ST9801-CS 980904· ,~-- 2149202565
FREESE & NICHOLS 214~565 09/04/98 2~%PM Job 316
Sent
13y:
Page
FREEESE - NICHOLS
Simon W. Fredse. P.I':.
Marvin C Nichol,~, P.E.
19(XJ- 1990
I 8Q6- I
Memorandum
TO:
FROM:
SUBJECT:
DATE:
Copy to:
Kenneth M. Griffin, P.E.
Tricia H. Hatley,
Coppell Road Paving, Drainage and Waterline Improvements
September 4, 1998
C95 1
Enclosed is a dra~ of the contract document ~vc propose to use lbr the reI~renced project. We have also
enclosed a sketch of the improvements we have proposed lbr this project.
Please review the ~ope and cost estimate. We would like to verit3~ the scopc with you prior to sending
over an itemized l~e. We will be prepared to send the fee to you on Tuesday ati, er we speak with you
regarding the scope of work. It is our intentions to have a complete document to you by Friday,
September 11.
Please call either me or Alan at (214)92()-25(.)(} a:t'ter you have had a chance to review these documents.
We hmk lbrward to hearing from you early next week.
- END -
FRt~I!SI..: AND NI(THO[.S * 1341 W. MO('K[NGBIRD LANE. SU]TIi 230-1i · DAIJ,AS. 'I'I,'.XAS 75247-4922
'FEI,EPI l{ }NF.: 214-020-2500 · FAX: 214-920-2565
Sent Jay:
FREESE
2149202565
& NZCHOLS 214,~_565 09/04/98 2~=~M Job 316
Page 3
DATE:
PROJECT:
PREPARED:
REVIEWED:
CITY OF COPPI=I I
COPPELL ROAD PAVING, WATER & DRAINAGE IMPROVEMENTS
OPINION OF PROBABLE COST OF CONSTRUCTION
Schematic Desi~/n Estimate
9/4/1998
Paving and Waterline Improvements for Coppell Rd.
Chris Jones. E.I.T.
Tricia Hatley, P.E.
Waterline Improvements
I 1'2" Water Main, including fittings and embedment 1,360 LF
2 12" Gate Valve 5 EA
3 12" To 10" Connection, including reducer and plug rer I EA
4 Remove 12" Plug and Connect I EA
5 Trench Safety Program 1,360 LF
6 Fire Hydrant Assembly 5 EA
$50.00
$1,500.00
$3,000.00
$2,000.00
$1.00
Paving.lmpr.oveme'n:ts' ::. .+
I 41' Wide 8" Concrete Paving
2 Concrete Curb
3 Lime Stabilized Subgrade
4 Intersection Reconstruction
5 Earthwork - Cut
6 Earthwork - Borrow
7 Hydromulch Seeding
8 24" RCP Storm Drain
9 30" RCP Storm Drain
10 36" RCP Strom Drain
11 42" RCP Storm Drain
12 60" RCP Storm Drain
13 Grade Channel to Drain to Creek
14 Storm Drain Headwall or Outfall Structure
15 10' Curb Inlet
16 Trench Safety Program
17 Erosion and Traffic Control
18 3-8'x6' Box Culvert
19 TxDOT Headwalls for Culverts
20 Erosion Protection Upstream and Downstream Culver
21 Storm Drain Manholes
:.. .
26,500 SY
11,000 LF
16,000 SY
2 EA
23,500 CY
2,000 CY
13,000 SY
420 LF
2,000 LF
160 LF
30 LF
200 LF
600 LF
5 EA
20 EA
2,810 LF
1 LS
90 LF
2 EA
2 EA
10 EA
$27.00
$3.00
$3.00
$15,000.00
$3.00
$7.00
$1.00
$60.00
$75.00
$90.00
$110.00
$150.00
$60.00
$2,500.00
$3,000.00
$1.00
$15,000.00
$600.00
$4,500.00
$4,500.00
I:~COStL~St,XlS
$68,000
$7,500
$3,ooo
$2,000
$1,360
$1o ,o0o
$91,860
$715,500
$,.t3,000
$48,000
$30,000
$70,500
$14,000
$13,000
$25,200
$150,000
$14,400
$,3,3o0
$3o,ooo
$36,ooo
$12,500
$60,000
$2,810
$15,000
$54.000
$9,000
$9,000
$1,273,210
Sub-Total Construction
20% Contingency
Total Construction
$1,365,070
$273,01.4
$1,638,084
Freese and Nichols, Inc.
