HomeMy WebLinkAbout102541 CH2M HILL INC - CONTRACT - RFP - P1149 CONSULTING ENGINEERING SERVICES WTPPROFESSIONAL SERVICES AGREEMENT
WORK ORDER TYPE
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 CH2M Hill, Inc., a corporation, hereinafter referred to as "Professional".
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 Professional agrees to provide services in accordance with
any project Work Orders for Water Treatment Facility Design and Construction Services for Capital
Improvements issued by the City. A blank sample of a work order is attached hereto as Exhibit "A",
consisting of one (1) page and is incorporated herein by this reference. The City reserves the right
to independently bid any project rather than issuing a Work Order to the Professional for the same
pursuant to this Agreement.
2. The Work Schedule. The services to be performed pursuant to this Agreement shall
be performed in accordance with the Work Schedule stated on each Work Order.
3. Time of Commencement and Completion of Services. The services to be performed
pursuant to this Agreement shall be initiated as specified on each Work Order. Time is of the
essence. Any extensions of any time limit must be agreed upon in writing by the parties hereto.
4. Contract Period. This Agreement shall commence January 1, 2009, and shall
continue in full force and effect until December 31, 2009, unless sooner terminated as herein
provided. In addition, at the option of the City, the Agreement may be extended for additional one
year periods not to exceed four (4) additional one year periods. Renewals and pricing changes shall
be negotiated by and agreed to by both parties. The Denver Boulder Greeley CPIU published by the
Colorado State Planning and Budget Office will be used as a guide. Written notice of renewal shall
be provided to the Professional and mailed no later than ninety (90) days prior to contract end.
Utility PSA WO rev07/08
EXHIBIT "C"
Pursuant to an Agreement Between
The City of Fort Collins
And
CH21VI HILL"-;;-C_
Special Provisions
Paragraph 6, Design, Project, Indemnity and Insurance Responsibility, is modified to read:
"...The Professional shall indemnify, save and hold harmless the City, its officers and
employees in accordance with Colorado law, from all damages whatsoever claimed by third
parties against the City for bodily injury or property damage, and for the City's costs and
reasonable attorneys' fees, to the proportionate extent arising directly or indirectly out of the
Professional's negligent performance of any of the services furnished under this Agreement....
PROFESSIONAL'S Personnel at Construction Site"
The presence or duties of PROFESSIONAL'S personnel at a construction site, whether as
onsite representatives or otherwise, do not make PROFESSIONAL's personnel in any way
responsible for those duties that belong to City and/or the construction contractors or other
entities, and do not relieve the construction contractors or any other entity of their obligations,
duties, and responsibilities, including, but not limited to, all construction methods, means,
techniques, sequences, and procedures necessary for coordinating and completing all portions
of the construction work in accordance with the construction Contract Documents and any
health or safety precautions required by such construction work.
PROFESSIONAL and PROFESSIONAL's personnel have no authority to exercise any control
over any construction contractor or other entity or their employees in connection with their work
or any health or safety precautions and have no duty for inspecting, noting, observing,
correcting, or reporting on -health or safety deficiencies of the construction contractor(s) or other
entity or any other persons at the site except Professional's own personnel.
The presence of PROFESSIONAL's personnel at a construction site is for the purpose of
providing to CITY a greater degree of confidence that the completed work will conform generally
to the contract Documents and the integrity of the design concept as reflected in the Contract
documents has been implemented and preserved by the construction contractor(s).
PROFESSIONAL neither guarantees the performance of the construction contractors(s) nor
assumes responsibility for construction contractor's failure to perform work in accordance with
the Contract documents
For this AGREEMENT only, construction sites include places of manufacture for materials
incorporated into the construction work, and construction contractors include manufacturers of
materials incorporated into the construction work.
Professional Indemnification and Claims
City agrees to include in all construction contracts the provisions of Article --- Professional's
Personnel at Construction Site, and provisions providing contractors' indemnification of City and
Professional for Contractor's negligence. .
CITY -Furnished Data
CITY will provide to PROFESSIONAL all data in CITY's possession relating to
PROFESSIONAL's services on the PROJECT. PROFESSIONAL will reasonably rely upon the
accuracy, timeliness, and completeness of the information provided by CITY.
Access to Facilities and Property
CITY will make its facilities accessible to PROFESSIONAL as required for PROFESSIONAL's
performance of its services and will provide labor and safety equipment as required by
PROFESSIONAL for such access. CITY will perform, at no cost to PROFESSIONAL, such tests
of equipment, machinery, pipelines, and other components of CITY's facilities as may be
required in connection with PROFESSIONAL's services, unless otherwise agreed to CITY will
be responsible for all acts of CITY's personnel.
