Coppell Greens-CS141013 (2)kimley-horn.com 12750 Merit Drive, Suite 1000, Dallas, Texas, 75251 972-770-1300
October 3, 2014
Mr. George Marshall
Engineering Department
City of Coppell, TX
Re:Professional Services Agreement
Dear Mr. Marshall:
Kimley-Horn and Associates, Inc. (“Kimley-Horn” or “Consultant”) is pleased to submit this letter
agreement (the “Agreement”) to the City of Coppell (“Client”) for providing traffic engineering services
to study the Denton Tap corridor between SH 121 and Vista Ridge Mall Road, focusing most
specifically on operations at the Fallkirk Drive intersection.
Project Understanding
The Client has been made aware of citizen concerns about delays and safety of ingress and egress
between Denton Tap Road and Fallkirk Drive, and would like to perform a study to accurately define
the actual traffic operating conditions for the stretch of Denton Tap Road between SH 121 and Vista
Ridge Mall Road, and to explore appropriate measures for improving operations.
Scope of Services
Kimley-Horn will provide the services specifically set forth below.
Task 1 Data Collection $4,650 (Lump Sum)
1.1. Field Visit:
In the study corridor, Kimley-Horn will perform in-field verification of the existing roadway network and
intersection characteristics. Kimley-Horn collect information needed to model intersection operations,
and observe peak operations to identify any operational issues evident on the street. This process
will also include gathering intersection sight-distance information for traffic turning from Fallkirk to
Denton Tap Road.
1.2 Traffic Data
24-hour Tube Counts
On a typical non-holiday, Tuesday, Wednesday, or Thursday, we will collect 24-hour approach data
for all four (4) approaches to the Denton Tap Road & Fallkirk Drive intersection. Volume data will be
collected in all directions, and for the northbound and southbound directions we will also collect
speed, vehicle-classification, and gap (or headway) data.
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kimley-horn.com 12750 Merit Drive, Suite 1000, Dallas, Texas, 75251 972-770-1300
Turning-movement Counts
Based on tube count data, we will identify 2-hour peak periods in the morning and evening for which
we will collect detailed turning-movement count data at the Denton Tap & Fallkirk intersection. In
addition we will collect 90-minute turning-movement data for the three (3) intersections south of
Fallkirk ( Highland Drive, and the SH 121 diamond interchange) and the closest intersection to the
north (Vista Ridge Mall Road).
Approach Delay Data
During the same 2-hour AM and PM peak periods when turning movement counts are collected for
the Fallkirk intersection, actual delay data for vehicles approaching Denton Tap eastbound on Fallkirk
will be recorded.
Task 2 Traffic Operational Study $6,100 (Lump Sum)
2.1 Operational Study
Kimley-Horn will perform the following tasks associated with the operational portion of the study:
Signal Warrant Study
The signal warrant study will evaluate the Denton Tap Road & Fallkirk Drive intersection based on
traffic signal warrant conditions defined in Section 4C of the Texas Manual of Uniform Traffic Control
Devices. This signal warrant analysis will include evaluation of volume warrants 1 and 2. In addition,
the analysis will consider an engineering evaluation of speeds on Denton Tap Road, intersection sight
distance, stopped time delay on the eastbound Fallkirk approach, and the distribution of acceptable
gaps in traffic on Denton Tap Road at Fallkirk Drive.
Signal Operations Modeling and Evaluation
Signal operations in the corridor, from eastbound SH 121 on the south to Vista Ridge Mall Drive on
the north will be modeled to reflect AM and PM peak conditions. The primary question to be
answered is: Could signal timing modifications be made to create additional gaps for traffic turning
from Fallkirk onto Denton Tap (reducing the need for a signal at that location) without degrading the
level of service currently being provided at the signalized intersections in the study area? Alternative
AM and PM peak timing will be developed and evaluated to identify options and evaluate their pros
and cons. Alternative timing strategies may include recommended adjustments to field hardware,
such as flashing yellow arrow indications to allow for lead-lag flexibility.
2.2 Prepare Technical Memorandum
Findings of Task 2.1 will then be documented in a draft technical memorandum and presented to the
Client for review. Comments from the Client will be incorporated into the memorandum and a final
technical memorandum will be prepared and submitted to the Client. This memorandum will include
a summary of the field data collected for the study.
Services Not Included
There are no formal meetings or presentations anticipated as part of this study.
