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HomeMy WebLinkAboutRes 18-04 Authorizing the Town Manager to enter into an agreement with Terracon for Fire and EMS House 1 TOWN OF WESTLAKE RESOLUTION NO. 18-04 A RESOLUTION OF THE TOWN COUNCIL AUTHORIZING THE TOWN MANAGER TO ENTER INTO AN AGREEEMENT WITH TERRACON CONSULTION ENGINEERS FOR CONSTRUCTION MATERIALS TESTING AND OBSERVATION SERVICES FOR THE CONSTRUCTION OF THE WESTLAKE FIRE-EMS FIRE HOUSE 1 PROJECT AND AUTHORIZE TOWN STAFF TO MAKE FUNDING CHANGES NOT TO EXCEED $25,000 ON THIS PROJECT. WHEREAS, the Town of Westlake will be constructing a new 18,000 square foot Fire- EMS Fire House 1; and, WHEREAS, the Town's current Fire-EMS department has been operating out of a temporary facility for the past 12 years; and, WHEREAS,the Council desires to provide stakeholders with an iconic looking fire station that serves the emergency services needs of the community and meets the community building standards; and, WHEREAS, the staff recommends Terracon Consulting Engineers provide the construction materials testing and observation services for the construction of the Fire—EMS Fire House 1 project; and, WHEREAS, the Town Council finds that the passage of this Resolution is in the best interest of the citizens of Westlake. NOW, THEREFORE,BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: That, all matters stated in the Recitals hereinabove are found to be true and correct and are incorporated herein by reference as if copied in their entirety. SECTION 2: That the Town of Westlake Town Council does hereby authorize the Town Manager to enter into an agreement with Terracon Consulting Engineers for construction materials testing and observation services for the Fire—EMS House 1 project attached as Exhibit A; and authorizes town staff to make funding changes not to exceed $25,000 on this project. SECTION 3: If any portion of this Resolution shall, for any reason, be declared invalid by any court of competent jurisdiction, such invalidity shall not affect the remaining provisions hereof and the Council hereby determines that it would have adopted this Resolution without the invalid provision. Resolution 18-04 Page 1 of 2 SECTION 4: That this resolution shall become effective from and after its date of passage. PASSED AND APPROVED ON THIS 29th DAY OF JANUARY 2018. ATTEST: ., f/1 , _,�, � Laura L. Wheat, Mayor LQ-L(-)ewe)w. Kelly Edw s, Town Secretaryy Thomas E. Bryme ; own Manager O T APPROVE AS TO ORM: �• h� '. -E' L(. Sfanton Ko Attorney `�' Resolution 18-04 Page 2 of 2 Irerracon December 7, 2017 Town of Westlake Attn.: Mr. Tom Brymer 1500 Solana Boulevard, Building 7, Suite 7200 Westlake, Texas 75262 Subject: Proposal for Construction Materials Testing and Observation Services Town of Westlake Fire Station 2000 Dove Road, Westlake, Texas 75262 Terracon Proposal No.: P95171268 Dear Mr. Brymer: Terracon Consultants, Inc. (Terracon) is pleased to submit this proposal to provide construction materials testing, observation services, or special inspection services for the above referenced project as required. We are presenting this proposal to confirm our understanding of the services to be performed for this project, to obtain written authorization to provide these services, and to present the estimated fee to provide these services. The following sections outline our understating of the project and provide a description of the tasks to be performed. A) PROJECT INFORMATION The site is located at 2000 Dove Road Westlake, Texas. This project will consist of two new buildings on shallow foundations. One building is the proposed fire station with a building footprint of 12,279 square feet, and proposed new administrative building with a footprint of 4,606 square feet. Both buildings will consist of structural masonry, structural steel, and wood framing. There will also be site associated utilities and paving. Terracon was provided with the following construction documents for preparation of this proposal: • Preliminary Civil Drawings by Pacheco Koch dated 09/11/2017 • Preliminary Structural Drawings by BRW Architects dated 09/11/2017 • Specifications dated 09/11/2017 • Geotechnical Report by Terracon dated 10/06/2016 B) SCOPE OF SERVICES Based on our review and understanding of the documents listed above, Terracon proposes the following scope of services: Terracon Consultants, Inc. 2501 East Loop 820 North Fort Worth, Texas 76118 P [817] 268-8600 F [817]268-8602 terracon.com Resolution 18-04 Proposal for Construction Materials Testing Services Irerracon Town of Westlake Fire Station 2000 Dove Road,Westlake,Texas 76262 December 7, 2017 Terracon Proposal No. P95171268 Earthwork Observations and Testing: 1. Sample materials to be used as building fills, utility trench backfill, wall backfill, general fill, and pavement subgrades. Prepare and test the samples for Atterberg Limits (ASTM D4318), Minus #200 Sieve (ASTM D1140), and moisture- density relationship (ASTM D698). 