2001-129-RES APPROVING/AUTHORIZING EXECUTION OF AGREEMENT FOR PROFESSIONAL SERVICES WITH HAYTER ENG
RESOLUTION NO. ?001-1 ?q
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PARIS,
PARIS, TEXAS, APPROVING AND AUTHORIZING THE EXECUTION OF
AN AGREEMENT FOR PROFESSIONAL SERVICES WITH HAYTER
ENGINEERING FOR PROFESSIONAL ENGINEERING/DESIGN
SERVICES RELATED TO THE DOWNTOWN STREETSCAPE PROJECT,
"STATEWIDE TRANSPORTATION ENHANCEMENT PROGRAM"
GRANT NO. CSJ-0901-29-017, PROJECT STP 2000 (615) TE; MAKING
OTHER FINDINGS AND PROVISIONS RELATED TO THE SUBJECT;
AND PROVIDING AN EFFECTIVE DATE.
WHEREAS, the City Council of the City of Paris did heretofore, on the 5th day of
August, 1999, in Resolution No. 99-100, authorize an application to be made to the Texas
Department of Transportation for the Statewide Transportation Enhancement Program grant; and,
WHEREAS, the City Council of the City of Paris did heretofore, on the 12th day of June,
2000, in Resolution No. 2000-073, accept the Grant Award entitled "Statewide Transportation
Enhancement Program" Grant No. CSJ-090l-29-0l7, Project STP 2000 (615) TE, in the total
amount of $805,920.00, requiring matching contribution of $201,480.00; and,
WHEREAS, the City Council of the City of Paris did heretofore, on the 9th day of July,
select Hayter Engineering to provide professional engineering/design services for the Downtown
StreetScape Project, "Statewide Transportation Enhancement Program" Grant No. CSJ -0901-29-
017, Project STP 2000 (615) TE; and,
WHEREAS, the form of the Agreement for Professional Services with Hayter
Engineering, attached hereto as Exhibit A, should, in all things, be approved, and the City
Manager should be authorized to execute the same; NOW, THEREFORE,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PARIS, PARIS,
TEXAS:
Section 1. That the findings set out in the preamble to this resolution are hereby in all
things approved.
Section 2. That the form of the Agreement for Professional Services with Hayter
Engineering, attached hereto as Exhibit A, for professional engineering/design services related to
the Downtown StreetScape Project, "St atewide Transportation Enhancement Program" Grant No.
CSJ-0901-29-017, Project STP 2000 (615) TE, be, and the same is hereby, approved.
Section 3. That the City Manager be, and he is hereby, authorized and directed to execute,
on behalf of the City of Paris, the Agreement for Professional Services with Hayter Engineering,
under the terms and conditions and in the form shown in Exhibit A, attached hereto.
Section 4. That this resolution shall be effective from and after its date of passage.
PASSED AND APPROVED this 13th day of August, 2001.
ATTEST:
AGREEMENT FOR PROFESSIONAL SERVICES
This AGREEMENT is entered into by the City of Paris, a municipal corporation, acting herein through
its Mayor, duly authorized to act by the City Council, hereinafter called "OWNER", and HAYTER
ENGINEERING, INC., a Texas corporation, acting herein through a duly authorized officer, herein
called "ENGINEER", because OWNER desires ENGINEER'S services in connection with engineering
services for a Streetscape Enhancement Project in downtown Paris (TxDOT TEA-21 project).
WITNFSSFTH:
For the mutual promises and benefits herein described, the parties agree as follows:
1. Tenn of AGRFFMFNT: This AGREEMENT shall become effective on the day it is
executed, and shall continue in effect thereafter until the services provided for herein have been
performed, or until tenninated as provided herein.
2. Servi~e" to he Pp.rfonnp.c1 hy FNGTNFER: Basic services are detailed in Exhibit B hereto.
OWNER may request additional services of any type normally rendered by ENGINEER
These will be called "Additional Services", and compensation shall be detennined as per
Section 4(b) hereof
Basic services during the construction period, if any such services are included in this
AGREEMENT, are understood to be for the time of completion initially specified in the
corresponding construction contract, and services beyond that time, including services as
expert witness or assisting in litigation, or services due to failure of the CONTRACTOR to
complete on time, will be deemed additional services.
