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HomeMy WebLinkAboutWilliams Creek Consulting, Inc/Engr Can c.�{ Or. 07 Ili 0 1 APPROVED_ A TO Williams Creek Consulting, Inc. Engineering Department 116 Street Cool Creek Bank Stabilization FORM BY: v p Appropriation #206 -R509; P.O. 21788 Contract Not To Exceed $19,650.00 AGREEMENT FOR PROFESSIONAL SERVICES THIS AGREEMENT FOR PROFESSIONAL SERVICES "Agreement is hereby made and entered into by and between the City of Carmel, Indiana, acting by and through its Board of Public Works and Safety (hereinafter "City and Williams Creek Consulting, Inc. (hereinafter "Professional RECITALS WHEREAS City owns and is responsible for the operation and maintenance of its property, personnel, public works and infrastructure; and WHEREAS, from time to time, City needs professional assistance in fulfilling its foregoing responsibilities; and WHEREAS, Professional is experienced in providing and desires to provide to City the professional services "Services referenced herein; and WHEREAS, City desires to engage Professional as an independent contractor for the purpose of providing to City the Services referenced herein; NOW, THEREFORE, in consideration of the foregoing recitals and the covenants and conditions set forth herein, City and Professional mutually agree as follows: SECTION 1. INCORPORATION OF RECITALS The foregoing Recitals are hereby incorporated into this Agreement and made a part hereof. SECTION 2. SCOPE OF SERVICES 2.1 City desires to engage Professional as an independent contractor for the Services set forth in attached Exhibit A, incorporated herein by this reference. 2.2 Professional understands and agrees that City may, from time to time, request Professional to provide additional or modified Services to City. When City desires additional Services from Professional, the City shall notify Professional of such additional Services desired, as well as the time frame in which same are to be provided. Only after City has approved Professional's time and cost estimate for the provision of such additional Services, has encumbered sufficient monies to pay for same, and has authorized Professional, in writing, to provide such additional Services, shall such Services be provided by Professional to City. A copy of the City's authorization documents for the purchase of additional Services shall be numbered and attached hereto in the order in which they are approved by City. 2.3 Time is of the essence of this Agreement. Z:\E Bass\My Documents\Profrsional Savicec \ENGINEERING\2010 \WILLIAMS CREEK CONSULTING Prof S v.0oc:34' 1/2010 11 :24 AM] Williams Creek Consulting, Inc. Engineering Department 116 Street Cool Creek Bank Stabilization Appropriation #206 -R509; P.O. 21788 Contract Not To Exceed $19,650.00 SECTION 3. CITY'S RESPONSIBILITIES 3.1 City shall provide such information as is reasonably necessary for Professional to understand the Services requested. 3.2 City shall provide all data required for provision of Services. Professional may assume that all data so provided is correct and complete. 3.3. City shall arrange for Professional to enter upon public and private property as reasonably required for Professional to perform the Services. 3.4 City shall designate payment of the Services from City budget appropriation number 206 -R509 funds. 3.5 City shall designate the Mayor or his duly authorized representative to act on City's behalf on all matters regarding the Services. SECTION 4. PROFES SIONAL'S RESPONSIBILITIES 4.1 Professional shall perform the Services pursuant to the terms of this Agreement and within any applicable time and cost estimate. 4.2 Professional shall coordinate with City its performance of the Services. 4.3 Professional shall provide the Services by following and applying at all times reasonable and lawful standards as accepted in the industry. SECTION 5. COMPENSATION 5.1 Professional estimates that the total price for the Services to be provided to City hereunder shall be no more than Nineteen Thousand Six Hundred Fifty Dollars ($19,650.00) (the "Estimate Professional shall submit an invoice to City no more than once every thirty (30) days for Services provided City during the time period encompassed by such invoice. Invoices shall be submitted on a form containing the same information as that contained on the Professional Services Invoice attached hereto as Exhibit B, incorporated herein by this reference. City shall pay Professional for all undisputed Services rendered and stated on such invoice within sixty (60) days from the date of City's receipt of same, or be subject to a late charge of one percent (1 of such unpaid and undisputed invoice amount for each month same remains unpaid. 