Ordinance No. 15,152 ORDINANCE NO. 15,152
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN,TEXAS,
AUTHORIZING A PROFESSIONAL SERVICES AGREEMENT WITH ARCADIS,
U.S., INC., FOR PROFESSIONAL DESIGN ENGINEERING SERVICES FOR THE
ANNUAL LIFT STATION REHABILITATION FOR THE JAMES AND NORTH
MAIN STREET LIFT STATIONS PROJECT; AUTHORIZING PAYMENT BY THE
CITY OF BAYTOWN IN AN AMOUNT NOT TO EXCEED ONE HUNDRED
SIXTEEN THOUSAND FOUR HUNDRED TWENTY-ONE AND NO. 100 DOLLARS
($116,421.00); MAKING OTHER PROVISIONS RELATED THERETO; AND
PROVIDING FOR THE EFFECTIVE DATE THEREOF.
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BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN,TEXAS:
Section 1: That the City Council of the City of Baytown,Texas,hereby authorizes and directs
the City Manager to execute and the City Clerk to attest to a Professional Services Agreement with Arcadis,
U.S., Inc., for professional design engineering services for the Annual Lift Station Rehabilitation for the
James and North Main Street Lift Stations Project. A copy of said agreement is attached hereto as Exhibit
"A"and incorporated herein for all intents and purposes.
Section 2: That the City Council of the City of Baytown authorizes payment to Arcadis, U.S.,
Inc.,in an amount not to exceed ONE HUNDRED SIXTEEN THOUSAND FOUR HUNDRED TWENTY-
ONE AND NO 100 DOLLARS($116,421.00)for professional services in accordance with the agreement
authorized in Section 1 hereinabove.
Section 3: That the City Manager is hereby granted general authority to approve a decrease or
an increase in costs by FIFTY THOUSAND AND NO 100 DOLLARS($50,000.00)or less.
Section 4: This ordinance shall take effect immediately from and after its passage by the City
Council of the City of Baytown.
INTRODUCED, READ and PASSED by the vote of the City Council of the City of
Baytown this the 280'day of July,2022.
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EXHIBIT "A"
AGREEMENT FOR CONSULTING SERVICES
STATE OF TEXAS §
COUNTY OF HARRIS §
This Agreement (this "Agreement") is entered into by and between Arcadis U.S., Inc.
(hereinafter "Consultant") and the City of Baytown, a home-rule municipality located in Harris
and Chambers Counties,Texas (the "City").
1. Scope of Services/Consultant Fees
This Agreement authorizes Consultant to perform Professional services for Annual Lift Station -
James/N Main(the "Work") for and on behalf of the City. The scope of the Work is detailed in
Exhibit "A." The compensation and professional fees for Consultant and its subconsultants is
more particularly described in Exhibit "B" and shall not exceed ONE HUNDRED SIXTY
FOUR THOUSAND FOUR HUNDRED TWENTY ONE AND NO100 DOLLARS
($116,421.00). The time schedules for the Work are specified in Exhibit "C." Each of these
Exhibits "A" through "C" are incorporated into this Agreement by reference for all purposes.
2. Compensation and Professional Fees
a. The City shall pay Consultant in installments based upon monthly progress
reports and detailed invoices submitted by the Consultant based upon the
following:
1. Design Phase Services(Lump Sum)..................................................$78,175.00
2. Bid Phase Services(Hourly Not to Exceed)......................................$11,525.00
3. Construction Phase Services (Hourly Not to Exceed)............................$26,721
4. Additional Services (Lump Sum)..............................................................$0.00
(These services require independent and specific advance,written authorization)
5. Reimbursable Expenses(Not to Exceed)....................................................$0.00
6. Total................................................................................................$116,421.00
b. For an agreed contract amount identified as "Lump Sum," "Not to Exceed" and
"Reimbursable," Consultant shall not exceed the fixed contractual amount without
written authorization in the form of a Contract amendment.
C. Reimbursable Expenses, as shown in Exhibit "B," are itemized by work category.
Reimbursable Expenses shall be invoiced AT COST, without subsequent markup
by Consultant. All invoices containing a request for Reimbursable Expenses shall
include copies of the original expense receipts itemized per allowable category.
(1) Allowable reimbursable Expenses include:
(a) Hard copy reproductions, copies, and/or binding costs;
(b) Postage;
Ay_reement for Consulting Services,Page 1
(c) Mileage, for travel from Consultant's local office (within a 25-mile
radius) to meetings at the City or jobsite. Mileage shall be charged
at the current IRS rates;
(d) Travel Expenses, mileage from local office to state or federal
regulatory agency office beyond 100 miles; and
(e) Lodging expenses for destinations beyond 100 miles from
Consultant's local office AND when business hours exceed eight
hours within one business day OR when Consultant's services
require more than one eight-hour day at the destination; provided
such expenses has been approved in writing by the City.
(2) Disallowed Expenses include travel expenses for professional expertise
traveling into the Greater Houston Area from Consultant's office outside
the Greater Houston Area.
d. Consultant shall invoice based upon total services actually completed during the
applicable month. Invoices and all required or requested backup information shall
be tendered no more often than once a month. Consultant shall not invoice the
City for services or expenses that were incurred more than sixty (60) days before
the date of the invoice. Failure to timely invoice the City for services or expenses
shall result in Consultant's invoice being denied.
e. In the event of a disputed or contested invoice, the City may withhold from
payment that portion so disputed or contested, and the undisputed portion will be
paid.