2. Observe proofrolling operations of the building pad and paving subgrades; and perform density tests of the building fills, utility trench backfill, wall backfill, general fill, and pavement subgrades using the nuclear method (ASTM D6938) to determine the moisture content and percent compaction of the soil materials. Cast-in-Place Concrete Observations and Testing: 1. Sample and test the fresh concrete for each mix, Perform tests for slump, air content, ambient and concrete temperatures, and unit weight; and cast test specimens (ASTM C172, C31, C143, C231, C1064, C138). Terracon understands that the contractor will be responsible for maintaining the initial field curing temperature of the concrete test specimens. 2. We have assumed the concrete will be sampled at a frequency of one set of five test cylinders every 100 cubic yards or fraction thereof per mix per day for all structural concrete. Terracon requests that a copy of the approved mix design(s) be provided to us prior to placement of the concrete. 3. Perform compressive strength tests of concrete test cylinders cast in the field (ASTM C31, C39). Five 4" x 8" concrete cylinders will be prepared for structural concrete having nominal maximum size aggregate of 1 inch or less. Four 6" x 12" concrete cylinders per set will be prepared for concrete having a nominal maximum size aggregate of greater than 1 inch. When 6" x 12" cylinders are prepared, one cylinder will be tested at 7 days, two cylinders will be tested at 28 days and one cylinder will be tested at 56 days or at an age requested by others. 4. When 4" x 8" cylinders are prepared, one cylinder will be tested at 7 days, three cylinders will be tested at 28 days, and one cylinder will be tested at 56 days or at an age requested by others. Reinforcing Steel Observation and Testing: 1. Verify the size, number and placement of reinforcing steel prior to placement of 2. Terracon recommends scheduling a minimum of 24 hours prior to concrete placement. Masonry Observations and Testing: 1. Provide a qualified technician for periodic field observation during load-bearing CMU wall construction. Responsive Resourceful Reliable P a g e 12 Resolution 18-04 Proposal for Construction Materials Testing Services Irerracon Town of Westlake Fire Station 2000 Dove Road,Westlake, Texas 76262 December 7, 2017 Terracon Proposal No. P95171268 2. Sample mortar for compressive strength testing. (6 mortar cubes 2"x2"x2" per 5,000 SF wall area) 3. Sample grout for compressive strength testing. (4 grout prisms 3"x3"x6" per 5,000 SF wall area) Structural Steel Observations and Testing: 1. Terracon recommends that the general contractor schedule a pre-erection meeting to discuss the erection sequence, review welding and bolting requirements and to review welder certification records. 2. Provide a Certified Welding Inspector (CWI) in the field to visually observe accessible field bolted/welded connections in accordance with applicable AISC and AWS standards. 3. Perform visual inspections of elevated metal decking for placement including overlap, fastener spacing, supports at openings and penetrations, and puddle welds pattern, size and quality. 4. Terracon will observe any shear studs in association with composite concrete decks for number, pattern, and bond. 5. Utilize an Ultrasonic Flaw detector to determine the quality of complete joint penetration welds such as moment connections or splice connections. If the base material has a thickness of 5/16" or greater, Terracon recommends that those welds be tested by the Ultrasonic Method in accordance with AWS D1.1. 6. Perform visual inspections of 100% of completed accessible welds to verify that the welds meet the visual acceptance criteria of AWS D1.1. Project Management/ Administration: A project manager will be assigned to the project to review the daily activity and assist in scheduling the work. Field and laboratory tests will be reviewed prior to submittal. The project manager will be responsible for maintaining the project budget and will oversee the preparation of the final report. Special Inspections Letter: Upon completion of our services, a special inspection letter will be prepared, if requested. The letter will list services Terracon performed and if our results and/ or observation were in compliance. Responsive Resourceful Reliable P a g e l 3,, Resolution 18-04 Proposal for Construction Materials Testing Services Irerracon Town of Westlake Fire Station 2000 Dove Road,Westlake,Texas 76262 December 7,2017 Terracon Proposal No. P95171268 C) REPORTING Results of field tests will be submitted verbally to available personnel at the site. Written reports of field tests and