Ordinance No. 7,383950824 -8
ORDINANCE NO. 7383
AN ORDINANCE APPROVING AND AUTHORIZING THE EXECUTION OF
® AN AMENDMENT TO THE ENGINEERING SERVICES AGREEMENT
BETWEEN WAYNE SMITH & ASSOCIATES, INC. AND THE BAYTOWN
AREA WATER AUTHORITY; AND PROVIDING FOR THE EFFECTIVE
DATE THEREOF.
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 approves and authorizes the execution of an amendment
to the Engineering Services Agreement between Wayne Smith &
Associates, Inc. and the Baytown Area Water Authority. A copy of
said amendment is attached hereto, marked Exhibit "A," and made a
part hereof for all intents and purposes.
Section 2: 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 affirmative vote of the
City Council of the City of Baytown this the 24th day of August,
1995.
PETE C. ALFXRO, Mayor
ATTEST:
EILEEN P. HALL, City Clerk
APPROVED AS TO FORM:
4
ACID RAM REZ, R., City Attorney
• legal! council laugusU8- 24- 95amdSMITHengineer
® AMENDMENT
TO THE ENGINEERING SERVICES AGREEMENT
BY AND BETWEEN
THE BAYTOWN AREA WATER AUTHORITY
AND
WAYNE SMITH & ASSOCIATES, INC.
•
STATE OF TEXAS §
COUNTY OF HARRIS §
This First Amendment ( "Amendment ") to that certain "Engineering Services Agreement"
( "Agreement ") between the Baytown Area Water Authority ( "Owner ") and Wayne Smith &
Associates, Inc. ( "Engineer "), dated March 10, 1995, is made by and between the same parties on
the date hereinafter last specified.
WITNESSET.H:
WHEREAS, the Owner and Engineer did enter into an Engineering Services Agreement on
March 10, 1995; and
WHEREAS, on February 23, 1995, Owner authorized Engineer to perform design and
engineering services for the construction of a four million gallon ground storage tank at the Fritz
Lanham Purification Plant ( "Project "); and
WHEREAS, Owner and Engineer now desire to continue with the Project by performing
testing and surveying work;
NOW THEREFORE, for and in consideration of the mutual covenants and agreements herein
contained, the parties hereto do hereby mutually agree as follows:
Unless a different meaning clearly appears form the context, words and phrases as used in
this Amendment shall have the same meaning as in the Agreement.
The provisions of the Agreement defining the Project are hereby amended to include the
following:
EXHIBIT A
Testing, surveying, and other engineering services including, but not limited to,
reviewing bids; making recommendations regarding the award of a contract to the
appropriate contractor; making periodic visits to the site to observe the progress and
quality of executed work; reviewing samples, catalog data, schedules, shop drawings
and other data which the contractor submits; reviewing monthly and final estimates
for payments to contractor; making recommendations of payment to the Owner;
furnishing the services of a NACE, Level II Inspector, as required; providing limited
services of Field Representative, as required; conducting a final inspection; and
recommending final payment for the four million gallon ground storage tank at Fritz
Lanham Purification Plant.
The cost associated with the Project as herein defined is estimated to be a total of THIRTY
FIVE THOUSAND TWO HUNDRED AND NO 1100 DOLLARS ($35,200). The following is a
detailed list of the fees associated with the various services to be provided pursuant to this
Amendment:
SERVICE COST
Construction Phase Services $9,000
Field Representative
$5,000
NACE Inspector
$15,000
Radio Graphic Examination
$2,500
Vacuum testing
$500
Subtotal
$32,000
Contingency $3,200
TOTAL $35,200
IV.
The provisions of this Amendment and the provisions of the Agreement should be read
together and construed as one agreement provided that, in the event of any conflict or inconsistency
between the provisions of this Amendment and the provisions of the Agreement, the provisions of
this Amendment shall control.
•
IN WITNESS WHEREOF, the parties hereto have executed this Amendment in multiple
copies, each of which shall be deemed to be an original, but all of which shall constitute but one and
the same amendment, this 23rd day of August, 1995.
BAYTOWN AREA WATER AUTHORITY
ROBERT L. GILLETTE
President
ATTEST:
PETER R. BUENZ
Secretary
Approved as to form:
IGNACIO RAMIREZ, SR.
Attorney for the
Baytown Area Water Authority
WAYNE SMITH & ASSOCIATES, INC.
R. WAYNE SMITH, P.E.
President
ATTEST:
CHARLES W. BEERE, P.E.
Secretary
b:k1h8/bawa -amcnd
0 3
i
AGREEMENT
BETWEEN
OWNER AND ENGINEER
FOR
PROFESSIONAL SERVICES
The State of Texas
Know All Men by These Presents:
County of Harris r
THIS IS AN AGREEMENT MADE AS OF the /o day of in the
year of Nineteen Hundred and Ninety L&�-by and between the
Baytown Area Water Authority (hereinafter called OWNER) and Wayne
Smith & Associates, Inc. (hereinafter called Consulting ENGINEER) .
OWNER intends to retain the services of the ENGINEER for services
that may be required by the OWNER within the jurisdiction of the
Baytown Area Water Authority, including, but not limited to, public
works improvements as found necessary (hereinafter called the
Project) .
OWNER AND ENGINEER in consideration of their mutual covenants
herein agree in respect of the performance of professional
engineering services by ENGINEER and the payment for those
services by OWNER, as set forth below.
ENGINEER shall serve as OWNER'S professional engineering
representative in those phases of the Project as assigned by OWNER
and accepted by ENGINEER, and will give consultation and advice to
Owner during the performance of his services.
The OWNER, jointly and severally, and the ENGINEER, jointly and
severally, bind themselves to faithfully and fully execute and
perform all of the duties and obligations hereof respectively as
OWNER and ENGINEER.
The authorized representative of the ENGINEER in all matters
pertaining to this Contract Document shall be as designated by the
President of Wayne Smith & Associates, Inc. , R. Wayne Smith. The
authorized representative for the OWNER shall be as designated by
the Manager.
SECTION 1 - BASIC SERVICES OF ENGINEER
1. 1 General
1. 1. 1 ENGINEER shall perform professional services as
hereinafter stated which include normal civil, structural,
mechanical, and electrical engineering services and normal
architectural services incidental thereto.
1.1.2 Advise OWNER of need for services of subcontractors for
performance of special services, as required from time to time
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during the Project; he shall detail these needs and present
proposals thereon to the OWNER for approval.
1.2 Preliminary Phase. After written authorization to proceed,
ENGINEER shall:
1.2. 1 Consult with OWNER to determine his requirements for the
Project and review available data.
1.2. 2 Attend preliminary conference with the OWNER and other
interested parties regarding the Project.
1.2. 3 Prepare a preliminary engineering study and report on the
Project in sufficient detail to indicate generally the problems
involved and the alternate solutions available to the OWNER, to
include preliminary layouts, and cost estimates for the Project,
and to set forth clearly the ENGINEER'S recommendations.