3. Personnel of Consultant
a. Consultant's Project Manager
Consultant shall designate Nicholas Kallmyer, to serve as Project Manager for the
Work performed under this Agreement. Any change of Project Manager shall
require thirty(30) days advance written approval from the City's Representative.
b. Licensed and Registered Architects'Engineers
Consultant shall keep full-time registered architects andi or engineers licensed in
the State of Texas on staff and assigned to the Work for the duration of its
performance of the Work.
C. Data on Consultant's Employees
Prior to commencement of the Work, Consultant shall forward to the City a
detailed resume of the personnel that will be assigned to the Work. Such
personnel shall include, but not be limited to, architects and.or engineers as
applicable.
Agreement for Professional Services,Page 2
d. Rejection of Consultant's Employees
The City reserves the right to approve or reject from the Work any employees of
Consultant.
4. Designation and Duties of the City's Representative
a. The City's Director of Public Works and Engineering or his designee shall act as
the City's Representative.
b. The City's Representative shall use his best efforts to provide nonconfidential City
records for Consultant's usage on the Work and to provide access to City's
property and easements. However, the City does not guarantee the accuracy or
correctness of the documents so provided. Notwithstanding the foregoing,
Professional shall be entitled to use and rely upon information provided by the
City in performing the services required under this Agreement only to the extent
and level specified by the City in writing for each document provided. Nothing
contained herein shall be construed to require the City to provide such records in
any certain format. The format in which the existing data and documentation will
be provided shall be at the sole discretion of the City.
5. Standards of Performance
a. Consultant shall perform all services under this Agreement with the care and skill
ordinarily used by members of Consultant's profession practicing under the same
or similar circumstances, time and locality. Opinion of probable cost shall be
based upon the Consultant's experience and represent its best judgment as an
experienced and qualified professional. Each submittal of opinion of probable
cost shall be commensurate with the project design.
Consultant shall be responsible for the technical accuracy of its services and
documents resulting therefrom, and the City shall not be responsible for discovering
deficiencies therein. Consultant shall correct such deficiencies without additional
compensation.
b. Codes and Standards
(1) All references to codes, standards, environmental regulations and/or
material specifications shall be to the latest revision, including all effective
supplements or addenda thereto, as of the date that the order for any
necessary equipment is made by the City or that the construction specified
is bid by the City.
(2) If any such equipment is specially manufactured, it shall be identified to
the City, and the Contractor and the Seller shall present sufficient data to
the City to support the design and the suitability of the equipment.
Agreement for Professional Services,Page 3
(3) All materials specified on any City project shall be in accordance with
City, ASTM, ACI, and AASHTO specifications, and with other recognized
standards. Proprietary material or other materials for which no generally
recognized standards exist may be used provided there has been at least
five (5) years of proven experience in the field, and such satisfactory
documentation has been approved by the City's Representative.
(4) The Work shall be designed and furnished in accordance with the most
current codes and/or standards adopted by city, state, or federal
government or in general custom and usage by the profession and shall
comply with Texas Department of Licensing and Regulation's rules and
regulations, including the Texas Accessibility Standards.
(5) The codes and standards used in the profession set forth minimum
requirements. These may be exceeded by the Contractor or Consultant if
superior methods are available for successful operation of equipment
and or for the construction project on which the Work is performed. Any
alternative codes or regulations used shall have requirements that are
equivalent or better than those in the above-listed codes and regulations.
Consultant shall state the alternative codes and regulations used.
(6) Consultant agrees the services it provides as an experienced and qualified
architect/engineer will reflect the professional standards, procedures and
performances common in the industry for this project. Consultant further
agrees that any analysis, reports, preparation of drawings, the designation
or selection of materials and equipment, the selection and supervision of
personnel and the performance of other services under this contract will be
pursuant to the standard of performance common in the profession.
(7) Consultant shall promptly correct any defective analysis caused by
Consultant at no cost to City. The City's approval, acceptance, use of or
payment for all or any part of Consultant's services hereunder or of the
Work itself shall in no way alter Consultant's obligations or the City's
rights under this Agreement. As applicable, Consultant shall provide the
City with record "as-built" drawings relating to the Work in an electronic
format that is acceptable to the City. City shall be in receipt of record
drawings, if applicable,prior to final payment.
(8) Consultant has no control over the cost of labor, materials, equipment or
services furnished by others, other than its subconsultants. Data
projections and estimates are based upon Consultant's opinion based on
experience and judgment. Consultant cannot and does not guarantee that
actual costs and/or quantities realized will vary from the data projections
and estimates prepared by Consultant.
Aereement for Professional Services,Page 4
(9) Consultant shall submit all final construction documents in both hard copy
and electronic format. Plans shall be AutoCAD compatible and all other
documents shall be Microsoft Office compatible. The software versions
used shall be compatible to current City standards. Other support
documents, for example, structural calculations, drainage reports and
geotechnical reports, shall be submitted in hard copy only. All Record
Drawings electronic files shall be submitted to the City in PDF:TIF format.
(10) In accordance with 2 C.F.R. � 180 and Executive Orders 12549 and 12689,
"Debarment and Suspension," Consultant represents and warrants that
neither it nor its employees:
(a) are listed on the governmentwide exclusions in the System for
Award Management(SAM);
(b) are presently debarred, suspended, proposed for debarment,
declared ineligible, sentenced to a denial of Federal benefits by a
State or Federal court, or voluntarily excluded from covered
transactions by any Federal department or agency;
(c) within the three(3) year period preceding the Effective Date of this
Agreement, have been convicted of, or had a civilian judgment
rendered against them for:
(i) commission of fraud or a criminal offense in
connection with obtaining, attempting to obtain, or
performing, a public (Federal, State, or local)
transaction or contract under a public transaction;
(ii) any violation of Federal or State antitrust statutes;
or
(iii) commission of embezzlement, theft, forgery,
bribery, falsification or destruction of records,
making false statements, or receiving stolen
property.
