspection or approval. 11.2.5.3. Verify that tests, equipment and systems startup and operating and maintenance training are conducted in the presence of appropriate personnel, and the CONTRACTOR maintains adequate records 2 11. 2.5.4. Accompany visiting inspectors representing other agencies having jurisdiction over the Project, results of these inspections and report to ENGINEER. public or record the thereof; and observe, record and report to ENGINEER appropriate details relative to the test procedures and startup. 11.2.6. Interpretation of Contract Documents: Report to ENGINEER when clarifications and interpretations of the Contract Documents are needed and transmit to CONTRACTOR clarifications and interpretations as issued by ENGINEER. 11.2.7. Modifications: Consider and evaluate CONTRACTOR's suggestions for modifications in Drawings or Specifications and report with RPR' s recommendations to ENGINEER. Transmit to CONTRACTOR decisions as issued by ENGINEER. 11.2.8. Records: 11.2.8.1. Maintain at the job site orderly files for correspondence, reports of job conferences, Shop Drawings and samples, reproductions of original Contract Documents including all Work Directive Changes, Addenda, Change Orders, Field Orders, additional Drawings issued subsequent to the execution of the Contract, ENGINEER's clarifications and interpretations of the Contract Documents, progress reports, and other proj ect related documents. ll.2.8.2. Keep a detailed and accurate diary or log book, recording CONTRACTOR hours on the job site, weather conditions, prime and subcontractor daily work force, daily log of equipment on- site or on standby, data relative to questions of Work Directive Changes, Change Orders or changed conditions, list of job site visitors, daily activities, decisions, observations in general, and specific observations in more detail as in the case of observing test procedures; and send copies to ENGINEER. 11.2.8.3. Record names, addresses and telephone numbers of all CONTRACTORS, subcontractors and major suppliers of materials and equipment. 11.2.9. Reports: 11.2.9.1. Furnish ENGINEER periodic reports as required of progress of the Work and of CONTRACTOR's compliance with the progress schedule and schedule of Shop Drawing and sample submittals. 11.2.9.2. Consult with ENGINEER in advance of scheduled major tests, inspections or start of important phases of the Work. 3 , '. 11.2.9.3. Draft proposed Change Orders and Work Directive Changes, obtaining backup material from CONTRACTOR and recommend to ENGINEER Change Orders, Work Directive Changes, and Field Orders. 11.2.9.4. Report immediately to ENGINEER and OWNER upon the occurrence of any accident. 11. 2 .lO. Payment Reauests: Review applications for payment with CONTRACTOR for compliance with the established procedure for their submission and forward with recommendations to ENGINEER, noting particularly the relationship of the payment requested to the schedule of values, Work completed and materials and equipment delivered at the site but not incorporated in the Work. ll.2.ll. Certificates. Maintenance and Ooeration Manuals: During the course of the Work, verify that certificates, maintenance and operation manuals and other data required to be assembled and furnished by CONTRACTOR are applicable to the items actually installed and in accordance with the Contract Documents, and have this material delivered to ENGINEER for review and forwarding to OWNER prior to final payment for the Work. 11.2.12. Comoletion: ll.2.12.1. Submit to CONTRACTOR, and ENGINEER a list of observed items requiring completion or correction before ENGINEER may issue a Certificate of Substantial Completion. 11.2.12.2 Assess completion or correction of items noted under 11.2.l2.1, advise ENGINEER on their status, and make recommendation to Engineer regarding issuance of a Certificate of Substantial completion. 11.2.12.3. Conduct final inspection in the company of ENGINEER, OWNER, and CONTRACTOR and prepare a final list of items to be completed or corrected. 11.2.12.4. Observe that all items on final list have been completed or corrected and make recommendations to ENGINEER concerning final acceptance. 11.3. LIMITATIONS OF AUTHORITY Resident Project Representative: ll.3.l. Shall not authorize any deviation from the Contract Documents or substitution of materials or equipments, unless authorized by ENGINEER. ll.3.2. Shall not exceed limitations of ENGINEER's authority as set forth in the Agreement or the Contract Documents. 4 5 11.3.3. Shall not undertake any of the responsibilities of CONTRACTOR, subcontractors or CONTRACTOR's superintendent. 1l.3.4. Shall not advise on, issue directions relative to or assume control over any aspect of the means, methods, techniques, sequences or procedures of construction unless such advice or directions are specifically required by the Contract Documents. ll. 3 . 5. Shall not advise on, issue directions regarding or assume control over safety precautions and programs in connection with the Work. 11.3.6. Shall not accept Shop Drawing or sample submittals from anyone other than CONTRACTOR. 11.3.7. part. Shall not authorize OWNER to occupy the Project in whole or in ll.3 . B. Shall not participate in specialized field or laboratory tests or inspections conducted by others except as specifically authorized by ENGINEER. , .' HIGHLAND BOULEVARD (KAGY TO NO. OF HOLLY ST.) PERSON HOUR SUMMARY . . IACI1VITY/DESCRIPTION ENGINEER ENGR. TECH. DRAFTSMAN SURVEYOR CLERICAL Obtain & Review Project Informatior 4 2 - - -- Pre-Design Meeting 6 4 - - 1 Pre-Design Investigation & Report 10 4 8 - 8 Sub-Contractor Coordination 2 - - - - Surveys 2 - - 48 - Scope of Work 4 - - - 2 Preliminary Design Report 4 4 12 - 6 Preoare Preliminary Plans Geometric Layout (Aerial Photos) 10 - 16 - - RDS Coding 8 - - - - Construction Plans 17 - 104 - 4 Utility Plans 2 - 8 - - Cross-Sections 3 - 16 - - Signing & Pavement Marking 3 4 4 - - Storm Drainage 4 6 16 - 1 Traffic Control Plan 4 - 12 - 2 Lighting/Electrical 6 - 16 - 1 Special Provisions 4 -- - - 2 Cost Estimate 2 4 4 - 1 P.P.I.H. & Report 8 2 - - 2 Prenare Final Plans RDS Coding 8 - - - - Construction Plans 18 -- 45 - 4 Geometric Layout 2 - 4 -- -- Utility Plans 1 - 8 - -- Cross Sections 2 - 16 -- - Signing & Pavement Marking 1 3 4 - -- Storm Drainage 3 - 12 - 2 Traffic Control Plan 3 -- 6 - 1 Lighting/Electrical 4 -- 10 -- 2 Special Provisions 8 - -- - 2 .. HIGHLAND BOULEVARD (KAGY TO NO. OF HOLLY ST.) PERSON HOUR SUMMARY ACTIVITY/DESCRIPTION ENGINEER ENGR.1ECH. DRAFfSMAN SURVEYOR CLERICAL Cost Estimates 4 12 4 173 4 2 2 &H Quality Control