- 4
~y:FREES~ & NICHOLS
Sent
2149202565
214~c/~.565 09/04/98 2f'~°M Job 316 Page
AGREEMENT FOR PROFESSIONAL SERVICES
STATE ()F TEXAS
COUNTY OF DALLAS §
This AGREEMENT is entered into by , hereinaflcr called "OWNER" and
Freese and Nichols, Inc., hereinafler called "FNI". The ttTrn "ARCHITECT' within this contract will relizrence tile
project ~chitect selected by mid under contract with the OWNER m~d is not a party to this agreement. In consideration
of the AGREEMENTS herere, the parlies agree as tbllows:
EMPL()YMENT OF FNI: In accordimce with d~e ternxs of this AGREEMENT: OWNER agrees to employ
FNI; FNI agrees to pcrfbnn professional services in connection with the PrQject; OWNER agrees to pity to
FNI conlpensation. The PrOject is described as lbllows:
II.
SCOPE OF SERVICES: FNI shall render prol~ssional services m connection with Project as set. tbrth in
Attachment SC - Scope of Services and Responsibilities of OWNER which is attached to aJ~d made a part of
this AGREEMENT.
I11.
COI~IPENSATION: OWNER agrees to pay FNt tbr 'all professioiud scrvicc~ rendered under this AGREEMENT
in accordance with Attacluncnt CO - Compensation which is attached hereto and n~tdc a pan. of this
AGREEMENT.
IV. TERMS AND CONDITIONS OF AGREEI~IENT: The Tcrnts and Conditions of Agrcetnent as set tbrth as
AttachnEnt TC shall govern the relationship between the OWNER and FNI.
Nothing tinder this AGREEMENT shall be construed u~ give any rights or benefits in t!~is AGREEMENT m anyone other
than OWNER and FNI, and all duties and responsibilities undertaken pursuant to this AGREEMENT will be for the sole
and exclusive benefit of OWNER and FNI and not/'or tile benefit of any other party.
This AGREEMENT constitutes tile entire AGREEMENT between OWNER and FNI and supersedes all prior written
or oral tatderstandings.
This contract is executed ill tWO counterparts.
IN TESTIMONY MEREOF, they have executed this AGREEMENT, the ....
day of _ ......... 1998.
ATTEST:
OWNER
By:
ATTEST:
FREESE AND NICHOLS, INC.
(FNI)
By:
'r 'r
a 2149202565
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Job 316 Page 5
SCOPE OF SERVICES
AND
RESPONSIBiI,ITIES OF OWNER
BASIC SERVICES: FN[ will p~fw, ide Lhc fiffiowin~ civil en.~inccring services
inlprovenlents tbr Coppell Road and design of a 12 'Twaterlin~ along the
Scope of Services outlines the proposed site civil services that. will be provjdec
A. Conceptual Roadway Layottt
paving and
o' .oppell Road. This
Walk the current aJignn~ent for the paving improvements verily, existing ground conditions.
Prepare a maximunl of two conceptual roadway
improvements based on the inforn~ation provided
horizontal 1' yout, vertical grades p{t~d a ti:w repres
Determinate extent of fief'Id surv°eys,
required to complete the design of the project.
Attcn w meetingwith the City to
horizontal and vertical alignments of Co
|br the waterline and paving
City. Conceptual layouts will include
,ss sections. (~et.,~'~O,. ~..L{I~%,~ ~;
- ay, and geot~hnical services
the alignment of the proposed waterline and the
B. Prclm~inary Design
Prepare the base design plan sheets ffo~
CoppeU Road alignment. The CADD
ibrmat. "~r'e,~,,., r,~,p ~ ,' I, [ PJ~..
the design surveys con~plcted ~dong the waterline and
duced drawings will be completed i.n ACAD Rel. t4
Prepare one set of preliminary
City. Submit pertinent plan
n plans marked "Preliminary" lbr revie~v and approval by the
to private utility companies for review and utility clearance.
Prepare an overall drainage are
facilities to convey ultimate de'
rcq u iremen ts.
map, runoff computations, and drainage design t~r drainage
fiopment runoff in accordance with the City's drainage design
Prepare a preliminary cost
costs.
