HomeMy WebLinkAbout457775 FARNSWORTH GROUP INC - CONTRACT - AGREEMENT MISC - FARNSWORTH GROUP INCPROFESSIONAL SERVICES 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 Farnsworth Group, hereinafter referred to as
"Professional".
W ITNESSETH:
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 the scope of services attached hereto as Exhibit "A", consisting of two (2)
pages, and incorporated herein by this reference.
2. Contract Period. 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 September 1, 2012. Time is of the essence. Any extensions of
the time limit set forth above must be agreed upon in writing by the parties hereto.
3. Early Termination by City. 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
r ( 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:
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Professional:
City:
With Copy to:
Farnsworth Group Inc
City of Fort Collins
City of Fort Collins,
Attn: Dave DiFulvio
Attn: City Clerk
Purchasing
2310 E Prospect, Ste B
PO Box 580
PO Box 580
Fort Collins CO 80525
Fort Collins, CO 80522
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.
4. Design, Proiect Indemnity 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, arising 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 and errors and omissions insurance in the
amount of $N/A.
5. Compensation. In consideration of the services to be performed pursuant
to this Agreement, the City agrees to pay Professional a fixed fee in the amount of Seven
Thousand ($7,000.00) plus reimbursable direct costs. All such fees and costs shall not
exceed Seven Thousand ($7,000.00). Monthly partial payments based upon the
Professional's billings and itemized statements are permissible. The amounts of all such
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partial payments shall be based upon the Professional's City -verified progress in
completing the services to be performed pursuant hereto and upon the City's approval of
the Professional's actual reimbursable expenses.
6. City Representative. The City will designate, priorto 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.
7. Monthly Report. Commencing thirty (30) days after the date of execution of
this Agreement and every thirty (30) days thereafter, Professional is required to provide the
City Representative with a written report of the status of the work with respect to the Scope
of Services, 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.
S. 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.
9. 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
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without the prior written consent of the City.
10. 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 ortechnical 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 underthis
Agreement.
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.
12. 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.
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. Law/Severability. The laws of the State of Colorado shall govern the
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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. _
15. 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:
1. Notify such subcontractor and the City within three days that
Professional has actual knowledge that the subcontractor is employing or
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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.
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THE CITY OF FORT COLLINS, COLORADO
By: \ � ri,r-ti za/LY-;- d,
,Jarpes B. O'Neill II, CPPO, FNIGP
Directo�f Purchasing & Risk Management
DATE:
Farnsworth Group In
By:
Title: _Engineering Manager
Date: lZ 5�12
ATTEST:
=�7 (Corporate Seal)
,iv-f,o`r Corporate Secretary
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EXHIBIT "A"
Scope of Work
Professional would be assisting the city in observing and commenting on the repairs to
the track structure in the city owned right-of-way at Mack and Mountain Avenues by The
Fort Collins Municipal Railway Society (FCMRS). Construction inspection would make
sure that the reconstructed track reasonably meets or exceeds standards established
by:
o 49 CFR Part 213 of the Federal Railroad Administration (FRA) Track Safety
Standards
(The freight railroad industry standard also adapted to transit)
o The American Public Transportation Association (APTA) Standard for Rail
Transit Track Inspection. (now being jointly composed with the Federal Transit
Administration (FTA) and now to be updated in 2012 from its 2002 original form)
o The American Railway Engineering and Maintenance -of -Way Association
(AREMA) Track Work Manual, Section 2.2, Suggested Track Inspection and
Maintenance. (Parts of Chapters 5, 12, 17 and 24 of the AREMA Manual and
about to be updated by Committees 24 and 41 of AREMA.)
Professional will provide a written final report and copies of our site
inspections/observation/ measurement forms as attachments to the report. In the report
will also be some short term suggestions for dealing with the future installation of a
turnout currently removed from service and an approach to future maintenance and
construction at this location. Included in this discussion, will be the related curb, gutter
and surface work at this location.
As the Fort Collins Street Railway is technically a historic operation and not a public
transit operation, it is not directly under the jurisdiction and rules of the FRA, APTA/FTA
or the Colorado Public Utilities Commission. However, to maintain a safe operation, the
rules are the best guidance available to ensure a reasonable approach to compliance
with track safety and efficient operation. A more rigorous examination of the physical
plant and a long-term study for future operation of the trolley is covered by a following
proposal. The results of this inspection can be used as baseline data in that future
work.
From our knowledge and the two site visits/meetings to date, there is no known
standard plan or standard practice manual for the existing operation. Our intent is to
ensure a long-term fix at this location that also will dovetail into future projects
economically. Part of the proposal on future work will include developing baseline
documentation and standards to fit the trolley operation.
This project covers the installation practice and visible inspection of the materials to be
used. The scope of this project does not cover the ultrasonic/electromagnetic testing of
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rail or anglebar joints, although that practice is to be encouraged. The project here does
not cover signal inspection, although there are partial signal installations on other parts
of the current 1.8 mile system. There is one bridge in the system, but not within the
limits of the scope of this project.
Secondhand material (rail, joints, ties, plates and some bolts) are all serviceable
secondhand material — new material for the small size of rail section used by the trolley
(54#,56#, 60#ASCE, 65# typical sections) is almost unheard of and the existing
material on the secondhand market is virtually unheard of. This will create some limiting
factors that the volunteer trolley organization will have to accept in order to keep
operational.
DELIVERABLES:
At the completion of the project, Professional will provide a written final report and
copies of our site inspections/observation/ measurement forms as attachments to the
report. All photographs and reports will also be provided in digital form for future use.
Please Note:
The fee includes field inspection, project management, administration, field materials,
delivery of report data and QA/QC. The fee includes one-time pre -placement material
visual inspection along with four full day site inspection and observation periods.
Additional inspections or re -submittals will be accomplished on a time and materials
basis per Professional's standard 2012 rate sheet.
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