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HomeMy WebLinkAbout 19-106 Engineering Services between The Town and Plummer AssoicatesRESOLUTION NO. 19-106 A RESOLUTION OF THE BOARD OF TRUSTEES OF THE TOWN OF FIRESTONE, COLORADO, APPROVING AN ENGINEERING SERVICES AGREEMENT BETWEEN THE TOWN OF FIRESTONE AND PLUMMER ASSOCIATES, INC., REGARDING THE WATER TREATMENT PLANT PROJECT WHEREAS, on December 12, 2018, the Board of Trustees of the Town of Firestone ("Firestone") entered into an Engineering Services Agreement ("Agreement") with FEI Engineers, Inc, concerning Firestone's Water Treatment Plant Project ("Project"), and WHEREAS, effective January 1, 2019, Firestone, as authorized by Sec. 11 of the Agreement, consented to FEI Engineers Inc., assignment of the Agreement to Plummer Associates, Inc; and WHEREAS, the Agreement assigned to Plummer Associates Inc expires on December 26, 2019; and WHEREAS, as the Project's Final Design Phase and Construction remain to be completed and as Plummer Associates, Inc., have the special expertise, qualifications and background to complete the Project, the parties desire to continue the Engineering Services Agreement. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF TRUSTEES OF THE TOWN OF FIRESTONE, COLORADO: The Engineering Services Agreement between the Town of Firestone and Plummer Associates, Inc., regarding the Water Treatment Plant Project is approved in substantially the same form as the copy attached hereto and made a part of this resolution and the Mayor is authorized to sign the Agreement. INTRODUCED, READ AND ADOPTED this I lth day of December, 2019. ATTEST: WN OF FIRESTONE, COLORADO WmAdwufli APPROVED AS TO FORM: w Wilt am P. Hayashi, Town Attorney • ► ► ► PLUMMER ASSOCIATESIr +,: ENGINEERING SERVICES 1. PARTIES The parties to this Agreement are the Town of Firestone, a Colorado municipal corporation; hereinafter referred to as the "Town", and PLUMMER Associates, Inc., a Texas corporation, hereinafter referred to as the "Consultant". 2.1. The Town desires to engage the Consultant for the purpose of providing' engineering services as further set forth in the Consultant's Scope of Services (which services are hereinafter referred to as the "Services"j. 2.2. The Consultant represents that it has the special expertise, qualifications and background necessary to complete the Services. 3.1. The Consultant agrees to provide the Town with the specific Services and to perform the specific tasks, duties and responsibilities set forth in Scope of Services attached hereto as Exhibit "A" and incorporated herein by reference. The Consultant shall furnish all tools, labor and supplies in such quantities and of the proper quality' as are necessary to professionally and timely perform the Services. The Consultant acknowledges that this Agreement does not grant any exclusive privilege or right to supply Services to the Town. In its sole discretion, the Town may contract with other consultants to provide the same or similar services during the term of this Agreement. 3.2. In addition to the Services `described In Exhibit I A; the Town may prepare, with the assistance' of Consultant, work orders, containing,' at a minimum, the following information: (1) the specific tasks and deliverables Consultant `must perform; (2) Consultant's budget; (3) the Town's maximum pobligation 'under the subject ayment work order, and (4) the completion date for the subJect work order. Consultant shall be compensated for work orders on an hourly basis at the hourly rates set forth in Exhibit A, subject to the agreed upon maximum payment obligation. After the work order has been finalized and agreed to by the Town and Consultant; the Town may issue a notice to proceed obligating Consultant to begin performance of the subject work order. Consultant shall not commence work on any work order until it has received the applicable notice to proceed. Notice to proceed may be sent by email. 3.3. The Town reserves the right to amend any work :order.. that has, been issued under this Agreement by altering, reducing, increasing; or eliminating.: specific tasks and deliverables. If the Town desires to amend a work order that has been issued, then the Town .shall notify Consultant of the contemplated change ("Notice of Change Order"), Upon receiving the Notice of Change Order Consultant shall provide: (1) an estimate of the increase or decrease, if any, to Consultant's budget due to the contemplated change and (2) the estimated change in the completion date of the subject work order,j if any. The Town may instruct Consultant in the Notice of Change Order to suspend work on any identified task or deliverable affected by a contemplated change, pending the Town's decision to proceed with the change. iNhen instructed, Consultant shall suspend work on Project Page - 1 Owner: � Engineer: Owner -Engineer Agreement Project