5.2 Professional agrees not to provide any Services to City that would cause the total cost of same to exceed the Estimate, without City's prior written consent. (Z \E Bass\My Documents \ProfessIonsJ Sevice .\ENGINEERING\2010 \WILLIAMS CREEK CONSULTING Prof Sev. dot 2 /2010 11 :24 AM] Williams Creek Consulting, Inc. Engineering Department 116 Street Cool Creek Bank Stabilization Appropriation #206 -R509; P.O. 21788 Contract Not To Exceed $19,650.00 SECTION 6. TERM Unless otherwise terminated in accordance with the termination provisions set forth in Section 7.1 hereinbelow, this Agreement shall be in effect from the Effective Date through December 31, 2009, and shall, on the first day of each January thereafter, automatically renew for a period of one (1) calendar year, unless otherwise agreed by the parties hereto. SECTION 7. MISCELLANEOUS 7.1 Termination. 7.1.1 The obligation to provide all or any portion of the Services under this Agreement may be terminated by City or Professional, without cause, upon thirty (30) days' notice. 7.1.2 The obligation to provide all or any portion of the Services under this Agreement may be terminated by City, for cause, immediately upon Professional's receipt of City's "Notice To Cease Services." 7.1.3 In the event of full or partial Agreement termination, and as full and complete compensation hereunder, Professional shall be paid for all such Services rendered and expenses incurred as of the date of termination that are not in dispute, except that such payment amount shall not exceed the Estimate. Disputed compensation amounts shall be resolved as allowed by law. 7.2 Binding Effect. City and Professional, and their respective officers, officials, agents, partners and successors in interest are bound to the other as to all Agreement terms, conditions and obligations. 7.3 No Third Party Beneficiaries. Nothing contained herein shall be construed to give rights or benefits to anyone other than the parties hereto. 7.4 Relationship. The relationship of the parties hereto shall be as provided for in this Agreement, and neither Professional nor any of its agents, employees or contractors are City employees. Professional shall have the sole responsibility to pay to or for its agents, employees and contractors all statutory, contractual and other benefits and /or obligations as they become due. Professional hereby warrants and indemnifies City for and from any and all costs, fees, expenses and /or damages incurred by City as a result of any claim for wages, benefits or otherwise by any agent, employee or contractor of Professional regarding or related to the subject matter of this Agreement. This indemnification obligation shall survive the termination of this Agreement. [Z \E Bass\My Documays\Profosional Services \ENGINEERING\2010 \WILLIAMS CREEK CONSULTING Prof Serv.doc::31 /201011:24 AM] Williams Creek Consulting, Inc. Engineering Department 116` Street Cool Creek Bank Stabilization Appropriation #206 -R509; P.O. 21788 Contract Not To Exceed $19,650.00 7.5 Insurance. Professional shall procure and maintain with an insurer licensed to do business in the State of Indiana such insurance as is necessary for the protection of City and Professional from all claims under workers' compensation, occupational disease and /or unemployment compensation acts, because of errors and omissions, because of bodily injury, including, but not limited to, the personal injury, sickness, disease, or death of any of Professional's employees, agents or contractors and /or because of any injury to or destruction of property, including, but not limited to, any loss of use resulting therefrom. The coverage amounts shall be no less than those amounts set forth on attached Exhibit C. Such insurance policies shall not be canceled without thirty (30) days' prior written notice to City. 7.6 Liens. Professional shall not cause or permit the filing of any lien on any of City's property. In the event such a lien is filed and Professional fails to remove it within ten (10) days after the date of filing, City shall have the right to pay or bond over such lien at Professional's sole cost and expense. 7.7 Default. In the event Professional: (a) repudiates, breaches or defaults under any of the terms or conditions of this Agreement, including Professional's warranties; (b) fails to perform the Services as specified; (c) fails to make progress so as to endanger timely and proper completion of the Services and does not correct such failure or breach within five (5) business days after receipt of notice from City specifying same; or (d) becomes insolvent, files, or has filed against it, a petition for receivership, makes a general assignment for the benefit of creditors or dissolves, each such event constituting an event of default hereunder, City shall have the right to terminate all or any part of this Agreement, without liability to Professional and to exercise any other rights or remedies available to it at law or in equity. 