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HomeMy WebLinkAbout15- Robert Peccia and Associates for the Bozeman Master Transportation Plan Update PSAPROFESSIONAL SERVICES AGREEMENT THIS IS AN AGREEMENT made as of T 5 , between THE CITY OF BOZEMAN, a Municipal Corporation, Bozeman, Montana, 59715 (OWNER) and Robert Peccia and Associates, 825 Custer Avenue, Helena, Montana, 59601, (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 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.1 Bozeman Af€a-Master Transportation Plan 2n' 5 '� Update (Scope of Services) Exhibit B.1 Bozeman Area Master Transportation Plan 2015 Update Fee Proposal) Exhibit A.2 MSU Comprehensive Parking and Transportation Master Plan (Scope of Services) Exhibit B.2 MSU Comprehensive Parking and Transportation Master Plan (Fee Proposal) Exhibit A.3 Bozeman Citywide Striping Plan (Scope of Services) Exhibit B.3 Citywide Striping Plan (Fee Proposal) Exhibit C City of Bozeman Non -Discrimination Affirmation Form Exhibit D Notice to Consultants Exhibit E Certificate of Consultant 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: Furnish services including all labor, manpower, sub -contractual services, materials, supplies, equipment, travel, transportation, and professional services, and principal's time to provide a: • Transportation Plan for the City of Bozeman transportation study area, • Comprehensive Parking and Transportation Master Plan for the Montana State University campus, and • Citywide Striping Plan for local, collector and arterial roads within the Bozeman city limits. 1.2. The scope of services under this contract is 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 professional engineering representative for the Project, providing professional engineering consultation and advice and furnishing customary civil and true ,, ^' 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 Project 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 Keith Jensen. PE. President. 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 Jeff Key, PE. The OWNER may name a Task Director who would be the liaison between the ENGINEER and the OWNER during the .lollgn segs ent 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 project 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 o the Project. The Task Director designated shall be Rick Hixson, PE, City Engineer. 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 (reoer-d drawings, construetion records, ete.) indieating the existing .,F:.. ration of the eit,. „tilit;o.. inspections.3.4 The 03ALNER will be responsible for Adveftising Bid Openings. progress and etherjob related meetings, substaniial eempletion inspeotions and fitial payment ARTICLE 4 - BASIC ENGINEERING SERVICES The ENGPIEER shall ,. . der professional T.'r,gineeFin . Services as folio 4.1 PUL' DESIGN ]INVESTIGATION TION DLI A SE After written author-iza4ion top eed ENGINEER shall: 4.1.4. Provide analyses of O)ALNER's needs, planning surveys, a,.tiye sites and s..1„tions l,r • 4.1.5. Provide a general economic analysis of 03ALNER's requirements 4.1.6 Assist in for-mation of Special improvement Districts descriptions and maps, preparing a propeAy ownef's and assessments eosts based on the pFeliminar-5, project cost estimates, and hearings,if applicable. 4.1.7. Prepare a Report eontaining schematic layouts, appropriate exhibits to indieate clearly the considerations site evaluations and eompar-ative applieable to various (SID) by preparing Fole iists including pFoviding technical infer-mation sketches and conoeptual involved (including applieable studi alternatives. district boun4ar-y projeet assessmen at SID p design eviteria requirement governmental authorities having jurisdietion as aforesaid) OWNER and seffing foFth ENGINEER's findings and recommendations. by ENGINEER's opinion of probable costs for the 0 including Constmetion Cost, allowance for- engineering costs information furnished by OWNER) allowances for- such other- and e for- the cost of land and i-ights of way, for- interest financing for to be and the alternative solutions This Report the followingwhich and eontingeneies, and items as charges of all compensation for or damages by for Owner. available 4o will be aecompanied will be separ-ate-4yitemized: (on the basis o othei! professionals to pr-opertie&,–for The total and ohaFges and other services "Total Pr-ojeet "lam her-einaft@i pfovided others Costs o such costs, ulllvowaance, etc. are ealled •pmon with !l�E The Pre design investigatien Phase will be eompleted and submitted authorization from 03ALNER to ENGINEER to p ooa with that phase of 4.2 PRELIMINARY DESIGN PHASE Aftef! aeeeptanee of the pre design repoft and reeeipt of written authorization Phase, ENGINEER shall: 4.2.2. ENGINEER shall then prepare a Preliminaty Design r;t4en deseription for the Aroj eet within — ealendar- days services to proceed with the Repoft, preliminmy plans and following writtea Preliminary Design . specifioations and a 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 these required under Basic Services; preparation or review of environmental studies and related services; assistance in obtaining environmental approval -s-. 