observations will be distributed within five business days. Test reports will be distributed via electronic distribution unless otherwise requested. Please provide Terracon with a report distribution list prior to the beginning of the project. The list should include the company name, address, contact person name, phone number, and e-mail address for each person. Our reported test locations will typically be estimated by pacing distances and approximating angles and elevations from local control data (staking and layout lines) provided by others on site. The accuracy of our locations will be dependent on the accuracy, availability and frequency of the control points provided by the client and/ or contractor. D) SCHEDULING Field testing services will be provided on an "as requested" basis when scheduled by your representative. A minimum of 24-hour notice is required to properly schedule our services. To schedule our services please contact our dispatcher at (817) 591-4907. The dispatch office hours are from 7:00 a.m. to 5:00 p.m. Messages left after business hours will be checked the following business day. Terracon shall not be held responsible for tests not performed as a result of a failure to schedule our services or any subsequent damage caused as a result of'a lack of testing. Terracon recommends that a copy of this proposal be provided to the general contractor so they understand our scope of services and schedule us accordingly. Please note that the number of tests and trips described in the Scope of Services does not constitute a minimum or maximum number of tests or trips that may be required for this project. It is the responsibility of your representative to schedule retests in a like manner to scheduling our original services. Terracon shall not be held responsible for retests not performed as a result of a failure to schedule our services or any subsequent damage caused as a result of a lack of retesting. If you would like us to perform additional work, please contact us and we will issue a short Supplement to Agreement form, or Supplemental Proposal, that outlines the additional work to be performed and associated fees. To authorize us to begin additional work, you simply return a signed copy of the Supplemental agreement. Responsive Resourceful ; Reliable F a g e 14 Resolution 18-04 Proposal for Construction Materials Testing Services Irerracon Town of Westlake Fire Station 2000 Dove Road,Westlake,Texas 76262 December 7, 2017 Terracon Proposal No. P95171268 E) COMPENSATION Based on the project information available for our review, we propose an estimated cost of $49,404.00. Services provided will be based on the unit rates included in the attached Budget Estimate. Please note that this is only a budget estimate and not a not-to-exceed price. Many factors beyond our control, such as weather and the contractor's schedule, will dictate the final fee for our services. For services provided on an "as requested" basis, overtime is defined as all hours in excess of eight hours per day or outside of the normal hours of 7:00 a.m. to 5:00 p.m. Monday through Friday, and all hours worked on weekends and holidays. Overtime rates will be 1.5 times the hourly rate quoted. A four hour minimum charge is applicable to all trips made portal to portal (our laboratory) to provide our testing, observation and consulting services. A two hour minimum charge is applicable for trips to the project site for sample pickup only. All labor, equipment and transportation charges are billed on a portal to portal basis from our office. You will be invoiced on a monthly basis for services actually performed and/or as authorized or requested by you or your designated representative. Terracon's total invoice fee is due within thirty days following final receipt of invoice. Quantities and costs associated with re-tests, cancellations and stand-by time are not included in our estimated fee. F) SITE ACCESS AND SAFETY Client shall secure all necessary site related approvals, permits, licenses, and consents necessary to commence and complete the services and will execute any necessary site access agreement. Terracon will be responsible for supervision and site safety measures for its own employees, but shall not be responsible for the supervision or health and safety precautions for any third parties, including Client's contractors, subcontractors, or other parties present at the site. G) TESTING AND OBSERVATION Client understands that testing and observation are discrete sampling procedures, and that such procedures indicate conditions only at the depths, locations, and times the procedures were performed. Terracon will provide test results and opinions based on tests and field observations only for the work tested. Client understands that testing and observation are not continuous