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HomeMy WebLinkAbout277725 VEXCEL CORPORATION - CONTRACT - RFP - P841 DIGITAL ORTHO PHOTOGRAPHYSERVICES AGREEMENT THIS AGREEMENT made and entered into the day and year set forth below by and between THE CITY OF FORT COLLINS, COLORADO, a Municipal Corporation, hereinafter referred to as the "City" and Vexcel Corporation, hereinafter referred to as "Service Provider". WITNESSETH: In consideration of the mutual covenants and obligations herein expressed, it is agreed by and between the parties hereto as follows: 1. Scope of Services. The Service Provider agrees to provide Orthophotography and Planimetric Data services in accordance with the scope of services attached hereto as Exhibit "A", consisting of three (3) pages, and incorporated herein by this reference. 2. Time of Commencement and Comoletion of Services. The services to be performed pursuant to this Agreement shall be initiated within five (5) days following execution of this Agreement. Services shall be completed no later than sixteen (16) weeks after the initial flight takes place. Time is of the essence. Any extensions of the time limit set forth above must be agreed upon in a writing signed by the parties. 3. Delay. If either party is prevented in whole or in part from performing its obligations by unforeseeable causes beyond its reasonable control and without its fault or negligence, then the party so prevented shall be excused from whatever performance is prevented by such cause. To the extent that the performance is actually prevented, the Service Provider must provide written notice to the City of such condition within fifteen (15) days from the onset of such condition. 4. Early Termination by City/Notice. Notwithstanding the time periods contained herein, the City may terminate this Agreement at any time without cause by providing written notice of termination to the Service Provider. Such notice shall be delivered at least fifteen (15) days 1 Ref1m,al $kfm,5 phalb LIMAS ple"Ift"c c A 41' !Mason Street Corridor Aerial Photography 10 Exhibit "B" INSURANCE REQUIREMENTS The Service Provider will provide, from insurance companies acceptable to the City, the insurance coverage designated hereinafter and pay all costs. Before commencing work under this bid, the Service Provider shall furnish the City with certificates of insurance showing the type, amount, class of operations covered, effective dates and date of expiration of policies, and containing substantially the following statement" "The insurance evidenced by this Certificate will not be cancelled or materially altered, except after ten (10) days written notice has been received by the City of Fort Collins." In case of the breach of any provision of the Insurance Requirements, the City, at its option, may take out and maintain, at the expense of the Service Provider, such insurance as the City may deem proper and may deduct the cost of such insurance from any monies which may be due or become due the Service Provider under this Agreement. The City, its officers, agents and employees shall be named as additional insureds on the Service Provider's general liability and automobile liability insurance policies for any claims arising out of work performed under this Agreement. Insurance coverages shall be as follows: A. Workers' Compensation & Employer's Liability. The Service Provider shall maintain during the life of this Agreement for all of the Service Provider's employees engaged in work performed under this agreement: 1. Workers' Compensation insurance with statutory limits as required by Colorado law. 2. Employer's Liability insurance with limits of $100,000 per accident, $500,000 disease aggregate, and $100,000 disease each employee. Commercial General & Vehicle Liability. The Service Provider shall maintain during the life of this Agreement such commercial general liability and automobile liability insurance as will provide coverage for damage claims of personal injury, including accidental death, as well as for claims for property damage, which may arise directly or indirectly from the performance of work under this Agreement. Coverage for property damage shall be on a "broad form" basis. The amount of insurance for each coverage, Commercial General and Vehicle, shall not be less than $500,000 combined single limits for bodily injury and property damage. In the event any work is performed by a subcontractor, the Service Provider shall be responsible for any liability directly or indirectly arising out of the work performed under this Agreement by a subcontractor, which liability is not covered by the subcontractor's insurance. 