any identified task or deliverable affected by a contemplated change. If it elects to make the change, the Town shall issue a change order amending the subject work order and providing Consultant with a corresponding Notice to Proceed. Consultant shall not commence work on any change order until it has received the applicable notice to proceed. • � �, 4.1. The Town shall pay the Consultant for services requested and rendered under this Agreement as set forth in Exhibit "A". The Town's maximum payment obligation under . this Agreement, excluding work orders finalized and agreed to by the Town and Consultant, shall not exceed the not -to -exceed amount set forth in Exhibit A. The Town shall pay mileage and other reimbursable expenses (such as meals, parking, travel expenses, necessary memberships, etc.) which are deemed necessary for performance of the services and which are pre -approved by the Town Manager.' Theforegoing amounts of compensation shall be inclusive of all costs of whatsoever nature associated with the Consultant's efforCs, including but not limited to 'salaries, benefits, overhead, administration, profits, expenses, and outside consultant fees. The Scope of Services and payment therefor shall only be changed by a properly authorized amendment to this Agreement. No Town employee has the authority to bind the Town .with regard to any payment for any services which exceeds the amount payable under the terms of this Agreement. 4.2. The Consultant shall submit monthly an invoice to the Town for the per -month amount set forth in Exhibit A for Services rendered in the previous month, and a detailed expense report for pre�approved, reimbursable expenses, incurred during the previous month. The invoice shalt document the Services provided during the preceding month, identifying by work category and subcategory the work and tasks. performed and such other information as may be required by the Town.. The Consultant shall provide such additional backup documentation as may be required by the Town. The Town shall pay the invoice within thirty (30) days of receipt unless the Services or the documentation therefor are unsatisfactory:, Payments made after thirty (30} days may be assessed an interest charge of one percent (1%) per month unless the delay in payment resulted from unsatisfactory work or documentation therefor. 5.1. The Town designates Julie Pasillas, Director of Public Works, as the responsible Town staff to provide direction to the Consultant during the conduct of the Services. The Consultant shall comply with the directions given by the Director of Community Development and such persons designees. 5.2. The Consultant designates Patrick O'Brien, Principal, as its principal in charge who shall be providing the Services under this Agreement. Should any of the representatives be replaced, particularly Patrick O'Brien, and such replacement. require the Town or the Consultant td undertake additional reevaluations, coordination, orientations, etc., the Consultant shall be fully responsible for all such additional costs and services. The term of this Agreement shall be _ December 26, 2019 , to December 25 2020 , unless sooner terminated pursuant to Section 1�, below. The Consultant's services under this Agreement shall commence upon execution Page - 2 Owner -Engineer AgreemenC Engineer: of this Agreement by the Town and shall progress so that the Services are completed in a timely fashion consistent with the Town's requirements. Nothing in this Agreement is intended or shall be deemed or construed as creating any multiple -fiscal year direct or indirect debt or financial obligation on the part of the Town within the meaning of Colorado Constitution Article X, Section 20 or any other constitutional or. statutory provision. All financial obligations of the Town under this Agreement are subject to annual budgeting and appropriation by. the Firestone Board of Trustees, in its sole discretion. Notwithstanding anything In this Agreement to the contrary, in the event of non -appropriation, the Town shall immediately notify Consultant of such occurrence, and this Agreement shall terminate effective December 31 of the then -current fiscal year. 7.1, The Consultant agrees to.procure and maintain, at its awn cost, the policies of 'insurance set, forth in Subsections 7.1.1 through 7.1.4. `The Consultant shall not be relieved of any liability, claims, demands, or other obligations assumed pursuant to this Agreement by reason of its failure to procure or maintain insurance, or by reason. of its failure to procure or maintain Insurance in sufficient amounts, durations, or types. The coverages required below shall be procured and maintained with forms and insurers acceptable to the Town. All coverages shall be continuously maintained from the date of commencement of services hereunder. The required coverages are: 7.1.1. Workers' Compensation insurance to cover obligations imposed by the Workers' Compensation Act of Colorado and any other applicable laws for any employee engaged in the performance of work under this contract. Evidence of qualified self=Insured status may be substituted. 