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kimley-horn.com 12750 Merit Drive, Suite 1000, Dallas, Texas, 75251 972-770-1300
Additional Services
Any services not specifically provided for in the above scope will be billed as additional services and
performed at our then current hourly rates. Additional services we can provide include, but are not
limited to, the following:
· In-person meetings
· Presentations
· Peak period timing plans to be developed for intersections outside of the defined study area
· Timing plans other than the AM and PM plans identified above
· implementation or fine tuning of any timing plans
· signal design and related services
· ADA compliance study or evaluation
Information Provided By Client
The Consultant shall be entitled to rely on the completeness and accuracy of all information provided
by the Client or the Client’s consultants or representatives. The Client shall provide all information
requested by Kimley-Horn during the project, including but not limited to the following:
· Traffic signal timing, including all parameters needed to develop accurate SynchroTM
simulation models, for signals operated both by the Client and by the City of Lewisville
· Previous traffic studies and associated historical traffic data for this corridor
· Base mapping or aerial photography the Client wishes to be included as part of the models
Responsibilities of Client
In addition to other responsibilities set out in this Agreement, the Client shall provide any access
agreements needed for Kimley-Horn and subconsultants to obtain data identified in the scope of
services.
Schedule
We will provide our services as expeditiously as practicable with the goal of meeting the following
schedule:
Notice to Proceed:October 13th, 2014
Data Collection & Field Observations: October 30, 2014
Modeling and Preliminary Findings:November 10, 2014
Draft Documentation: November 17th, 2014
Final Technical Memorandum: 1 week after receiving Client comments
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kimley-horn.com 12750 Merit Drive, Suite 1000, Dallas, Texas, 75251 972-770-1300
Fee and Expenses
Kimley-Horn will perform the services in Tasks 1 & 2 for the total lump sum fee below. Individual task
amounts are informational only. All permitting, application, and similar project fees will be paid
directly by the Client.
Task 1 Data Collection $4,650.00
Task 2 Traffic Operational Study $6,100.00
Total Lump Sum Fee $10,750.00
Lump sum fees will be invoiced monthly based upon the overall percentage of services performed.
Payment will be due within 25 days of your receipt of the invoice.
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kimley-horn.com 12750 Merit Drive, Suite 1000, Dallas, Texas, 75251 972-770-1300
Closure
In addition to the matters set forth herein, our Agreement shall include and be subject to, and only to,
the attached Standard Provisions, which are incorporated by reference. As used in the Standard
Provisions, "Consultant" shall refer to Kimley-Horn and Associates, Inc., and "Client" shall refer to the
City of Coppell, Texas/
Kimley-Horn, in an effort to expedite invoices and reduce paper waste, submits invoices via email in
an Adobe PDF format. We can also provide a paper copy via regular mail if requested. Please
provide the following information:
____ Please email all invoices to ___________________________
____ Please copy _______________________________________
If you concur in all the foregoing and wish to direct us to proceed with the services, please have
authorized persons execute both copies of this Agreement in the spaces provided below, retain one
copy, and return the other to us. We will commence services only after we have received a fully-
executed agreement. Fees and times stated in this Agreement are valid for sixty (60) days after the
date of this letter.
To ensure proper set up of your projects so that we can get started, please complete and return with
the signed copy of this Agreement the attached Request for Information. Failure to supply this
information could result in delay in starting work on your project.
We appreciate the opportunity to provide these services to you. Please contact me if you have any
questions.
Very truly yours,
KIMLEY-HORN AND ASSOCIATES, INC.CITY OF COPPELL, TEXAS
David M. Halloin, P.E., PTOE By:_________________________________
Associate/Project Manager (Signature)
___________________________________
Eric Z. Smith (Print Name and Title)
Assistant Secretary
___________________________________
(Date)
Attachment – Standard Provisions
Attachment – Rate Schedule
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KIMLEY-HORN AND ASSOCIATES, INC.
STANDARD PROVISIONS
(1)Consultant's Scope of Services and Additional Services.The Consultant’s undertaking to perform
professional services extends only to the services specifically described in this Agreement. However, if requested by
the Client and agreed to by the Consultant, the Consultant will perform Additional Services, which shall be governed
by these provisions. Unless otherwise agreed to in writing, the Client shall pay the Consultant for any Additional
Services an amount based upon the Consultant’s then-current hourly rates plus an amount to cover certain direct
expenses including telecommunications, in-house reproduction, postage, supplies, project related computer time, and
local mileage. Other direct expenses will be billed at 1.15 times cost.