Attenfi~)revicw meetin
waterline and Coppell Road:
and tinal design can begin.
to verii~, project budget and identity any addition',d project
the City to discuss the prelinmaary plans fi~r the proposed
Resolve preliminary design issues, such that geetechnical services
C. Final Design
Sent py:
,
,
FREES~
214~,_565
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2149202565
& NICHOLS
Prepare detailed plans, designs, layouts and typical sections lbr the
The location of the proposed waterline will be within :~ ~."
Prepare detailed plan and prof~e drawings lbr the Coppell Road
design will include the intersection at Sandy Lake Road and the
frontage road.
iml:
This
with the HWY 121
Prepare a construction sequencing plan to coordinate the
construction. A general traffic control plan will be prepared
Traffic Control Devices to address traffic flow during the c{
waterline and roadway
sing TxDOT's Manual on Unili>rm
~struc tie n.
Prepare phm and profile drawings fi3r the construction
CoppelI Road.
Prepare standard waterline and paving details tbr the
Freese 'nd Nichols nd City st' ndards.~l--/d
Prepare an erosion and sediment control plan for
construction of the waterline and paving '
be based on ~ standards.
Prepare technical specilications and contract doct
and City standard documents. The documents
phases.
storm dram system required for
Prepare revised opinion of probable construct
ttscd as the Engineer's construction estimate
)osed ti'on:~
activity and lbr completed
The erosion and ~diment control phm will
lbr construction using Freese and NichoLs
be prepared with options to bid the project in
1(). Attend a maximum of ~ plan
TLo,O and speciti
meetings. The phtns will be marked "Re
of the pertinent "Review Plans" plan
companies for review of utility
11.
Upon final approval of the plans by th,
contract documents marked
the project. As directed by the City,
are necessary in the receipt of bids
construction contracts, shall be
at actual cost of reproduction.
D. Surveying
n cost with updated project quantities. This will be
~r the project.
The review meetings will be conducted to
on items to produce the final construction documents.
uions will be provided at each of the three review
Plans" and will be fi~r review purposes only. One set
wffi be submitted to each oF the private utility
provide the City fifteen ( I ~5~sets of plans and
lbr Ct~nstruction." These plans will be used lbr bidding
litional sets of plans, specifications, and bid documents as
constructkin and as are required in the execution of the
by Freese and Nichols and shall be paid tBr by the City
Provide field design surveying services lbr a strip topographic survey ahmg the current 'alignment of
CoppclI Road Surveys will include property monuments, right-oFway monun~cnts, fences,
! "[ '1 ' T T
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FREESE
& NZCHOLS 214t~565
Job 318 / Page 7
pavements, signs, utility markers, visible utilities and appurtenances, d
limits of brush, trees greater than 6" diameter, landscaping, and
proposed alignment. Elevations along the alignment will be measu
ditch flowlines, right-olLway line and other pertinent locations.
and TxDOT datum estabhshcd in the field. Surveys shall be cam
This survey will be used in conjunction with existing and propo:
by the City and TxDOT that will show any improvements cons
2. The Surveyor will establish horizontal and vertical control p,
ti~ture use during construction.
~ERVICES: FNI will provide the Ibllowing services on
A. Geotechnic~ Services - Freese and Nichols will contract
testing company, to pe~orm IBm' soft bor~gs ~ong Coppe~ R.
ident~ing at a mm~um soil conditions, lits of rock, ground
recommendations, borrow material reqa~ements and trench
culverts, driveways,
:xisting features along the
at the edge of pavement,
will be based on City
in ACAD Rel. 14 lbrmat.
~lans and CADD files provided
along Coppell Road.
along the road and will mark
not-to-exceed basis:
Engineers, a local geotechnical
A geotechnical repurt will be prepared
depths, subgrade and pavement
'B. Easement/ROW Documents - Prepare metes and bounds
right-of-way acquisitions, permanent utility easements, and
and survey exhibits tbr the required
construction/slope easements.
Construction Services
The bidding and negotiation phase services
shall be limited to assisting the City with the
tabulation of the bids, checking references oi
lbr award of contract. The Engineer will cc
City Hall. The Engineer will furnish the Ci
of each set of the contract documents tbr
be provided tbr hath bid packages. The services
advertisement in the appropriate newspapers,
low bidders, and providing a recommendation letter
,rdinate receiving and opening bids with the City at
with four (4) executed and four (4) contbrmed copies
selected contractors.