1.2.4 Review reports of previous engineering studies made for
the OWNER pertaining to this Project, collect other relevant data
including existing facilities. ENGINEER shall analyze such data
and OWNER'S needs and shall generate alternative plans to
physically satisfy the OWNER'S needs. Detailed cost analysis
shall be made of each alternative and benefits analyzed and
quantified where practical. A report of these studies and the
ENGINEER'S recommendations thereon shall be prepared. The
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ENGINEER will furnish sufficient copies of the report, present,
and review it in person with the OWNER.
1.3 Design Phase. After written authorization to proceed with
the design phase, ENGINEER shall:
1.3 . 1 On the basis of the accepted preliminary documents prepare
for incorporation in the contract documents, final drawings to show
the character and scope of the work to be performed by contractors
on the Project and specifications.
1.3.2 Establish the scope of any soil and foundation
investigations or any special surveys and tests which, in the
opinion of the ENGINEER, may be required for design; arrange for
such work to be done for the OWNER'S account.
1.3 .3 Furnish to the OWNER, where required by the circumstances
of the assignment, the engineering data necessary for applications
for routine permits by local, state, and federal authorities (as
distinguished from detailed applications and supporting documents
for government grants-in-aid, or for planning advances) .
1.3 .4 Prepare detailed specifications and contract drawings, in
pencil or ink on paper or plastic film, for construction authorized
by the OWNER.
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1.3.5 Prepare detailed cost estimates of authorized
construction. The ENGINEER shall not be required to guarantee the
accuracy of these estimates.
1.3 . 6 Furnish to the OWNER all necessary copies of approved
plans, specifications, notices to bidders, and proposal forms.
All sets of plans in excess of agreed number are to be paid for
separately.
1.4 Construction Phase. After written authorization to proceed
with the construction phase, ENGINEER shall:
1.4.1 Assist the OWNER in the advertisements of the Project for
bids.
1.4.2 ENGINEER shall furnish all documents sufficient to
facilitate the bid process.
1.4.3 Consult with and advise OWNER as to the acceptability of
subcontractors and other persons and organizations proposed by the
prime Contractor s) (hereinafter called "Contractor(s) ") for those
portions of the work as to which such acceptability is required by
the contract documents.
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1.4.4 Consult with and advise OWNER as to the acceptability of
substitute materials and equipment proposed by Contractor(s) when
substitution is permitted by the contract documents.
1.4.5 Assist OWNER in evaluating bids or proposals and in
assembling and awarding contracts. ENGINEER shall prepare a
detailed bid tabulation, including bid analysis, research of
Contractor's qualifications, and a recommendation.
1.4. 6 Consult with and advise OWNER and act as his
representative as provided in the Standard General Conditions of
the Construction Contract, the extent and limitations of the
duties, responsibilities and authority of ENGINEER as assigned in
said Standard General Conditions shall not be modified without
ENGINEER'S written consent; all of OWNER'S instructions to
Contractor(s) will be issued through ENGINEER who will have
authority to act on behalf of OWNER to the extent provided in said
Standard General Conditions except as otherwise provided in
writing.
1.4.7 Make periodic visits as required by the OWNER to the site
to observe, as an experienced and qualified design professional,
the progress and quality of the executed work and to determine in
general if the work is proceeding in accordance with the contract
documents; he shall not be required to make exhaustive or
continuous onsite inspections to check the quality or quantity of
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work; he shall not be responsible for the means, methods,
techniques, sequences or procedures of construction selected by
Contractor(s) or the safety precautions and programs incidental to
the work of Contractor(s) . His efforts will be directed toward
providing assurance for OWNER that the completed Project will
conform to the Contract Documents, but he shall not be responsible
for the failure of Contractor(s) to perform the construction work
in accordance with the contract documents. During such visits and
on the basis of his onsite observations he shall keep OWNER
informed of the progress of the work, shall endeavor to guard OWNER
against defects and deficiencies in the work of Contractor(s) and
may disapprove or reject work as failing to conform to the contract
documents. ENGINEER shall attend all City meetings as required
during the construction phase.
1.4.8 Review and approve shop drawings (as that term is defined
in the Standard General Conditions) and samples, the results of
tests and inspections and other data which any Contractor is
required to submit, but only for conformance with the design
concept of the Project and compliance with the information given
in the contract documents; determine the acceptability of
substitute materials and equipment proposed by Contractor(s) ; and
receive and review (for general content as required by the
specifications) maintenance and operating instructions, schedules,
guarantees, bonds, and certificates of inspection which are to be
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assembled by Contractor(s) in accordance with the contract
documents.
1.4.9 Issue all instruction of OWNER to Contractor(s) ; prepare
routine change orders as required; he may, as OWNER'S
representative, require special inspection or testing of the work;
he shall act as interpreter of the requirements of the contract
documents and judge of the performance thereunder by the parties
thereto and shall make decisions on all claims of OWNER and
Contractor(s) relating to the execution and progress of the work
and all other matters and questions related thereto; but ENGINEER
shall not be liable for the results of any such interpretations or
decisions rendered by him in accordance with accepted engineering
practices, procedures, and design criteria.
1.4. 10 Based on his onsite observations as an experienced and
qualified design professional and on his review of Contractor(s)
applications for payment and the accompanying data and schedules,
determine the amounts owing to Contractor(s) and approve in
writing payments to Contractor(s) in such amounts; such approvals
of payment will constitute a representation to OWNER, based on
such observation and review, that the work has progressed to the
point indicated and that, to the best of his knowledge,
information and belief, the quality of the work is in accordance
with the contract documents (subject to the evaluation of the work
as a functioning Project upon substantial completion, to the
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results of any subsequent tests called for in the contract
documents, and to any qualifications stated in his approval) , but
by approving an application for payment ENGINEER will not be
deemed to have represented that he has made any examination to
determine how or for what purposes any Contractor has used the
moneys paid on account of the contract price, or that title to any
of the Contractor(s) work, materials or equipment has passed to
OWNER free and clear of any lien, claims, security interests or
encumbrances.
1.4.11 Provide, from the field prints maintained by the
ENGINEER'S resident, one set of record drawings. These shall be
reproducibles and shall be delivered within three months of
completion of last construction contract.
1.4. 12 Conduct an inspection to determine if the Project is
substantially complete and final inspection to determine if the
Project has been completed in accordance with the contract
documents and if each Contractor(s) has fulfilled all of his
obligations thereunder so that ENGINEER may approve, in writing,
final payment to each Contractor.
1.4. 13 Provide services after completion of the construction
phase, such as inspections during any guaranteed period and
reporting observed discrepancies under guarantees called for in any
contract for the Project.
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1.4. 14 ENGINEER shall act as the OWNER'S agent in obtaining
necessary routine approvals and routine permits from all
governmental authorities having jurisdiction over the Project and
such approvals and consents from others as may be necessary for
completion of the Project. Routine permits include items such as
highway or road crossings but do not include items requiring
services in addition to design, such as Waste Discharge Permit,
Corps of Engineers Permit, Environmental Impact Statements, et
cetera.
SECTION 2 - ADDITIONAL SERVICES OF ENGINEER
2.1 General. If authorized in writing in separate instrument,
by OWNER, ENGINEER shall furnish or obtain from others, additional
services of the following types which are not
considered normal or customary basic services; these will be
additionally paid for by OWNER as indicated in Section 5.