3. Sp.rvi~p." to hp. Pp.rfonnp.c1 hy OWNFR: OWNER shall: (i) designate a specific person as
OWNER'S representative; (ii) provide ENGINEER with any previous studies, reports, data,
budget constraints, special OWNER requirements, or other pertinent information known to
OWNER; (iii) ensure access for the ENGINEER to properties necessary for perfoffimnce of
the ENGINEER'S work; (iv) provide legal, accounting, or insurance consultants, financial
advisors or other similar specialists as required for the project; (v) make prompt payments in
response to ENGINEER'S statements; and (vi) respond in a timely fashion to requests from the
ENGINEER ENGINEER is entitled to rely upon and use, without independent verification
and without liability, all information and services provided by OWNER or OWNER'S
appointees, or with respect to buried utilities, the utility providing service in the project area.
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EXHIBIT A
4. rnmpp.n<:Minn nfFNGTNFFR: Owner shall pay ENGINEER as follows:
(a) Basic Services:
B2.2
B2.3
B2.4
B 2.5
Preliminary Engineering and Design Surveys
Design Phase
Bidding Phase
Construction Review Phase
$15,200
63,500
7,600
28,800
Fees for B 2.2 through B 2.5 are lump sums. B 2.6 services will be billed additionally
in accordance with Section 4(b).
(b) OWNER shall pay ENGINEER for additional services requested by OWNER, at the
hourly rates on Exhibit A hereto, plus reimbursable expenses.
( c) ENGINEER may submit monthly statements for basic and additional services. These
will be based upon ENGINEER'S estimate of services completed at the time, and
OWNER shall make prompt payments. If OWNER fails to pay ENGINEER within
sixty (60) calendar days of the receipt of ENGINEER'S statement, the amounts due
ENGINEER shall increase at the rate of one percent (1%) a month. ENGINEER may,
after giving seven (7) days written notice to OWNER, suspend services until paid.
(d) In the event of termination by OWNER, ENGINEER shall be entitled to payment for
services rendered through receipt of termination notice. ENGINEER will also be
entitled to payment for all reasonable termination expenses.
(e) "Termination expenses" means reimbursable expenses, salaries, and overhead costs due
to termination, including, but not limited to, transferring job records to OWNER,
termination negotiations, and reassignment of personnel.
"Reimbursable expenses" include, but are not limited to, long distance telephone,
postage, equipment, expendables, mileage, subcontractors or special consultants,
freight, testing fees, copies, and blueprints. Where special consultants or subs are used
as additional services, the ENGINEER'S reimbursement shall include a service charge
equal to 5% of the subcontractor's invoice amount.
5. Tp'l111inMinn: The obligation to provide further services under this AGREEMENT may be
terminated by either party upon ten (10) calendar days written notice, in the event of substantial
failure by the other party to perform in accordance with the terms hereof
6. Rp.lI<:p. nfDnmmp.nt<:: All documents prepared by ENGINEER are instruments of service for
the specific project contemplated under this AGREEMENT They are not intended for reuse
on extensions of that project, or on any other project. Any reuse without written verification
or adaptation by ENGINEER for the specific purpose intended will be at OWNER'S sole risk
and without liability to ENGINEER.
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7. Nnti~p.,,: Any notices to be given hereunder by either party to the other may be affected either
by personal delivery, in writing, or by registered or certified mail.
8. SnIp. P~rtip." ~nrl Fntirp. AGRFFMFNT: This AGREEMENT shall not create any rights or
benefits to anyone except the OWNER and ENGINEER, and contains the entire agreement
between the parties. Oral modifications to this agreement shall have no force or effect.
9. Tp.x~" T ~w tn Apply; SIIc'c'e~~()f~: rnn~tmc,tinn: This AGREEMENT shall be construed under
and in accordance with the laws of the State of Texas. It shall be binding upon, and inure to
the benefit of, the parties hereto and their representatives, successors and assigns. Should any
provisions in this AGREEMENT later be held invalid, illegal or unenforceable, they shall be
deemed void, and this AGREEMENT shall be construed as if such provision had never been
contained herein.