(d) are presently indicted for, or otherwise criminally or civilly
charged by a governmental entity (Federal, State, or local), with
commission of any of the offenses enumerated in paragraph (c)(i)-
(iii); and
(e) have, within the three (3) year period preceding the Effective Date
of this Agreement, had one or more public transactions (Federal,
State, or local) terminated for cause of default.
Agreement for Professional Services,Page 5
(11) In accordance with 31 U.S.0 § 1352, Consultant declares that none of the
funds paid, or that will be paid, to it under this Agreement shall be used to
influence, or attempting to influence, an officer or employee of any
agency, a Member of Congress, an officer or employee of Congress, or an
employee of a Member of Congress. This prohibition applies with respect
to the following Federal actions:
(a) The awarding of any Federal contract.
(b) The making of any Federal grant.
(c) The making of any Federal loan.
(d) The entering into of any cooperative agreement.
(e) The extension, continuation, renewal, amendment, or modification
of any Federal contract, grant, loan, or cooperative agreement.
(12) 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 agency, a member of Congress, an officer or an
employee of Congress, or employee of a member of Congress, in
connection with this Agreement, or the Federal Grant related to this
Agreement, the undersigned shall complete and submit Standard Form-
LLL, "Disclosure of Lobbying Activities," in accordance with its
instructions.
6. Schedule
Consultant shall not proceed with the Work or any stage thereof until written notice to proceed is
provided by the City's Representative. Consultant's obligation to render services specified in
Exhibit "B" will be for the entire period necessary for the final completion of the construction of
the Work. If the Consultant contributes to any delay in the schedule, Consultant will have no
right to seek and shall not be entitled to any additional compensation.
7. Instruments of Service
Upon execution of this Agreement, Consultant grants to the City an ownership interest in the
Instruments of Service. Consultant shall obtain similar interests from the City and Consultant's
consultants consistent with this Agreement. As noted in Articles 5 and 11, Consultant shall be
required to tender to City all Instruments of Service. With such ownership interest, it is expressly
understood by the parties hereto that the City may use the Instruments of Service for any purposes
which the City sees fit, including, but not limited to, subsequent construction, reconstruction,
alteration, and/or repairs of the Project. As a condition to the City's use of the Instruments of
Service, the City hereby expressly agrees to remove Consultant's name and all references to
Consultant and its consultants from the Documents. Provided that this Agreement is not
terminated for cause by the City, the City shall release any and all claims which the City could
make arising out of or in connection with any reuse of the documents by the City.
Agreement for Professional Services,Page 6
8. Insurance
Consultant shall procure and maintain at its sole cost and expense for the duration of the
Agreement, insurance against claims for injuries to persons or damages to property which may
arise from or in connection with the performance of the Work hereunder by Consultant, its
agents, representatives, volunteers, employees or subconsultants.
a. Consultant's insurance coverage shall be primary insurance with respect to the
City, its officials, employees and agents. Any insurance or self-insurance
maintained by the City, its officials, employees or agents shall be considered in
excess of Consultant's insurance and shall not contribute to it. Further, Consultant
shall include all subconsultants, agents and assigns as additional insureds under its
policy or shall furnish separate certificates and endorsements for each such person
or entity. All coverages for subconsultants and assigns shall be subject to all of
the requirements stated herein.
The following is a list of standard insurance policies along with their respective
minimum coverage amounts required in this Agreement:
1. Commercial General Liability
■ General Aggregate: $2,000,000
■ Products& Completed Operations Aggregate: $2,000,000
■ Personal &Advertising Injury: $1,000,000
■ Per Occurrence: $1,000,000
■ Fire Damage$500,000
■ Waiver of Subrogation required
■ Coverage shall be broad form
■ No coverage shall be deleted from standard policy without
notification of individual exclusions being attached for review and
acceptance.
2. Business Automobile Policy
■ Combined Single Limits: $1,000,000
■ Coverage for "Any Auto"
■ Waiver of Subrogation required.
3. Errors and Omissions
■ Limit: $1,000,000 for this project
■ For all architects, engineers, and:or design companies
■ Claims-made form is acceptable
■ Coverage will be in force for one (1) year after completion of the
Project.
■ Waiver of Subrogation required.
Agreement for Professional Services,Page 7
4. Workers'Compensation
■ Statutory Limits
■ Employer's Liability$500,000
■ Waiver of Subrogation required.
b. The following shall be applicable to all policies of insurance required herein.
I. Insurance carrier for all liability policies must have an A.M. Best Rating
of ANIII or better.
2. Only insurance carriers licensed and admitted to do business in the State
of Texas will be accepted.
3. Liability policies must be on occurrence form. Errors and Omissions can
be on claims-made form.
4. Each insurance policy shall be endorsed to state that coverage shall not be
suspended, voided, canceled or reduced in coverage or in limits except
after thirty (30) days prior written notice by mail, return receipt requested,
has been given to the City.
5. The City, its officers, agents and employees are to be added as Additional
Insureds to all liability policies, with the exception of the Workers'
Compensation and Errors and Omissions Policies required herein.
6. Upon request and without cost to the City, certified copies of all insurance
policies and or certificates of insurance shall be furnished to the City.
7. Upon request and without cost to the City, loss runs (claims listing) of any
and/or all insurance coverages shall be furnished to the City.
8. All insurance required herein shall be secured and maintained in a
company or companies satisfactory to the City, and shall be carried in the
name of Consultant. Consultant shall provide copies of insurance policies
and endorsements required hereunder to the City on or before the effective
date of this Agreement.