(2)Client's Responsibilities.In addition to other responsibilities described herein or imposed by law, the Client
shall:
(a) Designate in writing a person to act as its representative with respect to this Agreement, such person having
complete authority to transmit instructions, receive information, and make or interpret the Client's decisions.
(b) Provide all information and criteria as to the Client's requirements, objectives, and expectations for the project
including all numerical criteria that are to be met and all standards of development, design, or construction.
(c) Provide to the Consultant all previous studies, plans, or other documents pertaining to the project and all new
data reasonably necessary in the Consultant's opinion, such as site survey and engineering data, environmental
impact assessments or statements, upon all of which the Consultant may rely.
(d) Arrange for access to the site and other private or public property as required for the Consultant to provide its
services.
(e) Review all documents or oral reports presented by the Consultant and render in writing decisions pertaining
thereto within a reasonable time so as not to delay the services of the Consultant.
(f) Furnish approvals and permits from governmental authorities having jurisdiction over the project and approvals
and consents from other parties as may be necessary for completion of the Consultant's services.
(g) Cause to be provided such independent accounting, legal, insurance, cost estimating and overall feasibility
services as the Client may require.
(h) Give prompt written notice to the Consultant whenever the Client becomes aware of any development that affects
the scope, timing, or payment of the Consultant's services or any defect or noncompliance in any aspect of the
project.
(i) Bear all costs incidental to the responsibilities of the Client.
(3)Period of Services. Unless otherwise stated herein, the Consultant will begin work timely after receipt of a
properly executed copy of this Agreement and any required retainer amount. This Agreement is made in anticipation
of conditions permitting continuous and orderly progress through completion of the services. Times for performance
shall be extended as necessary for delays or suspensions due to circumstances that the Consultant does not control.
If such delay or suspension extends for more than six months (cumulatively), Consultant’s compensation shall be
renegotiated.
(4)Method of Payment.Compensation shall be paid to the Consultant in accordance with the following provisions:
(a) Invoices will be submitted periodically for services performed and expenses incurred. Payment of each invoice
will be due within 25 days of receipt. The Client shall also pay any applicable sales tax. All retainers will be held by
the Consultant for the duration of the project and applied against the final invoice. Interest will be added to accounts
not paid within 25 days at the rate of 12% per annum beginning on the 25th day. If the Client fails to make any
payment due to the Consultant under this or any other agreement within 30 days after the Consultant's transmittal of
its invoice, the Consultant may, after giving notice to the Client, suspend services and withhold deliverables until all
amounts due are paid in full and may commence proceedings, including filing liens, to secure its right to payment
under this Agreement.
(b) If the Client relies on payment or proceeds from a third party to pay Consultant and Client does not pay
Consultant’s invoice within 60 days of receipt, Consultant may communicate directly with such third party to secure
payment.
(c) If the Client objects to an invoice, it must advise the Consultant in writing giving its reasons within 14 days of
receipt of the invoice or the Client’s objections will be waived, and the invoice shall conclusively be deemed due and
owing. If the Client objects to only a portion of the invoice, payment for all other portions remains due within 25 days
of receipt.
(d) If the Consultant initiates legal proceedings to collect payment, it may recover, in addition to all amounts due, its
reasonable attorneys' fees, reasonable experts' fees, and other expenses related to the proceedings. Such expenses
shall include the cost, at the Consultant's normal hourly billing rates, of the time devoted to such proceedings by its
employees.
(e) The Client agrees that the payment to the Consultant is not subject to any contingency or condition. The
Consultant may negotiate payment of any check tendered by the Client, even if the words “in full satisfaction” or
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words intended to have similar effect appear on the check without such negotiation being an accord and satisfaction
of any disputed debt and without prejudicing any right of the Consultant to collect additional amounts from the Client.