712. Automobile liability and physical damage insurance and physical damage Insurance for any vehicle used in performing services for the Town, in amounts 1.not less than prescribed by Colorado law (currently $25,000 per person/$50,000 peraccident bodily Injury and $15,000 per accident property damage). 7.1.3. Proressional liability insurance against errors and omissions with minimum combined slrigie limits of $2,000,000.00 each occurrence and .$2,000,000,00 aggregate. 7.1.4. General liability insurance, with minimum combined single limits of.$2,000,000.00 each occurrence and $2,000;000.00 aggregate: 7.2. The Consultant's general liability insurance and automobile,, liability and, physical'damage insurance shall be, endorsed to include the Town, and ;its elected and appointed officers and employees, as additional insureds, unless the Town in its Sole discretion walves,such requirement. Every policy required above shall be primary insurance, and any insurance carried„by the Town," its officers, or its employees, shall be excess and not contributory insurance to that provided, by the Consultant. Such policies shall contain a severability of interests' provision. The Consultant shall be solely responsible for any deductible' losses under each of the policies required above. 7.3. Certificates of insurance shall be provided by. the Consultant as evidence that policies providing the required coverages, conditions, and minimum limits are in full force and effect, and shall be subject to review and approval by the Town. No required coverage WS Project Page - 3 Owner: Engineer: . Owner -Engineer Agreement shall be caneeiled, terminated or materially changed until at least 30 days prior written notice has been given to the Town. The Town reserves the right to request and receive a certified copy of any policy and any endorsement thereto. 7.4. Failure on the part of the Consultant to procure or maintain policies providing the required coverages, conditions, and minimum limns shall constitute a material breach of contract upon which the Town may immediately terminate the contract, or at its discretion may procure or renew any such policy or any extended reporting period thereto and may pay any and al( premiums in connection therewith, and all monies so paid by the Town shall be repaid by Consultant to the Town upon demand, or the Town may offset the cost of the premiums against any monies due to Consultant from the Tawn. 7.5. The parties understand and agree that the Town is relying on, and. does not waive or iniend tb waive by any provision of this contract, the monetary limitations or any other rights, immunities, and protections provided by the Colorado Governmental Immunity Act, § 24-1g-101 et seg•, C.R.S., as from time to time amended, or otherwise available to the Town, its officers, or its employees. To the fullest extent permitted by law, the. Consultant agrees to defend, indemnify and hold harmless the Town, and its elected and appointed officers and its employees, from and against all liability on account of any injury, Ions, or damage, which arise out of or are connected with the services hereunder, if and to the extent such injury, lass, or damage is caused by the negligent act, or omission, of the Consultant or any subcontractor of the Consultant, or any officer, employee,, or agent of the Consultant or any subcontractor, or any other person for whom Consuitant is responsibie. The Consultant shall bear ail other costs and expenses incurred by the Town or Consultant and related to any such liability including but not limited to court costs, expert witness fees and reasonable attorneys' fees if the court determines that these incurred costs and expenses are related to such negligent acts, errors, and omissions or other fault of the Consultant. Notwithstanding the foregoing, Consultant`s duty fio defend, indemnify and hold harmless the Town, and its elected and appointed offcials and its employees as set forth in this section shah only arise upon determination, by adjudication, alternative dispute resolution, or mutual agreement between Consuitant and the Town,,. of the Consultant's liability or fault. The Consultant's indemnification obligation shal('not be eonstrued to extend to any injury, loss,' or damage which is caused by the act, omission, or other fault of the Tawn'or its elected and appointed officers and its employees, 9. QUALITY OF WORK Consultant's professional services shall be in accordance with the prevailing standard of practice normally exercised in the performance of services of a similar nature in the Denver metropolitan area. Consuitant and any persons employed by. Consultant for the performance of work hereunder shall be independent contractors and not agents of the Town. Any provisions in this Agreement that may appear to give the' Town the right to direct Consultant as to details of doing vvork or to exercise a measure of control over the work mean that Consultant shall follow the direction of the Town as to end results of the work only. ,4s an independent contractor, Consultant is not entitled to workers' comRensation Project Page - 4 Owner -Engineer Agreement Owner: Engineer: �.