Loading...
HomeMy WebLinkAbout465997 MICHAEL BAKER JR INC - CONTRACT - RFP - 8226 ARTHUR DITCH MASTER PLANNING & ALTERNATIVE ANProfessional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 1 of 26 PROFESSIONAL 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 MICHAEL BAKER INTERNATIONAL 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 the scope of services attached hereto as Exhibit "A", consisting of fifteen (15) pages, and incorporated herein by this reference. Irrespective of references in Exhibit A to certain named third parties, Professional shall be solely responsible for performance of all duties hereunder. 2. The Work Schedule. The services to be performed pursuant to this Agreement shall be performed in accordance with the Work Schedule attached hereto as Exhibit "C", consisting of one (1) page, and incorporated herein by this reference. 3. 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 22, 2016. Time is of the essence. Any extensions of the time limit set forth above must be agreed upon in writing by the parties hereto. 4. 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 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: Professional: City: Copy to: Michael Baker International Inc. Attn: David Nemovitz 165 S Union Blvd, Suite 200 Lakewood, CO 80228 City of Fort Collins Attn: Kyle Lambrecht PO Box 580 Fort Collins, CO 80522 City of Fort Collins Attn: Purchasing Dept. 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. DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 2 of 26 5. Design, Project 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 whatsoever claimed by third parties against the City; and for the City's costs and reasonable attorneys 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 insurance in accordance with Exhibit “D” consisting of one (1) page, attached hereto and incorporated herein. 6. Compensation. In consideration of the services to be performed pursuant to this Agreement, the City agrees to pay Professional on a time and reimbursable direct cost basis in accordance with Exhibit “B”, consisting of two (2) pages, attached hereto and incorporated herein, with maximum compensation (for both Professional's time and reimbursable direct costs) not to exceed One Hundred Fifty-Two Thousand Six Hundred Thirty-Nine Dollars ($152,639). Monthly partial payments based upon the Professional's billings and itemized statements of reimbursable direct costs 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 hereto and upon the City's approval of the Professional's reimbursable direct costs. 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. 7. 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. 8. 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 City in an AutoCAD version no older then the established city standard. 9. 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 DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 3 of 26 partial payment request. 10. 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. 11. 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. 12. Subcontractors. Service Provider may not subcontract any of the Work set forth in the Exhibit A, Statement of Work without the prior written consent of the city, which shall not be unreasonably withheld. If any of the Work is subcontracted hereunder (with the consent of the City), then the following provisions shall apply: (a) the subcontractor must be a reputable, qualified firm with an established record of successful performance in its respective trade performing identical or substantially similar work, (b) the subcontractor will be required to comply with all applicable terms of this Agreement, (c) the subcontract will not create any contractual relationship between any such subcontractor and the City, nor will it obligate the City to pay or see to the payment of any subcontractor, and (d) the work of the subcontractor will be subject to inspection by the City to the same extent as the work of the Service Provider. 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 party's reasonable attorney fees and costs incurred because of the default. DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 4 of 26 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: 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. DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 5 of 26 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 "E" - Confidentiality, consisting of one (1) page, attached hereto and incorporated herein by this reference. DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 6 of 26 THE CITY OF FORT COLLINS, COLORADO By: Gerry Paul Purchasing Director DATE: ATTEST: City Clerk APPROVED AS TO FORM: Senior Assistant City Attorney MICHAEL BAKER INTERNATIONAL INC. By: Printed: Title: CORPORATE PRESIDENT OR VICE PRESIDENT Date: DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Robert