or exhaustive, and are conducted to reduce — not eliminate - project risk. Client agrees to the level or amount of testing performed and the associated risk. Client is responsible (even if delegated to contractor)for notifying and scheduling Terracon so Terracon can perform these services. Responsive ii Resourceful Reliable P a g e 15 Resolution 18-04 Proposal for Construction Materials Testing Services Irerracon Town of Westlake Fire Station 2000 Dove Road,Westlake, Texas 76262 December 7,2017 Terracon Proposal No. P95171268 Terracon shall not be responsible for the quality and completeness of Client's contractor's work or their adherence to the project documents, and Terracon's performance of testing and observation services shall not relieve contractor in any way from its responsibility for defects discovered in its work, or create a warranty or guarantee. Terracon will not supervise or direct the work performed by contractor or its subcontractors and is not responsible for their means and methods. H) AUTHORIZATION This proposal may be accepted by executing the attached Agreement for Services and returning an executed copy along with this proposal to Terracon. This proposal for services and accompanying limitations shall constitute the exclusive terms, conditions and services to be performed for this project. This proposal is valid only if authorized within sixty days from the listed proposal date. We appreciate this opportunity of working with you and we look forward to working with you in the future. Sincerely, Terracon Consultants, Inc. (Texas Registration No. F-3272) oey UnderwoodT029— William V. Jac s, P.E. Project Manager Senior Project Materials Engineer Attachments: (1) Budget Estimate (2) Schedule of Fees and Services (3) Agreement for Services Responsive Resourceful . Reliable F a o. e 6 Resolution 18-04 Proposal for Construction Materials Testing Services 1rerracon Town of Westlake Fire Station 2000 Dove Road, Westlake, Texas 76262 December 7, 2017 Terracon Proposal No. P95171268 BUDGET ESTIMATE Service Quantity Unit Unit Rate Estimate BUILDING Earthwork Observation and Testing Soils Technician,(min.4 hours) 60 hour $52.00 $3,120.00 Moisture Density Relationship(ASTM D698) 5 each $225.00 $1,125.00 Sieve Analysis(Minus 200,ASTM D1140) 5 each $40.00 $200.00 Atterberg Limits(ASTM D4318) 5 each $75.00 $375.00 Nuclear Density Gauge 12 trip $50.00 $600.00 Vehicle Charge 14 trip $40.00 $560.00 Sub-total $5,980.00 Concrete&Reinforcing Steel Observation and Testing Concrete Technician,(min.4 hours) 68 hour $52.00 $3,536.00 Concrete Technician,(Overtime) 8 hour $78.00 $624.00 Reinforcing Steel Technician,(min.4 hours) 36 hour $52.00 $1,872.00 Compressive Strength Tests(4"x8") 60 each $17.00 $1,020.00 Concrete Cylinder Pick-Up 18 hour $52.00 $936.00 Vehicle Charge 18 trip $40.00 $720.00 Sub-total $8,708.00 Masonry Masonry Technician,(min.4 hours) 48 hour $52.00 $2,496.00 Grout Test Prisms 48 each $35.00 $1,680.00 Mortar Test Cubes 72 each $18.00 $1,296.00 Masonry Sample Pick-Up 24 hour $52.00 $1,248.00 Vehicle Charge 24 trip $40.00 $960.00 Sub-total $7,680.00 Structural Steel Observation Certified Welding Inspector(CWI),(min.4 hours) 32 hour $95.00 $3,040.00 Vehicle Charge 8 trip $40.00 $320.00 Sub-total $3,360.00 SITEWORK Earthwork Observation and Testing Soils Technician,(min.4 hours) 92 hour $52.00 $4,784.00 Nuclear Density Gauge 20 trip $50.00 $1,000.00 Vehicle Charge 23 trip $40.00 $920.00 Sub-total $6,704.00 Concrete &Reinforcing Observation and Testing Concrete Technician,(min.4 hours) 68 hour $52.00 $3,536.00 Concrete Technician,(Overtime) 16 hour $78.00 $1,248.00 Compressive Strength Tests(4'x8") 140 each $17.00 $2,380.00 Concrete Cylinder Pick-Up 24 hour $52.00 $1,248.00 Vehicle Charge 24 trip $40.00 $960.00 Sub-total $9,372.00 ADMINISTRATION Project Manager 40 hour $120.00 $4,800.00 Clerical 25 hour $60.00 $1,500.00 Project Engineer 5 hour $160.00 $800.00 Final Inspection Letter 1 each $500.00 $500.00 Sub-total $7,600.00 TotalEstimated Project 0i Responsive Resourceful Reliable P a 9 e 17 Resolution 18-04 Proposal for Construction Materials Testing Services Irerracon Town of Westlake Fire Station 2000 Dove Road,Westlake, Texas 76262 December 7,2017 Terracon Proposal No. P95171268 SCHEDULE OF SERVICES AND FEES CONSTRUCTION MATERIALS ENGINEERING 2017 Personnel ProjectEngineer, per hour ..............................................................................................$160.00 ProjectManager, per hour ...............................................................................................$120.00 Senior Engineering Technician, per hour ..........................................................................$56.00 Engineering Technician, per hour ......................................................................................