�. STGiVNIEidT Consultant shall not assign or delegate this Agreement or any portion thereof, or any monies due or to become due hereunder without the Town's prior written consent. 12. DEFAULT Each and every term and condition hereof shall be deemed to be a material element of this Agreement. In the event either party should fall or refuse to perform according to the terms of this Agreement, such party may be declared in default. 13. TERMINATION i3.1. This Agreement may be terminated by either party for material breach or default of this Agreement by the other party not caused by any action or omission of the other. party by giving the other party written notice at least thirty. (30) days in advance of the termination date. Termination pursuant to this subsection shall not prevent either party from exercising any other legal remedies which may be available to it. 13.2. In addition to the foregoing, this Agreement may be terminated by the Town for its convenience and without cause of any nature by;giving written notice, -at least fifteen (15) days in advance of the termination date. In the event of such termination, the Consultant will be paid for the reasonable value of the services rendered to the date of termination,' not to exceed a pro -rated daily rate, for the services rendered to the date of termination, and upon such payment, all obligations of the Town to the Consultant under this Agreement will cease. Termination pursuant to this Subsection shall not prevent either party from exercising any other legal remedies which may be available to it. ilusP o>N AND Au®T7' The Town and its duly authorized representatives shall and records of the Consultant that are related to this examinations, excerpts, and transcriptions. have access to any books, documents, papers, Agreement for the purpose of making audits, Ail computer input and output, analyses, plans, documents photographic images, tests, -maps, surveys, electronic f+les and written materla! of any kind generated in the performance of this Agreement or developed for the Town in performance of the Services ("Consultant Deliverables') are and shall remain the exclusive property of the Town. All Consultant Deliverables shall be promptly provided to the Town upon request therefor and at the time of termination of this Agreement; `without further charge or expense to the Town. Consultant shall not provide copies of any such material to any other party without the prior written consent of the Town. The Town shall not make any modification to the Consultant Deliverables without the prior written authorization of the Consultant. Any and ail liability arising out of unauthorized changes made to Consultant Deliverables by the Town or persons other than Consultant, its employees, officers, agents or subcontractors, is waived against Consultant. Project Page - 5 Owner: �.J '. Owner -Engineer Agreemenfi Engineer: - zn the event that suit is brought upon this Agreement to enforce its terms, fihe prevailing party shall be entitled to its reasonable attorneys' fees and related court costs. 17.1. Consultant shall be solely responsible for compliance with all applicable federal, state, and local laws, including the ordinances, resolutions, rules, and regulations of the Town; for payment of all applicable taxes; and obtaining and keeping in' force all applicable permits and approvals. 17.2. Exhibit B, the "Town of Firestone Public Services Contract Addendum -Prohibition Against Employing.Iltegal Aliens", is attached hereto and incorporated herein by reference. There is also attached hereto a copy of Consultant's Pre -Contract Certir=tcation which Consultant has executed and delivered to the Town prior to Consultant's execution of this Agreement. 1 18. �i�l't'EG TI®ll� ATifi) �'1N1L=NDEI�i This Agreement represents the entire Agreement between the parties grid there are no oral or collateral agreements or understandings. This Agreement may be amended only by an instrument in writing signed, by fihe parties. 