Freese and Nichols will conduct one (1) and one (1) pro-construction conlbrencc with the
contractors and City Ibr each project. City sh',dl be responsible Ibr coordinating the location
and personnel to attend each of these ~nl~rences.
General :field representation will be p
questions that might arise in
lield representation will
and Nichols h~ ass-,,,,.d a ~.t.,~,,l.
..via, it,., ,,uill ho p-ox~idad during the
City's' fi~ld representation r¢q-ir~r
~nsp,~ction th,-oughout tho
anlo~m nt or .~t'~O 3hO w t, i~ t
' g;irrviocs.
to observe the progress of the work and to answer
and Nichol design. The amount of
thit: proposal, Fra~r'~-
:i'an period of six (6) months. A mayi~,,-, ,,f ,,,,elve (12) ~e
[~ .... Th~ k~ ha.~ed on our understanding of lhe
and the ihct that the City will provide tt.~ily ¢,,nM~ uctitJn
:tion. AddiClon~ ~ztc vl~i.t~ tu ~uu~im u~[it,. 3¢1%'122~: ~z,','~Hi~l
will 1~ ,dn~rs~d on an hourly btsis as Add!lit>hal"
Freese and Nichols
and recommend compliance of shop drawings tbr the. items
. 2149202565 2~m%
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re dre r' ~Jocuments' ]a tot~proposed watcrlin vements.
· cc'.io ~ mplc'.ed cons ruc ' City
one ( I . - "Rec ' "blksed
pector n ' ' r ed a d~sk
BASIS OF PROPOSAL: The scope of services fbr the project as described is based on the lbllowing:
This proposal does not include Environnmntal Services such as preparation of an individual pern~it
application, coordination of cultural resources investigations, preparation of a rnitigatio.n plan,
threatened and endangered spexies survey, and expert representation at public meetings or hearings.
It is assunwed that the OWNER will provide any peffmts necessary for the construction of the
roadway and waterline in~provements including environmental and FEMA permitting.
This proposal assurines that the ~ will assist En~neer in coordination with the district office of
TxDOT and other regulatory agencies that will be ',fffected by this project.
state, and l~deral authorities. i
applications and supporting documents for government permits.
The ~ei'~er will be responsible t~>r contacting, coordinating and securing all rights~of-way and
permanent and temporaW easements required l~r the proposed improvements. F~ao and N~s
will prepare metes and bounds descriptions and sumey e~bits for ~e required fights-oFway
acquisitions.
The ~r will be responsible for providing const~cfion inspection on the pr¢~ject. The Engineer
will only provide general project representation based on ~e number of site visits provided in this
proposal.
The ~r wi I be responsible tbr field surveys establishing Hne and ~ade ibr construction of the
project. The field surveys provided by the Engineer are limited to the design su~e~ described in
this proposal.
Anticipated Plan Sheets
PavinE and Storm Drain Packace
I Cover
2 General Notes and Legend
3 Coppell Road ROW Map 1
4 Coppoll Road ROW Map 2
5 Demolition Plan
SC-4
. 2149202565
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Job 31 6
Page 9/15
6
7
8
9
!0
11
12
13
14
15
16
17
18
19
20
Coppell Road Overall Plan and Control I
Coppoll Road Overall Plan anti Control 2
Paving P&P 1
Paving P&P 2
Paving P&P 3
Paving P&P 4
Paving P&P 5
Coppell Road & HWY 121 linersection
Coppel[ Road & Sandy Lake h~tersection
Drainage Area Map - Off-Site
Drainage Area Map - On-Site
Storm Drain Profiles
Erosion & Scdinncnt Control Plan
Construction Sequencing & Trat~ic Control
Miscellaneous Details
Waterline Plans
1
2
3
4
5
6
Cover
General Notes and Legend
Waterline Layout and Control Plan
12" Waterline P&P 1
12" Waterline P&P 2
Miscellaneous Details
ARTICLE IIi
ADDITIONAl, SERVICES: Additional Services to be perti~rmed by FNI, if authorized by OWNER, which
are not included in the above described basic services, are described as Ibllows:
A
Investigations involving consideration of operation, maintenance and overhead expenses, and the
preparation of rate schedules, earrungs and expense statements, l~asibility studies, appraisals,
evaluations, assessment schedules, and material audits or inventories required tbr certification of
three account construction perti~rmed by OWNER.