Force Majeure
PROFESSIONAL is not responsible for damages or delay in performance caused by acts of
GOD, strikes, lockouts, accidents, or other events beyond the control of PROFESSIONAL.
Limitation of Liability
To the maximum extent permitted by law, PROFESSIONALS's liability for CITY's damages for
any cause or combination of causes will, in the aggregate, not exceed the amount of liability
insurance by PROFESSIONAL under this AGREEMENT. This article takes precedence over
any conflicting article of this agreement or any document incorporated into it or referenced by it
Suspension, Delay, or Interruption of Work
CITY may suspend, delay, or interrupt the Services of PROFESSIONAL for convenience of
CITY. In the event of force majeure or said suspension, delay or interruption, an equitable
adjustment in the PROJECT's schedule, commitment, and cost of PROFESSIONAL's personnel
and subcontractor's and PROFESSIONAL's compensation will be.made.
No Third -Party Beneficiaries
This AGREEMENT gives no rights or benefits to anyone other than CITY and PROFESSIONAL
and has no third -party beneficiaries.
Interpretation and Waivers
Limitations and liability and indemnities in the AGREEMENT are business understandings
between the parties and will apply to all the different theories of recovery, including breach of
contract or warranty, tort including negligence, strict or statutory liability, or any other cause of
action, except the limitations will not apply to willful misconduct or gross negligence for limitation
of liability or sole negligence for indemnification. Parties means CITY and PROFESSIONAL,
and their officers, employees, agents, affiliates, and subcontractors.
The parties also agree that CITY will not seek damages in excess of the limitations indirectly
through suits with other parties who may join PROFESSIONAL as a third -party defendant.
CITY waives all claims against PROFESSIONAL, including those for latent defects, that are not
brought within 2 years of substantial completion of the facility designed or final payment to
PROFESSIONAL, whichever is earlier.
Vendor Furnished Equipment and Material
The PROFESSIONAL is responsible for properly specifying equipment and material, but is not
responsible for deficiencies in its manufacturing.
Asbestos or Hazardous Substances
To the extent permitted by law and the Charter of the City of Fort Collins CITY will indemnify
PROFESSIONAL from all claims, damages, losses, and costs, including attorney's fees arising
out of or relating to the presence, discharge, release, or escape of hazardous substances,
contaminants, or asbestos on, under, or from the project to the extent the same results from the
negligence of the City and City employees. CITY recognizes that PROFESSIONAL assumes
no risk and/or liability for a waste or hazardous waste site originated by other than
PROFESSIONAL.
If asbestos or hazardous substances in any form are encountered, Professional will stop.its own
work in the affected portions of the Project to permit testing and evaluation.
If asbestos is suspected, Professional will, if requested, manage the asbestos remediation
activities using a qualified subcontractor at an additional fee and contract terms to be
negotiated.
If hazardous substances other than asbestos are suspected PROFESSIONAL will conduct tests
to determine the extent of the problem and will perform the necessary studies and recommend
the necessary remedial measures at an additional fee and contract terms to be negotiated
The parties acknowledge that adequate commercial insurance is not currently available at
reasonable rates to insure against risks posed by the presence of toxic or hazardous materials
or substances on the project site for which City may be held responsible. Therefore,
notwithstanding anything to the contrary herein, City shall, to the extent permitted by law -,and
the Charter of the City of Fort Collins, indemnify, defend, and hold harmless Professional, its
affiliates, employees and subcontractors from and against any and all suits, actions, legal or
administrative proceedings (including those involving the U.S. EPA), claims (including those
made by any potentially responsible parties), demands, damages, costs and liabilities, for injury
to or death of persons, for loss of or damage to property, and for pollution or environmental
impairment (under CERCLA, RCRA or any other federal or state statute relating to toxic or
hazardous materials or substances), arising from the performance of the Services, which are
directly or indirectly caused by or incident to the presence of toxic or hazardous materials or
substances on the project site except to the extent the same result from the negligent acts or
omissions of the Professional.
Professional shall in no event act as an owner, transporter, generator or disposer of hazardous
wastes.
contract end.
5. 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 Professional. Such notice shall be delivered at least fifteen (15) days 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 address:
Professional:
Kevin Heffernan
CH2M Hill,.;I is
9193 South Jamaica Street
P.O. Box 241325
Denver, CO 80224-9325
City
City of Fort Collins
Purchasing Division
215 North Mason Street, P.O.
P.O. Box 580
Fort Collins, CO 80522
With copy to
City of Fort Collins
Owen Randall
700 Wood St.
P.O. Box 580
Fort Collins, CO 80522
In the event of any such early termination by the City, the Professional shall be paid for services
rendered prior to the date of termination subject only to the � satisfactory performance of the
Professional's obligations under this Agreement. Such payment shall be the Professional's sole
right and remedy for such termination.