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 net executed or for out-o� 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 Drmvings and Specifications occasioned by the 03ALNER'S acceptance of substitutions proposed by Contraetor(s); services after the award of each contract in evaluating a determining the aecepiability of an unreasonable or excessive number of substitutions proposed by Goritraeto*� and evaltiating an unreasonable or extensive number of claims submitted by Gentraotor(s) or others in connect with the work. materials, equipment o energy shortages ARTICLE 6 - COMPENSATION FOR ENGINEERING SERVICE 6.1 LUMP SUM AGREEMENT FOR BASIC SERVICES AND EXPENSES OF ENGINEER 6.1.1 Payment. The OWNER shall for design phase services performed as described in Exhibits A.1, A.2 and A.3 as Basic Engineering ce, ,iees under- seetions 4.1 through 4.3 of this agreement pay a total sum in the following amounts of $ for such services: $ 276,220 Bozeman MasterAfea Transportation Plan 2015 Update $ 124,154 MSU Comprehensive Parking and Transportation Master Plan $ 45,442 Bozeman Citywide Striping Plan $ 445,816 (Total All Components) 6.1.2 Payment Schedule. Monthly partial payments based on an approved percentage of completion will be made as the work progresses. All costs related to this project are to be in conformance with 48 CFR 31.2 (Federal Procurement Regulations). Payments will be made pursuant to certified invoices in a form acceptable to the OWNER. The original plus two copies of the certified invoices shall be submitted with each billing, along with three copies of the progress report. When the Engineer has completed the work in accordance with the terms of the Contract, they will certify to the completion of the project. 0 of -design fee) until the Pre design investigatien nnd Pi-efliminary Design Rep have been submitted to the OWNER. 0 of design fee) until the -P-reli-m --- inary Plans and Speeifications have been submitte the OWNER andr-evi„tl,.,r:t:es /nn0/_ _r A--:— -P--% .—A ..-A C'--,.: 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 Exhibits A.1, A.2 and A.3 seetion 6.2 of this Agreeme^* are reimbursable. All other design -related expenses are included in the Lump Sum Payment for the Basic services (6. 14.' through ^.^) and are not separately reimbursable. Additional Services specifically identified under the scope of design services for payment under 5.1 are not separately reimbursable. 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. 7.4 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 ftorn Contraetor(s); subsistence and transperta4ion of Resident Projeet Depfesentatives 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 project segments shall be accounted and billed separately. 10 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. 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 its 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 11 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 have a policy to provide equal employment opportunity in accordance with all applicable state and federal anti -discrimination laws, regulations, and contracts. The ENGINEER will not refuse employment to a person, bar a person from employment, or discriminate against a person in compensation or in a term, condition, or privilege of employment because of race, color, religion, creed, political ideas, sex, age, marital status, national origin, actual or perceived sexual orientation, gender identity, physical or mental disability, except when the reasonable demands of the position require an age, physical or mental disability, marital status or sex distinction. The ENGINEER shall be subject 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. The ENGINEER shall require these nondiscrimination terms of its sub -consultants providing services under this agreement. 9.5 SUBLETTING OR ASSIGNING OF WORK 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 In providing services under this agreement, the ENGINEER will perform in a manner consistent with the degree of care and skill ordinarily exercised by members of the same profession currently practicing under similar circumstances. If any service should be found 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 non-performance 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: 9.7.1 The ENGINEER shall, consistent with the standard care, comply with those Federal, State, and Local laws and ordinances applicable to the work to be done. 9.7.2 The ENGINEER agrees to defend, indemnify and hold harmless the OWNER, its officers, directors, agents and employees from and against any suit, cause of action, claim, cost, expenses, obligation and liability of any character, including attorney's fees, which is brought or asserted for any bodily injury, death, or physical damage to property received or sustained by any person, persons, property, business or any other entity, arising out of or resulting from, or in connection with the ENGINEER'S negligent performance of the work specified in this agreement. 