Check 48 4 47 1 324 10 47 N01E: During contract negotiations, the Scope of Work will be further defined, which may result in adjustments to the projected person hours for this project. Outside Consultants: Geotechnical - Braun 3 drill holes (on ridges), logs & testing CBR for Pavement Design $ 1,600 I HIGHLAND BOULEVARD I (KAGY TO NO. OF HOLLY ST.) ACTIVITY/DESCRIPTION ENGINEER ENGR.1ECH. DRAFTSMAN SURVEYOR CLERICAL Biddinv :Inri Contract Phase Answer Contractor Inquiries 6 - 2 - 2 Review Bid - Make Recommendation 2 - - - 1 Assembly Contract Documents 1 - - - 4 Construction Preconstruction Conference 4 - - - 1 Shop Drawing Review 8 - - - 3 Construction Staking - - - 40 - Inspection/Material Testing - 333 -- -- -- Construction Management including 16 - -- -- 3 Pay Request Review Final Inspection 4 4 - - - As Constructed Drawings 1 3 16 - -- TOTAL CONSlRUcnON 42 340 18 40 14 TOTAL PROJECf 201 379 331 88 47 "- FEE COMPUTATION HIGHLAND BOULEVARD - KAGY NORlH DESCRIPTION HOURS RA1E/HR TOTAL AMOUNT DESIGN SERVICES Engineer 173 62.00 10,726.00 Engineering Tech. 47 47.00 2,209.00 Draftsman 324 36.00 11,664.00 Survey - 2 man crew 24 59.00 1,416.00 Oerical 47 27.00 1,269.00 Plotting & Printing 1,000.00 Mileage & Misc. 200.00 Soil Boring - Geotech 1.600.00 TOTAL 30,084.00 CONSTRUCTION PHASE Engineer 42 62.00 2,604.00 Inspector 340 37.50 12,750.00 Draftsman 18 28.00 504.00 Surveyor - 2 man crew 20 59.00 1,180.00 Clerical 14 27.00 378.00 Vehide 70 9.00/day 630.00 Mylars, Printing & Misc. 300.00 TOTAL 18,346.00 HIGHLAND BOULEVARD - KAGY NORTH SCHEDULE 3 MONTri 4 5 6 7 8 I Pre-Desion Investigation . Survey & Data Collection Soil Borull! & Testin~ PrelinunalV Deiim Report Desim Computation PrelimmalV Plans PPIH & Report Fmal Plans Soecification Qualitv Check ICffYReVlew I AdvertIse for Bids Award & Prepare Contract Documents r ConstructIOn - 2 112 Months 1 2 :<~;: 0'''''''1' &,," "~,. ,:,::;$ . ' ltm.m &1' \]:[1/ ':,.xiii. ,~ ;~~~ ii;;i; ::1il' [i~ .;:;;~i @:~!~M:1;m M:WWf Jh%:.IU "~'l'::::";;:;';'% "ii:::'::''':;:;S'~~ $;:,:,.... '~ m I !'''',~, ,:~.,~ :<$"'" ,:;:;:,:. t:l::~ili ;:::i!bt:Xf::<f::::::-:: I .,1 j AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT HIGHLAND BOULEVARD RECONSTRUCTION PROJECT THIS AGREEMENT made as of this 1st day of May , 1995, between THE CITY OF BOZEMAN. a Municipal Corporation. Bozeman. Montana. herein referred to as OWNER and THOMAS. DEAN & HOSKINS. INC.. 111 North Tracy. Bozeman. Montana, herein referred to as ENGINEER. WHEREAS. the parties have entered into a Professional Services Agreement dated January 10, 1994. herein referred to as Original Agreement, a copy of which is attached hereto as Exhibit No. 1 for professional engineering services to reconstruct Highland Boulevard from Kagy Boulevard northerly to the north limits of the new Hyalite View Subdivision (north of Holly Drive); and, WHEREAS, the parties desire to amend the provisions of this Agreement, NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS CONTAINED HEREIN, the parties agree as follows: 1. Section 4.1 of the Original Agreement relating to Pre- Design Investigation Phase is amended by adding sections 4.1.6 and 4.1.7 as follows: "4.1.6 Prepare a revised Pre-design Report with presentation of new alternatives to the City Commission, which alternatives will contain the following: Alternative No. 1 1) Plan a straight alignment, in the east half of the right-of-way, matching the existing east curb. A preliminary profile will be computed. 2) Change the typical section in the Pre-Design Report to show the sidewalk beginning one (1) foot from the property line (right-of-way) and extending five (5) feet. This puts the west edge of sidewalk six (6) feet from the right-of-way line and four and one-half (4~) feet from the back of curb. The finished grade of sidewalk shall be no more than one foot above the back of curb and in no case will the sidewalk be lower than the curb. This will result in a retaining wall in some areas, with the base of the wall encroaching upon adjacent properties. 3) plan a seven (7) foot median between the section being modified in the east half of the right-of-way and the future section in the west half of the right-of-way. 4) Update cost estimate to incorporate retaining walls. $37,200.00 (91% of Design Fee) until the Final Plans and Specifications have been submitted to the Owner and review authorities." Alternative No. 2 1) Plan a straight alignment, shifted to the west from the current alignment. The amount of shift will depend upon findings during preliminary design. The existing power poles on the east side may need to be relocated. The entire length of the project will be shifted, not just the north segment. A preliminary profile will be computed. 2) The alignment will allow for future construction of two additional lanes west of the proposed construction. The ultimate section planned is sixty (60) feet between backs of curbs (four twelve foot driving lanes and two six foot bike lanes, which include the curb and gutter sections) . 3) No median is planned. The future lanes would begin where the proposed west lip-of-gutter would be constructed. 4) Prepare a typical section and a cost estimate. 4.1.7 Perform a stop sign warrant analysis at the intersection of Highland Boulevard and Kagy Boulevard to determine whether a four way stop is appropriate." 2. Section 6.1.1 of the original Agreement relating to lump sum payment is amended to read: "6.1.1 Lump Sum Pavment. The Owner shall for design phase services performed as Basic Engineering Services under sections 4.1 through 4.4 of this agreement pay a lump sum in the amount of $40,850.00 for such services." 3. Section 6.1.2 of the original Agreement relating to payment schedule is amended to read: "6.1.2 Payment Schedule. Total cumulative payments for the design phase engineering services (sections 4.1 through 4.4) shall not exceed the following ceilings: $3,300.00 (8% :t of Design Fee) until the Pre-Design Investigation and report have been submitted to the Owner and review authorities. $22,100.00 (54% of Design Fee) until the Preliminary Plans and Specifications have been submitted to the Owner and review authorities. CITY OF BOZEMAN BY'~~~/ 2. L~&,' Cl Y Manager 4. The attached tables to the original Agreement shall be replaced by the tables attached to this Amendment. 5. Except as specifically amended herein, the Original Agreement of January 10, 1994 shall remain in full force and effect and the parties shall be bound by all terms and conditions therein. IN WITNESS WHEREOF, the parties hereto do make and execute this Agreement on the day and year first above written. ATTEST: (2~;/ ~ Robin L. Sullivan Clerk of Commission ATTEST: By, OCbJtUi1fIJ HIGHLAND BOULEVARD (KAGY TO NO. OF HOLLY ST.) PERSON HOUR SUMMARY ~ January 10. 