D. Torres 3/24/2016 Associate Vice President 3/24/2016 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 7 of 26 EXHIBIT A EXECUTIVE SUMMARY – SCOPE, FEE, & SCHEDULE Scope of Work: The Scope of Work for this project has been defined in two parts: Exhibit A1 and Exhibit A2. Exhibit A1 includes the primary Master Planning and Alternatives Analysis work elements. Exhibit A2 includes a supplemental effort to provide a detailed surveying, and mapping. This work also includes the addition of Vendor services to perform the work. Fee: The Fee for this project has been structured to correlate with the Scope of Work Exhibits A1 and A2. Based upon this breakdown, the Fee is summarized as follows: Project Phase Corresponding Fee Master Planning & Alternatives Analysis (Exhibit A1) $124,710 Detailed Surveying, & Mapping (Exhibit A2) $27,929 Grand Total $152,639 Schedule: The Schedule for this project has been structured to correlate with the Scope of Work Exhibits A1 and A2. Based upon this breakdown, the Schedule is summarized as follows: Schedule Item Date Notice to Proceed March 25, 2016 Begin Detailed Surveying, & Mapping April 4, 2016 Submit Draft Memo of Existing Conditions Summary April 25, 2016 Begin Pre-Screening Alternatives Analysis May 12, 2016 Public Open House June 9, 2016 Finalize Alternatives Analysis June 27, 2016 Submit Draft Master Plan Report July 4, 2016 Submit Final Master Plan Report August 9, 2016 Project Closeout September 22, 2016 DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 8 of 26 EXHIBIT A1 SCOPE OF WORK Project Description: The project, referred to herein as the Phase I - Arthur Ditch Master Planning & Alternatives Analysis relates to the portion of Arthur Ditch or “Town Ditch” (owned by the Arthur Irrigation Company) that runs underground from Wood St & Sycamore St to Meldrum St & Laurel St (see vicinity map below) within “Old Town” City of Fort Collins (City). This portion of the ditch was put in an underground concrete culvert in the 1930’s by the City in response tocommunity pressure. The larger study area extends to the Ditch’s origin at the Cache la Poudre River and ending connection to the Sherwood Lateral to the south. As the structure has aged, there is concern that the eventual replacement of the entire ditch in its current location may not be cost effective and/or the best long-term alternative. Also, the responsibilities for ownership and maintenance of the buried structure are not well defined which creates a substantial unfunded liability and potential public hazard. The purpose of the Arthur Ditch Master Planning & Alternatives Analysis is to evaluate short and long-term alternatives for the Arthur Ditch. This is a joint project undertaken by the City Engineering Department and the City Utility. The Arthur Irrigation Company will be a key decision maker as well. The project will investigate existing conditions and impacted properties, develop and assess potential long-term alternatives, and prepare a Master Plan document that will provide a map forward for the ditch. The Exhibit A1 Scope of Work that follows includes the following Sections: Section 1 – Pre-Project Tasks Section 2 – Project Initiation and Management Section 3 – Data Collection for Existing Arthur Ditch Section 4 – Alternative Identification & Analysis Section 5 – Master Plan Documentation DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 9 of 26 Section 6 – Project Closeout The Phase II - Detailed Survey and Mapping (originally an optional supplement) is also include herein as a part of the total Scope of Work for the project, and is detailed separately in Exhibit A2. Exhibit B includes the combined Compensation for SOWs A1 and A2, and Exhibit C includes the combined Work Schedule. Section 1 – Pre-Project Elements There are no reimbursable work activities associated with this section. Work tasks include: pre- scoping meeting, preparation of contractual documents, and negotiations. Section 1.1 Definitions of Meeting Attendees City = City Engineering Department Stakeholders = City Engineering, Utilities, and Water Resources Departments, City Attorney, Arthur Irrigation Company Shareholders = Parties with water rights to Arthur Ditch Public = Property owners (small group meetings) or Public at-large (open house) Section 1.2 Team Responsibilities and Authority Michael Baker International, Inc. (Michael Baker) is the prime design consultant and will be responsible for managing all consultant related activities for this project, as authorized and directed by the City. The Michael Baker Team is partnered with Tatanka Historical Associates, Inc. (Tatanka) for historical consultation services. Additional work for a Historic Context Study and/or Interpretive Signage may be added under separate task order or contract. All deliverables will be in the following current software platforms:  Microsoft Word, Excel, and Project  AutoCad, Microstation, and Inroads  ArcGIS 10.0  UD-Sewer/SWMM  Others as applicable Section 1.3 Design Standards (current version unless noted otherwise):  Larimer County Urban Area Street Standards (LCUASS) Roadway Design Standards  CDOT Standard Specifications for Road and Bridge Construction (2011) with related Standard Special Provisions and Project Special Provisions (as necessary)  CDOT Design Manuals and Guidelines (as appropriate)  AASHTO Design Manual and Guidelines (as appropriate) Section 2: Project Initiation and Management 2.1 Notice to Proceed There are no reimbursable work activities associated with this section. 