2.1. 1 Services resulting from significant changes in general
scope of the Project or its design including, but not limited to,
changes in size, complexity, OWNER'S schedule, or character of
construction; and revising previously accepted studies, reports,
design documents or contract documents when such revisions are due
to causes beyond ENGINEER'S control.
2. 1.2 Provide renderings or models for OWNER'S use.
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2 . 1.3 Preparing documents for alternate bids requested by OWNER
for work which is not executed or documents for out-of-sequence
work.
2.1.4 Investigations involving detailed consideration of
operations, maintenance, and overhead expenses; and the
preparation of rate schedules, earnings and expense statements,
feasibility studies, appraisals, and valuations; detailed quantity
surveys of material, equipment and labor; and audits or
inventories required in connection with construction performance
by OWNER.
2.1.5 Furnishing the services of special consultants for other
than the normal civil, structural, mechanical and electrical
engineering and normal architectural design incidental thereto
such as consultants for interior design, selection of furniture
and furnishings, communications, (excluding instrumenting
incidental to Project) , acoustics, kitchens, and landscaping.
2.1.6 Services resulting from the involvement of more separate
prime contract for construction or for equipment than are
contemplated.
2. 1.7 Services in connection with change orders to reflect
changes requested by OWNER if the resulting change in compensation
for basic services is not commensurate with the additional services
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rendered, and services resulting from significant delays; changes
or price increases occurring as a direct or indirect result of
material, equipment or energy shortages.
2.1.8 Services during out-of-town travel required of ENGINEER
other than visits to the Project site as required by Section 1 or
the state agencies to solicit permits.
2.1.9 Additional or extended services during construction made
necessary by (1) work damaged by fire or other cause during
construction, (2) a significant amount of defective or neglected
work of any Contractor, (3) prolongation of the contract time of
any prime Contractor by more than sixty days, (4) acceleration of
the work schedule involving services beyond normal working hours,
and (5) default by any Contractor. The cost for these services
will be negotiated should the need arise.
2.1.10 Preparing to serve or serving as a consultant or witness
for OWNER in any litigation.
2.1. 11 Additional services in connection with the Project,
including services normally furnished by OWNER and services not
otherwise provided for in this Agreement.
2.1. 12 Services as right-of-way agent for the OWNER.
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2. 1. 13 Services, furnished by others on a subcontract basis to
the ENGINEER, by subcontract; subject to prior approval of the
OWNER.
2.1. 13 .1 The services of a Registered Public Surveyor for
property, boundary, easement, right-of-way, topographic, control
points, and utility surveys and property descriptions.
2. 1. 13.2 Materials testing services, in one or more
subcontractors.
2.1. 13.3 Professional interpretations of the material testing
results.
2. 1. 14 Title search services.
2 .2 Resident services during construction.
2.2. 1 If requested by OWNER or recommended by ENGINEER and
agreed to in writing by the other, a Resident Project
Representative and assistants will be furnished and will act as
directed by ENGINEER in order to provide more extensive
representation at the Project site during the construction phase.
Such services will be paid for by OWNER as indicated in paragraph
5.1.4.4.
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2.2.2 The duties and responsibilities and the limitations on the
authority of the Resident Project Representative and assistants
will be set forth in Exhibit A which is to be identified, attached
to and made a part of this Agreement before such services begin.
2.2. 3 Through more extensive onsite observations of the work in
progress and field check of materials and equipment by the
Resident Project Representative (if furnished) and assistants,
ENGINEER shall endeavor to provide further protection for OWNER
against defects and deficiencies in the work, but the furnishing
of such Resident Project Representation will not make ENGINEER
responsible for construction means, methods, techniques, sequences
or procedures or for safety precautions or programs, or for
Contractor(s) failure to perform the construction work in
accordance with the contract documents.
2.2.4 The Resident ENGINEER and any assistants shall be subject
to approval by the OWNER and subject to an interview with OWNER'S
representative for determination of qualifications. The OWNER
shall have the right to order removal of an ENGINEER representative
from the work for stated cause provided one week's notice is
given.
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SECTION 3 - OWNER'S RESPONSIBILITIES
3. 1 Provide full information as to his requirements for the
Project.
3.2 Assist ENGINEER by placing at his disposal all available
information pertinent to the Project including previous reports
and any other data relative to design and construction of the
Project.
3.3 Guarantee access to and make all provisions for ENGINEER to
enter upon public and private property as required for ENGINEER to
perform his services.
3.4 Examine all studies, reports, sketches, drawings,
specifications, proposals and other documents presented by
ENGINEER, obtain advice of an attorney, insurance counselor and
other consultants as he deems appropriate for such examination
and render in writing decisions pertaining thereto within a
reasonable time so as not to delay the services of ENGINEER.
3.5 Provide such legal, accounting, independent cost estimating
and insurance counseling services as may be required for the
Project, and such auditing service as OWNER may require to
ascertain how or for what purpose any Contractor has used the
moneys paid to him under the construction contract and render in
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writing decisions pertaining thereto within a reasonable time so
as not to delay the services of ENGINEER.
3.6 Designate in writing a person to act as OWNER'S
representative with respect to the work to be performed under this
Agreement. Such person shall have complete authority to transmit
instructions, receive information, interpret and define OWNER'S
policies and decisions with respect to materials, equipment,
elements and systems pertinent to ENGINEER'S services.
3.7 Furnish, or direct ENGINEER to provide, necessary additional
services as stipulated in Section 2 of this Agreement or other
services as required.
3.8 Bear all costs incident to compliance with the requirements
of this Section 3.
SECTION 4 - PERIOD OF SERVICE
4. 1 The provisions of 4.2 through 4.8, inclusive, and the
various rates of compensation for ENGINEER'S services provided for
elsewhere in this Agreement have been agreed to in anticipation of
the orderly and continuous progress of the Project through
completion of the construction phase. ENGINEER'S obligation to
render services hereunder will extend for a period which may
reasonably be required for the design, award of contracts and
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construction of the Project including extra work and required
extensions thereto.
4.2 The services called for in the preliminary phase will be
completed and the report submitted within a reasonable time
following the authorization to proceed with that phase of
services.
4.3 After acceptance by OWNER of the preliminary documents and
revised opinion of probable Project cost, indicating any specific
modifications of changes in scope desired by OWNER, and upon
written authorization from OWNER, ENGINEER shall proceed with the
performance of the service called for in the design phase, so as
to deliver contract documents and a revised opinion of probable
Project cost for all authorized work on the Project within a
reasonable time after the authorization to proceed with that phase
of services.
4.4 ENGINEER'S services under the preliminary phase and design
phase shall each be considered complete when the submissions for
that phase have been accepted by OWNER.
4.5 After acceptance by OWNER of the contract documents and
ENGINEER'S most recent opinion of probable Project cost and upon
written authorization to proceed, ENGINEER shall proceed with
performance of the services called for in the construction phase.
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The design phase shall terminate and the services to be rendered
thereunder shall be considered complete upon commencement of the
construction phase or upon cessation of negotiations with
Contractor(s) .
4.6 The construction phase will commence with the advertisement
of the Project or any part thereof, and will terminate upon
written approval by ENGINEER of final payment on the last prime
contract to be completed. Construction phase services may be
rendered at different times in respect of separate prime contracts
if the Project involves more than one prime contract.