10. Othp.r Pmvi"inn,,: The parties hereto further agree as follows:
(a) The ENGINEER has not been retained or compensated to provide design and
construction review services relating to any construction contractor's safety precautions
or to means, methods, techniques, sequences, or procedures required for the contractor
to perform his work, but not relating to the final or completed structure. The
ENGINEER does not in any manner guarantee the performance of the construction
contractors.
(b) ENGINEER will strive to perform services hereunder in a manner consistent with that
level of care and skill ordinarily exercised by members of the profession currently
practicing in the same locality under similar conditions. No other representation,
express or implied, and no warranty or guarantee is included or intended in this
AGREEMENT, or in any report, opinion, document, or othelWise.
(c) Any opinion of the probable construction cost prepared by the ENGINEER represents
only his judgment as a design professional and is supplied for the general guidance of
the OWNER Since the ENGINEER has no control over the cost of labor and
material, or many other factors, the ENGINEER does not imply nor guarantee the
accuracy of such opinions. If the OWNER elects to redesign or rebid the project to
reduce costs, ENGINEER'S services for such rebidding or redesign shall be additional
services.
(d) In recognition of the relative risks and benefits of the project to both the OWNER and
the ENGINEER, the risks have been allocated such that the OWNER agrees, to the
fullest extent permitted by law, to limit the liability of the ENGINEER and his
subcontractors on the project for any and all claims, losses, costs, damages of any
nature whatsoever or claims expenses from any cause or causes, so that the total
aggregate liability of the ENGINEER and his or her subconsultants to all those named
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shall not exceed $100,000 or the ENGINEER'S total fee for services rendered on this
project, whichever is greater. Such claims and causes include, but are not limited to,
negligence, professional errors or omissions, strict liability, and breach of contract.
IN WITNESS WHEREOF, the parties, having read and understood this AGREEMENT, have
executed such in duplicate copies, each of which shall have full dignity and force as an original, on the
day of ,2001
OWNER: CITY OF PARIS, TEXAS
ENGINEER: HAYTER ENGINEERING, INe.
By:
By:
ATTEST:
ATTEST:
(Seal)
(Corporate Seal)
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EXHmIT A
I Schedule of Per Diem Rates
January 1, 2001
Personnel
Principals
EngineersIProj ect Managers
Junior Engineers
Senior Technicians
CAD Technician
Draftsmen
Administration Assistant
Environmentalist
On-Site Observer
Surveyor
Survey Technician
Survey Crew - 2 Man Party
Survey Crew - 3 Man Party
Lab Technician
Hourly Rates
125.00
90.00
55.00
40.00
40.00
26.00
34.00
50.00
34.00
85.00
29.00
82.00
11 0.00
37.00
This Schedule of hourly rates is effective until January 1, 2002, and may be modified thereafter by
the ENGINEER, at his discretion.
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EXHmIT B
SERVICES OF ENGINEER
2. 1 Gp.np.r::l1
2.2
2.2.1
2.2.2
2.2.3
2.2.4
? "
-.-'
2.3.1
2.3.2
2.3.3
2.3.4
The Project contemplated herein will consist of Streetscape Enhancements as further
described in the City's TEA-21 project application, for the streets bordering the Plaza
and approximately ~ block from the Plaza.
ENGINEER shall provide for OWNER professional engineering services as hereinafter
provided. These services will include providing professional engineering consultation
and advice and furnishing customary civil, structural, mechanical and electrical
engineering services, and customary architectural services incidental thereto.
PrP.liminmy Dp.\;ie;n Ph::l\;p.
Consult with OWNER to clarify and define OWNER'S requirements for the Project and
review available data.
Advise OWNER as to the necessity of OWNER providing or obtaining from others,
data or services outside those of ENGINEER described herein, and assist OWNER in
obtaining same.
Identify and analyze requirements of governmental authorities having jurisdiction to
approve the design of the Project and participate in consultations with such authorities.
Provide topographic type surveying necessary for the design of the project.
Fin::ll Op.\;ie;n Ph::l\;p., Or::lwine;\; ::Inri Spp.r.ifir.Mion Ph::l\;p.
Prepare final drawings to show the general scope, extent and character of the work of
CONTRACTOR ("Drawings"), and Technical Specifications.
