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HomeMy WebLinkAbout193498 E-CUBE INC - CONTRACT - RFP - 7173 BUILDING COMMISSIONING ANNUAL FEDERALPROFESSIONAL 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 E Cube, Inc., 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 7173 Building Commissioning Annual Federal, issued by the City. A blank sample of a work order is attached hereto as Exhibit "A", consisting of one (1) pages 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 October 19, 2010, and shall continue in full force and effect until October 18, 2011, 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. stdwopsa rev 03110 EXHIBIT C SCOPE OF SERVICES DESIGN PHASE COMMISSIONING ACTIVITIES The Professional shall consider all aspects of the design from the owner's (building operation and maintenance staff) perspective. The Professional, in cooperation with the design team, will undertake the following activities: Design review of construction documents a. Design review at 50% design development The 50% design development review seeks to identify building system design issues and potential operation and maintenance issues that should be addressed during the design development phase of the project. At this point in the design phase, the building system designs are being defined and many decisions crucial to overall building performance, operation and maintenance are being made. This review is designed to adequately determine whether the targeted building systems are likely to meet the design goals. b. Design review at 65% construction documents The 65% construction documents review is undertaken to ensure that each building system to be commissioned can be commissioned, and that these systems will to meet the design goals, the customer's needs, operational and maintenance requirements, and various equipment and system controls criteria. c. Design review at 95% construction documents This review focuses on determining if the construction documents and related contract documents contain sufficient detail and are adequately specified to fully define the operational requirements of the project. The 95% construction document review is undertaken to ensure that the design achieves the major goals relative to functionality, energy performance, maintainability and indoor environmental quality. 2. Develop commissioning specifications In cooperation with the design team, the professional shall prepare and incorporate commissioning specifications into the construction documents. The commissioning specifications describe the scope and requirements for commissioning, as well as the roles and responsibilities of the general contractor, installing subcontractors, owner personnel and the commissioning agent. 3. Prepare preliminary Commissioning Plan and Schedule The Commissioning Plan describes the implementation of the commissioning process and provides a framework for integration of commissioning activities into the construction and acceptance process. The Commissioning Plan also provides an agenda for organizing and focusing the commissioning scoping meeting. The Commissioning Plan expands to incorporate more information as the design, construction and start-up phases of the facility are completed. The Commissioning Plan will be updated during the construction and warranty phases. The commissioning schedule will be generated by the professional and will include all project milestones and commissioning milestones. The schedule will clearly indicate the order of events that are required for proper execution of the commissioning process. CONSTRUCTION PHASE COMMISSIONING ACTIVITIES Conduct commissioning scoping meeting The scoping meeting brings together all members of the design and construction team that will be involved in the commissioning process. Each building system to be commissioned is addressed, including its intended operation, commissioning requirements plus completion and start-up schedules. During the scoping meeting, all parties agree on the scope of work, tasks, schedules, deliverables and responsibilities for implementation of the Commissioning Plan. 2. Review submittals Submittals are reviewed prior to construction. The scope includes all submittals related to equipment and systems to be commissioned. The submittals are reviewed for compliance with construction documents and the design goals. Temperature control submittals are carefully reviewed to ensure that all information is provided for a fully functional and efficient system. 3. Create pre -functional inspection checklists and functional performance test plans Pre -Functional Inspection Checklists are developed for all major equipment and systems being commissioned. The checklists capture equipment nameplate and characteristics data and confirm the as -built status of the equipment or system. The checklists include equipment start-up requirements, either from the manufacturer or installing subcontractor. 4. Create functional performance test plans Functional performance plans are written to ensure that all systems are run through the complete sequence of operation. The functional testing plans are reviewed by the design team, owner and installing subcontractor(s) before they are implemented in the Acceptance Phase. 