4.7 In the event that the work of the Project is to be performed
under more than one prime contract, OWNER and ENGINEER shall, prior
to commencement of the design phase, develop a schedule for
performance of ENGINEER'S services during the design and
construction phases in order to sequence and coordinate properly
such services as applicable to the work under such separate
contracts. This schedule is to be prepared whether or not the work
under such contracts is to proceed concurrently.
4.8 If OWNER has requested significant modifications or changes
in the scope of the Project, the time of performance of ENGINEER'S
services shall be adjusted appropriately.
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4.9 If OWNER fails to give prompt written authorization to
proceed with any phase of services after completion of the
immediately preceding phase, or if the construction phase has not
commenced within sixty calendar days after completion of the
design phase, ENGINEER may, after giving seven days notice to
OWNER, suspend services under this Agreement.
4.10 If ENGINEER'S services for design or during construction of
the Project are delayed or suspended in whole or in part by Owner
for more than three months for reasons beyond ENGINEER'S control,
ENGINEER shall on written demand to OWNER (but without termination
of this Agreement) be paid as provided in paragraph 5. 1.2 for
services delayed or suspended. If such delay or suspension
extends for more than one year for reasons beyond ENGINEER'S
control, or if ENGINEER for any reason is required to render
services more than one year after substantial completion, the
various rates of compensation provided for elsewhere in this
Agreement shall be subject to renegotiation.
SECTION 5 - PAYMENTS TO ENGINEER
5.1 Compensation for all services by the ENGINEER shall be in
accordance with one of the methods outlined below and specifically
noted in each written assignment detailed in accordance with this
agreement.
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5.1. 1 Percentage of Construction
5. 1. 1.1 In this method of arriving at the ENGINEER'S
compensation the applicable compensation tables (with notes
applicable thereto) shall be used as a guide which shall be
detailed for a specific assignment. Tables for "A" and "B" are
attached.
5. 1.1.2 When the entire Project is awarded on the basis of
multiple contracts, applicable fee curves, fee tables, and curve
adjustments for additional services for entire Project may be
negotiated. Both parties recognize that it may be advantageous to
divide the Project into two or more parts for bidding
construction.
5.1.2 Salary cost times a multiplier plus direct non-salary
expenses.
5.1.2. 1 In this method of arriving at the ENGINEER'S
compensation, the salaries to be used shall be the current hourly
salary of the individual (s) engaged in performing the service for
the OWNER.
5.1.2.2 The total compensation under this method shall be the
product of the salary cost in performing the service for the OWNER
times 2.35 multiplier.
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5.1.2.3 Direct non-salary expenses such as travel, subsistence,
materials purchased, tests required, and special miscellaneous
needs shall be invoiced at cost times a multiplier of 1. 10.
5.1.3 Lump Sum Charge
5.1.3. 1 This method of arriving at the ENGINEER'S compensation
may be used where it is possible to define with reasonable
accuracy the scope of the work to be performed.
5.1.3.2 The lump sum is determined by mutual agreement. This
approach is justified only on design type Project of conventional
characteristics with very defined scope.
5. 1.4 Additional Services. OWNER shall pay ENGINEER for
additional services rendered under Section 2 as follows:
5. 1.4. 1 General. For additional services rendered under
paragraphs 2.1.1 through 2.1.14, inclusive (except services
covered by paragraph 2.1.5 and services as a consultant of witness
under paragraph 2 . 1. 10, on the basis of salary) cost times a factor
of 2.35 for services rendered by principal and employees assigned
to the Project.
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5.1.4.2 Special consultants. For services and reimbursable
expenses of special consultants and subcontractors (surveyors,
testing labs) employed by ENGINEER pursuant to paragraph 2. 1.5 or
2.1. 14, the amount billed to ENGINEER therefore times a factor of
1.10.
5.1.4.3 Serving as a witness. For the services of the principal
and employees as consultants or witnesses in any litigation,
hearing or proceeding in accordance with paragraph 2 . 1. 10, at the
rate of $800 per day or any portion thereof (but compensation for
time spent in preparing to appear in any such litigation, hearing
or proceeding will be on the basis provided in paragraph 5. 1.4. 1) .
5.1.4.4 Resident project services. For resident services during
construction furnished under paragraph 2 . 2. 1, on the basis of
salary costs times a factor of 2. 15 for services rendered by
principals and employees assigned to field offices in connection
with Resident Project Representation.
5.1.5 Reimbursable expenses. In addition to payments provided
for in paragraph 5. 1.4, OWNER shall pay ENGINEER the actual costs
of all reimbursable expenses incurred in connection with all
additional services except those services provided in 5. 1.4.4.
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5. 1.6 As used in this paragraph 5. 1, the terms "construction
cost", "salary costs" and "reimbursable expenses" will have the
meanings assigned to them in paragraphs 5.3 . 1, 5. 3.2, and 5.3. 3.
5.2 Times of Payment.
5.2. 1 ENGINEER shall submit monthly statements for basic and
additional services rendered and for reimbursable expenses
incurred. When compensation is on the basis of a lump sum or
percentage of construction cost, the statements will be based upon
ENGINEER'S estimate of the proportion of the total services
actually completed at the time of billing. Otherwise, these
monthly statements will be based upon ENGINEER'S salary cost times
a factor. OWNER shall make monthly payments within thirty days in
response to ENGINEER'S monthly statements.
5.2.2 Where compensation for basic services is on the basis of
a lump sum or percentage of construction cost, OWNER shall, upon
conclusion of each phase of basic services, pay such additional
amount, if any, as may be necessary to bring total compensation
paid on account of such phase to the following percentages of
total compensation for all phases of basic services. Of the total
fees due, the percentages to be paid under the various phases of
work are as follows: preliminary phase fifteen percent, design
phase sixty-five percent, and construction phase twenty percent.
The OWNER shall approve invoices on a monthly basis for work
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performed under the basic service fee and also for special
services rendered. The OWNER will pay monthly invoices within
thirty days as submitted by the ENGINEER in accordance with this
Agreement.
5.3 General
5.3.1 The construction cost of the entire Project (herein
referred to as "construction cost") means the total cost of the
entire Project to OWNER, but it will not include ENGINEER'S
compensation and expenses, the cost of land, rights-of-way, or
compensation for or damages to properties unless this Agreement so
specifies, nor will it include OWNER'S legal, accounting,
insurance counseling or auditing services, or interest and
financing charges incurred in connection with the Project. When
construction cost is used as a basis for payment, it will be based
on one of the following sources with precedence in the order
listed:
5.3 .1.1 For completed construction, the total cost of all work
performed (excluding work by OWNER) as designed or specified by
ENGINEER.
5.3 .1.2 For work not constructed, the lowest bona fide bid
received from a qualified bidder for such work; or if the work is
not bid, the lowest bona fide negotiated proposal for such work.
-24-
5.3. 1.3 For work for which no such bid or proposal is received,
ENGINEER'S most recent opinion of probable project cost. Labor
furnished by OWNER for the Project will be included in the
construction cost at current market rates including a reasonable
allowance for overhead and profit. Materials and equipment
furnished by OWNER will be included at current market prices
except used materials and equipment will be included as if
purchased new for the Project. No deduction is to be made from
ENGINEER'S compensation on account of any penalty, liquidated
damages, or other amounts withheld from payments to Contractor(s) .