(5)Use of Documents.All documents, including but not limited to drawings, specifications, reports, and data or
programs stored electronically, prepared by the Consultant are related exclusively to the services described in this
Agreement, and may be used only if the Client has satisfied all of its obligations under this Agreement. They are not
intended or represented to be suitable for use, partial use or reuse by the Client or others on extensions of this
project or on any other project. Any modifications made by the Client to any of the Consultant’s documents, or any
use, partial use or reuse of the documents without written authorization or adaptation by the Consultant will be at the
Client's sole risk and without liability to the Consultant, and the Client shall indemnify, defend and hold the Consultant
harmless from all claims, damages, losses and expenses, including but not limited to attorneys' fees, resulting
therefrom. The Consultant’s electronic files and source code developed in the development of application code
remain the property of the Consultant and shall be provided to the Client only if expressly provided for in this
Agreement. Any electronic files not containing an electronic seal are provided only for the convenience of the Client,
and use of them is at the Client’s sole risk. In the case of any defects in the electronic files or any discrepancies
between them and the hardcopy of the documents prepared by the Consultant, the hardcopy shall govern. Because
data stored in electronic media format can deteriorate or be modified without the Consultant’s authorization, the Client
has 60 days to perform acceptance tests, after which it shall be deemed to have accepted the data.
(6)Opinions of Cost.Because the Consultant does not control the cost of labor, materials, equipment or services
furnished by others, methods of determining prices, or competitive bidding or market conditions, any opinions
rendered as to costs, including but not limited to opinions as to the costs of construction and materials, shall be made
on the basis of its experience and represent its judgment as an experienced and qualified professional, familiar with
the industry. The Consultant cannot and does not guarantee that proposals, bids or actual costs will not vary from its
opinions of cost. If the Client wishes greater assurance as to the amount of any cost, it shall employ an independent
cost estimator. Consultant's services required to bring costs within any limitation established by the Client will be paid
for as Additional Services.
(7)Termination.The obligation to provide further services under this Agreement may be terminated by either party
upon seven days' written notice in the event of substantial failure by the other party to perform in accordance with the
terms hereof through no fault of the terminating party, or upon thirty days’ written notice for the convenience of the
terminating party. If any change occurs in the ownership of the Client, the Consultant shall have the right to
immediately terminate this Agreement. In the event of any termination, the Consultant shall be paid for all services
rendered and expenses incurred to the effective date of termination, and other reasonable expenses incurred by the
Consultant as a result of such termination. If the Consultant's compensation is a fixed fee, the amount payable for
services will be a proportional amount of the total fee based on the ratio of the amount of the services performed, as
reasonably determined by the Consultant, to the total amount of services which were to have been performed.
(8)Insurance.The Consultant carries Workers' Compensation insurance, professional liability insurance, and
general liability insurance. If the Client directs the Consultant to obtain increased insurance coverage, the Consultant
will take out such additional insurance, if obtainable, at the Client's expense.
(9)Standard of Care.The standard of care applicable to Consultant’s services will be the degree of care and skill
ordinarily exercised by consultants performing the same or similar services in the same locality at the time the
services are provided. No warranty, express or implied, is made or intended by the Consultant's undertaking herein
or its performance of services, and it is agreed that the Consultant is not a fiduciary with respect to the Client.
(10)LIMITATION OF LIABILITY.In recognition of the relative risks and benefits of the Project to the Client and the
Consultant, the risks have been allocated such that the Client agrees,to the fullest extent of the law, and
notwithstanding any other provisions of this Agreement or the existence of applicable insurance coverage, that the
total liability, in the aggregate, of the Consultant and the Consultant's officers, directors, employees, agents, and
subconsultants to the Client or to anyone claiming by, through or under the Client, for any and all claims, losses,
costs or damages whatsoever arising out of, resulting from or in any way related to the services under this Agreement
from any cause or causes, including but not limited to, the negligence, professional errors or omissions, strict liability
or breach of contract or any warranty, express or implied, of the Consultant or the Consultant's officers, directors,
employees, agents, and subconsultants, shall not exceed twice the total compensation received by the Consultant
under this Agreement or $50,000, whichever is greater. Higher limits of liability may be negotiated for additional fee.
Under no circumstances shall the Consultant be liable for extra costs or other consequences due to changed
conditions, or for costs related to the failure of contractors to perform work in accordance with the plans and
specifications. This Section 10 is intended solely to limit the remedies available to the Client or those claiming by or
through the Client, and nothing in this Section 10 shall require the Client to indemnify the Consultant.
(11)Mutual Waiver of Consequential Damages. In no event shall either party be liable to the other for any
consequential, incidental, punitive, or indirect damages including but not limited to loss of income or loss of profits.
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(12)Certifications.The Consultant shall not be required to execute certifications or third-party reliance letters that
are inaccurate, that relate to facts of which the Consultant does not have actual knowledge, or that would cause the
Consultant to violate applicable rules of professional responsibility.