1995 ACTIVITY /DESCRIPTION ENGINEER ENGR.TECH. DRAFTSMAN SURVEYOR CLERICAL Obtain & Review Project Information 8 2 -- -- .. Pre-Design Meeting 6 4 u -- 1 Pre.Design Investigation & Report 25 4 16 -- 12 Sub-Contractor Coordination 2 -- -- -- u Surveys 4 -- -- 66 u Stop Sign Warrant 5 12 u u -- Scope of Work 8 -- -- -- 7 Preliminary Design Report 6 8 16 -- 9 Preoare Preliminarv Plan/Alternative Evaluation Geometric Layout (Aerial Photos) 20 ~~ 32 -- .. RDS Coding 12 u -. u u Construction Plans 27 -- 170 ~~ 7 Utility Plans 4 u 15 u .. Cross-Sections 7 -- 30 .- .~ Signing & Pavement Marking 3 4 4 -- -- Storm Drainage 4 6 17 -- 2 Traffic Control Plan 4 -- 12 -- 2 Lighting/Electrical 6 u 16 -- 1 Special Provisions 4 -- -- -- 2 Cost Estimate 2 4 4 -. 1 P.P.I.H. & Report 8 2 -- .. 2 Preoare Final Plans RDS Coding 8 -- -- -- -- Construction Plans 18 -- 45 -. 4 Geometric Layout 2 -- 4 -- -- Utility Plans 1 .- 8 -- -- Cross Sections 2 -- 16 -- -- Signing & Pavement Marking 1 3 4 -- -- Storm Drainage 3 -- 12 .- 2 Traffic Control Plan 3 h 6 .- 1 HIGHLAND BOULEVARD (KAGY TO NO. OF HOLLY ST.) PERSON HOUR SUMMARY - January 10, 1995 ACTIVITY /DESCRIPTION ENGINEER ENGR.TECH. DRAFTSMAN SURVEYOR CLERICAL Lighting/Electrical 4 10 2 Special Provisions 8 2 Cost Estimates 4 4 2 2 D&H Quality Control Check 12 Final Check Plans 4 10 1 4 OTAL 235 63 440 66 63 NOTE: During contract negotiations, the Scope of Work will be further defined, which may result in adjustments to the projected person hours for this project. Geotechnical: 3 drill holes (on ridges), logs & testing CBR for Pavement Design $ 1,600 HIGHLAND BOULEVARD (KAGY TO NO. OF HOLLY ST.) ACTIVITY /DESCRIPTION ENGINEER ENGR.TECH. DRAFTSMAN SURVEYOR CLERICAL Biddina and Contract Phase Answer Contractor Inquiries 6 -- 2 -- 2 Review Bid - Make Recommendation 2 .. -- -- 1 Assembly Contract Documents 1 -- ~~ .. 4 Construction Preconstruction Conference 4 -- -- -- 1 Shop Drawing Review 8 -- -- -- 3 Construction Staking .. -- -- 40 -- Inspection/Material Testing -- 333 -- -- -- Construction Management including Pay Request Review 16 -- -- -- 3 Final Inspection 4 4 -- -- -- As Constructed Drawings 1 3 16 -- -- TOTAL CONSTRUCTION 42 340 18 40 14 TOTAL PROJECT 277 403 458 106 77 , . FEE COMPUTATION -January 10, 1995 HIGHLAND BOULEVARD - KAGY NORTH DESCRIPTION HOURS RATE/HR TOTAL AMOUNT DESIGN SERVICES Engineer 235 62.00 14,570.00 Engineering Tech. 63 47.00 2,961.00 Draftsman 440 36.00 15,840.00 Survey - 2 man crew 33 59.00 1,947.00 Clerical 63 27.00 1,701.00 Plotting & Printing 1,900.00 Mileage & Misc. 350.00 Soil Boring - Geotech 1.600.00 TOTAL 40,869.00 CONSTRUCTION PHASE Engineer 42 62.00 2,604.00 Inspector 340 37.50 12,750.00 Draftsman 18 28.00 504.00 Surveyor - 2 man crew 20 59.00 1,180.00 Clerical 14 27.00 378.00 Vehicle 70 9.00/day 630.00 Mylars, Printing & Misc. 300.00 TOTAL 18,346.00 . , J . I t . , AMENDMENT NO.2 TO PROFESSIONAL SERVICES AGREEMENT -ffiGHLAND BOULEVARD RECONSTRUCTION PROJECT- THIS AGREEMENT made as of this 17th day of .July , 1995 between THE CITY OF BOZEMAN, a Municipal Corporation, Bozeman Montana, herein referred to as OWNER and THOMAS, DEAN & HOSKINS, INC., 111 North Tracy, Bozeman, Montana, herein referred to as ENGINEER. WHEREAS, the parties have entered into a Professional Services Agreement dated January 10, 1994, herein referred to as Original Agreement, for professional engineering services to reconstruct Highland Boulevard from Kagy Boulevard northerly to the north limits of the new Hyalite View Subdivision (north of Holly Drive) ; and, WHEREAS, the parties have approved AMENDMENT NO.1 to the January 10, 1994 agreement for evaluating other alternative, which is under consideration by the OWNER; and, WHEREAS, the parties desire to amend the provisions of this Agreement, NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS CONTAINED HEREIN, the parties agree as follows: 1. section 4.2 of the Amended Agreement relating to Preliminary Design Phase is amended by adding sections 4.2.10 as follows: "4.2.10 Design a bicycle/pedestrian path from Kagy Boulevard to East Main Street as follows: The southern portion of the project from Kagy to Holly Street could be designed as part of the current design for the reconstruction of Highland Boulevard. The design from Holly Street north to Main Street could be accommodated with a 200 scale drawing based on the as-builts from the original construction of Highland Boulevard. This would include using approximately 6 cross-sections along that portion of the project to confirm the earthwork and possible conflicts. The remainder of that segment of the project appears open and clear of obstacles. The alignment that was proposed is approximately 15' behind the west back-of-curb. The path would meander in this general vicinity, but would meet all the current curb drops where streets and driveways intersect Highland Boulevard from the west. An asphalt pavement section is proposed, that is 8' to 10' wide, plus a l' gravel shoulder on each side. The paving section would be determined during design, but should accommodate some sort of plowing vehicle, such as a jeep. For this reason, the III 1 , , . , . , c, J. I [ . surface of the improved path will be only slightly above the existing grade. The grades will meet ADA requirements, except where unfeasible. The trail will be appropriately signed at the termini to indicate actual grades. However, the project will be as accessible as reasonably possible within the scope of work. The contractor will field-fit the alignment of the path in most areas of the project. Some minimum curve radii and maximum and minimum cross-slopes will be set. A plan for signage will be provided, so bike and vehicular traffic can be coordinated." 2. section 6.1.1 of the Amended Agreement relating to lump sum payment is amended to read: "6.1.1 Lumo Sum Payment. The OWNER shall for design phase services performed as Basic Engineering services under sections 4.1 through 4.4 of this agreement pay a lump sum in the amount of $46,550.00 for such services." 3. Section 6. 1.2 of the Amended Agreement relating to payment schedule is amended to read: "6. 1.2 Payment Schedule. Total cumulative payment for the design phase engineering services (section 4.1 through 4.4) shall not exceed the following ceilings: $3,700.00 (8% +/- of Design Fee) until the Pre-Design Investigation and report have been submitted to the Owner and review authorities. $25,100.00 (54% of Design Fee) until the Preliminary Plans and Specifications have been submitted to the Owner and review authorities. $42,400.00 (91% of Design Fee) until the Final Plans and Specifications have been submitted to the Owner review authorities." 