2.2 Meeting – Project Kick-Off, Legal Responsibilities Michael Baker will attend and lead a meeting with the project Stakeholders to initiate the project and discuss information critical to the project development. It is assumed this meeting will be DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 10 of 26 held in Fort Collins. 2.3 Ongoing Coordination for Legal Responsibilities Michael Baker will continue to coordinate with the City and City Attorney to discuss legal responsibilities. This outreach is anticipated to include occasional coordination through email and phone calls. 2.4 Meetings – Bi-Weekly Coordination Michael Baker will participate in bi-weekly coordination phone calls with the City’s Project Manager. It is anticipated that these calls will last approximately ½ hour each, plus ½ hour for preparation and follow- up. 2.5 General Management Michael Baker will perform general project management activities, including: scope, schedule, and budget review; invoicing; and leadership. Section 3: Data Collection for Existing Arthur Ditch 3.1 Collect and Integrate Existing Information & Relevant Data 3.1.1 Obtain Relevant Information from City and Arthur Irrigation Company Michael Baker will coordinate with the City and Arthur Irrigation Company to obtain relevant information, such as: GIS overlays for existing utilities and parcel data, historical data, maintenance records, shareholder information, etc. 3.1.2 Establish Structure Labeling and Segment Lengths Michael Baker will evaluate the entire reach of the ditch system and establish a numerically- based numbering system for “individual structures” (portion of the overall ditch structure associated with particular parcels or properties). In addition, the entire project reach will be broken into appropriate segments based upon similarities for the alternative analysis in collaboration with the City. Activities conducted in this task will support the A2 SOW Section 1.2 and are not duplicated therein. 3.1.3 Review Previous Inspection Reports Michael Baker will compile and review previous structure inspection reports for integration with GIS base-file and existing conditions memo. 3.1.4 Field Data Collection (Inspections, Surveying, and Mapping) Michael Baker will perform additional field data collection for portions of the ditch that are not within City right-of-way for purposes of obtaining “representative” data. Up to five locations of detailed field data will be collected. Field data will include: structure inspection from the inside, outside assessment of facilities and affected elements, coordination with the City Surveying Department to obtain localized topographical surveys, and mapping with GPS coordinates as possible. Budget has been kept in A1 SOW and is being applied to the A2 SOW Section 1.3. In lieu of “up to five locations of detailed field data” the Michael Baker inspector will support use of on-site inspection of the private property structures throughout the project area between Wood and Laurel Streets. 3.2 Existing Conditions & Inventory Memo & GIS Base-File 3.2.1 Develop GIS Base-File & Integrate Reference Information Michael Baker will develop a GIS base-file for use on the project. The base-file will incorporate all available GIS information, as well as surveyed and mapped information obtained through the DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 11 of 26 work described above. The GIS base-file will be used for both the alternatives analysis and as a tool for communication and outreach with Stakeholders and the public. 3.2.2 Prepare Draft Memo Michael Baker will prepare a draft memo to summarize the findings from the data collection effort described above. The memo will also include a section that provides recommendations for immediate actions of the portions of ditch located within the City right-of-way. These recommendations will be based upon safety and maintenance concerns for the purposes of implementation into the City’s Annual Budgeting and Financial Offer process (approximately April and May). 3.2.3 Quality Check of GIS Base-File Michael Baker will perform a quality check review of the GIS data and map to verify accuracy and appropriate presentation of the data. 3.2.4 Quality Check of Draft Memo Michael Baker will perform a quality check review of the draft memo to verify accuracy and appropriate presentation of the information. 