9. Indemnification and Release
CONSULTANT AGREES TO AND SHALL INDEMNIFY AND
HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERS,
AGENTS, AND EMPLOYEES (HEREINAFTER REFERRED TO AS
THE "CITY") FROM AND AGAINST ANY AND ALL CLAIMS,
LOSSES, DAMAGES, CAUSES OF ACTION, SUITS AND
LIABILITY OF EVERY KIND INCLUDING ALL EXPENSES OF
Agreement for Professional Services,Page 8
LITIGATION, COURT COSTS, AND ATTORNEY'S FEES, FOR
INJURY TO OR DEATH OF ANY PERSON, FOR DAMAGE TO
ANY PROPERTY OR FOR ANY BREACH OF CONTRACT TO
THE EXTENT ARISING OUT OF OR IN CONNECTION WITH AN
ACT OF NEGLIGENCE, INTENTIONAL TORT, INTELLECTUAL
PROPERTY INFRINGEMENT, OR FAILURE TO PAY A
SUBCONTRACTOR OR SUPPLIER COMMITTED BY THE
PROFESSIONAL OR THE CONSULTANT'S AGENT,
CONSULTANT UNDER CONTRACT, OR ANOTHER ENTITY
OVER WHICH THE CONSULTANT EXERCISES CONTROL
(COLLECTIVELY, CONSULTANT'S PARTIES). IT IS THE
EXPRESS INTENTION OF THE PARTIES HERETO, BOTH
CONSULTANT AND THE CITY, THAT THE INDEMNITY
PROVIDED FOR IN THIS PARAGRAPH IS INDEMNITY BY
CONSULTANT TO INDEMNIFY AND PROTECT THE CITY
FROM THE CONSEQUENCES OF CONSULTANT'S PARTIES'
OWN WILLFUL MISCONDUCT, JOINT OR SOLE NEGLIGENCE
AS WELL AS THE CONSULTANT'S PARTIES' INTENTIONAL
TORTS, INTELLECTUAL PROPERTY INFRINGEMENTS, AND
FAILURES TO MAKE PAYMENTS ARISING OUT OF OR IN
CONNECTION WITH THIS AGREEMENT. SUCH INDEMNITY
SHALL NOT APPLY, HOWEVER, TO LIABILITY ARISING FROM
THE PERSONAL INJURY, DEATH, OR PROPERTY DAMAGE OF
PERSONS THAT IS CAUSED BY OR RESULTS FROM THE
NEGLIGENCE OF ANY PERSON OTHER THAN THE
CONSULTANT'S PARTIES. IN THE EVENT THAT ANY ACTION
OR PROCEEDING IS BROUGHT AGAINST THE CITY FROM
WHICH THE CITY IS INDEMNIFIED, CONSULTANT FURTHER
AGREES AND COVENANTS TO DEFEND THE ACTION OR
PROCEEDING BY LEGAL COUNSEL ACCEPTABLE TO THE
CITY. THE INDEMNITY PROVIDED HEREINABOVE SHALL
SURVIVE THE TERMINATION AND/OR EXPIRATION OF THIS
AGREEMENT.
By this Agreement, the City does not consent to litigation or suit, and the City
hereby expressly revokes any consent to litigation that it may have granted by the
terms of this Contract or any other contract or agreement, any charter, or
applicable state law. Nothing herein shall be construed so as to limit or waive the
City's sovereign immunity. Consultant assumes full responsibility for its services
performed hereunder and hereby releases, relinquishes and discharges the City, its
officers, agents, and employees from all claims, demands, and causes of action of
Agreement for Professional Services,Page 9
every kind and character, including the cost of defense thereof, for any injury to or
death of any person (whether they be either of the parties hereto, their employees,
or other third parties) and any loss of or damage to property (whether the property
be that of either of the parties hereto, their employees, or other third parties) that is
caused by or alleged to be caused by, arising out of, or in connection with
Consultant's services to be performed hereunder. This release shall apply with
respect to Consultant's services regardless of whether said claims, demands, and
causes of action are covered in whole or in part by insurance.
10. Subcontractors and Subconsultants
Consultant shall receive written approval of the City's Representative prior to the use of any
subcontractors or subconsultants. A copy of all proposed contracts with subconsultants and/or
subcontractors shall be given to the City before execution of such contracts.
11. Termination of Consultant
The City, besides all other rights or remedies it may have, shall have the right to terminate this
Agreement without cause upon written notice from the City Manager to Consultant of the City's
election to do so. Furthermore, the City may immediately and without notice terminate this
Agreement if Consultant breaches this Agreement. A breach of this Agreement shall include, but
not be limited to, the following:
(a) failing to pay insurance premiums, liens, claims or other charges;
(b) failing to pay any payments due the city, state, or federal government from
Consultant or its principals, including, but not limited to, any taxes, fees,
assessments, liens, or any payments identified in this Agreement;
(c) the institution of voluntary or involuntary bankruptcy proceeding against
Consultant;
(d) the dissolution of Consultant;
(e) refusing or failing to prosecute the Work or any separable part with the
diligence that will ensure its completion within the time specified in this
Agreement;
(f) failing to complete Work within the time period specified in this
Agreement; and/or
(g) the violation of any provision of this Agreement.
Upon delivery of any notice of termination required herein, Consultant shall discontinue all
services in connection with the performance of the Agreement. Within ten(10) days after receipt
of the notice of termination, Consultant shall submit a final statement showing in detail the
services satisfactorily performed and accepted and all other appropriate documentation required
herein for payment of services. At the same time that the final statement is tendered to the City,
Consultant shall also tender to the City's Representative all of Consultant's instruments of
service, including all drawings, special provisions, field survey notes, reports, estimates, and any
and all other documents or work product generated by Consultant under this Agreement, whether
complete or not, in an acceptable form and format together with all unused materials supplied by
the City. No final payment will be made until all such instruments of service and materials
supplied are so tendered.