6. Design, Project Insurance and Insurance Responsibility. The Professional shall be
responsible for the professional quality, technical accuracy, timely completion and the coordination
of all services rendered by the Professional, includingbut not limited to designs, plans, reports,
specifications, and drawings and shall, without additional compensation, promptly remedy and
correct any errors, omissions, or other deficiencies. The Professional shall indemnify, save and
hold harmless the City its officers and employees, in accordance with Colorado law, from all
damages whatsoever claimed by third parties against the City and for the City's costs and
reasonable attorney's fees arising directly or indirectly out of the Professional's negligent
performance of any of the services furnished under this Agreement. The Professional shall
maintain commercial general liability insurance in the amount of $500,000 combined single limits,
Utility PSA WO rev07/08
and errors and omissions insurance in the amount of $1,000,000.
7. Compensation. In consideration of services to be performed pursuant to this
Agreement, the City agrees to pay Professional on a time and reimbursable direct cost basis
designated in Exhibit "B", consisting of one (1) page, attached hereto and incorporated herein by
this reference. At the election of the City, each Work Order may contain a maximum fee, which
shall be negotiated by the parties hereto for each such Work Order. Monthly partial payments
based upon the Professional's billings and itemized statements are permissible. The amounts of all
such partial payments shall be based upon the Professional's City -verified progress in completing
the services to be performed pursuant to the Work Order and upon approval of the Professional's
direct reimbursable expenses. Final payment shall be made following acceptance of the work by
the City. Upon final payment, all designs, plans, reports, specifications, drawings, and other
services rendered by the Professional shall become the sole property of the City.
8. City Representative. The City will designate, prior to commencement of work, its
project representative who shall make, within the scope of his or her authority, all necessary and
proper decisions with reference to the project. All requests for contract interpretations, change
orders, and other clarification or instruction shall be directed to the City Representative.
9. Project Drawings. Upon conclusion of the project and before final payment, the
Professional shall provide the City with reproducible drawings of the project containing accurate
information on the project as constructed. Drawings shall be of archival, prepared on stable mylar
base material using a non -fading process to provide for long storage and high quality reproduction.
"CD" disc of the as -built drawings shall also be submitted to the owner in and AutoCAD version no
older then the established city standard.
10. Monthly Report. Commencing thirty (30) days after Notice to Proceed is given on
any Work Order and every thirty days thereafter, Professional is required to provide the City
Representative with a written report of the status of the work with respect to the Work Order, Work
Schedule and other material information. Failure to provide any required monthly report may, at the
Utility PSA WO rev07/08
option of the City, suspend the processing of any partial payment request.
11. Independent Contractor. The services to be performed by Professional are those of
an independent contractor and not of an employee of the City of Fort Collins. The City shall not be
responsible forwithholding any portion of Professional's compensation hereunderfor the payment
of FICA, Workers' Compensation, other taxes or benefits or for any other purpose.
12. Personal Services. It is understood that the City enters into this Agreement based
on the special abilities of the Professional and that this Agreement shall be considered as an
agreement for personal services. Accordingly, the Professional shall neither assign any
responsibilities nor delegate any duties arising under this Agreement without the prior written
consent of the City.
13. Acceptance Not Waiver. The City's approval of drawings, designs, plans,
specifications, reports, and incidental work or materials furnished hereunder shall not in any way
relieve the Professional of responsibility for the quality or technical accuracy of the work. 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.
14. 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.
15. Remedies. In the event a party has been declared in default, such defaulting party
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 (c) 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 parry's reasonable attorney fees and costs incurred
because of the default.
Utility PSA WO rev07/08
16. 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.
17. 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.
18. Prohibition Against Employing Illegal Aliens. Pursuant to Section 8-17.5-101,
C.R.S., et. seq., Professional represents and agrees that:
a. As of the date of this Agreement:
1. Professional does not knowingly employ or contract with an illegal alien
who will perform work under this Agreement; and
2. Professional will participate in either the e-Verify program created in
Public Law 208, 104th Congress, as amended, and expanded in Public Law 156,
108th Congress, as amended, administered by the United States Department of
Homeland Security (the "e-Verify Program") or the Department Program (the
"Department Program"), an employment verification program established
pursuant to Section 8-17.5-102(5)(c) C.R.S. in order to confirm the employment
eligibility of all newly hired employees to perform work under this Agreement.
b. Professional shall not knowingly employ or contract with an illegal alien to
perform work under this Agreement or knowingly enter into a contract with a
subcontractor that knowingly employs or contracts with an illegal alien to perform work
under this Agreement.