4. section 6.2.1 of the Amended Agreement relating to payment for construction service is amended to read: "6.2.1 The OWNER shall pay for Construction Phase and Project Documentation Services an amount not to exceed $22,500.00 except as provided under 6.2.1.2 and 6.2.4. 6.2.1.1 Costs Compensation. Compensation for these services shall be based on the ENGINEER's Direct Labor Cost (Salaries) times a factor of 2.80 for services rendered which shall cover Direct Labor, Direct Labor Overhead, General & Administrative Overhead and Profit. 6.2.1. 2 Notification. At any time during the construction that it becomes apparent that the Construction Phase and Project Documentation .---J APPRO.~.'. AS, 'f'. /) F. ~~:.. '. . '.' C{' By: OCl L/ "~;/A -( {({ ./ City Atto~~ -~ , '" , . . ' , . ~ , . ' I. services rendered under this Agreement will exceed the negotiated compensation for these services, and prior to performing services in excess of the contract ceiling, the ENGINEER shall give OWNER written notice thereof. Promptly thereafter OWNER and ENGINEER shall review the scope and progress of the project work. ENGINEER shall obtain written authorization from OWNER, prior to any additional costs being incurred under paragraph 6.2.1.3. If it is determined that due to a change in project scope under paragraph 5.2.1, the ENGINEER is entitled to addi tional compensation, OWNER and ENGINEER may negotiate terms as provided under 6.2.1.1. The amount and terms of any additional compensation under 6.2.1.1 or 6.2.1.3 shall be negotiated and agreed in writing pursuant to 9.16. 6.2.1.3 Costs Exceedinq Estimated Compensation. Except as allowed under 5.2.1, when the total cost of the original scope Construction Phase and proj ect Documentation Services exceeds the negotiated compensation for these services, the OWNER shall pay only for the direct costs incurred in excess of the estimated compensation. These costs consist of an amount equal to the ENGINEER'S Direct Labor Cost times a factor of 2.469 for services rendered which shall include Direct Labor, the federally audited payroll Direct Labor Overhead, and General & Administrati ve Overhead costs, but shall not include any allowance for profit." 5. Except as specifically amended herein, and by the approved Amendment No.1, under OWNER consideration, the Original Agreement of January 10,1994 shall remain in full force and effect and the parties shall be bound by all terms and conditions therein. IN WITNESS WHEREOF, the parties hereto do make and execute this Agreement on the day and year first above written. ATTEST Robin L. . . . Amendment No. 3 to Professional Services Agreement Highland Boulevard Reconstruction Project THIS AMENDMENT is made as of this 5th day of May ,1997, between THE CITY OF BOZEMAN, a Municipal Corporation, Bozeman, Montana, herein referred to as OWNER and Thomas, Dean & Hoskins, Inc., an Engineering Consulting Firm of Bozeman, Montana, herein referred to as ENGINEER. WHEREAS, the parties have entered into a Professional Services Agreement dated January 10, 1994, herein referred to as Original Agreement for professional engineering services to reconstruct Highland Boulevard from Kagy Boulevard northerly to the north limits of the new Hyalite View Subdivision (north of Holly Drive), amended by the May 1, 1995 Amendment No. 1 to Professional Services Agreement, and the July 17, 1995 Amendment No.2 to Professional Services Agreement; and, WHEREAS, the inspection service needs and costs for the Highland Boulevard Reconstruction significantly exceeded those anticipated under the contract. WHEREAS, the Montana Department of Transportation, herein referred to as the "Department", has awarded the OWNER enhancement funds under the Montana Community Transportation Enhancement Program (CTEP) for purposes of constructing a pedestrian and bicycle pathway, project number STPE 1215 (1); and, WHEREAS, the OWNER has complied with state and federal procurement requirements regarding the selection of consultants; and WHEREAS, the OWNER desires to amend its existing contract and amendments with the ENGINEER as hereinafter provided to assure the effective design and construction of the project; and, WHEREAS, the parties desire to abide by all of the requirements of the Montana Community Transportation Enhancement Program (CTEP), NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS CONT AINED HEREIN, the parties hereto do mutually agree as follows: 1. Section 9.7 of the original Professional Services Agreement relating to Legal Relations is amended by adding the following: "9.7.1 It is understood by the parties hereto that the ENGINEER is an independent Contractor and that neither its principals nor its employees, if any, are emplorees of the OWNER for purposes of tax, retirement system, or social security (FICA) withholding and that no deductions made from the payments under this Agreement for federal or state income tax, FICA (social security), retirement or other reasons will be withheld by the OWNER. It is further understood that pursuant to section 39-71-401, MCA, the ENGINEER has obtained, and will maintain at its expense for the duration of this Agreement, coverage in a workers' compensation plan for its principles and employees for the services to be performed hereunder." . . . 2. Article 1 of the original Professional Services Agreement relating to Engineering Services is amended by addmg section 1.3 as follows: "1.3 This Amendment takes effect as of the date first written above. The services to be performed by the ENGINEER will be completed no later than September 30, 1997." 3. Section 4.2 of the original Professional Services Agreement relating to the Preliminary Design Phase is amended by adding section 4.2.11 as follows: "4.2.11 The pedestrian/bicycle path project design scope has increased to include vertical and horizontal alignment recommendations, show alignment consistently in the plan view, specify excavation to be spoiled in the right-of-way, and revise the typical section. It is understood and agreed by the parties that the services of the ENGINEER do not include any of the following: the disbursement or accounting of funds distributed by the OWNER's financial officer, legal advice, fiscal audits or assistance with activities not related to the CTEP project." With respect to the pedestrian and bicycle pathwar' Section 9.6 of the original Professional Services Agreement relating to Standard 0 Care is amended by adding the following sections: "9.6.1 The ENGINEER will be responsible for the accuracy of the pedestrian and bicycle pathway engineering work and will promptly make necessary revisions or correctlOns resulting f~om errors and omissions on the part of the ENGINEER without additional compensatlOn. 