7.8 Government Compliance. Professional agrees to comply with all laws, executive orders, rules and regulations applicable to Professional's performance of its obligations under this Agreement, all relevant provisions of which being hereby incorporated herein by this reference, to keep all of Professionals' required professional licenses and certifications valid and current, and to indemnify and hold harmless City from any and all losses, damages, costs, liabilities, damages, costs and attorney fees resulting from any failure by Professional to do so. This indemnification obligation shall survive the termination of this Agreement. [Z :\E Bass My Documoou\Professional Savices\ENGINEERING\20 111 \WILLIAMS CREEK CONSULTING Prof Serv.doc.41 /2010 11:24 AM] Williams Creek Consulting, Inc. Engineering Department 116 Street Cool Creek Bank Stabilization Appropriation #206 -R509; P.O. 21788 Contract Not To Exceed $19,650.00 7.9 Indemnification. Professional shall indemnify and hold harmless City and its officers, officials, employees and agents from all losses, liabilities, claims, judgments and liens, including, but not limited to, all damages, costs, expenses and attorney fees arising out of any intentional or negligent act or omission of Professional and /or any of its employees, agents or contractors in the performance of this Agreement. This indemnification obligation shall survive the termination of this Agreement. 7.10 Discrimination Prohibition. Professional represents and warrants that it and each of its employees, agents and contractors shall comply with all existing and future laws prohibiting discrimination against any employee, applicant for employment and /or other person in the subcontracting of work and /or in the performance of any Services contemplated by this Agreement with respect to hire, tenure, terms, conditions or privileges of employment or any matter directly or indirectly related to employment, subcontracting or work performance hereunder because of race, religion, color, sex, handicap, national origin, ancestry, age, disabled veteran status or Vietnam era veteran status. This indemnification obligation shall survive the termination of this Agreement. 7.11 Severability. If any provision of this Agreement is held to be invalid, illegal or unenforceable by a court of competent jurisdiction, that provision shall be stricken, and all other provisions of this Agreement that can operate independently of same shall continue in full force and effect. 7.12 Notice. Any notice, invoice, order or other correspondence required or allowed to be sent pursuant to this Agreement shall be written and either hand delivered or sent by prepaid U.S. certified mail, return receipt requested, addressed to the parties as follows: CITY: City of Carmel Douglas C. Haney Engineering Department Carmel City Attorney One Civic Square One Civic Square Carmel, Indiana 46032 Carmel, Indiana 46032 ATTENTION: Michael McBride, City Engineer PROFESSIONAL: Williams Creek Consulting, Inc. Babeca Building 919 North East Street Indianapolis, Indiana 46202 ATTENTION: [Z:IE Bas/My DocumunsTrofasional Sa vicec\ ENGINEERING \20101WILLIAMS CREEK CONSULTING Prof Svv.do 351/2010 11:24 AM] Williams Creek Consulting, Inc. Engineering Department 116` Street Cool Creek Bank Stabilization Appropriation #206 -R509; P.O. 21788 Contract Not To Exceed $19,650.00 Notwithstanding the above, City may orally provide to Professional any notice required or permitted by this Agreement, provided that such notice shall also then be sent as required by this paragraph within ten (10) business days from the date of such oral notice. 7.13 Effective Date. The effective date "Effective Date of this Agreement shall be the date on which the last of the parties hereto executes same. 7.14 Governing Law; Lawsuits. This Agreement shall be governed by and construed in accordance with the laws of the State of Indiana, except for its conflict of laws provisions, as well as by all ordinances and codes of the City of Carmel, Indiana. The parties agree that, in the event a lawsuit is filed hereunder, they waive any right to a jury trial they may have, agree to file such lawsuit in an appropriate court in Hamilton County, Indiana only, and agree that such court is the appropriate venue for and has jurisdiction over same. 7.15 Waiver. Any delay or inaction on the part of either party in exercising or pursuing its rights and /or remedies hereunder or under law shall not operate to waive any such rights and /or remedies nor in any way affect the rights of such party to require such performance at any time thereafter. 