11 Exhibit "C" Cost Breakdown Cost Due to the short time frame of Phase 2, and because of the unknown nature of how many hours will actually be spent digitizing; only one invoice will be issued at the end of the project. The City will pay the balance upon acceptance of the delivery. This invoice shall indicate the total hours spent divided by the type of work and the cost as shown below: Planimetric Data Collection hourly rates Cost per hour Est. # of hours Total Project Management hourly fee $85.00 40 $3,200.00 Planimetric collection hourly fee $70.00 320 $22.400.00 Administrative work hourly fee $60.00 40 $2,400.00 Total Not to Exceed $28,000,00 12 prior to the termination date contained in said notice unless otherwise agreed in writing by the parties. All notices provided under this Agreement shall be effective when mailed, postage prepaid and sent to the following addresses: City of Fort Collins: Service Provider: City of Fort Collins Purchasing Vexcel Corporation P. O. Box 580 4909 Nautilus Court Fort Collins, CO 80522 Boulder, CO 80301 In the event of early termination by the City, the Service Provider shall be paid for services rendered to the date of termination, subject only to the satisfactory performance of the Service Provider's obligations under this Agreement. Such payment shall be the Service Provider's sole right and remedy for such termination. 5. Contract Sum. The City shall pay the Service provider for the performance of this Contract, subject to additions and deletions provided herein, not to exceed the sum of Twenty Eight Thousand Dollars ($28,000). Cost Breakdown consisting of one (1) page is attached as Exhibit "C". 6. City Representative. The City will designate, prior to commencement of .the work, its representative who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the services provided under this agreement. All requests concerning this agreement shall be directed to the City Representative, 7. Independent Service provider. The services to be performed by Service Provider are those of an independent service provider and not of an employee of the City of Fort Collins. The City shall not be responsible for withholding any portion of Service Provider's compensation hereunder for the payment of FICA, Workmen's Compensation or other taxes or benefits or for any other purpose. 8. Personal Services. It is understood that the City enters into the Agreement based on the special abilities of the Service Provider and that this Agreement shall be considered as an E agreement for personal services. Accordingly, the Service Provider shall neither assign any responsibilities nor delegate any duties arising under the Agreement without the prior written consent of the City. 9. Acceptance Not Waiver. The City's approval or acceptance of, or payment for any of the services shall not be construed to operate as a waiver of any rights or benefits provided to the City under this Agreement or cause of action arising out of performance of this Agreement. 10. Warranty. a. Service Provider warrants that all work performed hereunder shall be performed with the highest degree of competence and care in accordance with accepted standards for work of a similar nature. b. Unless otherwise provided in the Agreement, all materials and equipment incorporated into any work shall be new and, where not specified, of the most suitable grade of their respective kinds for their intended use, and all workmanship shall be acceptable to City. C. Service Provider warrants all equipment, materials, labor and other work, provided under this Agreement, except City -furnished materials, equipment and labor, against defects and nonconformances in design, materials and workmanship/workwomanship for a period beginning with the start of the work and ending twelve (12) months from and after final acceptance under the Agreement, regardless whether the same were furnished or performed by Service Provider or by any of its subcontractors of any tier. Upon receipt of written notice from City of any such defect or nonconformances, the affected item or part thereof shall be redesigned, repaired or replaced by Service Provider in a manner and at a time acceptable to City. 11. Default. Each and every term and condition hereof shall be deemed to be a material element of this Agreement. In the event either party should fail or refuse to perform according to the terms of this agreement, such party may be declared in default thereof. 12. Remedies. In the event a party has been declared in default, such defaulting party 2 shall be allowed a period of ten (10) days within which to cure said default. In the event the default remains uncorrected, the party declaring default may elect to: a. Terminate the Agreement and seek damages; b. Treat the Agreement as continuing and require specific performance; or G. Avail himself of any other remedy at law or equity. If the non -defaulting party commences legal or equitable actions against the defaulting party, the defaulting party shall be liable to the non -defaulting party for the non -defaulting party's reasonable attorney fees and costs incurred because of the default. 