5.3.2 The "salary costs" used as a basis for payment mean the
salaries and wages paid to all personnel engaged directly on the
Project, including, but not limited to, engineers, architects,
survey men, designers, draftsmen, specification writers,
estimators, other technical personnel, stenographers, typists and
clerks; plus the cost of customary and statutory benefits
including, but not limited to, social security contributions,
unemployment, excise and payroll taxes, workmen's compensation,
health and retirement benefits, sick leave, vacation and holiday
pay applicable thereto. For the purposes of this agreement the
amount of customary and statutory benefits of all other personnel
will be considered equal to thirty percent of salaries and wages.
-25-
5.3.3 Reimbursable expenses mean the actual expenses incurred
directly or indirectly in connection with services provided under
5.1.4 (excluding 5.1.4.4) of the Project for: transportation and
subsistence incidental thereto; obtaining bids or proposals from
Contractor(s) ; toll telephone and similar related items in
addition to those required under Section 1; computer time
including an appropriate charge for previously established
programs; and, if authorized in advance by OWNER, overtime work
requiring higher than regular rates.
5.3.4 If OWNER fails to make payment for monthly invoices due
ENGINEER for services and expenses within 30 days after receipt of
ENGINEER"S bill; therefore, the amounts due ENGINEER shall include
a charge at the rate of 1.5 percent per month from said 30th day,
and in addition ENGINEER may, after giving 7 days, written notice
to OWNER, suspend services under this Agreement until he has been
paid in full all amounts due him for services and expenses, except
where detailed in paragraph 5.2. 1. If contract is terminated by
reason of nonpayment of fees as set out in this paragraph, a lump
sum payment will be made for all salary costs times a factor of
2.5 and all direct expenses times a factor of 1. 10. This
stipulation is applicable to payments due ENGINEER during the
Project period.
-26-
5.3.5 Included in the basic fee are the following miscellaneous
expenses such as but not limited to telephone, reproduction,
printing, et cetera, that are related to performance of basic
services.
SECTION 6 - GENERAL CONSIDERATIONS
6.1 Re-use of documents. All documents including drawings and
specifications furnished by ENGINEER pursuant to this Agreement
are instruments of his services in respect of the Project. They
are not intended or represented to be suitable for re-use by OWNER
or others on extensions of the Project or on any other Project.
Any re-use without specific written verification or adaptation by
ENGINEER will be at OWNER'S sole risk and without liability or
legal exposure to ENGINEER, and OWNER shall indemnify and hold
harmless ENGINEER for all claims, damages, losses and expenses
including attorney's fee arising out of or resulting therefrom.
Any such verification or adaptation will entitle ENGINEER to
further compensation at rates to be agreed upon by OWNER and
ENGINEER.
6.2 Estimate of Cost.
6.2.1 Since ENGINEER has no control over the cost of labor,
materials or equipment, or over the Contractor(s) methods of
determining prices, or over competitive bidding or market
-27-
conditions, his opinions of probable Project cost or construction
cost provided for herein are to be made on the basis of his
experience and qualifications and represent his best judgment as
a design professional familiar with the construction industry, but
ENGINEER cannot and does not guarantee that proposals, bids or the
construction cost will not vary from opinions of probable cost
prepared by him. If prior to the bidding or negotiating phase,
OWNER wishes greater assurance as to the construction cost, he
shall employ an independent cost estimator as provided in paragraph
3.6.
6.3 Arbitration.- OMITTED.
Arbitration is not a part of this agreement.
6.4 Successors and assigns. OWNER and ENGINEER each binds
himself and his partners, successors, executors, administrators,
and assigns to the other party of the Agreement and to the
partners, successors, executors, administrators, and assigns of
such other party in respect to all covenants of this Agreement;
except as above, neither OWNER nor ENGINEER shall assign, sublet,
or transfer his interest in this Agreement without the written
consent of the other. Nothing herein shall be construed as
creating any personal liability on the part of any officer or
agent of any public body which may be a party hereto, nor shall it
be construed as giving any rights or benefits hereunder to anyone
other than OWNER or ENGINEER.
-28-
SECTION 7 - SPECIAL PROVISIONS
OWNER and ENGINEER agree that this Agreement is subject to the
following special provisions which together with the provisions
hereof and the exhibits and schedules hereto represent the entire
Agreement between OWNER and ENGINEER: they may only be altered,
amended or repealed by a duly executed written instrument.
7. 1. 1 The OWNER shall have right of approval and removal of
Resident Project Representative.
7. 1.2 The OWNER shall receive written copies of all
correspondence from the ENGINEER related to the Project including
daily construction progress reports.
7.1.3 ENGINEER shall have final responsibility for maintaining
and preparing accurate record drawings of all construction.
Record drawings will be submitted to the OWNER (originals or
sepias) within three months after completion of construction
contracts.
7.1.4 Both parties recognize that it may be advantageous to
divide the Project into two or more parts for bidding and
construction.
-29-
7.1.5 It is hereby declared to be the intent of the maker hereof
to create and covenant each separate provision hereof
independently in its operative effect of all other provisions, and
the fact that any article, section, paragraph, sentence, clause,
word or part of this instrument shall be declared invalid or
unconstitutional by final judgment of any court of competent
jurisdiction shall in no event effect any other article, section,
paragraph, sentence, clause, word, or part of this instrument, and
it is hereby declared to be the intent of the maker hereof to have
created and covenanted each article, section, paragraph, sentence,
clause, word, or part thereof irrespective of the fact that any
other article, section, paragraph, sentence, clause, word or part
thereof may be thus declared invalid or unconstitutional.
-30-
IN WITNESS WHEREOF the parties hereto have made and executed this
Agreement as of the day and year first above written.
OWNER: ENGINEER:
BAYTOWN AREA WATER AUTHORITY WAYNE SMITH & ASSOCIATES, INC.
1 �
By:
A. Wayne Sm' h, P.E.
President
ATTEST:
By: By
Charles W. Beere, P.E.