7.16 Non Assignment. Professional shall not assign or pledge this Agreement nor delegate its obligations hereunder without City's prior written consent. 7.17 Entire Agreement. This Agreement contains the entire agreement of and between the parties hereto with respect to the subject matter hereof, and no prior agreement, understanding or representation pertaining to such subject matter, written or oral, shall be effective for any purpose. No provision of this Agreement may be amended, added to or subtracted from except by an agreement in writing signed by both parties hereto and /or their respective successors in interest. To the extent any provision contained in this Agreement conflicts with any provision contained in any exhibit attached hereto, the provision contained in this Agreement shall prevail. 7.18 Representation and Warranties. Each party hereto represents and warrants that it is authorized to enter into this Agreement and that any person or entity executing this Agreement on behalf of such party has the authority to bind such party or the party which they represent, as the case may be. {Z. \E Ba.sNdy Dncumrnu Trofessional Services \ENGINEERING\2010 /WILLIAMS CREEK CONSULTING Prof Say.dnc: -61/2010 AM] Williams Creek Consulting, Inc. Engineering Department 116 Street Cool Creek Bank Stabilization Appropriation #206 -R509; P.O. 21788 Contract Not To Exceed $19,650.00 7.19 Headings. All headings and sections of this Agreement are inserted for convenience only and do not form a part of this Agreement nor limit, expand or otherwise alter the meaning of any provision hereof. 7.20 Advice of Counsel. The parties warrant that they have read this Agreement and fully understand it, have had an opportunity to obtain the advice and assistance of counsel throughout the negotiation of same, and enter into same freely, voluntarily, and without any duress, undue influence or coercion. 7.21 Copyright. City acknowledges that various materials which may be used and /or generated by Professional in performance of Services, including forms, job description formats, comprehensive position questionnaire, compensation and classification plan and reports are copyrighted. City agrees that all ownership rights and copyrights thereto lie with Professional, and City will use them solely for and on behalf of its own operations. City agrees that it will take appropriate action with its employees to satisfy its obligations with respect to use, copying, protection and security of Professional's property. 7.22 Personnel. Professional represents that it has, or will secure at its own expense, all personnel required in performing the services under this agreement. Such personnel shall not be employees of or have any contractual relationship with City. All of the services required hereunder will be performed by Professional or under his supervision and all personnel engaged in the work shall be fully qualified to perform such services. 7.23 Records and Inspections Professional shall maintain full and accurate records with respect to all matters covered under this agreement for three (3) years after the expiration or early termination of this agreement. City shall have free access at all proper times to such records and the right to examine and audit the same and to make transcripts there from, and to inspect all program data, documents, proceedings and activities. 7.24 Accomplishment of Project Professional shall commence, carry on, and complete the project with all practicable dispatch, in a sound economical and efficient manner, in accordance with the provisions thereof and all applicable laws. In accomplishing the project, Professional shall take such steps as are appropriate to ensure that the work involved is properly coordinated with related work being carried on within City's organization. [Z:\E Bass\My DocumulLC\Prof.monal Service ;\ENGMEERING\2010 \WILLIAMS CREEK CONSULTING Prof S,,.doc37 1 /2010 1 1:24 AM) Williams Creek Consulting, Inc. Engineering Department 116 Street Cool Creek Bank Stabilization Appropriation #206-R509; P.O. 21788 Contract Not To Exceed $19,650.00 IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as follows: CITY OF CARMEL, INDIANA WILLIAMS CREEK CONSULTING, INC. by and through its Board of Public Works and Safety BY: BY: ail James Brainard, Presiding Officer Authorized Signature Date: p n Printed Name: 1 ,\€.