13. Binding Effect. This writing, together with the exhibits hereto, constitutes the entire agreement between the parties and shall be binding upon said parties, their officers, employees, agents and assigns and shall inure to the benefit of the respective survivors, heirs, personal representatives, successors and assigns of said parties. 14. Indemnity/Insurance. a. The Service Provider agrees to indemnify and save harmless the City, its officers, agents and employees against and from any and all actions, suits, claims, demands or liability of any character whatsoever brought or asserted for injuries to or death of any person or persons, or damages to property arising out of, result from or occurring in connection with the performance of any service hereunder. b. The Service Provider shall take all necessary precautions in performing the work hereunder to prevent injury to persons and property. C. Without limiting any of the Service Provider's obligations hereunder, the Service Provider shall provide and maintain insurance coverage naming the City as an additional insured under this Agreement of the type and with the limits specified within Exhibit B, consisting of one (1) page, attached hereto and incorporated herein by this reference. The Service Provider before commencing services hereunder, shall deliver to the City's Director of Purchasing and Risk Management, P. O Box 580, Fort Collins, Colorado, 80522, one copy of a 3 certificate evidencing the insurance coverage required from an insurance company acceptable to the City. 15. Entire Agreement. This Agreement, along with all Exhibits and other documents incorporated herein, shall constitute the entire Agreement of the parties. Covenants or representations not contained in this Agreement shall not be binding on the parties. 16. Law/Severability. The laws of the State of Colorado shall govern the construction interpretation, execution and enforcement of this Agreement. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement. THE CITY OF FORT COLLINS, COLORADO Ja s B. O'Neill II, CPPO, FNIGP Dire or of urchasing &Risk Management DATE: ---- �� Z W'/ a ;- — Vexcel Corporations By: Title: _-- CORPORATE PRESIDENT OR ICE PRESIDENT Date: ATTEST: Corporate Secretary Exhibit "A" P-841 Contractor for Digital or Orthophotography & Plainmetric Data Aerial Photography Project Mason Street Aerial Photography Project Phase 2 Overview Vexcel, in combination with the City orthophoto project, has collected low altitude aerial photography for the project area as outlined in a previous contract with Vexcel, which is referred to from here on out as 'Phase 1 ". In Phase 1 of the project, Vexcel has created a precision DEM from breaklines and mass points and has created 1-foot contour lines. This DEM has been used to create a seamless orthophoto mosaic with 2 inch per pixel resolution. This information covers a 2000 ft wide corridor with an easterly limit 200 feet east of College Avenue. In Phase 2 Vexcel will use the orthophoto product from Phase 1 to digitize planimetric features. Those features will be collected in a 1000 ft wide corridor centered on the Mason Street railroad tracks with 4 additional areas at Horseshoe and Drake. Please refer to the attached map for details. Planimetric Features Planimetric features will be digitized from the orthophotography for a 500 ft wide buffer area to both sides of the Mason Street railroad tracks. Vexcel will capture streets, buildings, and vegetation inside this buffer zone. The table below lists the standard planimetric features, which will be digitized from the orthorectified images. This data must be accurate enough for design purposes. All digitization and classification of objects will be done on a best effort basis. The City will collect items not visible in the photography at a later time. If the nature of an item cannot be positively identified, it will be designated "unknown object'. The following list has been finalized in cooperation with the City and Felsburg Holt & Ullevig on Nov 6t�' 2002. Category La er Type Cross pans Build in s&Structures jBillboard Polygon Buildin s&Structures IBuilding Footprints Polygon Build in s&Structures IDeck Porch Polygon Build in s&Structures Fence Line Buildin s&Structures Free Standing Wall Polygon Buildin s&Structures Pole anchors Point Buildin s&Structures Pools Polygon Buildin s&Structures Retaining Wall Polygon 2 Buildin s&Structures Stairs Buildin s&Structures Structure Railroad RR si nal XPrnhInnn Railroad RR si nal box Railroad Tracks individual) Roads Bollards Roads Brid es Polygon Roads Center Lines Line Roads Curbs: To and flowline Line Roads Drivewa Line Roads Paved Road Line Roads Shoulder Line Roads Sidewalk IlLine Roads Street Lines white: cross