Secretary
APPROVED AS TO FORM:
By:
(Seal)
-31-
TABLE A
TABLE OF MEDIAN COMPENSATION
Basic Engineering
Construction Charge Fee
Cost (Percent) Dollars
$ 150, 000 10.80 $ 16,200
175,000 10.57 18,498
200,000 10.34 20,680
225,000 10.11 22,748
250,000 9.88 24,700
275,000 9.64 26,510
300, 000 9.40 28,200
350,000 9.27 32,445
400,000 9.14 36,560
450,000 9. 01 40, 545
500,000 8.88 44,400
550,000 8.75 48, 125
600,000 8.62 51,720
650, 000 8.49 55, 185
700, 000 8.37 58,520
750, 000 8.23 61,725
800,000 8. 10 64,800
850,000 7.97 67,745
900,000 7.84 70,560
950,000 7.72 73,340
1,000, 000 7.60 76,000
1,250,000 7.53 94, 125
1,500,000 7.46 111,900
1,750,000 7.39 129, 325
2,000,000 7.32 146,400
2,250,000 7.24 162,900
2,500,000 7.17 195,250
2,750,000 7. 10 210,900
3,250,000 6.95 226,200
3,500,000 6.88 240,800
3,750, 000 6.81 255, 375
4,000, 000 6.74 269, 600
4,250,000 6.67 283,475
4,500,000 6.60 297, 000
4,750,000 6.52 309,700
5,000, 000 6.45 322,500
5,250, 000 6.38 334,950
5,500,000 6.30 346,500
6,000,000 6.25 375, 000
7,000,000 6.19 433, 300
8,000,000 6. 13 490,400
9,000, 000 6.07 546,300
10,000,000 6.00 600,000
20,000,000 5.90 1, 180, 000
-32-
TABLE B
TABLE OF MEDIAN COMPENSATION
Basic Engineering
Construction Charge Fee
Cost (Percent) Dollars
$ 150,000 8.85 $ 13,275
200,000 8.70 17,400
300,000 8.39 25, 170
400,000 8. 09 32,360
500,000 7.78 38,900
600,000 7.48 44,880
700,000 7. 17 50, 190
800,000 6.87 54, 960
900,000 6. 56 59, 040
1,000,000 6.26 62, 600
2,000,000 6. 12 122,400
3,000,000 5.98 179,400
4,000,000 5.84 233, 600
5,000,000 5. 69 284, 500
6, 000,000 5.55 333 , 000
7,000,000 5.41 378,700
8,000,000 5.27 421, 600
9,000,000 5.12 460,800
10,000,000 4.97 497, 000
20, 000,000 4.80 960, 000
NOTES: (1) When Construction Cost is under $150, 000, use
reimbursable basis of compensation.
(2) Construction cost above is the work authorized at one
time. However, where the work is to be accomplished
in a number of separate construction contracts, then
each such project element should be evaluated on an
individual basis, with additional compensation to the
Engineer.
(3) The Basic Charge presented above represents median
compensation. The appropriate compensation for any
given assignment may vary above or below the curve,
depending upon complexity.
(4) Compensation for alteration work should be increased
by at least one-third above the median compensation
illustrated.
-33-
Table A is intended to apply to assignments of which the following
are typical examples:
Water, wastewater and industrial waste treatment plants
Low cost, or complicated, waterfront and marine terminal
facilities
Complicated dams and hydro-power installations
Small bridges and bridges which are complicated by involved
geometrics and unsymmetrical features, or which require
location and/or alternate design studies
Grade crossing eliminations.
Urban streets and freeways, including related drainage
facilities
Water distribution lines under 16-inch diameter
Sanitary sewage collection lines under 24-inch diameter
Pumping stations
Air pressure tunnels
Swimming pools
Foundations
Table B is intended to apply to less complication assignments of
which the following are examples:
Large intercepting and relief sewers
Storm sewers and drains
Sanitary sewage collection lines 24-inch diameter and over
Water distribution lines 16-inch diameter and over
Simples bridges and other structures of straightforward or
conventional design
Dams of average complexity
Airport paving and grading
Irrigation works, except pumping plants
Railways
Levees and flood walls, conventional
Sewer and water tunnels (free air)
Earthwork and dredging
Highways and rural roads, except low-cost rural roads
High-cost wharf facilities of conventional design
Retaining walls and bulkheads, conventional
Roads and streets
-34-
EXHIBIT "A"
Duties, Responsibilities and Limitations
of the Authority of Resident Project Representative
A. General
Resident Project Representative is ENGINEER's Agent and
shall act as directed by and under the supervision of
ENGINEER. He shall confer with ENGINEER and OWNER regarding
his actions. His dealings in matters pertaining to the on-
site Work will in general be only with OWNER, ENGINEER, and
CONTRACTOR. His dealings with subcontractors will only be
through or with the full knowledge of CONTRACTOR or his
superintendent.
B. Duties and Responsibilities
Resident Project Representative shall:
1. Schedules: Review the progress schedule, schedule of
Shop Drawing submissions, schedule of values and other
schedules prepared by CONTRACTOR and consult with
ENGINEER concerning their acceptability.
2 . Conferences: Attend preconstruction conferences.
Arrange a schedule of progress meetings and other job
conferences as required in consultation with ENGINEER
and notify in advance those expected to attend. Attend
meetings and maintain and circulate copies of minutes
thereof.
EXHIBIT "A" 1/7
3 . Liaison:
a. Serve as ENGINEER's liaison with CONTRACTOR,
working principally through CONTRACTOR'S
superintendent and assist him in understanding the
intent of the Contract Documents. Assist ENGINEER
in serving as OWNER's liaison with CONTRACTOR when
CONTRACTOR's operations affect OWNER's on-site
operations.
b. As requested by ENGINEER, assist in obtaining from
OWNER additional details or information, when
required at the job site for proper execution of
the Work.
C. In the interest of preserving the proper channels
of communication between OWNER and CONTRACTOR.
4. Shop Drawings and Samples:
a. Receive and record date of receipt of Shop
Drawings and samples which have been approved by
ENGINEER.
b. Receive samples which are furnished at the site by
CONTRACTOR for ENGINEER's approval, and notify
ENGINEER of their availability for examination.
C. Advise ENGINEER and CONTRACTOR or his
superintendent immediately of the commencement of
any Work requiring a Shop Drawing or sample
submission if the submission has not been approved
by ENGINEER.
EXHIBIT "A" 2/7
5. Review of Work, Rejection of Defective Work,
Inspections and Tests:
a. Conduct on-site observations of the Work in
progress to assist ENGINEER in determining that
the Project is proceeding in accordance with the
Contract Documents and that completed Work will
conform to the Contract Documents.
b. Report to ENGINEER whenever he believes that any
Work is unsatisfactory, faulty or defective or
does not conform to the Contract documents, or has
been damaged, or does not meet the requirements of
any inspections, tests or approvals required to be
made: and advise ENGINEER when he believes Work
should be corrected or rejected or should be
uncovered for observation, or requires special
testing or inspection.
C. Verify that tests, equipment and systems startups
and operating and maintenance instructions are
conducted as required by the Contract Documents
and in presence of the required personnel, and
that CONTRACTOR maintains adequate records
thereof: observe, record and report to ENGINEER
appropriate details relative to the test
procedures and startups.
EXHIBIT "A" 3/7
d. Accompany OWNER and visiting inspectors
representing public or other agencies having
jurisdiction over the Project, record the outcome
of these inspections and report to ENGINEER.
5. Interpretation of Contract Documents: Transmit to
CONTRACTOR clarification and interpretation of the
Contract Documents as issued by ENGINEER.
7. Modifications: Consider and evaluate CONTRACTOR's
suggestions for modifications in Drawings of
Specifications and report them with recommendations to
ENGINEER.
8 . Records:
a. Maintain at the job site orderly files for
correspondence, reports of job conferences, Shop
Drawings and sample submissions, reproductions of
original Contract Documents including all addenda,
change orders, field orders, additional Drawings
issued subsequent to the execution of the
Contract. ENGINEER's clarifications and
interpretations of the Contract Documents,
progress reports and other Project-related
documents.
b. Keep a diary or log book, recording hours on the
job site, weather conditions, data relative to
questions of extras or deductions, list of
principal visitors, daily activities, decisions,
EXHIBIT "A" 4/7
observations, in general and specific observations
in more detail as in the case of observing test
procedures. Send copies to ENGINEER.