-1 ►v t k 13. `NYS Mary Burke, Mem er Title: kin r1 C 1 pCL\ Date: �L� FID/TIN: 3L 449 8 if Lori S. Wats. ember SSN if Sole P pri tor: Date: 4/ `i I p Date: 17 ATT Diana Cordray, IAMC! lerk- Treasurer Date: LIE Ba.aly D.IV'TcoINro/POLOII STvccALNGIN'EERVGQ01(M 1111AMS CAM COYSVLTIKO Prof Smdak 38 (/101011:14 AM) WILLIAMS C REEK CONSULiIXG Corporate 8 March 2010 Babeca Building Revised 30 March 2010 919 North East Street Indianapolis, IN 46202 Mr. John Thomas City of Carmel Ohio One Civic Square 247 East Livingston Ave Carmel, Indiana 46032 Suite B Columbus, OH 43215 Re: Natural Resource Consultation Services 116th Street Cool Creek Bank Stabilization Hamilton County, Indiana Missouri 7211 Manchester Ave Dear Mr. Thomas: St. Louis, MO 63143 Williams Creek Consulting, Inc. (WCC) appreciates the opportunity to provide a quote for professional consultation to the City of Carmel (CLIENT) related to completing the requested Natural Resource 1- 877 668 -8848 Consultation Services for the property located east of the 116t Street and Gray Road intersection info @williamscreek.net (SITE) in Carmel, Indiana. www.williamscreek.net SCOPE OF SERVICES WCC proposes to assist CLIENT in completing the requested Natural Resource Consultation Services for the SITE. WCC will specifically provide for the SITE a wetland(s) and jurisdictional 'waters of the U.S." or "waters of the State" assessment letter report and prepare the necessary Indiana Department of Environmental Management (IDEM) and United States Army Corps of Engineers (USACE) permits in order to allow stream bank stabilization, PHASE 1: Natural Resource Assessment WCC will complete a Natural Resource Assessment Letter Report of the SITE using the current practices acceptable by the U.S. Army Corps of Engineers (USACE) and based upon the 1987 Wetland Delineation Manual and Interim Regional Supplement to the Corps of Engineers Wetland Delineation Manual: Midwest Region in order to provide the CLIENT with a comprehensive, professional report. Desktop Review WCC will gather and review all pertinent information for the project collected from the CLIENT and any stakeholders. Prior to performance of a SITE visit, WCC will conduct a detailed desktop assessment to review necessary and readily available information: O Endangered, Threatened, or Rare (ETR) Species Investigation of flora and fauna including a database search of U.S. Fish and Wildlife information and the Indiana Department of Natural Resources for ETR species documented within one -mile of the SITE. 7 u '9 EXHIBIT Significant Natural Resource Surface Features such as the National Wetland Inventory, USGS topographic survey, NRCS Soil Map, FIRM Map and aerial photographs. Field Reconnaissance WCC will visit the SITE and perform wetland(s) delineation and other jurisdictional "waters" assessment of the SITE. WCC will delineate the boundaries of any existing wetland(s) and /or identify "waters" with flagging. Following completion of the fieldwork, WCC will delineate the boundaries with flagging and survey the wetlands in the field using GPS equipment. A map of the delineated wetlands and /or identified 'waters" will be generated in a digital format and incorporated into the final report. 'Please note: The fee does not include any necessary surveying required to complete the report. WCC will demarcate the wetland/upland interface boundary using flagging attached to wooden lathes or to woody vegetation, whichever one Is applicable. The wetland /upland interface boundary survey will be the responsibility of others and will be overlaid on a scaled SITE plan for the completion of the report. Any additional field visits with regulatory staff will be outside this agreement, and would be billed at WCC's Standard Hourly Rates. Report Preparation A comprehensive and professional report will be generated to provide detailed information and a professional summary of the following items: Information regarding listed ETR species in the project area; Wetland delineation; Maps (USGS topographic, FIRM Map, USDA Soil Survey, NWI, aerial delineated wetlands); Photo representation. Deliverable Materials (2) Two Bound Copies of Final Letter Report (1) One Electronic Adobe® Report File PHASE 2: Data Collection and Analysis WCC will review available information to obtain SITE specific information to assist in determining methods of bank stabilization and alternatives for the SITE. Desktop Review WCC will gather and review available pertinent information for the project collected from the CLIENT and any stakeholders. WCC will conduct a detailed desktop assessment to review necessary and readily available information. Field Reconnaissance WCC will visit the SITE and collect cross sectional data for the purposes of developing a cross section of the SITE in its current condition. WCC anticipates completing (4) four detailed cross sections to supplement regulatory data for required regulatory permitting. WCC will perform a field evaluation of the existing SITE conditions to determine the appropriate methods to stabilize the banks of Cool Creek. 