Agreement for Professional Services,Page 10
If this Agreement is terminated for cause, Consultant shall be liable for any damage to the City
resulting therefrom. This liability includes any increased costs incurred by the City in
completing Consultant's services. The rights and remedies of the City in this section are in
addition to any other rights and remedies provided by law or under this Agreement.
12. Records
Within ten (10) days of the City's request and at no cost to the City, the City will be entitled to
review and receive a copy of all documents that indicate work on the Project that is subject to
this Agreement.
13. Supervision of Consultant
Consultant is an independent contractor, and the City neither reserves nor possesses any right to
control the details of the Work performed by Consultant under the terms of this Agreement.
14. Billing
The City shall have thirty (30) days to pay Consultant's invoices from the date of receipt of such
invoices and necessary backup information. All invoices must identify with specificity the work
or services performed and the date(s) of such work or services. In the event of a disputed or
contested invoice, the parties understand and agree that the City may withhold the portion so
contested, but the undisputed portion will be paid. Consultant shall invoice the City for work
performed no more than once a month and may not invoice the City for work not performed.
Invoices shall be received by the City no later than sixty (60) calendar days from the date
Consultant and or its subconsultants perform the services or incur the expense. Failure by
Consultant to comply with this requirement shall result in Consultant's invoice being denied and
the City being relieved from any liability for payment of the late invoice.
15. Indebtedness
If Consultant, at any time during the term of this Agreement, incurs a debt, as the word is defined
in section 2-662 of the Code of Ordinances of the City of Baytown, it shall immediately notify
the City's Director of Finance in writing. If the City's Director of Finance becomes aware that
Consultant has incurred a debt, the City's Director of Finance shall immediately notify
Consultant in writing. If Consultant does not pay the debt within thirty (30) days of either such
notification, the City's Director of Finance may deduct funds in an amount equal to the debt from
any payments owed to Consultant under this Agreement, and Consultant waives any recourse
therefor.
16. Verifications
The Consultant makes the following verifications in accordance with Chapters 2271 and 2274 of
the Texas Government Code:
a. the Consultant does not boycott Israel and will not boycott Israel during the term of
the contract to be entered into with the City of Baytown;
b. the Consultant does not boycott energy companies and will not boycott energy
companies during the term of the contract to be entered into with the City of
Baytown; and
Agreement for Professional Services,Page 11
c. the Consultant does not have a practice, policy, guidance, or directive that
discriminates against a firearm entity or firearm trade association and will not
discriminate during the term of the contract against a firearm entity or firearm trade
association.
17. Reputation in the Community
Consultant shall retain a high reputation in the community for providing professional
architectural engineering services. Consultant shall forward a copy of any current petition or
complaint in any court of law which (a) asserts a claim for $50,000 or more for errors or
omissions in providing architectural;engineering services and/or(b) seeks to deny Consultant the
right to practice architecture.'engineering or to perform any other services in the state of Texas.
18. Payroll and Basic Records
a. Consultant shall maintain payrolls and basic payroll records during the course of
the work performed under this Agreement and shall preserve them for a period of
three(3) years from the completion of the work called for under this Agreement
for all personnel working on such work. Such records shall contain the name and
address of each such employee, social security number, correct classification,
hourly rates of wages paid, daily and weekly number of hours worked, deductions
made and actual wages paid.
b. Consultant shall make the records required to be maintained under the preceding
subsection (a) of this section available at no cost to the City for inspection,
copying or transcription or its authorized representatives within fifteen (15) days
of the City's request therefor. Consultant shall permit such representatives to
interview Consultant's employees during working hours on the job.
19. Governing Law
This Agreement has been made under and shall be governed by the laws of the State of Texas.
The parties further agree that performance and all matters related thereto shall be in Harris
County, Texas.
20. Notices
Unless otherwise provided in this Agreement, any notice provided for or permitted to be given
must be in writing and delivered in person or by depositing same in the United States mail,
postpaid and registered or certified, and addressed to the party to be notified, with return receipt
requested, or by delivering the same to an officer of such party. Notice deposited in the mail as
described above shall be conclusively deemed to be effective, unless otherwise stated in this
Agreement, from and after the expiration of three(3)days after it is so deposited.
For the purpose of notice, the addresses of the parties shall be as follows unless properly changed
as provided for herein below:
For the City:
Aereement for Professional Services,Page 12
CITY OF BAYTOWN
Attn: City Manager
P. O. Box 424
Baytown, Texas 77522-0424
For Consultant:
Arcadis, U.S., Inc.
10205 Westheimer Rd.
Suite 800
Houston, TX 77042
Each party shall have the right from time to time at any time to change its respective
address and each shall have the right to specify a new address, provided that at least fifteen (15)
days written notice is given of such new address to the other party.
21. No Third-Party Beneficiary
This Agreement shall not bestow any rights upon any third party, but rather, shall bind and
benefit Consultant and the City only. No person or entity not a signatory to this Agreement shall
be entitled to rely on Professional's performance of its services hereunder, and no right to assert a
claim against Professional by assignment of indemnity rights or otherwise shall accrue to a third
party as a result of this Agreement or the performance of Professional's services hereunder.