Provide technical data for OWNER'S use in obtaining approval of governmental
authorities having jurisdiction to approve the design of the Project, and assist OWNER
in consultations with said approval authority.
Advise OWNER of any adjustments to the latest opinion of probable Total Project
Costs.
Prepare for review and approval by OWNER, its legal counsel and other advisors,
contract agreement forms, general conditions, and supplementary conditions, and bid
forms, invitations to bid and instructions to bidders, and assist in the preparation of
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other related documents.
I
2.3.5 Furnish one copy of the above documents and of the Drawings and Specifications and
present and review them with OWNER.
2.4 Riciciine
2.4.1 Assist OWNER in advertising for bids for a single prime contract for the Work.
2.4.2 Prepare addenda as appropriate to interpret, clarifY or expand the Bidding Documents.
2.4.3 Attend the bid opening, prepare bid tabulation sheets, and recommend an award if deemed
appropriate.
2.5 rnn"tmr.tinn Ph~,,~
2.5.1 ENGINEER shall consult, advise, and act as OWNER'S representative as provided in the
construction contract. All of OWNER'S instructions to CONTRACTOR will be issued through
ENGINEER who will have authority to act on behalf of OWNER to the extent provided in said
construction contract.
2.5.2 In connection with observations of the work of CONTRACTOR while it is in progress:
2.5.2.1 ENGINEER shall make visits to the site at intervals ENGINEER deems necessary, in order to
observe the progress and quality of the CONTRACTOR'S work. Based on information
obtained during such visits and on such observations, ENGINEER shall endeavor to determine
in general, if such work is proceeding in accordance with the contract documents.
2.5.2.2 If requested by OWNER or recommended by ENGINEER and agreed to in wntmg by
OWNER, an on-site observer will be furnished, to act as directed by ENGINEER in order to
assist ENGINEER in observing performance of the work. Such services will be paid for as per
Section 3b. The duties and responsibilities and the limitations on the authority of the on-site
observer will be set forth in a separate exhibit which is to be made a part of this Agreement
before such services begin.
2.5.2.3 ENGINEER'S visits to, and representation by the on-site observer at the site, will enable
ENGINEER to better carry out the duties and responsibilities assigned to ENGINEER during
the Construction Phase, and, by exercise of ENGINEER'S efforts as an experienced and
qualified design professional, provide OWNER a greater degree of confidence that the
completed work of CONTRACTOR will conform generally to the contract documents.
ENGINEER shall not, however, during such visits or as a result of such observations, supervise,
direct or have control over CONTRACTOR'S work, nor shall ENGINEER have authority over
or responsibility for the means, methods, techniques, sequences or procedures or construction
selected by CONTRACTOR or for safety precautions and programs incident to the work, or for
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any failure of CONTRACTOR to comply with laws, regulations, codes or orders applicable to
CONTRACTOR'S work. Accordingly, ENGINEER can neither guarantee the performance of
the construction contracts by CONTRACTOR, nor assume responsibility for CONTRACTOR'S
failure to furnish and perform their work in accordance with the contract documents.
i
2.5.3 Tntp.rpn~tMiom. ::Inri rl::lrific'Mion~
ENGINEER shall issue necessary interpretations and clarifications of the contract documents and
in connection therewith prepare work directive changes and change orders, as required.
2.5.4 Shop Dr::lwine~ IV SlIh~titlltp.~
ENGINEER shall review or take appropriate action, on substitute materials proposed by
CONTRACTOR, shop drawings, samples and other data which CONTRACTOR is required to
submit, but only for general conformance with the design concept of the project and the information
given in the contract documents. Such review shall not extend to means, methods, techniques,
sequences or procedures of construction or to safety precautions and programs incident thereto.
2.5.5 Tn<:pp'c,tion<: ::Inn Tp.~t<:
ENGINEER shall have authority, as OWNER'S representative, to require special inspection or testing
of the work, and shall receive and review all certificates of inspections, testing and approvals required
by laws, regulations, codes, orders or the contract documents, to determine generally that their content
complies with the requirements of, and the results certified indicate compliance with, the contract
documents.