4. 9.6.1.1 If any errors are made by the ENGINEER in any phase of the work under this Agreement which may require additional field or office work, the ENGINEER will be promptly notified and will be required to perform such additional work as may be necessary to correct these errors without undue delay and without additional cost to the OWNER. Acceptance of the work will not relieve the OWNER of the responsibility for subsequent correction of any such errors and the clarification of any know ambiguities. 9.6.1.2 Construction J?roblems or conflicts arising as a result of design or plan errors or omissions will be consIdered the ENGINEER's responsibility. The ENGINEER will be notified of all such errors and omissions and may be requested to assist in determining corrective action at no cost to the OWNER. The liability of the ENGINEER for the cost of the corrective action will be determined by the OWNER following discussions between the OWNER and the ENGINEER." 5. Section 6.2.1.2 of the original Professional Services Agreement relating to Notification is amended by adding the following section: "6.2.1.2.1 If, during the terms of the Amendment, additional services are required other than those services identified in the Scope of Work, or major changes in the work become necessary or desirable the OWNER may, in writing, order the ENGINEER to perform such services or make such changes or, if the ENGINEER is of the opinion that any work he has been directed to perform is beyond the scope of this Agreement and constitutes extra work, the ENGINEER must promptly notify the OWNER in writing prior to performing such work." . . . , , 6. With respect to the pedestrian and bicycle pathway, Section 6.2.1.3 of the original Professional Services Agreement relating to Costs Exceeding Estimated Compensation is amended by adding the following paragraphs: In the event the OWNER determines that such work does constitute extra work, the ENGINEER will be reimbursed at the unit prices provided in the ENGINEER's proposal, Exhibit "D", or as provided for in the Original Agreement, and additional time for completion of the contract will be given. Before such work is undertaken, the ENGINEER and the OWNER will, by mutual written agreement, determine the scope of the work and the related cost. Compensation will be determined before the operations begin and as soon as circumstances permit. In the event that a mutual agreement is not reached in negotiations for an increase in work, the OWNER will use other methods to accomplish such item(s) of work." 7. Article 3 of the original Professional Services Agreement relating to Owner's Responsibilities is amended by adding the following: "3.6 In addition to the obligations of the OWNER to the ENGINEER listed elsewhere in this Agreement, the OWNER shall: 3.6.1 As far as possible cooperate with the ENGINEER in making necessary arrangements with public officials and with such individuals as the ENGINEER may need to contact for advise, counsel, and information. 3.6.2 Provide all approvals of the ENGINEER's formal submittals in writing in all instances. If verbal aprrovals are first given in the interest of progressing the work, such v:erbal approvals shal be confirmed in writing by the OWNER at the earliest possible tIme. 3.6.3 Provide all available existing data for the project." 8. Article 10 of the original Professional Services Agreement relating to Engineer's Status During Construction is amended by adding the following sections: 10.1.1 Conferences will be held as necessary between representatives ofthe OWNER and ENGINEER to review and discuss progress and any matters pertinent to any phase of work. 10.1.2 The ENGINEER's designated liaison will be responsible to and will report to the OWNER's designated liaIson for payment, submission of information, etc. All submittals will be made through the OWNER's liaison. 10.1.3 The ENGINEER, when so directed by the OWNER will confer with public agencies, including planning authorities, giving consideration to suggestions and plans of such agencies. " . . . 9. Article 10 of the original Professional Services Agreement relating to Engineer's Status During Construction is amended by adding the following sections: 10.2.1 Requests for visits to the site or at the office of the ENGINEER may be made by the OWNER, the Department, representative"s of the Federal Highways Administration, or any other authorized representatives of the above for the purpose of review or inspection of work. 10.2.2 With respect to the pedestrian and bicycle pathway, the ENGINEER will furnish to the OWNER a brief narrative progress report on the first day of each month showing the status of the work on the project. The report will cover all phases of work accomplished during the period of the report and show the percentage of work completed for each phase of the project. Mention should be made of any matters that may have adversely affected the progress of work." 10. Section 9.2 of the original Professional Services Agreement relating to Inspection and Audit is amended by adding section 9.2.1 as follows: 11. "9.2.1 All books, papers, records, payrolls, vouchers and invoices relating to costs and expenditures incurred as to the performance of the services sr.ecified in the S cop e of Work by the ENGINEER or any of its sub-ENGINEERS, Will be made available to the OWNER, the Department, the Legislative Auditor and Legislative Fiscal Analyst, the Federal Highway Administration or their authorized representatives, for audit and review, at the ENGINEER's respective offices, at all reasonable times during the Agreement period and for three years from the date of final payment." Section 6.1.1 of the original Professional Services Agreement and Section 2 of Amendment No.2 relating to Lump Sum Payment are amended to read: "6.1.1 Lump Sum Payment. The OWNER shall for design phase services performed on the Highland Boulevard Reconstruction as Basic Engineering Services under sections 4.1 through 4.4 of this agreement pay a lump sum in the amount of $40,850.00 for such services. The OWNER shall for design phase services performed on the Highland Boulevard Bicycle/Pedestrian Pathway as Basic Engineering