3.2.5 Submit Draft Memo & GIS Base-File to City Michael Baker will provide an electronic submittal of the memo and GIS base-file / map to the City for their review. 3.2.6 City Review of Draft Memo & GIS Base-File The City will review the memo and GIS base-file / map. 3.2.7 Meeting – Review of Existing Conditions / Inventory Michael Baker will attend and lead a meeting with the City to discuss the draft memo. It is anticipated that this meeting will occur over the phone. 3.2.8 Update Memo Michael Baker will update the memo in accordance with City review feedback. 3.2.9 Update GIS Base-File Michael Baker will update the GIS base-file in accordance with City review feedback. Section 4: Alternative Identification & Analysis 4.1 Alternatives Development & Analysis, Goals, Objectives, and Criteria Michael Baker will collaborate with the City to establish the project goals, objectives, and criteria. Based upon this information, an initial pool of concept alternatives will be developed for consideration as part of the alternatives analysis. It is anticipated that seven to ten concept alternatives will be developed, including combinations based on segment definitions 4.2 Meeting – Goals, Objectives, and Criteria Michael Baker will attend and lead a meeting with the project Stakeholders to discuss the goals, objectives, and criteria, as well as potential concept alternatives. It is assumed this meeting will be held in Fort Collins. 4.3 Pre-Screening with Conceptual Design and Impacts Assessment 4.3.1 Concept Engineering, Constructability, and Feasibility Michael Baker will perform an initial evaluation and pre-screening of the concept alternatives. DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 12 of 26 The evaluation will include development of concept engineering, and a review of constructability and feasibility. Other factors such as impacts to utilities, private property, infrastructure, vegetation, accessibility, etc. will also be considered at a high-level. Note that concept alternatives may be mixed and matched with other each other based on segment definitions as appropriate. 4.3.2 Preparation of Pre-Screening Matrix Michael Baker will prepare a pre-screening matrix. The matrix is a tool used to provide document a high-level analysis of each concept alternative based upon the established segments. The tool will be included with the Master Plan documentation. 4.4 Refined Alternatives Analysis 4.4.1 Select Refined Alternatives to Carry Forward Based upon the pre-screening effort, Michael Baker will identify the three to five most favorable alternatives to carry forward into a refined analysis. 4.4.2 Refined Engineering, Constructability, Feasibility, and Construction Costs Following the same principals as the pre-screening effort, Michael Baker will perform a more refined analysis of the concept alternatives. The refined analysis will include higher-level engineering, further review of constructability and feasibility, and estimates of construction costs. Other factors such as impacts to utilities, private property, infrastructure, vegetation, accessibility, etc. will also be considered at this level. Note that concept alternatives may be mixed and matched with other each other as appropriate based on segment definitions. 4.4.3 Meeting – Conceptual Design, Impacts, & Preferred Alternatives Michael Baker will attend and lead a meeting with the City to discuss the alternatives analysis and associated findings. Feedback from the City will be incorporated into the alternatives analysis. It is assumed this meeting will be held in Fort Collins. 4.5 Potential Programmatic Alternatives 4.5.1 Evaluate Potential Future Projects Michael Baker will evaluate the findings from the alternatives analysis for a potential future project, or multiple projects. The project(s) will be determined based upon a number of factors such as risk and safety, acceptance from affected parties, funding opportunities, programmatic needs, etc. 4.5.2 Evaluate Potential Funding Opportunities Michael Baker will provide a quick assessment of potential funding opportunities based upon past experience and recommendation from the City. 4.5.3 Meeting – Presentation of Alternatives Analysis Results Michael Baker will attend and lead a meeting with the project Stakeholders to discuss the alternatives analysis and associated findings. It is assumed this meeting will be held in Fort Collins. 