5. Verify pre -functional inspection checklists The pre -functional inspection checklists, completed by the installing subcontractors, are verified for completeness and.accuracy. The verification step is one of several prerequisites to the start of functional performance testing during the acceptance phase. 6. Conduct construction observation On -site observations are conducted to verify compliance with manufacturer's installation and start-up instructions and recommendations, compliance with the design intent and meeting the requirements for efficient operation and maintenance. Testing, adjusting and balancing (TAB) observation will verify TAB methods and procedures on both airside and waterside systems. Commissioning will also include verification of the TAB as a prerequisite to substantial completion. The verification procedure will spot check air and water flow rates at locations selected by the commissioning engineer. Regularly scheduled meetings are held for site coordination; reporting on construction and commissioning progress and resolution of any identified issues or deficiencies. Construction observation activities will be coordinated with the owner's operation and maintenance staff to facilitate their participation in the commissioning process and familiarize them with the building systems that they ultimately will be required to operate and maintain. 7. Witness equipment startup Equipment start-up should always be performed by the manufacturer's representative, but also requires the attendance of the appropriate mechanical engineer and commissioning agent to verify that proper startup procedure has occurred and the equipment is operating per the specification requirements. ACCEPTANCE PHASE COMMISSIONING ACTIVITIES Complete functional performance testing Under the supervision of the professional commissioning staff, the installing contractor/subcontractor performs the hardware and/or software manipulations called for in the function performance test plan. The building owner's operation and maintenance staff should also be present in order to witness and/or assist in system manipulations and observations. The professional commissioning staff directs, witnesses and records the results of functional performance testing. Testing occurs on all systems being commissioned. 2. Document deficiencies All deficiencies identified during the function performance test and other verification testing activities are documented and reported to the owner, the general contractor, and the installing subcontractor. The deficiency report includes all details of the components or systems found to be non -compliant with the parameters of the test plans and contract documents. The report details the adjustments or alterations required for correcting the system operation, and identifies the responsible party. 3. Review operation & maintenance manuals and training proarams The Operation and Maintenance (O&M) manuals are reviewed for completeness, usefulness and for adherence to the requirements of the specifications. The contracting team is responsible for providing training in their specific areas. The Professional will help to organize and facilitate the 'training schedule with both the building owner's operation and maintenance staff and the contracting team. The agenda for staff training programs is reviewed. Materials may be added, or requested from the subcontractors; to stress and enhance the importance of system interactions., troubleshooting and long- term preventative maintenance and operation. Training sessions for commissioned systems will be attended and videotaped by the commissioning engineer, with careful coordination with the building's operation and maintenance staff. 4. ComDlete commissionina report and LEED documentation A final Commissioning Report is compiled which summarizes all of the tasks, findings and documentation of the commissioning process. The report addresses the actual performance of the building systems in reference to the design intent and construction documents. Documentation of Warranty Phase commissioning activities is added to the report after the warranty period is complete. The Commissioning Report includes: • An evaluation of the operating condition of the systems at the time of functional test completion • Deficiencies that were discovered and the measures taken to correct them • Functional test procedures and results • Reports that document all commissioning field activities as they progressed, and a description and estimated schedule of required deferred testing • LEED Documentation: Documentation will address and certify the LEED section on "Energy and Atmosphere" Pre -requisite 1.0 titled "Fundamental Building Systems Commissioning" and the LEED Credit 3 titled "Additional Commissioning' • Re -commissioning management manual (if LEED Additional Commissioning Credit 3 is desired) WARRANTY PHASE COMMISSIONING ACTIVITIES The Warranty Phase activities will be coordinated with the building owner's operation and maintenance staff to facilitate their participation in the commissioning process, and to provide a more robust understanding of the operation and performance of the commissioned building systems. Review as -built documentation The as -built documentation is reviewed to verify consistency with field conditions. The as -built documentation includes control schematics and sequences of operation. 