Services under sections 4.1 through 4.4 of this agreement pay a lump sum in the amount of $8600.00 for such services. " 12. Section 6.1.2 of the original Professional Services Agreement and Section 3 of Amendment No.2 relating to Payment Schedule are amended to read: "6.1.2. Payment Schedule. Total cumulative payment for the design phase engineering services for the Highland Boulevard Reconstruction (section 4.1 through 4.4) shall not exceed the following ceilings: $4,085.00 (10% of Design Fee) until the Pre-Design Investigation and report have been submitted to the Owner and review authorities. $20,425.00 (50% of Design Fee) until the Preliminary Plans and Specifications have been submitted to the Owner and review authorities. $37,675.00 (90% of Design Fee) until the Final Plans and Specifications have been submitted to the Owner and review authorities. . . . , , Payment Schedule. Total cumulative payment for the design phase engineerin~ services for the Highland Boulevard Bicycle/Pedestrian Pathway (4.1 through 4.4) shall not exceed the following ceilings: $860.00 (10% of Design Fee) until the Pre-Design Investigation and report have been submitted to the Owner and review authorities. $4300.00 (50% of Design Fee) until the Preliminary Plans and Specifications have been submitted to the Owner and review authorities. $7740.00 (90% of Design Fee) until the Final Plans and Specifications have been submitted to the Owner and review authorities. Partial and Final Payments: All costs related to this project are to be in conformance with 48 CFR 31.2 (Federal Procurement Regulations). 13. Payments will be made pursuant to certified invoices received compatible with current practices and acceptable to the OWNER. Whenever the ENGINEER will have completed the work in accordance with the terms of the Agreement, the OWNER will certify to the completion and make final acceptance. The OWNER will notify the ENGINEER that acceptance has been made. The OWNER reserves the right to withhold payment of the ENGINEER's final payment until the agreed upon services are finished to the full satisfaction of the OWNER. ENGINEER Cost Estimate: The attached cost estimate, Exhibit "D", by this reference, is hereby made a part of this Agreement. If this Agreement and the proposal conflict in any areas, the Agreement will be binding." Section 6.2.1 of the original Professional Services Agreement and Section 4 of Amendment No.2 relating to Payment for Construction Services are amended to read: "6.2.1 The OWNER shall pay for Construction Phase and Project Documentation Services associated with the Highland Boulevard Reconstruction an amount not to exceed $45,482.75 except as provided under 6.2.1.2 and 6.2.4. The OWNER shall pay for Construction Phase and Project Documentation Services associated with the Highland Boulevard Bicycle/Pedestrian Pathway an amount not to exceed $4200.00 except as provided under 6.2.1.2 and 6.2.4." 14. Section 9.5 of the original Professional Services Agreement relating to Subletting or Assigning of Work is amended by adding section 9.5.1 as follows: "9.5.1 All subcontracts exceeding $10,000.00 in cost will contain all required provisions of the prime Agreement." Section 10.9 of Exhibit A of the original Professional Services Agreement relating to Decision on Disputes is amended by adding section 10.9.3 as follows: 15. "10.9.3 In the event of litigation, venue shall be the Eighteenth District Court of Gallatin County, State of Montana, and the Agreement shall be interpreted according to the laws of Montana." ,., 16. Section 9.10 of the original Professional Services Agreement relating to Ownership of Documents is amended by adding section 9.10.1 as follows: "9.10.1 All rel?orts, information, data, and other materials prepared by the ENGINEER pursuant to thiS Agreement are the property of the OWNER and the Del?artment which have the exclusive and unrestricted authority to release, publish or otherWise use, in whole or part, information relating thereto. Any reuse without written verification or adaptation by the ENGINEER for the specific purpose intended will be at the OWNER's sole risk and without liability or legal exposure to the ENGINEER. No material produced in whole or in part under tliis Agreement may be copyrighted or patented in the United States or in any other country without the prior written approval of the OWNER and the Department." . 17. Section 9.4 of the original Professional Services Agreement relating to Nondiscrimination is amended by adding section 9.4.1 as follows: "9.4.1 Reference is made to Exhibit "C" of this Amendment, which by this reference is hereby made a part of this Agreement." 18. Section 9.9 of the original Professional Services Agreement relating to Endorsement is amended by adding section 9.9.1 as follows: . "9.9.1 The parties to this Agreement have each executed a certification. The certification of the ENGINEER, labeled Exhibit "A" of this Amendment, is attached and by this reference made a part of this Agreement. The certification of the OWNER, labeled Exhibit "B" of this Amendment, is attached and by this reference made a part of this A" greement. 19. With respect to the pedestrian and bicycle pathway, Article 2 of the original Professional Services Agreement relating to Engineer's Responsibilities is amended by adding section 2.8 as follows: "2.8 ENGINEER will comply with all regulations relative to implementation of the AMERICANS WITH DISABILITIES ACT. ENGINEER will incorporate or communicate the intent of the following statement in all publications, announcements, video recordings, course offerings or other program outputs: "ENGINEER will provide reasonable accommodations for any known disability that may interfere with a person in participating in any service, program or activity offered by the ENGINEER. In the case of documents, recordings or verbal presentations, alternative accessible formats will be provided. For further information call the ENGINEER. " 20. DISADVANTAGED BUSINESS ENTERPRISE (DBE)GOALS. . Even though a 0% DBE goal was set for the engineering design and construction engineering phases of this project, Montana Department of Transportation certified DBE firms will be given serious consideration should subcontracting of certain services be deemed necessary by the Prime Consultant on this project. Misty Hammerbacker, the DBE Program Specialist, will be contacted at (406) 444- 6337, should subcontracting opportunities arise. I' " " 21. Except as specifically amended herein, the January 10, 1994 Original Agreement, the May 1, 1995 Amendment No.1 to Professional Services Agreement, and the July 17, 1995 Amendment No.2 to Professional Services Agreement shall remain in force and effect and the parties shall be bound by all terms and conditions therein. . IN WITNESS WHEREOF, the panies hereto do make and execute this Agreement on the day and year first above written. ATTEST: ~J~ Ro in L. Sullivan Clerk of Commission . By: EN~~ By:" --,L . Its: Cj ( ."F1P. c-;-- . ATTEST: By:_-Ifo/~ t11rx'~~------' C, \OFFICE\WPWIN\WPDOCS\JAMES\AMENDN03. HT,D . 