4.6 Public Outreach 4.6.1 Preparation of Open House Documents A single open house meeting is anticipated for the project. The City will be responsible for the venue, communication with the public, and leading the presentation. Michael Baker will support the City by preparing all information necessary for the City to host an open house. DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 13 of 26 4.6.2 Meeting – Public Open House Michael Baker will attend the open house meeting. It is also anticipated that Michael Baker will provide a formal presentation and help to facilitate the meeting, record notes from the meeting, and follow-up with a record of public input with responses. This meeting will be held in Fort Collins. 4.6.3 Meetings – Small Group Meetings by Segment Multiple small group meetings will be performed following the open house. It is anticipated that the meetings will correspond to the project segments, estimated at six. The City will be responsible for organizing the meetings and communication with the public, as well as lead the discussion. Michael Baker will support the City by preparing all information necessary for the meetings. It is also anticipated that Michael Baker will co-lead the meeting meetings. These meetings will be held in Fort Collins. 4.7 Finalize Alternatives Analysis Based upon feedback from the City, Stakeholders, and public, Michael Baker will update and refine the alternatives analysis. Section 5: Master Plan Documentation 5.1 Draft Master Plan Report 5.1.1 Prepare Draft Report Documentation Michael Baker will prepare a draft version of the Master Plan Report based upon the alternatives analysis, Stakeholder collaboration and public outreach inputs. The report will provide a comprehensive review of the existing conditions and alternatives considered, and will be consistent with the overall Ditch Master Planning effort prepared by the City. 5.1.2 Quality Check Draft Documents Michael Baker will perform a quality check review of the draft report to verify accuracy and appropriate presentation of the information. 5.1.3 Submit Draft Report to City Michael Baker will provide an electronic submittal of the draft report to the City for their review. 5.1.4 City Review of Draft Report The City will review the draft report. 5.1.5 Meeting – Review and Discussion of Draft Master Plan Michael Baker will attend and lead a meeting with the City to discuss the draft report. It is anticipated that this meeting will occur in Fort Collins. 5.1.6 Update Draft Report Documents Michael Baker will update the draft report in accordance with City review feedback. 5.1.7 Submit Updated Draft Report to Stakeholders Michael Baker will provide an electronic submittal of the updated draft report to the project Stakeholders for their review. 5.1.8 Stakeholders Review of Update Draft Master Plan The project Stakeholders will review the updated draft report. 5.1.9 Meeting – Presentation of Updated Draft Master Plan DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 14 of 26 Michael Baker will attend and lead a meeting with the project Stakeholders to discuss the updated draft report. It is anticipated that this meeting will occur in Fort Collins. 5.2 Final Master Plan Report 5.2.1 Prepare Final Report Documentation Michael Baker will finalize the Master Plan Report based upon feedback from the Stakeholders. 5.2.2 Quality Check Final Documents Michael Baker will perform a quality check review of the final report to verify accuracy and appropriate presentation of the information. 5.2.3 Submit Final Report to City Michael Baker will provide an electronic submittal as well as three hard copy submittal of the final report to the City for their use and record keeping. Section 6: Project Closeout 6.1 Project Filing Michael Baker will close out the technical piece of the project with internal filing of hard copy and electronic versions or the project data. 6.2 Financial Closeout Michael Baker will close out financial piece of the project by completing the invoicing process and closing the project in the Oracle financial system. DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 15 of 26 EXHIBIT A2 SCOPE OF WORK Project Description The Phase II - Detailed Survey and Mapping (originally an optional supplement) is also included herein as a part of the total Scope of Work for the project, and is detailed as follows in Exhibit A2. Exhibit B includes the combined Work Schedule, and Exhibit C includes the Compensation for the entire project SOW A1 and A2). See Exhibit A1 for a detailed project description also referred to as the Base SOW. The A2 Scope of Work includes an effort to provide detailed mapping and surveying of the existing buried portion of the Arthur Ditch system for private property parcels within the project limits: Wood Street to Laurel Street. Detailed mapping and surveying will be performed through the use of a remote controlled vehicle (crawler), capable of driving through the culvert system while operated from an above-ground mobile operation center. The crawler will utilize an adjustable video camera with video quality resolution of at least 720p HD (exceeding federal quality guidelines for visual inspection