2. Complete seasonal testing (LEED Additional Credit) Seasonal variation in operations or control strategies may require additional testing during the opposite season to verify performance of the HVAC system and controls. During the warranty period, seasonal testing and other deferred testing is completed as required to fully test all sequences of operation. 3. Complete end -of -warranty review (LEED Additional Credit) At the end of the warranty period, the, professional will conduct a review of system operation, including interviews with building occupants and the operation and maintenance staff. 4 USGBC — LEED ACREDITATION Sustainable Design The City of Fort Collins goal is that each new construction project will be designed using the U. S. Green Building Council's (USGBC) LEED [tm] Green Building Rating System for new construction and major renovations to earn at least a "gold" level certification. The commissioning professional shall perform all services with the intent of achieving this standard. ANTICIPATION OF DELIVERABLES: Design Phase ® 50% Design Development Phase Design Review C 65% Construction Documents Design Review O Commissioning Specifications ® Preliminary Commissioning Plan with Schedule O 95% Construction Documents Design Review Construction Phase ® Commissioning Scoping Meeting Minutes ® Submittal Review Reports, as appropriate • Pre -functional Checklists for all equipment and systems to be commissioned • Construction Observation Reports ® Deficiency Reports Acceptance Phase • Functional Performance Testing Reports ® Deficiency Reports • Operation and Maintenance Review • Operation and Maintenance training agenda reviews • Preventive Maintenance Database • Commissioning Report • LEED Commissioning Certification Documents Warranty Phase As -built Documentation Review Report Seasonal Testing Reports End of Warranty Period Review 5 EXHBIT D FEDERAL TRANSIT ADMINISTRATION TABLE OF CONTENTS Federally Required and Other Model Contract Clauses 1. ENERGY CONSERVATION REQUIREMENTS...............................................................................2 2. FEDERAL CHANGES.....................................................................................................................2 3. NO GOVERNMENT OBLIGATION TO THIRD PARTIES................................................................2 4. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS AND RELATED ACTS...............................................................................................................................................2 5. GOVERNMENT -WIDE DEBARMENT AND SUSPENSION (NONPROCUREMENT) ......................3 6. CIVIL RIGHTS REQUIREMENTS....................................................................................................4 7. DISADVANTAGED BUSINESS ENTERPRISE (DBE).....................................................................5 8. INCORPORATION OF FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS ............................6 1. ENERGY CONSERVATION REQUIREMENTS Energy Conservation - The contractor agrees to comply with mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act. 2. FEDERAL CHANGES Federal Changes - Contractor shall at all times comply with all applicable FTA regulations, policies, procedures and directives, including without limitation those listed directly or by reference in the Master Agreement between Purchaser and FTA, as they may be amended or promulgated from time to time during the term of this contract. Contractor's failure to so comply shall constitute a material breach of this contract. 3. NO GOVERNMENT OBLIGATION TO THIRD PARTIES No Obligation by the Federal Government. (1) The Purchaser and Contractor acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying contract, absent the express written consent by the -Federal Government, the Federal Government is not a party to this contract and shall not be subject to any obligations or liabilities to the Purchaser, Contractor, or any other party (whether or not a party to that contract) pertaining to any matter resulting from the underlying contract. (2) The Contractor agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clause shall not be modified, except to identify the subcontractor who will be subject to its provisions. 4. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS AND RELATED ACTS Program Fraud and False or Fraudulent Statements or Related Acts. (1) The Contractor acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. § 3801 et sue. and U.S. DOT regulations, "Program Fraud Civil Remedies," 49 C.F.R. Part 31, apply to its actions pertaining to this Project. Upon execution of the underlying contract, the Contractor certifies or affirms the. truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to be made, pertaining to the underlying contract or the FTA assisted project for which this contract work is being performed. In addition to other penalties that may be applicable, the Contractor furtheracknowledges that if it makes; or causes to be made, a false, fictitious, or fraudulent claim; statement, submission, or certification, the Federal Goverment reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986 on the Contractor to the extent the Federal Government deems appropriate. (2) The Contractor also acknowledges that if it makes; or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification to the Federal Government under a contract connected with a project that is financed in whole or in part with Federal assistance originally awarded by FTA under the authority of 49 U.S.C. § 5307, the Government reserves the right to impose the penalties of 18 U.S.C. § 1001 and 49 U.S.C. § 5307(n)(1) on the Contractor, to the extent the Federal Government deems appropriate. (3) The Contractor agrees to include the above two clauses in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clauses shall not be modified, except to identify the subcontractor who will be subject to the provisions. 5. GOVERNMENT -WIDE DEBARMENT AND SUSPENSION (NONPROCUREfTIENT) Background and Applicability In conjunction with the Office of Management and Budget and other affected Federal agencies, DOT published an update to 49 CFR Part 29 on November 26, 2003. This government -wide regulation implements Executive Order 12549, Debarment and Suspension, Executive Order 12689, Debarment and Suspension, and 31 U.S.C. 6101 note (Section 2455, Public Law 103-355, 108 Stat. 3327). The provisions of Part 29 apply to all grantee contracts and subcontracts at any level expected to equal or exceed $25,000 as well as any contract or subcontract (at any level) for Federally required auditing services. 49 CFR 29.220(b). This represents a change from prior practice in that the dollar threshold for application of these rules has been lowered from $100,000 to $25,000. These are contracts and subcontracts referred to in the regulation as "covered transactions." Grantees, contractors, and. subcontractors (at any level) that enter into covered transactions are required to verify that the entity (as well as its principals and affiliates) they propose to contract or subcontract with is not excluded or disqualified. They do this by (a) Checking the Excluded Parties List System, (b) Collecting a certification from that person, or (c) Adding a clause or condition to the contract or subcontract. This represents a change from prior practice in that certification is still acceptable but is no longer required. 49 CFR 29.300. Grantees, contractors, and subcontractors who enter into covered transactions also must require the entities they contract with to comply with 49 CFR 29, subpart C and include this requirement in their own subsequent covered transactions (i.e., the requirement flows down to subcontracts at all levels). Clause Language The following clause language is suggested, not mandatory. It incorporates the optional method of verifying that contractors are not excluded or disqualified by certification. Suspension and Debarment This contract is a covered transaction for purposes of 49 CFR Part 29. As such, the contractor is required to verify that none of the contractor, its principals, as defined at 49 CFR 29.995, or affiliates, as defined at 49 CFR 29.905, are excluded or disqualified as defined at 49 CFR 29.940 and 29.945. The contractor is required to comply with 49 CFR 29, Subpart C and must include the requirement to comply with 49 CFR 29, Subpart C in any lower tier covered transaction it enters into. By signing and submitting its bid or proposal; the bidder or proposer certifies as follows. - The certification in this clause is a material representation of fact relied upon by {insert agency name}. If it is later determined that the bidder or proposer knowingly rendered an erroneous certification, in addition to remedies available to {insert agency name}, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. The bidder or proposer agrees to comply with the requirements of 49 CFR 29, Subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions. 6. CIVIL RIGHTS REQUIREMENTS Civil Rights - The following requirements apply to the underlying contract: (1) Nondiscrimination - In accordance with Title VI of the Civil Rights Act, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12132, and Federal transit law at 49 U.S.C. § 5332, the Contractor agrees that it will not discriminate against any employee or applicant for employment because of race, color, creed, national origin, sex, age, or disability. In addition, the Contractor agrees to comply with applicable Federal implementing regulations and other implementing requirements FTA may issue. (2) Equal Employment Opportunity - The following equal employment opportunity requirements apply to the underlying contract: (a) Race, Color. Creed, National Origin, Sex - In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. § 2000e, and Federal transit laws at 49 U.S.C. § 5332, the Contractor agrees to comply with all applicable equal employment opportunity requirements of U.S. Department of Labor (U.S. DOL) regulations, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor," 41 C.F.R. Parts 60 et sec., (which implement Executive Order No. 11246, "Equal Employment Opportunity," as amended by Executive Order No. 