1J. I�iOTYCES All notices required or permitted under this Agreement shall be in writing and shall be given by hand delivery, by United States first class mail, postage prepaid, registered or certi>'ied, return receipt requested, by national overnight carrier, or by email, addressed to the party for whom it is intended at the following addresses: if to the Town: Town of Firestone Attn: Director of Public Works 151 Grant Ave. Firestone, Colorado $OS20 Telephone: (303) 833-3291 Email: jpasillas@flrestoneco.gov If to the Consultant: Patrick O'Brien Plummer Associates, Inc. 1221 Auraria Parkway Denver, CO 80204 Telephone: (720) 774,6140 Email: pobrien@plummer.cam Any such notice or other communication shall be effective when received as indicated on the delivery Project e . Page - 6 Owner -Engineer Agreement y Eng(neer:� r receipt, if by hand delivery or overnight carrier, on the United States all return receipt, if by United States mail, or on email receipt. Either party may by similar notice given, change the address to which future notices or other communications shall be sent. I 20.1. Consultant will not discriminate against any employee or applicant for employment ,.because of race, color, religion, age, sex, disability or national origin. Consultant will Make affirmative action to ensure that applicants are employed and that employees are treated during employment without regard to their race, color, religion, age, sex, disability, or national origin. Such action shall include but not be limited to the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notice to be provided by _an agency of`the federal government, setting forth the provisions of the Equal Opportunity Laws. 20.2. Consultant steal[ be in compliance with the applicable provisions of the American with Disabilities Act of 1990 as enacted and from time to time amended and any other applicable federal, state, or local laws and regulations. A signed, written certificate stating compliance with the Americans with Disabilities Act may be requested at any time during the life of this Agreement or any renewal thereof. rw �1.0 GOVERNING LAW, DISPUTE RESOLUTION, VENUE & SEVERABILITY The laws of the State of Colorado shall no the interpretation, validity, performance and enforcement of this Agreement. For the resolution of any dispute arising hereunder that cannot be resolved through negotiation between the, parties; the Town and the Consultant agree that the dispute shall be submitted to nonbinding mediation prior to either party resorting to litigation. Mediation costs shall be borne equally by thbo,, parties.. ,;Notwithstanding, -the foregoing, 'nonbinding mediation shall not bd required for determinations of liability or fault pursuant to section 8 of this Agreement. Any dispute not resolved through negotiation or mediation shall be resolved in the District Court of Weld County of the State of Colorado, and in no other court. If any provision of this Agreement shall be held to be invalid or unenforceable, the validity and enforceability of the remaining provisions of this Agreement shall not be affected thereby. Nothing contained in this Agreement shall create a contractual relationship with or a cause of action in favor of a third party against either the Town or the Consultant. The Consultant's services under this Agreement are being performed solely for the Town's benefit, and no other party or entity shall have any claim against the Consultant because of this Agreement or the performance or nonperformance of Services hereunder. Project' Page - 7 Owner: �'' Owner -Engineer Agreement Engineer: 4� , In witness whereof, the parties have executed this Agreement to be effective as of the day and year of signed by the Town. Town: TOWN OF FFRESTONE Print Name; Bobbi Sindelar Title: Mayor Date Signed: Attest r . Vt Print Name: Title: Town Clerk ,PCJO V%! Approved As Print Name: William P. Ha roshi Title: Town Attorney Print Name: Patrick O'Srien Title: Principal Project Page - 8 Owner: �N, Engineer: Owner -Engineer Agreement Plummer will provide professional services based upon our understanding of the project and its objectives. The 2020 scope of services assume design phase finishing as early as March and as late as May 1, 2020 and services include construction phase services through December of 2020. Construction Phase services during 2021 are not included. Final Design Phase The Final Design Phase will run concurrently with the Construction Phase and the continued progression through the CDPME approval process of the 60% Design Phase and the Select a Construction Manager at Risk (CMAR) Phase. Based upon the comments received from the 60% design review meeting, we will develop the 1=lnal design. ® Project Management Monthly Progress Meetings and deliverable Review meetings ® Final Engineering (80%) Final Drawings (80%) Final (Abbreviated) Technical Specifications Oudget: ��75,000 Construction Phase The Construction Phase services will include: In Project Management ® Progress Meetings Office Engineering (Submittal Review, RFI's, WCD's, 170's, RFCO's) ® Periodic Site Visits/Part-time Resident Project Representative services (avg ix/week) ® Submittal Reviews CMAR Application