of deficiencies). The crawler will also determine the alignment of the underground structure through various means using GPS, GIS, and distance and heading measurements. The crawler will be supplied and operated from a separate company, Atlas Inspection Technologies (Atlas), a vendor to be included in the Michael Baker contract. Michael Baker International (Michael Baker) will coordinate the work with Atlas and the City. The following scope of work identifies the activities provided by Michael Baker (Section 7). Sections are numbered to follow those identified in Exhibit A1, the Base SOW to maintain clarity. A sample quote from Atlas is attached as Exhibit A2A. Section 7: Detailed Surveying & Mapping 7.1 Project Management Michael Baker will engage the scope of work in coordination with the base scope of work. 7.2 Mobilization Michael Baker will coordinate the pre-survey activities with Atlas, including considerations such as: inspection approach, schedule, equipment needs, deliverables, and necessary support resources. Michael Baker will also develop tracking methods for logging deterioration in tandem with the Atlas inspection video and GPS recordings. Michael Baker hours for these activities are included in this fee estimate. Above-ground survey based on prior inspections completed by Michael Baker, aerial photography and private parcel boundaries will enable Michael Baker to provide a base map for work from with structure labels and existing manholes (MH). Atlas will provide MH access tools. The above-ground survey and support information is included in the base contract Section 3.1.2., and will be a net $0 fee to this agreement. The Atlas team will access the Arthur Ditch via existing City street and sidewalk access. [The City will work with the Arthur Irrigation Company to obtain right of entry within the ditch facility and communicate with property owners informing them of the planned inspection activities if required; however, no right of entry for private property is anticipated at this time.] DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 16 of 26 7.3 Inspections Michael Baker will facilitate onsite coordination of inspections with Atlas and safety related components. In support of the inspection effort, one Michael Baker inspector will participate with the on-site inspections in coordination with Atlas. The inspector will watch the video feed and help direct the camera and GPS activities to identify special areas of concern. Such areas might include: signs of damage or deterioration, changes in alignment or size, issues that could affect ditch performance, etc. Simultaneously, areas of concern will be documented along the alignment on a map (product of the prior above-ground survey). A ranking system will be used to distinguish between areas of the structure in good, moderate, poor, or severe conditions and plotted on the alignment map. The need to utilize traffic control is not anticipated at this time. It is assumed that if traffic control were needed for any reason, it will be provided by the City. This need will be identified at least 48 hours ahead of the survey date (based on MH locations previously identified). Michael Baker has already included budget under Section 3.1.4 Field Data Collection (Inspections, Surveying and Mapping) that was intended to cover up to five locations for collection of field data. That budget will cover the Michael Baker involvement in the current contract Section 1.3 Inspections, with this task resulting in a net $0 fee. The result will be a project-wide overview of structure condition that will be more inclusive than the five locations and will more thoroughly support the Master Planning Project. 7.4 Post-Inspection Data Processing Raw data from Atlas comes in the format of a video file (mpg, mp4, mkv) and lat/long or footage coordinate. A formal report option from Atlas includes this data plus a .csv (comma separated values). The Michael Baker inspector expects to examine the live footage on-site and record relevant information. Subsequently, Michael Baker will analyze the footage and supplement the conditions mapping. Critical findings will be identified and included in the Existing Conditions and Inventory Memo (see base contract Section 3.2). Atlas will also provide GPS and/or GIS data files associated with the video for use by the City and/or Michael Baker in updating inventory mapping. Michael Baker will interpret the Atlas data as follows: provide an estimate of structure condition using a scale of good, moderate, poor to severe categories based on the observed condition for each private parcel segment wherever possible. This will be provided in tabular form as well as on a GIS overlay for use in the Master Plan process. Atlas files will be available for future use as needed. 