$52.00 Clerical ............................................................................................................$60.00 Transportation Vehicle, per trip (within 50 miles of Terracon office) .........................................................$40.00 Mileage (over 50 miles from Terracon office) per mile ........................................................$0.60 A fuel surcharge may be added if fuel costs increase by more than 10% during the project duration. Concrete and Reinforcing Steel Field Services Engineering technician, per hour ......................................................................................$52.00 Engineering technician, overtime rate, per hour ...............................................................$78.00 Concrete Tests Compressive Strength Tests (ASTM C 31 & C 39), 4"x8", each .......................................$17.00 Compressive Strength Tests (ASTM C 31 & C 39), 6"x12", each .....................................$20.00 Compressive Strength Tests (Contractor Made), each .....................................................$30.00 Beam Flexural Tests (ASTM C 293 or C 78), each ..........................................................$50.00 Concrete Coring Technician, per hour ..............................................................................$52.00 Concrete Coring Technician, overtime rate, per hour .......................................................$78.00 Concrete Coring Generator Fee, per day .........................................................................$25.00 Concrete Coring Testing, each .........................................................................................$75.00 Masonry Field Services Masonrytechnician, per hour ...........................................................................................$52.00 Masonry technician, overtime rate, per hour ....................................................................$78.00 Compressive strength CMU block (ASTM C 140), each .................................................$100.00 CMU block absorption only(ASTM C 140), each ..............................................................$75.00 CMU Block prism compressive strength (ASTM C 1314), each .......................................$250.00 Grout Test Prisms (ASTM C 1019), each .........................................................................$35.00 Mortar Test Cubes (ASTM C 780 & C 109), each ............................................................$18.00 Responsive : Resourceful Reliable P a g e 18 Resolution 18-04 Proposal for Construction Materials Testing Services Irerracon Town of Westlake Fire Station 2000 Dove Road,Westlake, Texas 76262 December 7, 2017 Terracon Proposal No. P95171268 SCHEDULE OF SERVICES AND FEES CONSTRUCTION MATERIALS ENGINEERING 2017 Soils Laboratory Tests Classification Atterberg limits (ASTM D 4318), each ..............................................................................$75.00 Sieve analysis (ASTM C 136), each .................................................................................$75.00 Sieve analysis percent finer than#200 (ASTM C 117 or D 1140), each ...........................$40.00 Compaction Optimum moisture / maximum dry density relations (proctors) ASTMD698, each ..............................................................................................$225.00 ASTMD1557, each ............................................................................................$275.00 Additional charge for Coarse Aggregate Correction (ASTM D4718) ......................$25.00 TXDOT TEX 113E, each ....................................................................................$250.00 TXDOT TEX 114E, each .................... ...........$225.00 ..................................................... Permeability(ASTM D 5084), each ....................................................................$350.00 Soils Field Services Soilstechnician, per hour .................................................................................................$52.00 Soils technician, overtime rate, per hour ..........................................................................$78.00 Nuclear Density Gauge, per day .......................................................................... $50.00 Field gradation of lime treated soil, each ................................ ..................................$45.00 Depth check of lime treated soil, each ..............................................................................$25.00 Soil pH value (TEX 128E) each ........................................................................................$25.00 Asphaltic Concrete Services Asphalttechnician, per hour .............................................................................................