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," 42 U.S.C. § 2000e note), and with any applicable Federal statutes, executive orders, regulations, and Federal policies that may in the future affect construction activities undertaken in the course of the Project. The Contractor agrees to take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, creed, national origin, sex, or age. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue. (b) Age - In accordance with section 4 of the Age Discrimination in Employment Act of 1967, as amended, 29 U.S.C. § § 623 and Federal transit law at 49 U.S.C. § 5332, the Contractor agrees to refrain from discrimination against present and prospective employees for reason of age. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue. (c) Disabilities - In accordance with section 102 of the Americans with Disabilities Act, as amended, 42 U.S.C. § 12112, the Contractor agrees that it will comply with the requirements of U.S. Equal Employment Opportunity Commission, "Regulations to Implement the Equal Employment Provisions of the Americans with Disabilities Act," 29 4 C.F.R. Part 1630, pertaining to employment of persons with disabilities. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue. (3) The Contractor also agrees to include these requirements in each subcontract financed in whole or in part with Federal assistance provided by FTA, modified only if necessary to identify the affected parties. 7. DISADVANTAGED BUSINESS ENTERPRISE (DBE) a. Bidders/offerors are required to document sufficient DBE participation to meet these goals or, alternatively, document adequate good faith efforts to do so, as provided for in 49 CFR 26.53. Award of this contract is conditioned on submission of the following [concurrent with and accompanying sealed bid] [concurrent with and accompanying an initial proposal] [prior to award]: 1. The names and addresses of DBE firms that.will participate in this contract; 2. A description of the work each DBE will perform; 3. The dollar amount of the participation of each DBE firm participating; 4. Written documentation of the bidder/offeror's commitment to use a DBE subcontractor whose participation it submits to meet the contract goal; 5. Written confirmation from the DBE that it is participating in the contract as provided in the prime contractor's commitment; and 6. If the contract goal is not met, evidence of good faith efforts to do so. [Bidders][Offerors] must present the information required above [as a matter of responsiveness] [with initial proposals] [prior to contract award] (see 49 CFR 26.53(3)). The successful bidder/offeror will be required to report its DBE participation obtained through race -neutral means throughout the period of performance. b. The contractor is required to pay its subcontractors performing work related to this contract for satisfactory performance of that work no later than 30 days after the contractor's receipt of payment for that work from the City of Fort Collins. In addition, [the contractor may not hold retainage from its subcontractors.] [is required to return any retainage payments to those subcontractors within 30 days after the subcontractor's work related to this contract is satisfactorily completed.] [is required to return any retainage payments to those subcontractors within 30 days after incremental acceptance of the subcontractor's work by the City of Fort Collins and contractor's receipt of the partial retainage payment related to the subcontractor's work.] c. The contractor must promptly notify City of Fort Collins whenever a DBE subcontractor performing work related to this contract is terminated or fails to complete its work. and must make good faith efforts to engage another DBE subcontractor to perform at least the same amount of vdork. The contractor may not terminate any DBE subcontractor and perform that work through Its oven forces or those of an affiliate without prior written consent of City of Fort Collins. 5 Written notice of renewal shall be provided to the Professional and mailed no later than ninety (90) days prior to 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: E Cube, Inc. Attn: Leonard Rozek 1900 Folsom, Suite 109 Boulder, CO 80302 City: City of Fort Collins Attn: Steve Seefeld PO Box 580 Fort Collins, CO 80522 With Copy to: City of Fort Collins Attn: Purchasing PO 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. Proiect 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, including but 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 2 stdwopsa.rev 03/10 8. INCORPORATION OF FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS Incorporation of Federal Transit Administration (FTA) Terms - The preceding provisions include, in part, certain Standard Terms and Conditions required by DOT, whether or not expressly set forth in the preceding contract provisions. All contractual provisions required by DOT, as set forth in FTA Circular 4220.1 E, are hereby incorporated by reference. Anything to the contrary herein notwithstanding, all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Agreement. The Contractor shall not perform any act, fail to perform any act, or refuse to comply with any (name of grantee) requests which would cause (name of grantee) to be in