'Please note: The fee does not Include a complete topograph!c or boundary survey required of the SITE. Any additional field visits will be outside this agreement, and would be billed at WCC's Standard Hourly Rates. PHASE 3: Conceptual Plan and Natural Resource Permitting Assistance Based on the existing conditions and desktop review, WCC will proceed with development of a Concept Plan for review with CLIENT. WCC proposes to assist CLIENT in completing notification letters and supporting documents required for "Clean Water... Naturally" t 99 a IBIT IDEM and USACE submittal for implementation of the concept plan. Furthermore, WCC will coordinate with the IDNR Division of Water to acquire obtainment of an emergency bank stabilization permit. Supporting materials will include description of proposed activity, typical cross sections of stabilization activities, plan views of the project area, and a vicinity map. 'Please note: WCC assumes that suitable topographic data will be provided by CLIENT in electronic format If additional topographic data is required for development of bank stabilization design, WCC will submit a separate SCOPE OF SERVICES. "Please note: Stream bank stabilization design will be suitable for permit obtainment and design-build purposes. Construction documents can be prepared and would be billed at WCC's Standard Hourly Rates. "'Please note: WCC assumes permitting for Construction in the Floodway from the IDNR will not be required for emergency stabilization. Construction in a Floodway permitting assistance will be considered out of scope and WCC will provide CLIENT with a CHANGE ORDER to complete those services. Deliverable Materials (1) One Hard Copy of Regulatory Submittal Documents (1) One Electronic Adobe® Report File Regulatory Submittal Documents SCHEDULE WCC proposes to begin work on this project upon receipt of CLIENT's written authorization to proceed. If any additional services are needed or requested, or if the project delays outside of the control of WCC occur, the schedule may be adjusted. WCC anticipates no more than 30 days to complete the final report and conceptual design and submit to the agencies. Permit review by the agencies can take up to 45 days from submittal if necessary. ADDITIONAL SERVICES PHASE 4: Construction Documents Upon completion of the PHASE 3 and if requested by CLIENT following review by concemed entities, WCC will complete the bioengineered Construction Documents for public bidding purposes. WCC will provide pertinent Specifications as required by CLIENT. 'Please note: WCC has NOT Included plan reproduction for public bid within PHASE 4. PHASE 5: Bid and Construction Administration Upon CLIENT request, WCC will provide professional Construction Administration services. Tasks to be performed as part of PHASE 5 are the following: Attendance at Pre -Bid Meeting with interested contractors; Provide written answers to written contractor questions; Contractor bid review and comment to CLIENT; On -Call for CLIENT questions during construction, including up to three (3) on -SITE meetings as necessary. Please note: WCC assumes CLIENT will provide daily construction inspection; construction inspection is not included within PHASE 5. "Clean Water... Naturally" "EXHIBIT 99 COMPENSATION PHASE SCOPE OF SERVICES Est. Fee Fee Basis 1 Natural Resource Assessment $2,000.00 Lump Sum 2 Data Collection and Analysis 3,850.00 Lump Sum 3 Conceptual Plan and Natural Resource Permitting Assistance 7,800.00 Lump Sum PHASE ADDITIONAL SERVICES Est. Fee Fee Basis 4 Construction Documents $4,000.00 Lump Sum 5 Bid and Construction Administration $2,000.00 Lump Sum WCC appreciates the opportunity to be of continued service to the City of Carmel and looks forward to working on this project. If you have any questions or comments concerning the SCOPE OF SERVICES, please contact Ted Blahnik or me. Otherwise, please sign and return the attached Services Agreement as authorization to proceed. Best regards Williams C -ek Iti 9' nc. Neil B. Myer Principal cretary Ex 'tA Professional Labor Hourly Rate Principal $212.00 Associate Principal $162.00 Level V $132.00 Level IV $102.00 Level III 92.00 Level II 82.00 Level I 72.00 Intern 42.00 Professional Expenses Mileage 0.50 per mile Reimbursable Items 1.10 times direct cost or per quote Materials 1.10 times direct cost or per quote Equipment Rental 1.10 times direct cost or per quote *Please note: These rates are for the 2010 calendar year and are subject to change "Clean Water... Naturally" '6 t ur I T