Preparing applications and supporting documents Ibr government grants, loans, or planning advances
and providing data tbr detailed applications.
Providing shop, n~ill, field or laboratory inspection of materials and equipment.
D,
Preparing data and reptnls for assistance to OWNER in pleparation lbr hearings belbre regulatorS'
agencies, courts, arbitration panels or any nxediator, giving testimony, personally or by deposition, and
preparations therelbre befbre any rcgmlatory agency, court, arbitration panel or mediator.
E,
Furnishing the services of a Resident Project Representative to act as OWNER's on-site
representalive during the Consu~ction Phase.
Assisting OWNER in claims disputes with Contractor(s).
Perlbrming investigations, studies and analyses of substitutions of equipment and/or materials or
deviations fi'om the plans and specifications.
Assisting OWNER in the defense or prosecution of litigation in conneclion wilh or in addition to those
SC-5
2149202565 ~
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Page 10/15
services contemplated by this AGREEMENT, Such services, if any, shall be furnished by FNI on a
fee basis negotiated by the respective panics outside of and in addition to this AGREEMENT.
Providing environnmntal support services including the design and implementation ol" ecological
baseline studies, environmental monitoring, impact assessn~ent and analyses, permitling assistance,
and other assistance reqttired to address envin>nmental issues.
Additional Services will be required if it is determined that the waterline and roadway alignments
change from the iocatiorks identLfied in the preliminary design phase. Included will be any alignment
changes that cause the construction to increase in length or extend beyond the ROW limits of
Coppell Road.
ARTICLE IV
TIME OF COMPLETION: FNI is authorized to commence work on the Prqject upon execution of this
AGREEMENT and agrees to complete the services in accordance with the tbllowing schedule based on a
Notice-to-Proceed by September 22, 1998:
Item
ConceptuM Roadway Layout
Complete preliminary design plans
Submittal of 90% review plans
Completion of tinal plans and specilications
Date
October 26, 1998
November 23, 1998
December 21, 1998
January l 1, 1999
FNI reserves the right to extend the completion schedule due to OWNER's delays. Additional con~pensation
may be requested by FNI if project is unduly prolonged due to delays beyond the control of FNI. If the design
schedule is accelerated requiring additional staffing and overtime pay, FNI will request additional fee to cover
staff costs. The OWNER will be notified of the additional i~e prior to work commencing and will be required to
pay this lbe prior to issuing final plans and specifications.
ARTICLE VI
RESPONSIBILITIES OF OWNER: OWNER shall perthtin the lbllowing in a tin-rely manner so as not to
delay the services or' FNI:
A,
Designate in writing a person to act as OWNER's representative with respect to the services to he
rendered under this AGREEMENT. Such person shall have contract authority to transmit
instructions, receive information, interpret and define OWNER's policies and decisions with respect
to FNi's services tbr the Project.
B,
Provide all criteria and t~ll inlbnnation as to OWNER's requirements fi~r the Prqject, including design
objectives and constraints, space, capacity and pertbnnance requirements, flexibility and
expandability, and any budgetary limitations; and furnish copies of all design and construction
standards which OWNER will require to be included in the plans and specifications.
SC-6
2149202565
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D,
J,
ATTAC H.MENT SC
Assist FNI by placing at FNI's disposal all available inlbrmation pctljnent to the Ptx>ject including
previous reports and any other data relative to design or construction of the Project.
Arrange tbr access to and make all provisions liar FNI to enter upon public and private property as
required for FNI to perli.~rm services under this AGREEMENT.
Exanfine all studies, reports, sketches, drawings, specilicalions, proposals and other documents
presented by FNI, obtain advice of an attorney, insurance counselor and other consultants as
OWNER deems appropriate for such examination and render in writing decisions pertaining thereto
within a reasonable tithe so as not to delay the services of FNI.
Furnish approvals and permits from all governmental authorities having jurisdiction over the Project
and such approvals and consents IYmn others as may be necessary Ibr con~pletion of the Project.