7.5 Cost Estimating for Private Parcel Structure Sections Michael Baker will calculate linear foot costs for structure replacements for those in the poor and severe condition categories. Recommendations for observation of moderate condition will also be included. 7.6 Deliverables From Michael Baker - Inspection information, inventory mapping and data table for private properties will be provided. Michael Baker will develop maps showing conditions along alignment color coded by condition: for good, moderate, poor, severe. Cost estimates for structure replacement or repair will be provided on a per linear foot basis for based on structure DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 17 of 26 condition. From Atlas to Michael Baker - Video files for the entire length of Arthur Ditch: Wood Street to Laurel Street with associated locational data (GPS/GIS) will be provided. Additional reporting will include .csv data files, prepared after the field work is completed. DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 18 of 26 DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 19 of 26 DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 20 of 26 DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 21 of 26 DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 22 of 26 DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 23 of 26 DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 24 of 26 DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 25 of 26 EXHIBIT D INSURANCE REQUIREMENTS 1. The Professional 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 Professional 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 reduce coverage or limits and will not be cancelled, except after thirty (30) 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 Professional, 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 Professional under this Agreement. The City, its officers, agents and employees shall be named as additional insureds on the Professional 's general liability and automobile liability insurance policies for any claims arising out of work performed under this Agreement. 2. Insurance coverages shall be as follows: A. Workers' Compensation & Employer's Liability. The Professional shall maintain during the life of this Agreement for all of the Professional'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. B. Commercial General & Vehicle Liability. The Professional 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 $1,000,000 combined single limits for bodily injury and property damage. In the event any work is performed by a subcontractor, the Professional 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. C. Errors & Omissions. The Professional shall maintain errors and omissions insurance in the amount of $1,000,000. DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 No new insurance required Professional Services Agreement 8226 Arthur Ditch Master Planning & Alternative Analysis Page 26 of 26 EXHIBIT E CONFIDENTIALITY IN CONNECTION WITH SERVICES provided to the City of Fort Collins (the “City”) pursuant to this Agreement (the “Agreement”), the Professional hereby acknowledges that it has been informed that the City has established policies and procedures with regard to the handling of confidential information and other sensitive materials. In consideration of access to certain information, data and material (hereinafter individually and collectively, regardless of nature, referred to as “information”) that are the property of and/or relate to the City or its employees, customers or suppliers, which access is related to the performance of services that the Professional has agreed to perform, the Professional hereby acknowledges and agrees as follows: That information that has or will come into its possession or knowledge in connection with the performance of services for the City may be confidential and/or proprietary. The Professional agrees to treat as confidential (a) all information that is owned by the City, or that relates to the business of the City, or that is used by the City in carrying on business, and (b) all information that is proprietary to a third party (including but not limited to customers and suppliers of the City). The Professional shall not disclose any such information to any person not having a legitimate need-to-know for purposes authorized by the City. Further, the Professional shall not use such information to obtain any economic or other benefit for itself, or any third party, except as specifically authorized by the City. The foregoing to the contrary notwithstanding, the Professional understands that it shall have no obligation under this Agreement with respect to information and material that (a) becomes generally known to the public by publication or some means other than a breach of duty of this Agreement, or (b) is required by law, regulation or court order to be disclosed, provided that the request for such disclosure is