violation of the FTA terms and conditions. on shall maintain commercial general liability insurance in the amount of $500,000 combined single limits 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 two (2) page(s), attached hereto and incorporated herein by this reference. Each Work Order will 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; 3 stdwopsa rev 03/10 Work Schedule and other material information. Failure to provide any required monthly report may, at the 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 for withholding any portion of Professional's compensation hereunder for 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 sidwopsa rcv 03/10 shall be liable to the non -defaulting party for the non -defaulting party's reasonable attorney fees and costs incurred because of the default. 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 invalidate64ender unenforceable any other provision of this Agreement. 18 -Special Provisions. Special provisions or conditions relating to the services to be performed pursuant to this Agreement are set forth in Exhibit "C" — Scope of Services, ' consisting of four (4) pages and Exhibit "D" - Federal Transit Administration Federally Required Contract Clauses , consisting of six (6) pages, attached hereto and incorporated herein by this reference. stdwopsa rev 03/10 THE CITY OF FORT COLLINS, COLORADO B: B. M411 il, CPPO, FNIGP T r�Director of Purchasing & Risk Management Date: / 0 - 6) E Cube, Inc. By:4/0, - 4 7 . o/ Title q-��Ssl F- I-1 CORPORATE PRESIDENT OR VICE PRESIDENT Date: Ib / zz/ 1 O ATTEST: (Corporate Seal) Cor orate Secretary 6 st wopsa rev 03/10 EXHIBIT "A" WORK ORDER FORM PURSUANT TO AN AGREEMENT BETWEEN THE CITY OF FORT COLLINS AND E Cube, Inc. 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: User Acceptance Professional agrees to perform the services Professional identified above and on the attached forms in accordance with the terms and conditions contained herein and in the Professional Services By: Agreement between the parties. In the event of a conflict between or ambiguity in the terms of the Date: Professional Services Agreement and this work order (including the attached forms) the Professional Services Agreement shall control. City of Fort Collins The attached forms consisting of (_) pages are hereby accepted and incorporated herein, by this reference, and Notice to Proceed is hereby By: given. - James B. O'Neill II, CPPO, FNIGP Director of Purchasing and Risk Management (over $60,000.00) Date EXHIBIT B FEE SCHEDULE 2010 FEE SCHEDULE E-Cube staff and associates will be available for work on this project on either a negotiated or an hourly basis. In the case of hourly work, the following rates will apply: o Principals, Project Executives......................................................... $1.77.00 presently included in this group are: Jack Wolpert, Ph.D... CEM, LEED-AP; Leonard Rozek, CEM, LEED-AP oSenior Associate.............................................................................. $158.00 presently included in this group are: Ira Goldschmidt, P.E., LEED-AP; Peter Oatman, P.E.; Michael Haughey, P.E., LEED-AP; o Senior Engineers, Senior Associate, Senior Project Managers .......... $1 39.00 presently included in this group are: Torn Vannatta, LEED-AP; Jerry Deall, LEED-AP; o Associates. Project Engineers Project Managers ............................. $130.00 presently included in this group are: Truman King, LEED-AP; Mandeep Singh, LEED-AP; John Twenty: Rick Lemieux: o Staff Engineers & Analyst, Level II ................................................... S 124.00 presently included in this group are: Bruce 1Vlarye; Steve Guinard; Bill Brown, LEED-AP; Mike Romito, Fred Bores; Jim Radzienda; John Bollinger o Staff Engineers & Analyst, Level I ................................................... $ 11.8.00 presently included in this group are: Terrell Thomas; Jason Hendrix, EIT: o Senior Field Technicians................................................................... S114.00 presently included in this group are: oField Technicians.......................................................................:.......... $ 80.00 o Project Resource Manager.........:......................................................... $ 56.00 presently included in this group are: Tanya Higgins; Juan Guardian: Project -related expenses will be itemized and invoiced at our direct cost. Vehicle charges willbe invoiced at $0.425/mile for project -related travel in 2010.or IRS approved rate whichever- is lower. 1 E-Cube staff and associates will be available for work on this project on either a negotiated or an hourly basis. In the case of hourly work, the following rates will apply: 2010 Principals, Project Executives $ 177 Senior Associate $ 158 Senior Engineers, Senior Project Managers $ 139 Associates, Project Managers, Project Engineers $ 130 Staff Engineers & Analyst, Level II $ 124 Staff Engineers & Analyst, Level 1 $ 118 Senior Field Technicians $ 114 Field Technicians $ 80 Project Resource Manager $ 56 Please note that this schedule is in effect for project work during 2010. Remaining work in 2011 and beyond will be charged at the above rates plus an annual escalation factor of 5%/yr.