C. Record names, addresses and telephone numbers of
all CONTRACTORS, subcontractors and major
suppliers of equipment and materials.
d. Maintain an accurate, legible set of as-built
prints of the drawings.
9 . Reports:
a. Furnish ENGINEER periodic reports as required of
progress of the Work and of CONTRACTOR's
compliance with the approved progress schedule,
schedule of Shop Drawing submissions and other
schedules.
b. Consult with ENGINEER in advance of scheduled
major tests, inspections or start of important
phases of the Work.
10. Payment Requisitions: Review Applications for Payment
with CONTRACTOR for compliance with the established
procedure for their submission and forward them with
recommendations to ENGINEER, noting particularly their
relations to the schedule of values, work completed and
materials and equipment delivered at the site.
11. Guarantees, Certificates, Maintenance and Operation
Manuals: During the course of the Work verify that
guarantees, certificates, maintenance and operation
EXHIBIT "A" 5/7
manuals and other data required to be assembled and
furnished by CONTRACTOR are applicable to the items
actually installed; and deliver these data to ENGINEER
for his review and forwarding to OWNER prior to final
acceptance of the Project.
12 . Completion:
a. Before ENGINEER issues a Certificate of
Substantial Completion, submit to CONTRACTOR a
list of observed items requiring correction.
b. Conduct final inspection in the company of
ENGINEER, OWNER and CONTRACTOR and prepare a final
list of items to be corrected.
C. Verify that all items on final list have been
corrected and make recommendations to ENGINEER
concerning acceptance.
C. Limitations of Authority
Except upon written instructions of ENGINEER, Resident
Project Representative:
1. Shall not authorize any deviation from the Contract
Documents or approve any substitute materials or
equipment.
2. Shall not undertake any of the responsibilities of
CONTRACTOR, subcontractors or CONTRACTOR's
superintendent.
3 . Shall not expedite Work for the CONTRACTOR.
EXHIBIT "A" 6/7
4 . Shall not advise on or issue directions relative to any
aspect of the means, methods, techniques, sequences or
procedures of construction unless such is specifically
called for in the Contract Documents.
5. Shall not advise on or issue directions as to safety
precautions and programs in connection with the Work.
6. Shall not authorize OWNER to occupy the Project in
whole or in part.
EXHIBIT "A" 7/7
AMENDMENT
TO THE ENGINEERING SERVICES AGREEMENT
BY AND BETWEEN
THE BAYTOWN AREA WATER AUTHORITY
AND
WAYNE SMITH & ASSOCIATES,INC.
STATE OF TEXAS §
COUNTY OF HARRIS §
This First Amendment("Amendment") to that certain"Engineering Services Agreement"
("Agreement") between the Baytown Area Water Authority ("Owner") and Wayne Smith &
Associates, Inc. ("Engineer"), dated March 10, 1995, is made by and between the same parties on
the date hereinafter last specified.
WITNESSETH :
WHEREAS,the Owner and Engineer did enter into an Engineering Services Agreement on
March 10, 1995; and
WHEREAS, on February 23, 1995, Owner authorized Engineer to perform design and
engineering services for the construction of a four million gallon ground storage tank at the Fritz
Lanham Purification Plant("Project"); and
WHEREAS, Owner and Engineer now desire to continue with the Project by performing
testing and surveying work;
NOW THEREFORE,for and in consideration of the mutual covenants and agreements herein
contained,the parties hereto do hereby mutually agree as follows:
I.
Unless a different meaning clearly appears form the context,words and phrases as used in
this Amendment shall have the same meaning as in the Agreement.
II.
The provisions of the Agreement defining the Project are hereby amended to include the
following:
Testing, surveying, and other engineering services including, but not limited to,
reviewing bids; making recommendations regarding the award of a contract to the
appropriate contractor;making periodic visits to the site to observe the progress and
quality of executed work;reviewing samples,catalog data,schedules,shop drawings
and other data which the contractor submits; reviewing monthly and final estimates
for payments to contractor; making recommendations of payment to the Owner;
furnishing the services of a NACE,Level II Inspector,as required;providing limited
services of Field Representative, as required; conducting a final inspection; and
recommending final payment for the four million gallon ground storage tank at Fritz
Lanham Purification Plant.
III.
The cost associated with the Project as herein defined is estimated to be a total of THIRTY
FIVE THOUSAND TWO HUNDRED AND NO/100 DOLLARS ($35,200). The following is a
detailed list of the fees associated with the various services to be provided pursuant to this
Amendment:
SERVICE COST
Construction Phase Services $9,000
Field Representative $5,000
NACE Inspector $15,000
Radio Graphic Examination $2,500
Vacuum testing $500
Subtotal $32,000
Contingency $3,200
TOTAL $35,200
IV.
The provisions of this Amendment and the provisions of the Agreement should be read
together and construed as one agreement provided that,in the event of any conflict or inconsistency
between the provisions of this Amendment and the provisions of the Agreement,the provisions of
this Amendment shall control.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment in multiple
copies,each of which shall be deemed to be an original,but all of which shall constitute but one and
the same amendment,this 23rd day of August, 1995.
BAYTOWN AREA WATER AUTHORITY
0
ROBERT L. GILLETTE
President
ATTEST:
PETER R. BUENZ
Secretary
Approved as to form:
,JCAACIO RAMIREZ, SR
Attorney for the
Baytown Area Water Authority
WAY,NF, SMITIJ& ASSOCIATES, C.
w
c
R. WAYNE S , P.E.
President
ATTEST;
CHARLES W. BEERE,P.E.
Secretary
blltXhawa-amend
3
AMENDMENT
TO THE ENGINEERING SERVICES AGREEMENT
BY AND BETWEEN
THE BAYTOWN AREA WATER AUTHORITY
AND
WAYNE SMITH & ASSOCIATES,INC.
STATE OF TEXAS §
COUNTY OF HARRIS §
This Second Amendment("Amendment")to that certain"Engineering Services Agreement"
("Agreement") between the Baytown Area Water Authority ("Owner") and Wayne Smith &
Associates, Inc. ("Engineer"), dated March 10, 1995, is made by and between the same parties on
the date hereinafter last specified.
WITNESSETH :
WHEREAS, Owner and Engineer did enter into an Engineering Services Agreement on
March 10, 1995; and
WHEREAS,the State of Texas requires that Owner have an inactivation ratio above one (1)
at the Fritz Lanham Water Treatment Plant("Plant"); and
WHEREAS, Owner desires to add a tank baffling system and required yard piping to
Owner's most westerly tank at the Plant ("Project") in order to improve contact time at Owner's
facilities and to meet the applicable state requirements; and
WHEREAS, Owner and Engineer now desire to increase the scope of the work to be
performed pursuant to the Agreement by adding the services necessary to successfully design the
Project;
NOW THEREFORE,for and in consideration of the mutual covenants and agreements herein
contained,the parties hereto do hereby mutually agree as follows:
I.