proper and the disclosure does not exceed that which is required. In the event of any disclosure under (b) above, the Professional shall furnish a copy of this Agreement to anyone to whom it is required to make such disclosure and shall promptly advise the City in writing of each such disclosure. In the event that the Professional ceases to perform services for the City, or the City so requests for any reason, the Professional shall promptly return to the City any and all information described hereinabove, including all copies, notes and/or summaries (handwritten or mechanically produced) thereof, in its possession or control or as to which it otherwise has access. The Professional understands and agrees that the City’s remedies at law for a breach of the Professional’s obligations under this Confidentiality Agreement may be inadequate and that the City shall, in the event of any such breach, be entitled to seek equitable relief (including without limitation preliminary and permanent injunctive relief and specific performance) in addition to all other remedies provided hereunder or available at law. DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87 Holder Identifier : 7777777707070700077761616045571110767717016204447207442027772507300072640577046230130777451517127444707537110677235547075772770271337650763551423006221207764015170076570076727242035772000777777707000707007 7777777707070700073525677115456000732111406126013107023336243162111071233372421620110702222735206301107033337343172100071223262430731110713333634317201107033336243162110077756163351765540777777707000707007 Certificate No : 570061509601 CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 03/24/2016 IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. PRODUCER Aon Risk Services Central, Inc. Pittsburgh PA Office Dominion Tower, 10th Floor 625 Liberty Avenue Pittsburgh PA 15222-3110 USA PHONE (A/C. No. Ext): E-MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # (866) 283-7122 INSURED INSURER A: Liberty Mutual Fire Ins Co 23035 INSURER B: Liberty Insurance Corporation 42404 INSURER C: National Union Fire Ins Co of Pittsburgh 19445 INSURER D: Lloyd's Syndicate No. 2623 AA1128623 INSURER E: INSURER F: FAX (A/C. No.): (800) 363-0105 CONTACT NAME: Michael Baker International, Inc. 165 S. Union Blvd, Suite 200 Lakewood CO 80228 USA COVERAGES CERTIFICATE NUMBER: 570061509601 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. Limits shown are as requested POLICY EXP (MM/DD/YYYY) POLICY EFF (MM/DD/YYYY) SUBR WVD INSR LTR ADDL TYPE OF INSURANCE INSD POLICY NUMBER LIMITS COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR POLICY LOC EACH OCCURRENCE DAMAGE TO RENTED PREMISES (Ea occurrence) MED EXP (Any one person) PERSONAL & ADV INJURY GENERAL AGGREGATE PRODUCTS - COMP/OP AGG X X X X GEN'L AGGREGATE LIMIT APPLIES PER: $2,000,000 $1,000,000 $5,000 $2,000,000 $4,000,000 $4,000,000 A TB2681004145715 08/30/2015 08/30/2016 PRO- JECT OTHER: AUTOMOBILE LIABILITY ANY AUTO OWNED AUTOS ONLY SCHEDULED AUTOS HIRED AUTOS ONLY NON-OWNED AUTOS ONLY BODILY INJURY ( Per person) PROPERTY DAMAGE (Per accident) X X X BODILY INJURY (Per accident) $2,000,000 A 08/30/2015 08/30/2016 COMBINED SINGLE LIMIT (Ea accident) AS2-681-004145-725 EXCESS LIAB X OCCUR CLAIMS-MADE AGGREGATE EACH OCCURRENCE DED $10,000,000 $10,000,000 $10,000 UMBRELLA LIAB 08/30/2015 C BE033086983 08/30/2016 X RETENTION X E.L. DISEASE-EA EMPLOYEE E.L. DISEASE-POLICY LIMIT E.L. EACH ACCIDENT $1,000,000 X OTH- ER PER STATUTE B 08/30/2015 08/30/2016 AOS B WC7681004145785 08/30/2015 08/30/2016 $1,000,000 Y / N (Mandatory in NH) ANY PROPRIETOR / PARTNER / EXECUTIVE OFFICER/MEMBER EXCLUDED? N / A N WI WORKERS COMPENSATION AND EMPLOYERS' LIABILITY If yes, describe under DESCRIPTION OF OPERATIONS below $1,000,000 WA768D004145775 QC1502675 08/31/2015 08/31/2016 Per Claim Professional & Pollution Aggregate $5,000,000 D E&O-PL-Primary SIR applies per policy terms & conditions $5,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) For Named Insured only: Attn: Robert D. Torres. RE: Project Name: Arthur Ditch Master Planning & Alternatives Analysis, Contract No. 822. City of Fort Collins, its officers, agents and employees are included as Additional Insured in accordance with the policy provisions of the General Liability and Automobile Liability policies. Should General Liability, Automobile Liability, Professional Liability and Workers' Compensation policies be cancelled before the expiration date there of, the policy provisions will govern how notice of cancellation may be delivered to certificate holders in accordance with the policy provisions. CERTIFICATE HOLDER CANCELLATION CityREPRESENTATIVE of Fort Collins AUTHORIZED Attn: Purchasing Dept. PO Box 580 Fort Collins CO 80522 USA ACORD 25 (2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. DocuSign Envelope ID: 82787DC4-0339-4A40-AA96-C285D4807D87