1 I ) 1\ EXHIBIT n A n CERTIFICATE OF CONSULTANT I am a duly authorized representative of the firm of Thomas. Dean & Hoskins. Inc. ,whose address is 111 North Tracv. Bozeman. Montana and I hereby certify as follows: 1 . That neither the firm nor any person associated therewith in a management capacity: (a) has employed or retained for commission, percentage, brokerage, continent 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) has 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) has paid or agreed to pay to any firm, organization, or person (other than a bona fide employe 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; with no exceptions. 2. That neither the firm, nor any person who has critical influence on or substantial control in the firm, nor any person associated therewith in a management or supervisory capacity: (a) is currently under suspension, debarment, voluntary exclusion, or determination of ineligibility by any federal agency; (b) has, within a three-year period preceding this contract, been convicted or had a civil judgment rendered against them for commission of fraud; a criminal offense in connection with obtaining, attempting to obtain, or performing a public transaction or contract under a public transaction; violation of antitrust statues; commission of embezzlement, theft, forgery, bribery, falsification, or destruction of records, making false statements, or receiving stolen property. (c) is currently indicted for or otherwise criminally or civilly charged by a governmental entity with commission of any of the offenses listed in paragraph 2(b) of this certification. (d) has had one or more public transactions terminated for cause or default within a three. year period preceding this contract. 3. That to the best of my knowledge and belief: (a) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. ~ , . , . , ' (b) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, n Disclosure Form to Report Lobbying, II in accordance with its instructions. I acknowledge that this certificate is to be furnished to the City of Bozeman and the Federal Highway Administration, in connection with this contract involving participation of Federal-Aid CTEP funds, and is subject to applicable state and federal laws, both criminal and civil. 4-III/q7 Date' I '?~L? ~ 19nature . . . ~ f , t. I' , . , , EXHISIT "S" CERTIFICATE OF (CITY/COUNTY) I hereby certify that I am (Mayor/City Manager/Commission Chairperson) of the ~, Montana, and that the above consulting firm, or his representatives has 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; with no exceptions. I acknowledge that this certificate is to be furnished to the Montana Department of Transportation in connection with this contract involving participation of Federal-Aid CTEP funds, and is subject to applicable state and federal laws, both criminal and civil. Date Mayor, City Manager/Commission Chairperson City/County of S:ctep\exhibitb.wpd . . . , . . I I, " .. I ' EXHIBIT "C" COMPLIANCE WITH STATE AND FEDERAL CIVIL RIGHTS LAWS During the performance of this Agreement the Consultant, or itself, its assignees and successors in interest (referred to as the Consultant), agrees as follows: A) COMPLIANCE WITH TITLE VI OF THE CIVIL RIGHTS ACT OF 1964 FOR FEDERAL-AID CONTRACTS. (1) Compliance with Requlations The Consultant will comply with the Regulations of the Department of Transportation relative to non-discrimination in Federally-assisted programs of the 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 contract. (2) Non-discrimination In accordance with Section 207 of the Governmental Code of Fair Practices, Title 49, Chapter 3, M.C.A the Consultant will assure that hiring of persons who will perform work on this contract after award and prior to completion will be made on the basis of merit and qualifications and that there will be no discrimination on the basis of race, color, religion, creed, political ideas, sex, age, marital status, physical, or mental handicap, or national origin by the persons performing the contract. The contractor, with regard to the work performed by it after award and prior to completion of the contract work, will not discriminate on the ground of race, color, sex, or national origin in the selection and retention of subcontractors, including procurement of materials and leases of equipment. The Consultant will not participate either directly or indirectly in the discrimination prohibited by Title 49, Code of Federal Regulation, Part 21, including employment practices, when the contract covers a program set forth in Appendix A of the regulations. (3) Solicitations for Subcontracts. Includinq Procurement of Materials and Equipment 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 sub-consultant or supplier will be notified by the Consultant of the Consultant's obligations under this contract and the Regulations relative to non-discrimination on the ground of race, color or national origin. . . . I I ~_ , , (4) Information and Reports The Consultant will provide all information and reports required by the Regulations, or orders and instructions issued pursuant to, and will permit access to its books, records, accounts, other sources of information, any of its facilities as may be determined by the Government or the Federal Highway Administration to be pertinent to ascertain compliance with such 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 will so certify to the Government, or the Federal Highway Administration as appropriate, and will set forth what efforts it has made to obtain the information. (5) Sanctions for Non-compliance In the even of the Consultant's non-compliance with the non-discrimination provisions of his Agreement, the Government will impose such agreement sanctions as it or the Federal Highway Administration may determine to be appropriate including, but not limited to, (a) Withholding of payments to the Consultant under the Agreement until the Consultant complies, and/or (b) Cancellation, termination, or suspension of the Agreement, in whole or in part. (6) Incorporation of Provisions The Consultant