$56.00 Asphalt technician, overtime rate, per hour ......................................................................$84.00 Molding specimens (TEX 206F), set of 3 ..........................................................................$75.00 Bulk specific gravity of lab molded specimens, set of 3 ....................................................$50.00 Bulk specific gravity of core specimen (TEX 207F), each .................................................$50.00 Maximum theoretical density (ASTM D 2041 or TEX 227F), each ....................................$75.00 Hveem stability (ASTM D 1560 or TEX 208F), set of 3 ...................................................$100.00 Extraction and Sieve Analysis (ASTM D 2172 or TEX 21 OF), each ................................$200.00 Asphalt coring technician, per hour ..................................................................................$95.00 Asphalt core thickness &density, each ............................................................................$50.00 Responsive Resourceful i Reliable P a g e 19 Resolution 18-04 Proposal for Construction Materials Testing Services 1rerracon Town of Westlake Fire Station 2000 Dove Road,Westlake,Texas 76262 December 7, 2017 Terracon Proposal No. P95171268 SCHEDULE OF SERVICES AND FEES CONSTRUCTION MATERIALS ENGINEERING 2017 Drilled Pier Senior Engineering Technician, per hour .........................................................................$56.00 Senior Engineering Technician, overtime rate, per hour ...................................................$84.00 Wood Truss & Fire Stop Senior Engineering Technician, per hour .........................................................................$56.00 Senior Engineering Technician, overtime rate, per hour ...................................................$84.00 Structural Steel Visual Inspection by CWI, per hour ..................................................................................$95.00 Ultrasonic Testing by CWI, per hour .................................................................................$95.00 Ultrasonic Testing Equipment, per day .............................................................................$75.00 Reinforcing Steel Detection Senior Engineering Technician, per hour ............. .......$56.00 ..................................................... Senior Engineering Technician, overtime rate, per hour ...................................................$84.00 HiltiFerroscan equipment, per day .................................................................................$220.00 Reimbursable Expenses Direct non-salary project expenses for 'outside" services are billed at cost plus 15 percent for handling. These include but are not limited to the following: travel and lodging, external consultants, environmental analytical tests, drilling, special supplies, permits, equipment, sampling, field testing, on site facilities, clearing/grading contractors, water trucks, bulldozers, security forces, surveyors, traffic control or other support services. Remarks A four (4) hour minimum charge is applicable to all trips made for the performance of testing, inspection, cancellations or consulting services. A minimum charge of two (2) hours will be assessed for trips to the project site for sample or cylinder pick up only. Responsive Resourceful Reliable P a g e 110 Resolution 18-04 1 rerracon Reference Number:P95171268 AGREEMENT FOR SERVICES This AGREEMENT is between Town of Westlake ("Client") and Terracon Consultants, Inc. ("Consultant") for Services to be provided by Consultant for Client on the Town of Westlake Fire Station project("Project"), as described in the Project Information section of Consultant's Proposal dated 12/07/2017 ("Proposal")unless the Project is otherwise described in Exhibit A to this Agreement(which section or Exhibit is incorporated into this Agreement). 1. Scope of Services.The scope of Consultant's services is described in the Scope of Services section of the Proposal("Services"), unless Services are otherwise described in Exhibit B to this Agreement(which section or exhibit is incorporated into this Agreement). Portions of the Services may be subcontracted. When Consultant subcontracts to other individuals or companies,then consultant will collect from Client on the Subcontractors'behalf. Consultant's Services do not include the investigation or detection of, nor do recommendations in Consultant's reports address the presence or prevention of biological pollutants (e.g., mold, fungi, bacteria, viruses, or their byproducts) or occupant safety issues, such as vulnerability to natural disasters, terrorism, or violence. If Services include purchase of software, Client will execute a separate software license agreement. Consultant's findings, opinions, and recommendations are based solely upon data and information obtained by and furnished to Consultant at the time of the Services. 