2.5.6 Di<:plltp.<: hp.twp.p.n OWNER ::Inn rONTR ArTOR
ENGINEER shall act as initial interpreter of the contract documents and judge of the acceptability of
the work, and make decisions on all claims of OWNER and CONTRACTOR relating to the
acceptability of the work or the interpretation of the requirements of the contract documents.
ENGINEER shall not be liable for the results of any such interpretations or decisions rendered in good
faith.
2.5.7 Applic'Mion<: for P::Iymp.nt
Based on ENGINEER'S observations as an experienced and qualified design professional, on
information provided by the on-site observer and on review of applications for payment and the
accompanying data and schedules; ENGINEER shall determine the amount owed to CONTRACTOR
and recommend in writing payments to CONTRACTOR. This recommendation will constitute a
representation to OWNER that the work has progressed to the point indicated, and that, to the best of
ENGINEER'S knowledge, information and belief, the quality of such work is generally in accordance
with the contract documents. However, ENGINEER will not thereby be deemed to have made
exhaustive, continuous or detailed reviews or examinations to check the quality or quantity of
CONTRACTOR'S work as it is furnished, beyond the responsibilities specifically assigned to
ENGINEER in this Agreement and the contract documents. ENGINEER'S review of
CONTRACTOR'S work for the purpose of recommending payments will also not impose
responsibility on ENGINEER to make any examination to ascertain how or for what purposes
CONTRACTOR has used the monies paid on account of the contract price, or to determine that title
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to any of the work, materials or equipment has passed to OWNER free and clear of any lien, claims,
security interests or encumbrances, or that there may not be other matters at issue between OWNER
and CONTRACTOR that might affect the amount that should be paid.
2.5.8 Tn"pp.~tion"
ENGINEER shall conduct an inspection to determine if the work is substantially complete, and a final
inspection to determine if the completed work is acceptable, so that ENGINEER may recommend final
payment to CONTRACTOR. Any such recommendation is subject to the limitations expressed earlier
herein.
2.5.9 T imitMion ofRp."pon"ihilitip."
ENGINEER shall not be responsible for the acts or omISSions of any CONTRACTOR, or its
subcontractor, supplier, or any of the CONTRACTOR'S or subcontractor's suppliers, agents or
employees, or any other persons (except ENGINEER'S own employees and agents) at the site or
otherwise furnishing or performing any of the CONTRACTOR'S work; however, nothing contained in
this section shall release ENGINEER from liability for failure to properly perform duties and
responsibilities assumed by ENGINEER in the contract documents.
SFf:TION? I'i - ADDTTIONAl. FNGlNFFRTNCT SFRVTf:FS
The following "additional services" are known to be required at the time of this agreement, and are
authorized at per diem rates shown as Exhibit A. These and other "additional services" which may be
added as required will be paid for as additional services in accord with Section 3b.
2.6.1 Crossing Permits - ENGINEER will assist OWNER in obtaining permits required for
construction on highway right-of-way, including preparation of necessary forms, and liaison
with TxDOT. OWNER will pay any permit fees levied.
2.6.2 Record Drawings - ENGINEER will compile for client a set of record drawings, showing data
furnished to the ENGINEER by CONTRACTOR or OWNER, and provide two sets of prints
(and one reproducible copy).
2.6.3 Other Permits - ENGINEER will assist in preparing documentation for environmental or
construction permits, such as 404 permits or other state/federal permits, as requested by
OWNER.
2.6.4 Easement and Boundary Surveys - ENGINEER will provide, if requested, a registered land
surveyor and support personnel to prepare field notes and plats and stake proposed or existing
easements or fee-simple acquisitions.
2.6.5 Construction Materials Testing - Quality assurance testing of soil compaction, concrete and
similar materials as construction progresses.
2.6.6 Extended or numerous meetings beyond those normally encountered in a project of this nature,
including public hearings, utility negotiations, assistance in negotiating right-of-way,
condemnation or other legal proceedings, or similar.
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2.6.7 Environmental Clearance - Prepare a report including a review of the likelihood of historically
significant features, endangered species, surface and groundwater impacts, floodzone impacts,
vegetation impacts and similar considerations, and provide same to TxDOT for review,
approval and coordination with appropriate state and federal agencies.
I
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