OWNER shall make or arrange to have made all subsurface investigations, including but not limited ~
to bertrigs, test pits, soil resistivity surveys, and other subsun:ace explorations. OWNER shall also
make or arrange to have made the inte~Vretations of data and reports resulting h'olll such
investigations. All costs associated with such investigations shall be paid by OWNER.
/
Provide such accounting, independent cost estimating and insurance counseling services as may be
required lbr the Project, such legal services as OWNER may require or FN! may reasonably request
with regard to legal issues pertaining to the Project including any that may be raised by Contractor(s),
such auditing se~,ice as OWNER may require to ascertain how or for what purpose any Contractor
has used the moneys paid under the construction contract, and such inspection services as OWNER
may requite to ascertain that Contractor(s) are complying with troy la~v, rule, regulation, ordinance,
code or order applicable to their funtishing and pertbnning the work.
OWNER shall detenninc, prior to receipt of construction bid, if FNI is to furnish Resident Project
Representative service so the Bidders can be inlbrmed.
Attend the pre-bid conference, bid opening, preconstruction conferences, construction progress and
other job related meetings and substantial completion inspections and final payment inspections.
Give prompt written notice to FNI whenever OWNER observes or otherwise becomes aware of any
development that af/~cts the scope or tin~ing o1" FNl's services, or any defect or nonconli-~rmance of
the work of any Contractor.
Furrash, or direct FNI to provide, Additional Services as stipulated in Attachment SC, Article IV of
this AGREEMENT or other services as required.
SC-7
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A,
ATTACHMENT CO
C OMPENSA Ti O N
I,UMP SUM WITH ADDITIONAL WORK BASED ON HOURLY RATES
Basic S ic : Cornpet~sation to FNi tbr the Basic Services in Attachnlent SC and as itentizcd in
v es
Attachment CO-I shall be the lump sum totals as follows:
If FNI sees the Scope of Services changing so that additional services are needed, including but not
limited to those services described as Additional Services in Attachment SC, FNI will notil3z OWNER
tk~r OWNER's approval betbre proceeding. Additional Services shall be computed based on the
Schedule of Charges.
B. % Services: Compensation to FNI tbr the Special Services in Attachment $C th,d as esUmated
At: '~,~,,T.~nt CO-1 shall be the hourly not-to-exceed tot. al~ lg follows:
'd~C'' if we.t~ee that the the will exceed the estimate, we will noUly the OWNER tbr authorization to proceed.
· ' bursa xpens peruses s be reimbur 'ed at a m lier of !. 10. Expenses tbr the
Schedule Of Charges:~OO- ~r~e~t*~ ~'~'"~
pOSII'ION
PRINCIPAL
GROUP MANAGER
SENIOR ENGINEER
ENGINEER (PE)
ENGINEER (EIT)
ELECTRICAL ENGINEER
MECHANICAL ENGINEER
ENVIRONMENTAL SCIENTIST
ARCHITECT
DESIGNER
TECHNICIAN
OPERATIONS ANALYST
WORD PROCESSING/SECRE~FARIAL
C( )NTRACT A I)M INISTRATOR
CO-OP
The ranges and individual sahtries will be adjusted annually.
MIN MAX
115 165
83 150
90 115
65 10)
40 85
65 110
65 90
50 75
65 92
44 90
40 62
56 75
35 55
35 44
18 35
EX!'ENSF. S
Plotting
Bond $ 6.00 per plot
Color $ I 0.O0 per plot
Vcllun~ $ I 1.0(} per plot
Mylar $ l ,'3.00 per plot
Printin~
B luelines/Blacklines
()ffset and Xerox Copies
Binding
CO-I
$().65 per square Rx>t
$0.15 per side tx~py
$2.50 per bcx~k
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Job 31 6
Page 13115
A~TACHMENT CO
Travel
S(l.325 per mile
OTHER I)!RECT EXPENSES
Other direct expenses are reimbursed at a multiplier of I.I0. They include out.side printing and rcpnxtuction expense,
conmmnication expense, travel, traamportation and subsistence away fronl Dallas and other miscellaneous expenses
directly related to the work. including costs of laboratory analysis, tests, and other work required to be done by
independent persons other than staff members.
CO-2
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2149202565 ~
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ATTACHMENT TC
8-20-96
TERMS AND CONDITIONS OF AGREEMENT
DEFINITIONS: The term Owner as used herein refers to
The term IrNI as used herein refers to Freese and Nichols, Inc., its employees and agents; also its subcontractors and theix
employees and agents- As used herein, Services refers to the professional services performed by Freere and Nichols pth-suant
to the AGREEMENT.