walks, etc. IlLine Roads Street Lines ellow: StOD bars, etc. Line Roads Trail Line Roads Lin aved Road Line Street Culture Bike racks Pol on Street Culture Bus Benches Pol on Street Culture Bus ads Pol on Street Culture Cable Boxes Point Street Culture Cattle uard Pol on Street Culture Fire Plu s Point Street Culture Guardrails, barriers Line Street Culture Im act attenuators Point Street Culture Li ht Pole Point Street Culture Mail Box Point Street Culture Manhole Covers Point Street Culture Meter Boxes Point Street Culture Parkin meters Point Street Culture Storm inlets Point Street Culture Street Li hts Point Street Culture Street Si nals Point Street Culture Tele Boxes Point Street Culture Transformer Point Street Culture UtilityPole Point Vegetation Dense Bush Outline Line Vegetation Dense Tree Outline Line Water & irrigation Dropstructures Pol on Water & Irrigation Irrigation ditches Line Water & Irri ation Irrigation hardware Point Water & Irrigation Movin water creek, river Line Water & Irrigation Non movingwater lake, etc. Line Unidentified Ob'ect an Quality Control Vexcel shall check the data for accuracy and completeness before delivery. Vexcel shall base the completeness and accuracy on the intended design use. Product Acceptance - All deliveries submitted by Vexcel will be checked by the City. Vexcel shall be notified by the City team if there are any delays in the review period. It is anticipated that the size of deliveries will be approximately one hundred sixty (160) tiles. This number may be revised upon completion of the prototype project and with the mutual consent of the City and Vexcel. All reviews will be performed on a basis of work correctness and compliance with this contract and the technical scope of work. During the prototype project task, the City team and Vexcel shall agree on specific acceptance criteria. Vexcel shall work closely with the City to develop quality control parameters/procedures for City staff. Additionally, Vexcel's quality control tools will be delivered to the City for their use in evaluating the photogrammetric data and digital orthos. At a minimum, the data will comply with the following acceptance criteria: 1. 95% feature attribute correctness. 2. 95% features completeness. 3. American Society for Photogrammetry and Remote Sensing (ASPRS) Map Standards for positional accuracy of the planimetric and topographic databases. 4. USGS Open File Report 86-005 (Large Scale Mapping Guidelines) and USGS National Map Accuracy Standards., These reports and standards define the accuracy based on "90% of well defined features.... all other features would have to be located by field methods, if part of the contract". The completeness statement in this contract defines the amount of features that we feel will be compiled and considered as "well defined". Within a thirty (30) calendar day time -frame the City team will categorize each delivery as follows: 1. ACCEPTED, that is, meeting specifications with no more than minor and/or isolated exceptions, which will be corrected by Vexcel. Accepted data will conform to the minimum accuracy standards for feature attribute correctness and completeness. 2. ACCEPTED WITH REWORK, that is, essentially the delivery conforms to specifications, but having a significant number of isolated exceptions. The delivery shall be accepted by the City pending re-editing and corrections resubmitted to the City. At no cost to the City, the Vexcel project team shall correct and resubmit the delivery to the City within thirty (30) calendar days. Deliverables falling within 90% to 95% will be considered under this category. Corrections will be completed by the Vexcel project team to obtain the minimum standard. 3. REJECTED, that is, the delivery fails to meet the minimum requirements and requires major improvements to comply with the pre -defined standards. At no cost to the City team, the Vexcel project team shall correct and re -submit the delivery to the City within fifteen (15) working days. Deliveries considered in this category are where data is under the ninety percent (90%) accuracy level. Corrections will be completed by the Vexcel project team to obtain the minimum standard. Deliverables 1) Planimetric data as requested by the City in AutoCAD compatible format. 2) Project log for auditing the hours spent digitizing. Schedule Phase 2 should be completed in four weeks. Area of Data Collection and Flight Area Topography and Planimetric Collection Limits: E = 500 feet east of railroad centerline W = 500 feet west of railroad centerline N = Poudre River S = One mile south of Harmony Road On the corner of Horsetooth and College and Drake and College extend the mapping to include 1200 feet on either side of railroad centerline along Horsetooth and Drake and 400 feet on either side of Horsetooth and Drake as indicated on the attached map. t]