22. No Right to Arbitration
Notwithstanding anything to the contrary contained in this Agreement, the City and Consultant
hereby agree that no claim or dispute between the City and Consultant arising out of or relating
to this Agreement shall be decided by any arbitration proceeding, including, without limitation,
any proceeding under the Federal Arbitration Act (9 U.S.C. Sections 1-14), or any applicable
State arbitration statute, including, but not limited to, the Texas General Arbitration Act,
provided that in the event that the City is subjected to an arbitration proceeding notwithstanding
this provision, Consultant consents to be joined in the arbitration proceeding if Consultant's
presence is required or requested by the City of complete relief to be recorded in the arbitration
proceeding.
23. Waiver
No waiver by either party to this Agreement of any term or condition of this Agreement shall be
deemed or construed to be a waiver of any other term or condition or subsequent waiver of the
same term or condition.
24. Complete Agreement
This Agreement represents the entire and integrated agreement between the City and Consultant
in regard to the subject matter hereof and supersedes all prior negotiations, representations or
agreements, either whether written or oral, on the subject matter hereof. This Agreement may
only be amended by written instrument approved and executed by both of the parties. The City
and Consultant accept and agree to these terms.
Agreement for Professional Services,Page 13
25. No Assignment
Consultant may not sell or assign all or part interest in this Agreement to another party or parties
without the prior express written approval of the City Manager of such sale or assignment. The
City may require any records or financial statements necessary in its opinion to ensure such sale
or assignment will be in the best interest of the City.
26. Headings
The headings used in this Agreement are for general reference only and do not have special
significance.
27. Severability
All parties agree that should any provision of this Agreement be determined to be invalid or
unenforceable, such determination shall not affect any other term of this Agreement, which shall
continue in full force and effect.
28. Ambiguities
In the event of any ambiguity in any of the terms of this Agreement, it shall not be construed for
or against any party hereto on the basis that such party did or did not author the same.
29. Authority
The officers executing this Agreement on behalf of the parties hereby represent that such officers
have full authority to execute this Agreement and to bind the party he she represents.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiple
copies, each of which shall be deemed to be an original, but all of which shall constitute but one
and the same Agreement on the day of 120 , the date of execution by the City
Manager of the City of Baytown.
CITY OF BAYTOWN
RICHARD L. DAVIS, City Manager
ATTEST:
ANGELA JACKSON, City Clerk
APPROVED AS TO FORM:
SCOTT LEMOND, City Attorney
Agreement for Professional Services,Page 14
CONSULTANT:
Arcadis U.S. Inc.
(Company Name)
(Signature)
(Printed Name)
(Title)
STATE OF TEXAS §
COUNTY OF HARRIS §
Before me on this day personally appeared in hisiher
capacity as of , on behalf of such
❑ known to me;
❑ proved to me on the oath of ; or
❑ proved to me through his/her current
{description of identification card or other document issued by the federal
government or any state government that contains the photograph and signature of
the acknowledging person)
(check one)
to be the person whose name is subscribed to the foregoing instrument and acknowledged to me
that he/she executed the same for the purposes and consideration therein expressed.
SUBSCRIBED AND SWORN before me this day of , 20_.
Notary Public in and for the State of Texas
Agreement for Professional Services,Page 15
Exhibit A
SCOPE OF WORK
The Consultant shall provide the following scope of services:
PROJECT DESCRIPTIONS:
James Lift Station
The James Lift Station, located at the intersection of Bayou Dr and Kilgor Rd, pumps to the
Central District Wastewater Treatment Plant. Lift station inundation during Hurricane Harvey,
persistent sanitary sewer overflows and overall deterioration created a need for redesign and
rehabilitation to ensure continued lift station operation during flooding events and major tropical
storms. Existing wet well is reinforced concrete walls, approximately 8-ft diameter, and 20-25-ft
depth. Work will include elevating electrical components, rehabilitation of existing pumps, lift
station piping and concrete structures.
North Main Street Lift Station
The N Main Street Lift Station, located at 3701 N Main St, pumps to the Central District
Wastewater Treatment Plant. Soil erosion around and under the lift station slab has caused
severe tilting, resulting in the existing self-priming pumps intermittently losing priming and
unable to pump. Damage to pipes, valves or other appurtenances is unknown and must be
evaluated prior to final design. Existing wet well is fiberglass material, approximately 5-ft
diameter, and 12-15-ft depth. Soil loss around station appears to be due to a failure around the
upstream pipe connection to wet well, located directly under the lift station slab. A large void
exists under the slab, adjacent to the wet well wall and directly above the upstream pipe. Work
will include lift station slab leveling, adjusting, and reconnecting suction and discharge piping,
cleaning, and sealing any failures in pipe/wet well connection and rehabilitation of existing
pumps if needed, and regrading lift station grounds for proper drainage.
SCOPE OF SERVICES REQUESTED:
James Lift Station
The Scope of the Project is to perform professional design engineering services for maintenance
of the James Lift Station. This scope entails maintenance solutions to satisfy the requirements
as described in City-provided documentation and those found during the site visit on 25
February 2022.
Lift Station Pumps and Pipes: Perform maintenance on or replacement of existing self-priming
pumps and motors, replacement of pump baseplate, replacement of vent stack and reset vent height
according to appropriate flood elevation.
Electrical equipment: Elevate the lift station control panel, electrical disconnect switch and meter 3-ft
above 500-yr storm surge elevation by constructing an addition to the existing backup pump platform,
ensuring that the site improvements maintain required distance from the CenterPoint power pole.
Replace the multi-smart unit cooling fan and move its position in the control panel to allow for easier
access by operators and inspect wiring within pump electrical junction boxes for waterproof
connections.
Page 1 of 5
06/09/2022
Backup Pump System: The backup Selwood pump is currently operational but shall be inspected
and rehabilitated to ensure full functionality. The existing suction piping shall be reset to eliminate
system high points and inspect pipe interior for tuberculation and clean/replace pipe sections as
needed to re-establish unimpeded flow.