2. Acceptance/ Termination. Client agrees that execution of this Agreement is a material element of the consideration Consultant requires to execute the Services, and if Services are initiated by Consultant prior to execution of this Agreement as an accommodation for Client at Client's request, both parties shall consider that commencement of Services constitutes formal acceptance of all terms and conditions of this Agreement. Additional terms and conditions may be added or changed only by written amendment to this Agreement signed by both parties. In the event Client uses a purchase order or other form to administer this Agreement,the use of such form shall be for convenience purposes only and any additional or conflicting terms it contains are stricken. This Agreement shall not be assigned by either party without prior written consent of the other party. Either party may terminate this Agreement or the Services upon written notice to the other. In such case, Consultant shall be paid costs incurred and fees earned to the date of termination plus reasonable costs of closing the Project. 3. Change Orders. Client may request changes to the scope of Services by altering or adding to the Services to be performed. If Client so requests, Consultant will return to Client a statement (or supplemental proposal) of the change setting forth an adjustment to the Services and fees for the requested changes. Following Client's review, Client shall provide written acceptance. If Client does not follow these procedures, but instead directs, authorizes,or permits Consultant to perform changed or additional work,the Services are changed accordingly and Consultant will be paid for this work according to the fees stated or its current fee schedule. If project conditions change materially from those observed at the site or described to Consultant at the time of proposal,Consultant is entitled to a change order equitably adjusting its Services and fee. 4. Compensation and Terms of Payment. Client shall pay compensation for the Services performed at the fees stated in the Compensation section of the Proposal unless fees are otherwise stated in Exhibit C to this Agreement(which section or Exhibit is incorporated into this Agreement). If not stated in either,fees will be according to Consultant's current fee schedule.Fee schedules are valid for the calendar year in which they are issued. Fees do not include sales tax. Client will pay applicable sales tax as required by law. Consultant may invoice Client at least monthly and payment is due upon receipt of invoice. Client shall notify Consultant in writing,at the address below,within 15 days of the date of the invoice if Client objects to any portion of the charges on the invoice, and shall promptly pay the undisputed portion. Client shall pay a finance fee of 1.5% per month, but not exceeding the maximum rate allowed by law,for all unpaid amounts 30 days or older. Client agrees to pay all collection-related costs that Consultant incurs, including attorney fees. Consultant may suspend Services for lack of timely payment. It is the responsibility of Client to determine whether federal, state, or local prevailing wage requirements apply and to notify Consultant if prevailing wages apply. If it is later determined that prevailing wages apply, and Consultant was not previously notified by Client, Client agrees to pay the prevailing wage from that point forward, as well as a retroactive payment adjustment to bring previously paid amounts in line with prevailing wages. Client also agrees to defend, indemnify, and hold harmless Consultant from any alleged violations made by any governmental agency regulating prevailing wage activity for failing to pay prevailing wages,including the payment of any fines or penalties. 5. Third Party Reliance.This Agreement and the Services provided are for Consultant and Client's sole benefit and exclusive use with no third party beneficiaries intended. Reliance upon the Services and any work product is limited to Client,and is not intended for third parties other than those who have executed Consultant's reliance agreement,subject to the prior approval of Consultant and Client. 