9.7.3. The ENGINEER agrees to defend, indemnify and hold harmless the OWNER, its officers, directors, agents and employees, should OWNER, its officers, directors, agents or employees be named as a defendant in any action where the OWNER'S alleged liability arises from the negligent performance of the ENGINEER'S work herein described. The obligations of the ENGINEER to defend, indemnify and hold harmless the OWNER will apply to any suit, cause of action, claim, cost or obligation including, without limitation, those alleged under the common law or pursuant to a federal or state statute or regulation including those arising in tort, trespass, nuisance, and strict liability. 12 9.7.4 In the event the OWNER is found proportionately responsible for any damages ultimately awarded to a plaintiff or plaintiffs in any lawsuit, the ENGINEER will be responsible for only those damages, costs, or liabilities as are attributable to the ENGINEER'S percent of fault as compared with 100% of the fault giving rise to the damages. Should the OWNER be found responsible for negligence by its own officers, directors, agents or employees, then in that event the OWNER agrees to reimburse the ENGINEER for the reasonable attorney's fees and costs incurred in any defense of the OWNER in an amount proportional to the fault attributed to the OWNER. The indemnity required herein shall not be limited by reason of the specification of any particular insurance coverage in this Agreement. 9.7.5 Should either OWNER or ENGINEER be held responsible, for any damages, costs or liabilities resulting from intentional misconduct by any officer, director, agent or employee in connection with the work specified in this Agreement, then in that event, that party shall defend, indemnify and hold harmless the other as to any damages, costs or liabilities that result from or arise out of that intentional misconduct, including reasonable attorney's fees and costs which shall include costs and salary of the city attorney or other in-house counsel. Further, notwithstanding the obligations set forth in paragraphs 9.7.2 and 9.7.3 above, the ENGINEER agrees to defend OWNER where the OWNER'S alleged liability arises from intentional misconduct by the ENGINEER. Should the OWNER be found responsible for intentional misconduct by its own officer, director, agent or employee, then OWNER agrees to reimburse ENGINEER for the reasonable attorney's fees and costs incurred in any defense of the OWNER. 9.7.6 The ENGINEER 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: 13 Type of Coverage Limits Employers' Liability: $ 100,000. per accident General Liability: Bodily Injury & Property Damage Single and combined $ 1,000,000. per accident General Aggregate: $ 2,000,000. Excess Liability Coverage (umbrella) $1,000,000. each occurrence Automobile: Bodily Injury covering all $ 1,000,000 each person automobiles, trucks, tractors, trailers, or $ 1,000,000 each occurrence other automotive equip- ment whether owned or rented by Engineer or owned by employees of Engineer. Property Damage covering $ 100,000 each occurrence all automobiles, trucks, tractors, trailers or other automotive equipment whether owned or rented by Engineer or owned by employees of Engineer Bodily Injury & Property $1,000,000 each occurrence Damage Single and combined In addition to the above insurance coverage, the ENGINEER shall secure and maintain, until the work is completed and accepted by the OWNER, and without naming OWNER as an additional insured, professional errors and omissions coverage as follows: Professional Errors & Omissions: $ 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 The parties admit and agree the documents produced under this agreement are not intended or represented to be suitable for reuse by OWNER or any other individual on any other project. Any reuse without written verification or adaptation by ENGINEER will be at OWNER'S sole risk and without liability or legal exposure to ENGINEER, or to ENGINEER's independent professional associates or consultants. Files in electronic media format of text, data, graphics, or of other 14 types that are furnished by ENGINEER to OWNER are only for convenience of owner. Any conclusion or information obtained or derived from such electronic files will be at the user's sole risk. 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. 9.13 RECORDS 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 provisions 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. CITY OF BOZEMAN, MONTANA ENGINEER BY: (City Manager) (P esident DATE:0 '3 R OZ�, DATE: 9/1(0�-S ;�o r �� s i • - o - -��L� , `1883 • •..•• 0 15 O 7,jN C o • .