Concrete Structure: The existing concrete wet well and adjacent manholes show significant signs
of deterioration, with exposed and missing aggregate and soft, crumbling concrete surfaces.
Rehabilitation includes removing/replacing wet well top slab, cleaning and inspecting wet well,
removing loose concrete and coating the wet well with a protective system to prevent further deterioration.
Further, rehabilitate adjacent manholes to the lift station, which during inspection showed significant
levels of concrete spalling. Rehabilitation includes cleaning and inspecting manhole structure, removing
loose material, and coating manhole base and walls to prevent further deterioration.
North Main Street Lift Station
The Scope of the Project is to perform professional design engineering services for maintenance
of the N Main St Lift Station. This scope entails maintenance solutions to satisfy the
requirements as described in City-provided documentation and those found during the site visit
on 25 February 2022.
Lift Station Structures: The existing lift station slab shall be lifted to create a level surface, and
the wet well shall be observed for structural failures resulting in soils infiltration into the wet well,
with any defects being repaired. Repair/replace any failures in influent piping that may be cause of
soil loss around the wet well. Replace badly deteriorated vent stack.
Lift Station Pumps and Piping: The pipe connections shall be reset after slab leveling, including
connection to force main, the addition of flexible joints may be necessary.
Site Improvements: The site shall be evaluated for appearance and drainage improvement
needs. Soil erosion around wet well has created a low point, requiring site regrading.
LIMITATIONS
Background data for plan drawings will be based on aerial imagery and/or record drawings.
External Agencies Coordination
1. Coordinate,as necessary, between the City, Harris Country Flood Control,and its service
providers(i.e., Engineer, Contracted Construction Company,and Hams County approvals,
regarding project design services).
2. Coordinate with FEMA,TCEQ, HCFCD,or required external entities owners for approval of
project design and improvements.
3. Provide monthly project status updates, including status of scope, schedule, and cost as
required by external agency coordination.
Page 2 of 5
06/09/2022
Design Phase Services
1. Data Collection
a. Attend Design Kick-Off meeting with City, review project objectives.
b. Procure such additional data as required through other services and/or sub consultants.
2. Prepare and Submit Letter Report and 60% Design, consisting of, but not limited to:
a. Perform Field Reconnaissance and provide summary of current conditions requiring
remedy.
b. TCEQ flood plain coordination: Prepare design in accordance with federal,state, and
local laws.
c. Provide Geotechnical Investigations as required.
d. Prepare alignments/layouts for all proposed project alternatives necessary to fully
describe the project scope, anticipated limitations,and potential project impacts.
e. Identify all necessary permits and approvals required for design approval and
construction.
f. Recommend value engineering options(alternative design, construction methods,
procurement, etc.)that may improve efficiency,expedite the schedule, or reduce
project costs for the subrecipient.
g. Opinion of Probable Construction Cost(estimate with 15%contingency).
h. Provide project schedules from cradle to grave in MS Project format or equal as
approved by the City.
i. Plans consisting of Plan and Section View, utilizing site photos and as-built drawings as
needed to fully describe the project.
j. Identification of possible conflicts regarding any existing utilities,and utility relocation
required.
k. Upon City review comments being issued, review, consolidate, and prepare detailed
written responses to the City.
I. Revise report per comments and submit final formal report signed and sealed.
3. Attend review meeting with the City, discussion and resolution of comments.
4. Final Design Plans, Specifications/Project Manual Package to include:
a. Cross sections/elevations, plan and profile, and project layout., and construction limits
b. General and Special notes,design details, utility relocations, SWPPP,traffic control
c. Project Manual to include City Standard Specifications TOC:with only project-required
specifications included in the Project Manual, required permits,and Bid Form with
Project Quantities
Page 3 of 5
06/09/2022
d. Opinion of Probable Construction Costs—Estimate within +/-20%
e. Schedules for design, permitting and construction
f. All regulatory documentation such as: permits and approvals required for construction,
coordinating with external regulatory and permitting agencies, including but not limited
to FEMA,TCEQ,&HCFCD.
g. Provide information for appropriate reports.
h. Assist the City related to the project with all necessary documentation to ensure
compliance with all TCEQ requirements and regulations.
i. Final 100% Plans: Submit final complete plans for City Engineer's signature.
j. Prepare bid set for distribution via the City's bidding/procurement system.
Bid Phase Services
Support the City during Bid Phase by preparing clarification and recommendations for award:
5. Provide electronic copy of the bid-ready package to the City Project Manager:
a. Notice to Bidders(NTB)and list of bid items in electronic form appropriate for the
electronic procurement.The City is responsible for project advertising.
b. Attend pre-bid conference and bid opening
c. Respond in writing to questions from bidders and prepare addenda, coordinate with
Project Manager as necessary.
d. Assist with creation of Bid Proposal, including line items and all required documents, in
coordination with City staff
6. Prepare Engineer's Recommendation of Award Letter that includes the following required
content:
a. Check for math errors and reconcile any mathematical discrepancies
b. Review for unbalanced bid items
i. Certified Bid Tabulation including Engineer's estimate
ii. Review of contractor's financial standing and references
iii. Explanation of discrepancies between the Engineer's estimate and bids
7. Recommendation to award
8. Produce and transmit to selected contractor four(4)sets of plans and project manuals in hard
copy,and one electronic format copy to Project Manager, in a format ready for execution with
City's Notice of Intent to Award (NOI).