C. Professional is prohibited from using the e-Verify Program or Department
Program procedures to undertake pre -employment screening of job applicants while this
Agreement is being .performed.
d. If Professional obtains actual knowledge that a subcontractor performing work
under this Agreement knowingly employs or contracts with an illegal alien, Professional
shall:
Utility PSA WO rev07/08
1. Notify such subcontractor and the City within three days that Professional
has actual knowledge that the subcontractor is employing or contracting with an
illegal alien; and
2. Terminate the subcontract with the subcontractor if within three days of
receiving the notice required pursuant to this section. the subcontractor does not
cease employing or contracting with the illegal alien; except that Professional
shall not terminate the contract with the subcontractor if during such three days
the subcontractor provides information to establish that the subcontractor has not
knowingly employed or contracted with an illegal alien.
e. Professional shall comply with any reasonable request by the Colorado
Department of Labor and Employment (the "Department") made in the course of an
investigation that the Department undertakes or is undertaking pursuant to the authority
established in Subsection 8-17.5-102 (5), C.R.S.
f. If Professional violates any provision of this Agreement pertaining to the duties
imposed by Subsection 8-17.5-102, C.R.S. the City may terminate this Agreement. If this
Agreement is so terminated, Professional shall be liable for actual and consequential
damages to the City arising out of Professional's violation of Subsection 8-17.5-102,
C.R.S.
g. The City will notify the Office of the Secretary of State if Professional violates this
provision of this Agreement and the City terminates the Agreement for such breach.
19. Special Provisions. Special provisions or conditions relating to the services to be
performed pursuant to this Agreement are set forth in Exhibit "C", consisting of three (3) page(s),
attached hereto and incorporated herein by this reference.
Utility PSA WO rev07/08
ATTEST: f r
/1,5�r Co porate Secretary
City Clerk
APPROVED AS TO FORM:
Assistant City Attorney
THE CITY OF FORT COLLINS, COLORADO
By:
s B. O'Neill II, CPPO, FNIGP
4ctor1ector of Purchasing & Risk Management
Date: q
. SEAL
CH2M Hill / IN .
A Corporation
By:
Y �
Title: ( StC nu rc� ar aClCr
/1l�1- nn rr-.ir.r�IT
vl\I vl\!l1 L 1 1\LVILJLIV I- VR
Date: M — S — OS
(Corporate Seal)
Utility PSA WO rev07/08
EXHIBIT "A"
WORK ORDER FORM
PURSUANT TO AN AGREEMENT BETWEEN
THE CITY OF,FORT COLLINS
AND
DATED:
Work Order Number:
Purchase Order Number:
Project Title:
Commencement Date:
Completion Date:
Maximum Fee: (time and reimbursable direct costs):
Project Description:
Scope of Services:
Professional agrees to perform the services
identified above and on the attached forms in
accordance with the terms and conditions
contained herein and in the Professional Services
Agreement between the parties. In the event of a
conflict between or ambiguity in the terms of the
Professional Services Agreement and this work
order (including the attached forms) the
Professional Services Agreement shall control.
The attached forms consisting of Exhibits'_, _
consisting of _ U pages are hereby accepted
and incorporated herein, by this reference, and
Notice to Proceed is hereby given.
cc: Purchasing
Professional:
By:
Date:
City of Fort Collins
Submitted By:
Project Manager
Date:
Reviewed by:
Senior Utility Engineer
Date:
Approved by:
Utilities General Manager
Date:
Approved by:
Director of Purchasing & Risk Management
(if over $60,000.)
Date:
EXHIBIT B
RATES
Compensation will be on a time and expense basis with current labor costs billed at
standard raw labor multiplier of 3.2, subconsultant expenses billed at actual cost plus a 5
percent markup, and direct expenses at actual cost. The hourly billing rates will include
allowances for salary, benefits, overhead, and profit. Other expenses will include travel,
printing, mailing, copying, supplies, and other similar costs incurred in performance of
the work. Annual rates shall be provided by the professional in a timely manner and shall
be subject to approval by the City at each renewal period.
2008 Rates C142M Hil1,S,fc.
Rod Brauer
$276/hr
Kevin Heffernan
$186/hr
Anne Childs
$172/hr
A] Paquet
$179/hr
Dave Oerke
$208/hr
Steve Patterson
$174/hr
Holly Nelson
$119/hr
Craig Wilkening
$117/hr
Kay Dry
$156/hr
Ed Meyer
$206/hr
Mary Carlson
$104/hr
Amy Stapley
$ 68/hr
Cody Schnee
$ 87/hr