Unless a different meaning clearly appears form the context,words and phrases as used in
this Amendment shall have the same meaning as in the Agreement.
II.
The provisions of the Agreement defining the Project are hereby amended to include the
following:
Engineering design services, including, but not limited to, preparing complete sets
of plans, contract documents and technical specifications; meeting with Owner and
its staff on a periodic basis to discuss the engineering services herein required as and
when requested by Owner, and submitting complete plans, contract documents and
technical specifications to the Texas Natural Resource Conservation Commission for
review and approval, if necessary, for the tank baffling system and required yard
piping to be incorporated into the most westerly tank located at the Fritz Lanham
Water Treatment Plant. Construction phase services of Engineer shall be requested
at Owner's sole option by a separate assignment of the Agreement.
III.
Upon authorization to proceed by Owner, Engineer will diligently prosecute the work
necessary to complete the Project. Preliminary design information for Owner's approval shall be
tendered by Engineer within sixty (60) days after Owner issues its authorization to proceed. All
work required in this assignment shall be completed no later than sixty (60) days after the issuance
of the notice to proceed,unless otherwise extended in writing by Owner.
IV.
The cost associated with the services to be performed with respect to the Project as herein
defined shall be a lump sum of SIXTEEN THOUSAND ONE HUNDRED AND NOI100
DOLLARS ($16,100.00). Such sum shall be payable in monthly installments and shall be due thirty
(30) days after receipt of an invoice detailing the engineering design services actually performed.
If Owner requests additional engineering design or related services,the charge for the same will be
in accordance with the Compensation and Liability Form, which is attached hereto as Exhibit"A"
and incorporated herein for all intents and purposes, unless otherwise agreed in writing.
V.
It is understood that either party may terminate this Agreement with or without cause at any
time prior to the completion of the work upon seven (7) days' written notice. Upon any such
termination which is not a result of Engineer's default, as determined by Owner, Owner shall pay
in accordance with the payment provision hereinabove for only that work actually performed and
tendered to Owner. Owner shall not be liable for payment for services not performed and tendered
nor shall Owner be liable if the Project is not completed due to a default of Engineer and the costs
2
WA SMITH ASSOCIATES C.
YNE SMIT , P.E.
President
ATTEST:
`6�
X0
CI-IARLES W. BEERE, P.E.
Seeretar
c:\Idh11\bawa-amend
4
associated with completing the assigned work exceeds that which is allegedly owed to Engineer.
Engineer understands and agrees that if the Project is terminated as a result of Engineer's default,
it shall be liable and shall bear all costs associated with completing the Project if such costs are in
excess of the lump sum mentioned hereinabove.
VI.
The provisions of this Amendment and the provisions of the Agreement should be read
together and construed as one agreement provided that,in the event of any conflict or inconsistency
between the provisions of this Amendment and the provisions of the Agreement,the provisions of
this Amendment shall control.
IN WITNESS WI IEREOF, the parties hereto have executed this Amendment in multiple
copies,each of which shall be deemed to be an original,but all of which shall constitute but one and
the same amendment,this 13th day of December, 1995.
BAYTOWN AREA WATER AUTHORITY
ROBERT L. GILLETTE
President
ATTEST:
Q-W&M
PETER R. BUENZ
Secretary
Approved as to form:
JCKACIO RAMIREZ, SR.
Attorney for the
Baytown Area Water Authority
3
1-90
COMPENSATION AND LTAB=TY
Engineering Services by Wayne Smith & Associates, Inc.
A. For the services of the Engineer's staff, the charge will be
the "Salary Cost" of each employee so engaged times a
multiplier of 2.5. "Salary cost" is defined as the cost of
salaries (total hours worked times the employee's rate of
pay on an hourly basis) of the Engineer's employees for time
directly chargeable to the project plus 30 percent for
social security contributions, unemployment, excise and
payroll taxes, employment compensation insurance, retirement
benefits, incentive pay, medical and insurance benefits,
sick leave, vacation and holiday pay applicable thereto.
B. For all direct nonlabor expense, including surveying
supplies, transportation, telegraph and telephone toll
charges, reproductions, etc. , and travel and subsistence for
the Engineer's staff, all as required for the proper
execution of the work. For all work subcontracted, the
charge is the actual invoice cost plus a 10 percent service
charge. Travel by vehicles owned or leased by the Engineer
shall be at 35 cents per Zile-
C. For outside services such as making soil borings and
performing laboratory tests on soil samples, or retaining
special consultants, Client may, at his option, contract
directly with a third party or through the Engineer. If
such contracts are made through the Engineer, a handling
charge of to percent will be added to the net amount of such
contracts.
D. Payments to the Engineer for authorized services will be due
upon presentation of monthly statements by the Engineer for
such services. If within 30 days of the date of any such
statement, Client should fail to pay the Engineer the full
sum specified in any such statement, then the Client shall
pay to the Engineer in addition to the sum shown as due by
such statement, interest at the highest legal rate shall be
applied to all past due balances from the date of such
statement until fully paid, which shall fully liquidate any
injury to the Engineer arising from such delay in payments.
E. Client agrees that liability for the negligence, error,
omission, or breach of warranty in the preparation of
designs and drawings, the designation or selection of
materials and equipment, the selection and supervision of
Project Representatives and other personnel, or the
performance of any other services pursuant hereto shall in
no event exceed the amount of the total compensation
received by the Engineer for services rendered hereunder.
EXHIBIT A
WAYNE
SMITH
& ASSOCIATES
August 12, 1998
Mr. Bob Gillette
Board of Directors
Baytown Area Water Authority
7425 Thompson Road
Baytown, Texas 77521
Re: Engineering Services - Design Phase
Assignment No. 3
WSA Project No. 131
Dear Mr. Gillette:
Pursuant to the agreement for professional services dated March 10, 1995, we hereby
request authorization to perform design phase services as required for the preparation of plans
and specifications for the conversion of an existing butterfly valve into a pressure control valve.
To meet the Water Authority's requirements, we offer the Scope of Services and Basis of
Compensation.
SCOPE OF SERVICES
1. Analyze the existing system and design appropriate renovations to the existing 36-inch
valve.
2. Prepare plans, contract documents and technical specifications.
Secure all required approvals from state agencies.
BASIS OF COMPENSATION
For the accomplishment of the above tasks, we propose that our compensation be on a
reimbursable basis in accordance with the agreement dated March 10, 1995. Based on the above
Scope of Services, we anticipate the total fee for this work to be approximately $9,900.00. This
amount will not be exceeded without prior written approval from the Water Authority.
11821 I-10 East Freeway, Suite 400 • Houston, Texas 77029 • Ph: (713) 450-1300 • Fax: (713) 450-1385
*,
Mr. Bob Gillette
Baytown Are Water Authority
August 12, 1998
Page 2
ACCEPTANCE AND AUTHORIZATION
If the foregoing scope and compensation are satisfactory, we will consider your acceptance in the
space provided below and return of a signed copy to us as our authorization to proceed. We
appreciate the opportunity to be of continuing service to the Baytown Area Water Authority.
Very truly yours,
WAYNE SMITH & ASSOCIATES, INC.
J.S. Cargill
Vice President
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ACCEPTANCE:
Date:/4/9P