for Payment Reviews This Agreement will be billed under Plummer Associates, Inc. Projeci Consideration We wilE invoice the Town of Firestone on a time and material basis for the period of December 26, 2019 through December 25, 2020, not to exceed $ 589 000 . Compensation far periods less than one month shall be prorated based on the number of working days In the month. Consultant's lump sum fee ProjecE Page - 1 Owner-. IZ6 Engineer: ', ` Owner -Engineer Agreement -Exhibit A Is based on the following hourly rates for its employees: Principal Englneer 22.200 'en lorTechnical Specfallst 182-240 SenforProject Manager 182440 Discipline Lead 182-270 Project Manager tiza�u+i��irirrra� :rrivaa i � ilil � i GT:Ti 11 Project Engineer I 135-140 Engineer III 125435 Engineer II 120425 Engineer I 115420 Senior Resident Project Representative 1Z5-135 Resident Project Representative 120425 Senior Designer 120440 CAD Designer 110A20 Administrative 85-120 Any changes to Consultant's hourly rates will be communicated to the Town, and shall not take effect unless and until such changes are approved by the pirestone Town Board. Project Page - 2 Owner:�V�J Engineer: Owner-Englneer Agreement -Exhibit A f L !.. 0 - i 1 ., 1 +. Prohibition Against Employing Illegal Aliens. Contractor shall not knowingly employ or contract with an illegal alien to perform work under this contract. Contractor, shall, not enter into a. contract with a subcontractor that fails to certify to the Contractor that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under this contract. Contractor will participate in either the &verify program or the Department program; as defined in C.R.S. § § 847.5401(3.3) and 847.5401(3.7), respectively, in order to confirm the employment eligibility of all employees who are newly hired for employment to perform work_ under the public contract for services. Contractor is prohibited from using the E-verify program or the Department program procedures to undertake pre -employment screening of job applicants while this contract is being performed. If Contractor obtains actual knowledge that a subcontractor perForming work under this contract for services knowingly employs or contracts with an illegal alien, Contractor shall: a. Notify the subcontractor and the Town within three days that the Contractor has actual knowledge that the subcontractor Is employing or contracting with an illegal alien; and b. Terminate the subcontract with the subcontractor if within three days of receiving the notice required pursuant to this paragraph the subcontractor does not stop employing or contracting with the illegal alien; except that the Contractor shall not terminate the contract with the subcontractor if during such three days the subcontractor provides Information to establish that the subcontractor has not knowingly employed, or contracted with an Illegal alien. Contractor shall comply with any reasonable request by the Department of Labor and Erriployment made in the course of an investigation that the Department is undertaking pursuant to the authority established in C.R.S. § 847.5402(5). If Contractor violates a provision of this Contract required pursuant to C.R.S. § 847.5-102, Town may terminate the contract for breach of contract. If the contract is so terminated, the Contractor shall be liable for actual and consequential damages to the Town. f i Project E Page - 1 Owner: 5 Engineer: Owner -Engineer Agreement -Exhibit B ,; , i , � , �; �; • � �_ �. As a prospective independent contractor far the above -identified project, r (we) do hereby certify that, as of the date of this certification, the undersigned does not knowingly employ or contract with an illegal alien; and that the undersigned will participate in the E-Verify employment verification program administered jointly by the United States Department of Homeland Security and the Social Security Adiriinistration or the employment verification program of the Colorado Department of Labor and Employment Program, as "'defliied in C.R.S. § § 8-17.5-101(3.3) arid &17,5-101(3.7), respectively, in order to confirm the employment eligibility of any employees hired since the date of this contract to perform work under this contract: Executed this .,.�^ day of ^� 20 � PR®SPE VE iCC1N7 CTtDEt Patrick 0`i3riei Printed Name Phone Email • r Title STATE OF _ � �,C�t'T_t.C�.�J ) ss. COUNTY OF A G� 1.(1��- ) The foregoing Certification was acknowledged before me this :5 day of �t? Q�Cr" , 20�, by '(�c..t�n�, C,� � �v�r t e ram —_,.(Name), for _ 'Q 1 �, � ,n �me r /�--� , a c. (Name) � � � ' (Company Name). Witness my hand and of>~rcial seal. f� My commission expires: _ `�� � ��-� Notary Public 2URINE L CORCORRAN NOTARY PUBLIC STATI^ OP COLORApO NOTARY ID 2t)02�021157 MY CC�MMI5SION EXPIairS AUGUST i.9, 2Q7 Project ; Page -1 Owner:�� Engineer: Owner -Engineer Agreement — Pra-Contract Certification