9. Attend City Council meeting and recommendation for award of Construction Contract.
Page 4 of 5
06/09/2022
Construction Phase Services
Provide Construction Phase Services as the Engineer during the duration of the construction
phase:
10. Construction Administration
a. Attend virtual pre-construction meeting to provide information&answer questions.
b. Attend up to three(3)monthly progress meetings with Construction Manager and
Contractor
c. Review&comment on Construction's submittals, Requests for Information(RFIs),
Requests for Change Orders(RCOs)including coordination with Construction Manager
on Change Directives&Change Orders.
d. Provide interpretive guidance for Contractor, City's Construction Manager in resolution
of problems.
e. Review all service provider submittals to ensure compliance with construction contract
documents and provide recommendations to the City.
f. Provide on-site observation of construction activities at a minimum on a bi-weekly basis
or as directed by the City.
g. Attend substantial completion inspection. Coordinate with Construction Manager to
review progress of work for Substantial Completion;with production of punch list;
substantiation that items are completed; and issue both Certificate of Substantial
Completion&Final Acceptance.
h. Attend final completion inspection and Issue letter to City recommending acceptance&
release of final payment.
i. Provide Record Drawings from Contractor's As-Builts in electronic format.
Definitions:
1. As-Builts"redlines": Contractor's record of field changes to the work in line, grade&elevation.
2. Record Drawings: Engineer's incorporation of contractor's As-Builts.
a. Submit all final invoices within 60 days after contract or work order expiration.
Page 5 of 5
06/09/2022
Exhibit B
Level of Effort
Ja
raenaumreuuu
PM Engineer Engineer DZr Admin Hours Total Bwabie Expenses
Task No. Task Description Steed Ridgway Kai m er Scr in Coo r
Ptd ent ..
1 Project Management/Controls 4 4 16 2 26 $4,530
2 Kickoff Meetin 2 4 6 1 120 150
I.A P m - 21 90
1 onn i econnaissance 1 visit 2 3 5 $880 $150
2 Prepare Initial Drawings and Proposed Project Alternatives 1 2 24 20 47 $6,980
3 Attend PER Meeting,Recommend UR Station Rehab Alternatives 1 2 4 7 $1,280 $150
4 Meetings with Utilities,Agencies,Other Stakeholders and Meeting Minutes 8 8 $1,280
Prepare PER documents,including Preliminary Probable Const Cost Estimate for
5 Rehab Alternatives,Estimated Project Schedule,Potential Critta:Path Items 1 2 20 8 31 $4,840
6 Draft PER Submission 1 2 16 8 2 29 $4,410
7 -Prepare Comment Responses and Submit Finai PER 1 2 8 11 $1,920
LB nP05GAM
1 Provide Geotechnical Services $12,000
Prepare for and Attend Monthly Progress Meetings and Prepare Meeting Minutes
2 (3) 3 9 2 14 $2,250 $450
3 Prepare Final Design Plans,Sections,and Design Details 3 12 8 23 $3,520 $150
Prepare Standard Details,Specs,Traffic Control Plans,SWPPP,and Other
4 Related Drawings,Engineer's Estimates of Probable Construction Cost 4 20 8 2 34 $5,210
5 Perform Pipe and Pump Design Calculations 2 8 10 $1,680
Submit Construction Drawings and Technical Specifications for Utility and
6 Agency Reviews,Approvals and Signatures 2 3 12 17 $3,000
7 Submit two(2)sets Technical Specifications and lit Size Drawings for TCEQ 1 4 4 1 10 $1,445
8 90%Submittal 2 4 24 12 2 44 $6,830
9 Prepare Comment Responses to 90%Submittal 1 2 8 4 1 16 $2,525
10 Submit Copies of Signed and Sealed Drawings and Technical Specs 1 6 4 2 $1,870
11 Submit Engineers Estimates of Probable Construction Cost 1 1 6 1 9 $1,505
12 100%Submittal 2 4 16 8 2 32 $5.050 23.000
DRAWINGS
LC Bid Phase 1 26 1ik' zi:r
1 Attend Pre-Bid Conference and Award of Contract City Council Meeting 2 3 5 $880 5350
2 Respond to Bidder Questions,Prepare Addenda 1 1 10 2 2 16 $2,500
3 Assist with Bid Proposal 2 6 a $1,360
4 Prepare Engines Recommendation of Award Letter 1 1 3 1 6 $1,025
5 Prepare Conformed Documents,Transmit to Selected Contractor 1 12 2 2 17 $21580 $2,000
6 Attend Council Contract Award Meeting 2 3 5 880 &ISO
I.0 construmonppism[90,DailfsDuration 26721 a=.
1 Attend Virtual Pre-Construction Meeting 2 3 $880 $l 0
2 Respond to Submittals(15),RFIs(10),RFPS(2),Change Order Requests(1) 1 2 28 4 35 $5,620
3 Provide Contractor and CM Guidance 4 8 12 $2,080
4 Bi-weekly,Construction Oversight&Reports(6)and Progress Meetings(3) 3 57 60 $9,720 $800
5 Substantial Completion Meeting,Punch list Resolution,Final Acceptance 2 8 10 $1,680 $801
6 Attend Final Walkthrough Inspection,Release of Final Payment 3 6 9 $1,560 $150
7 [Prepare Recordcmn Draw s 1 12 6 2 21 3100 200
ona ry es
Total Hours 22 70 387 98 24 601
Estimated Billing Rate $240 $200 $160 $
125 $
105
Estimated Total Billable $5,280 $
34,000 $61,920 $
12 250 f2 520
Tota_ I��asi�.Ser�✓ic 1�16{421,
Tatal A'dditio
Lump Sum Total $116 421
Assumptions.
6/10.2022 Page 1
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