CHANGES: Owner, without invalidating the AGREEMENT, may order changes within the general scope of the WORK
required by the AGREEMENT by altering, adding to and/or deducting from the WORK to be performed. If any change
under this clause causes an increase or decrease in FNTs cost of, or the time required for, the performance of any part of the
Services under the AGREEMENT, an equitable adjustment will be made by mutual agreement and the AGREEMENT
modified in writing accordingly.
TERMINATION: The obligation to provide services under this AGREE~MENT may be terminated by either party, upon
ten days' writ-ten notice. In the event of termination, FNI will be paid for all services rendered and reimbursable expenses
incurred to the date of termination and, in addition, all reimbursable expenses directly attributable to termination.
CONSEQUENTIAL DAMAGES: in no event shall FNI or its subcontractors be liable in contract, ton, strict Liability,
warranty, or otherwise for any special, indirect, incidental or consequential damages, such as loss of product, loss of use of
the equipment or system, loss of anticipated profits or revenue, non-operation or increased expense of operation or other
equipment or systems.
INFORMATION FURNISHED BY OWNER: Owner will assist FNI by placing at rNI's disposal all available information
pertinent to the Project including previous reports and any other data relative to design or construction of the Project. FNI
shall have no liability for defects or negligence in the Services attributable to rNI's reliance upon or use of data, design
criteria, drawings, specifications or other information furnished by Owner and Owner agrees to indemnify and hold FNI
harmless from any and all claims and judgments, and all losses, costs and expenses arising therefrom. FNI shall disclose to
Owner, prior to use thereof, defects or omissions in the data, design criteria, drawings, specifications or other information
furnished by Owner to FNI that FNI may reasonably discover in its review and inspection thereof.
INSURANCE: FNI shall provide to Owner certificates of insurance which shall contain the following minimum coverage
(All limits in thousands):
Commercial General Liability
General Aggregate
$2,000
Workers' Compensation
Each Accident $500
Automobile Liability (Any Auto)
CSL . $1,000
Professional Liability
$3,000 Annual Aggregate
SUBCONTRACTS: If, for any reason, at any time during the progress of providing Services, Owner determines that
any subcontractor for FNI is incompetent or undesirable, Owner will notify FNI accordingly and FNI shall take
immediate steps for cancellation of such subcontract. Subletting by subcontractors shall be subject to the same
regulations. Nothing contained in the AGREEMENT shall create any contractual relation between any subcontractor
and Owner.
OWNERSHIP OF DOCUMENTS: All drawings, reports dam and other project information developed in the execution
of the Services provided under this AGREEMENT shall be the property of the Owner upon payment of FNrs fees for
services. FNI may retain copies for record purposes. Owner agrees such documents are not intended or represented to
be suitable for tense by Owner or others. Any reuse by Owner or by those who obtained said documents from Owner
without written verification or adaptation by FNI will be at Owner's sole risk and without liability or legal exposure to
FNI, or to FNI's independent associates or consultants, and Owner shall indemnify and hold harmless FNI and FNI's
independent associates and consultants from all claims, damages, losses and expenses including attorneys' fees arising
out of or resulting therefrom. Any such verification or adaptation will entitle FNI to further reasonable compensation.
F'NI may tense all drawings, report data and other project information in the execution of the Services provided under
this AGREEMENT in FNI's other activities. Any reuse by FNI will he at FNI's sole risk and without liability or legal
exposure to Owner, and FNI shall indemnify and hold harmless Owner from all claims, damages, losses and expenses
including attorneys' fees arising out of or resulting therefrom.
Sen.t: ,by:
10.
11.
12.
I3.
14.
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2149202565
FREES~ & NICHOLS 214,3~565 09/04/98 2~PM Job 316 Page 15/15
POLLUTANTS AND HAZARDOUS WASTES: It is understood and agreed that FN[ has neither created nor
contributed to the creation or existence of any haTardous, radioactive, toxic, ~rritant, poUutant, or otherwise dangerous
substance or condition at the site, if any, and its compensation hereunder is in no way commensurate with the potential
risk of injury or loss that may be caused by exposures to such substances or conditions. The parties agree that in
performing the Services required by this AGREEMENT, FNI does not take possession or control of the subject site, but
acts as an invitee in performing the services, and is not therefore responsible for the existence of any poilutant present
on or migrating from the site. Further, FN~ shah have no responsibility for any poilutant during clean-up, transportation,
storage or disposal activities.