(13)Dispute Resolution.All claims by the Client arising out of this Agreement or its breach shall be submitted first
to mediation in accordance with the Construction Industry Mediation Procedures of the American Arbitration
Association as a condition precedent to litigation. Any mediation or civil action by Client must be commenced within
one year of the accrual of the cause of action asserted but in no event later than allowed by applicable statutes.
(14)Hazardous Substances and Conditions. In no event shall Consultant be a custodian, transporter, handler,
arranger, contractor, or remediator with respect to hazardous substances and conditions. Consultant's services will
be limited to professional analysis, recommendations, and reporting, including, when agreed to, plans and
specifications for isolation, removal, or remediation. The Consultant shall notify the Client of hazardous substances
or conditions not contemplated in the scope of services of which the Consultant actually becomes aware. Upon such
notice by the Consultant, the Consultant may stop affected portions of its services until the hazardous substance or
condition is eliminated.
(15) Construction Phase Services.
(a) If the Consultant's services include the preparation of documents to be used for construction and the Consultant
is not retained to make periodic site visits, the Client assumes all responsibility for interpretation of the documents
and for construction observation, and the Client waives any claims against the Consultant in any way connected
thereto.
(b) If the Consultant provides construction phase services, the Consultant shall have no responsibility for any
contractor's means, methods, techniques, equipment choice and usage, sequence, schedule, safety programs, or
safety practices, nor shall Consultant have any authority or responsibility to stop or direct the work of any contractor.
The Consultant's visits will be for the purpose of endeavoring to provide the Client a greater degree of confidence that
the completed work of its contractors will generally conform to the construction documents prepared by the
Consultant. Consultant neither guarantees the performance of contractors, nor assumes responsibility for any
contractor’s failure to perform its work in accordance with the contract documents.
(c) The Consultant is not responsible for any duties assigned to the design professional in the construction contract
that are not expressly provided for in this Agreement. The Client agrees that each contract with any contractor shall
state that the contractor shall be solely responsible for job site safety and for its means and methods; that the
contractor shall indemnify the Client and the Consultant for all claims and liability arising out of job site accidents; and
that the Client and the Consultant shall be made additional insureds under the contractor’s general liability insurance
policy.
(16)No Third-Party Beneficiaries; Assignment and Subcontracting.This Agreement gives no rights or benefits
to anyone other than the Client and the Consultant, and all duties and responsibilities undertaken pursuant to this
Agreement will be for the sole benefit of the Client and the Consultant. The Client shall not assign or transfer any
rights under or interest in this Agreement, or any claim arising out of the performance of services by Consultant,
without the written consent of the Consultant. The Consultant reserves the right to augment its staff with
subconsultants as it deems appropriate due to project logistics, schedules, or market conditions. If the Consultant
exercises this right, the Consultant will maintain the agreed-upon billing rates for services identified in the contract,
regardless of whether the services are provided by in-house employees, contract employees, or independent
subconsultants.
(17)Confidentiality.The Client consents to the use and dissemination by the Consultant of photographs of the
project and to the use by the Consultant of facts, data and information obtained by the Consultant in the performance
of its services. If, however, any facts, data or information are specifically identified in writing by the Client as
confidential, the Consultant shall use reasonable care to maintain the confidentiality of that material.
(18)Miscellaneous Provisions.This Agreement is to be governed by the law of the State of Texas. This
Agreement contains the entire and fully integrated agreement between the parties and supersedes all prior and
contemporaneous negotiations, representations, agreements or understandings, whether written or oral. Except as
provided in Section 1, this Agreement can be supplemented or amended only by a written document executed by
both parties. Provided, however, that any conflicting or additional terms on any purchase order issued by the Client
shall be void and are hereby expressly rejected by the Consultant. Any provision in this Agreement that is
unenforceable shall be ineffective to the extent of such unenforceability without invalidating the remaining provisions.
The non-enforcement of any provision by either party shall not constitute a waiver of that provision nor shall it affect
the enforceability of that provision or of the remainder of this Agreement.
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kimley-horn.com 12750 Merit Drive, Suite 1000, Dallas, Texas, 75251 972-770-1300
Kimley-Horn and Associates, Inc.
Standard Rate Schedule
(Hourly Rate)
Senior Professional I $200 - $230
Senior Professional II $175 - $220
Professional $140 - $185
Analyst $135 - $150
Designer $100 - $165
Technical Support $70 - $150
Clerical/Administrative Support $60 - $115
Effective July 2014