will include the provisions of paragraph (1) through (6) in every subcontract, including procurement of materials and leases of equipment, unless exempt by the regulations, order, or instructions issued. The Consultant will take such action with respect to any subcontract or procurement as the Government or the Federal Highway Administration may direct as a means of enforcing such provisions including sanctions for non-compliance. Provided, however that, in the event a Consultant becomes involved in or is threatened with litigation with a subcontractor or supplier as a result of such direction, the Consultant may request the State to enter into such litigation to protect the interests of the State and, in addition, the Consultant may request the United States to enter into such litigation to protect the interests of the United States. B) COMPLIANCE WITH MONTANA GOVERNMENTAL CODE OF FAIR PRACTICES, 49-3-207, MCA. In accordance with Section 49-3-207, MCA, Consultant agrees that for this Agreement all hiring will be made on the basis of merit and qualifications and that there will be no discrimination on the basis of race, color, religion, creed, political ideas, sex, marital status, physical or mental disability, or national origin by the persons performing the Agreement. S:ctep\exhibitc.wpd .. . . . , . .. (;.oj ... . . , EXHIBIT "0" ENGINEER COST ESTIMATE This proposal and cost estimate is hereby made a part of this Agreement. HIGHLAND BOULEVARD RECONSTRUCTION Design Services $40,850.00 Construction Services $45.482.75 Total: $86,332.75 HIGHLAND BOULEVARD BICYCLE/PEDESTRIAN PATH Design Services $8600.00 Construction Services $4200.00 Total: $12.800.00 S:ctep\exhibitd.wpd .. . .. .. I J' ' AMENDMENT NO. 4 TO PROFESSIONAL SERVICES AGREEMENT -HIGHLAND BOULEVARD RECONSTRUCTION PROJECT- THIS AGREEMENT made as of this 20th day of October, 1997 between THE CITY OF BOZEMAN, a Municipal Corporation, Bozeman Montana, herein referred to as OWNER and THOMAS, DEAN & HOSKINS, INC., an Engineering consulting Firm of Bozeman, Montana, herein referred to as ENGINEER. WHEREAS, the parties have entered into a Professional Services Agreement dated January 10, 1994, herein referred to as Original Agreement, for professional engineering services to reconstruct Highland Boulevard from Kagy Boulevard northerly to the north limits of the New Hyalite View Subdivision (north of Holly Drive), amended by the May 1, 1995 Amendment No. 1 to Professional Services Agreement, the July 17, 1995 Amendment No. 2 to Professional Services Agreement, and the May 5, 1997 Amendment No. 3 to Professional Services Agreement; and WHEREAS, the inspection service needs and costs for the Highland Boulevard Bike and Pedestrian Path Project exceeded those anticipated under the contract; and WHEREAS, the ENGINEER'S charge rates have not been adjusted for inflation since the original Agreement; and WHEREAS, the OWNER desires to amend its existing contract and amendments with the ENGINEER as hereinafter provided to assure the effective construction of the project; and WHEREAS, the parties desire to abide by all of the requirements of the Montana Community Transportation Enhancement Program (CTEP), NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS CONTAINED HEREIN, the parties hereto do mutually agree as follows: 1. Article 1 of the original Professional Services Agreement relating to Engineering Services is amended by adding section 1. 3 as follows: "1.3 This Amendment takes effect as of the date first written above. The services to be performed by the ENGINEER will be completed no later than December 31, 1997." 2. Section 4.2 as amended in Amendment No. 2 to Professional Services Agreement relating to the Preliminary Design Phase is amended by adding to Section 4.2.10 as follows: Replace the first sentence of the second paragraph with the following: The American Association of State Highway and Transportation Officials (AASHTO) Guide for the Development of Bicycle Facilities - August 1991 recommendations regarding path width will be considered during design. A 12 (twelve) foot wide . , I . f ~ \ paved section will be designed if the path will likely be shared with joggers and other pedestrians. 3. with respect to the pedestrian and bicycle pathway, Section 4.6 of the original Professional Services Agreement relating to Project Documentation is amended by adding the following: Record Drawings ("As-Builts") will not be provided for the pedestrian and bicycle pathway project. 4. with respect to the pedestrian and bicycle pathway, section 13 of Amendment No.3, relating to Payment for Construction services is amended to read: The OWNER shall pay for Construction Phase and Project Documentation Services associated with the Highland Boulevard Bicycle/Pedestrian Pathway an amount not to exceed $9400.00. 5. with respect to the pedestrian and bicycle pathway: section 6.2.1.1 (Costs Compensation) shall be amended as follows: Compensation for these services shall be based on the ENGINEER'S Direct Labor Cost (Salaries) times a factor of 2.95 for services rendered, which shall cover Direct Labor, Direct Labor Overhead, General and Administrative Overhead and Profit. Section 7.3 (Direct Labor Costs) of the original Professional Services Agreement shall be amended, as follows: 6. Except as specifically amended herein, the January 10, 1994 Original Agreement, the May 1, 1995 Amendment No. 1 to Professional Services Agreement, the July 17, 1995 Amendment No. 2 to Professional Services Agreement, and the May 5, 1997 Amendment No. 3 to Professional Services Agreement shall remain in force and effect and the parties shall be bound by all terms and conditions therein. Direct Labor Costs are: senior Engineer Staff Engineer Technician CADD Drafter Construction Inspector-1 Construction Inspector-2 survey Party Chief surveyor Clerical $30.66/hour $23.22/hour $15.45/hour $11. SO/hour $1l.50/hour $14.00/hour $14.00/hour $11.50/hour $ 8.25/hour ,"", f , . . ,", It IN WITNESS WHEREOF, the parties hereto do make and execute this Agreement on the day and year first above written. ~~y 0:1+' -~ city anager ATTEST(]t i ~ Robin L. Sullivan, Clerk of Commission APPROVED By: ~ EBGXBtt;;t ~ By: J/. . Its: . r!;;d/ . .. ~~~EST' ~ ,. t ~ .. .' .. REVISED EXHIBIT "D" ENGINEER COST ESTIMATE This revised proposal and cost estimate is hereby made a part of this Agreement. HIGHLAND BOULEVARD RECONSTRUCTION Design Services $40,850.00 Construction Services $45.482.75 Total: $86,332.75 HIGHLAND BOULEVARD BTCYCLEIPEDESTRlAN PATH Design Services $8600.00 Construction Services $9400.00 Total: $18,000.00