OPINION OF PROBABLE COSTS: FNI will furnish an opinion of probable project development cost based on
present day cost, but does not guarantee the accttracy of such estimates. Opinions of probable cost, financial evaluations,
feasibility studies, economic analyses of alternate solutions and utilitarian considerations or' operations and maintenance
costs prepared by FNI hereunder will be made on the basis of FNI's experience and qualifications and represent FNI's
judgemerit as an experienced and qualified design professi. onal. It is recognized, however, that FNI does not have control
over the cost of labor, material, equipment or services fttrnished by others or over market conditions or contractors'
methods of determining their prices.
CONSTRUCTION REPRESENTATION: If required by the AGREEMENT, FNI will furnish Construction
Representation according to the defined scope for these services. FNI will observe the progress and the quality of work
to determine in general if the work is proceeding in accordance with the Contract Documents. In performing these
services, FNI will endeavor to protect Owner against defects and deficiencies in the work of Contractors; lrNI will report
any observed deficiencies to Owner, however, [t is understood that FNI does not guarantee the Contractoes performance,
nor is FNI responsible for the supervision of the Conwactoes operation and employees. FNI shall not be responsible for
the means, methods, techniques, sequences or procedures of construction selected by the Contractor, or the safety
precautions and programs incident to the work of the Contractor. FNI shall not be responsible for the acts or omissions
of any person (except his own employees or agent) at the Project site or otherwise performing any of the work of the
Project. If Owner designates a person to serve in the capacity of Resident Project Representative who is not a FNI's
employee or FNI's agent, the duties, responsibilities and limitations of authority of such Resident Project
Representative(s) will be set forth in writing and made a part of this AGREEMENT before the Construction Phase of
the Project begins.
PAYMENT: Progress payments may be requested by FNI based on the amount of services completed. Payment for
the services of FNI shall be due and payable upon submission of a statement for services to OWNER. Statements for
services shall not be submitted more frequently than monthly. Any applicable new taxes imposed upon services,
expenses, and charges by any governmental body a~er the execution of this AGREEMENT will be added to FNI's
compensation.
If OWNER fails to make any payment due FNI for services and expenses within thirty (30) days after receipt ofl:'Nl's
statement for services therefore, the mounts due FNI will be increased at the rate of one percent (1%) per month from
said thirtieth (30th) day. and, in addition, FNI may, a~:er giving seven (7) days' written notice to OWNER, suspend
services under this AGREEMENT until FNI has been paid in full, all amotmts due for services, expenses and charges.
ARBITRATION: No arbitration arising out of, or relating to, this AGREEMENT involving one party to this
AGREEMENT may include the other party to this AGREEMENT without their approval
SUCCESSORS AND ASSIGNPVlENTS: OWNER and FNI each are hereby bound and the partners, successors,
executors, administrators and legal representatives of OWNER and FNI are hereby bound to the other party to this
AGREEMENT and to the parreefs, successors, executors, administrators and legal representatives (and said assigns) of
such other party, in respect of all covenants, agreements and obligations of this AGREEMENT.
Neither OWNER nor FNI shall assign, sublet or transfer any fights under or interest in (including, but without limitation,
moneys that may become due or moneys that are due) this AGREEMENT without the written consent of the other, except
to the extent that any assignment, subletting or transfer is mandated by law or the effect of this limitation may be
restricted by law. Unless specifically stated to the contrary in any written consent to an assignment, no assignment will
re[ease or discharge the assignor from any duty or responsibility under this AGREEMENT. Nothing contained in this
paragraph shall prevent FNI from employing such independent associates and consultants as FNI may deem appropriate
to assist in the performance of services hereunder.
PURCHASE ORDERS: Ira Purchase Order is used to authorize FNI's Services, only the terms, conditions/instructions
typed on the face of the Purchase Order shah apply to this AGREEMENT. Should there be any conflict between the
Purchase Order and the terms of this AGREEMENT, then this AGREENiENT shall prevail and shall be deterrninative
of the conflict.
FNI
OWNER