6. LIMITATION OF LIABILITY. CLIENT AND CONSULTANT HAVE EVALUATED THE RISKS AND REWARDS ASSOCIATED WITH THIS PROJECT, INCLUDING CONSULTANT'S FEE RELATIVE TO THE RISKS ASSUMED, AND AGREE TO ALLOCATE CERTAIN OF THE ASSOCIATED RISKS. TO THE FULLEST EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF CONSULTANT(AND ITS RELATED CORPORATIONS AND EMPLOYEES)TO CLIENT AND THIRD PARTIES GRANTED RELIANCE IS LIMITED TO THE GREATER OF $50,000 OR CONSULTANTS FEE, FOR ANY AND ALL INJURIES, DAMAGES, CLAIMS, LOSSES, OR EXPENSES (INCLUDING ATTORNEY AND EXPERT FEES)ARISING OUT OF CONSULTANT'S SERVICES OR THIS AGREEMENT. PRIOR TO ACCEPTANCE OF THIS AGREEMENT AND UPON WRITTEN REQUEST FROM CLIENT, CONSULTANT MAY NEGOTIATE A HIGHER LIMITATION FOR ADDITIONAL CONSIDERATION IN THE FORM OF A SURCHARGE TO BE ADDED TO THE AMOUNT STATED IN THE COMPENSATION SECTION OF THE PROPOSAL. THIS LIMITATION SHALL APPLY REGARDLESS OF AVAILABLE PROFESSIONAL LIABILITY INSURANCE COVERAGE, CAUSE(S),OR THE THEORY OF LIABILITY, INCLUDING NEGLIGENCE,INDEMNITY, OR OTHER RECOVERY. THIS LIMITATION SHALL NOT APPLY TO THE EXTENT THE DAMAGE IS PAID UNDER CONSULTANT'S COMMERCIAL GENERAL LIABILITY POLICY. 7. Indemnity/Statute of Limitations.Consultant and Client shall indemnify and hold harmless the other and their respective employees from and against legal liability for claims,losses,damages,and expenses to the extent such claims, losses,damages,or expenses are legally determined to be caused by their negligent acts,errors,or omissions. In the event such claims,losses,damages,or expenses are legally determined to be caused by the joint or concurrent negligence of Consultant and Client,they shall be borne by each party in proportion to its own negligence under comparative fault principles. Neither party shall have a duty to defend the other party,and no duty to defend is hereby created by this indemnity provision and such duty is explicitly waived under this Agreement. Causes of action arising out of Consultant's Services or this Agreement regardless of cause(s)or the theory of liability,including negligence,indemnity or other recovery shall be deemed to have accrued and the applicable statute of limitations shall commence to run not later than the date of Consultant's substantial completion of Services on the project. 8. Warranty. Consultant will perform the Services in a manner consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing under similar conditions in the same locale. EXCEPT FOR THE STANDARD OF CARE PREVIOUSLY STATED, CONSULTANT MAKES NO WARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED, RELATING TO CONSULTANT'S SERVICES AND CONSULTANT DISCLAIMS ANY IMPLIED WARRANTIES OR WARRANTIES IMPOSED BY LAW, INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. 9. Insurance. Consultant represents that it now carries, and will continue to carry: (i)workers'compensation insurance in accordance with the laws of the states having jurisdiction over Consultant's employees who are engaged in the Services, and employer's liability insurance ($1,000,000); (ii) Page 1 of 2 Resolution 144ev. 10-16 Irerracon- Reference Number:P95171268 commercial general liability insurance($1,000,000 occ/$2,000,000 agg); (iii)automobile liability insurance($1,000,000 B.1. and P.D.combined single limit); and(iv) professional liability insurance($1,000,000 claim/agg). Certificates of insurance will be provided upon request. Client and Consultant shall waive subrogation against the other party on all general liability and property coverage. 10. CONSEQUENTIAL DAMAGES. NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR LOSS OF PROFITS OR REVENUE; LOSS OF USE OR OPPORTUNITY; LOSS OF GOOD WILL; COST OF SUBSTITUTE FACILITIES, GOODS, OR SERVICES; COST OF CAPITAL; OR FOR ANY SPECIAL,CONSEQUENTIAL,INDIRECT,PUNITIVE,OR EXEMPLARY DAMAGES. 11. Dispute Resolution. Client shall not be entitled to assert a Claim against Consultant based on any theory of professional negligence unless and until Client has obtained the written opinion from a registered, independent,and reputable engineer,architect,or geologist that Consultant has violated the standard of care applicable to Consultant's performance of the Services. Client shall provide this opinion to Consultant and the parties shall endeavor to resolve the dispute within 30 days,after which Client may pursue its remedies at law.This Agreement shall be governed by and construed according to Kansas law. 12. Subsurface Explorations. Subsurface conditions throughout the site may vary from those depicted on logs of discrete borings,test pits, or other exploratory services.Client understands Consultant's layout of boring and test locations is approximate and that Consultant may deviate a reasonable distance from those locations. Consultant will take reasonable precautions to reduce damage to the site when performing Services; however, Client accepts that invasive services such as drilling or sampling may damage or alter the site.Site restoration is not provided unless specifically included in the Services. 13. Testing and Observations.Client understands that testing and observation are discrete sampling procedures, and that such procedures indicate conditions only at the depths,locations,and times the procedures were performed.Consultant will provide test results and opinions based on tests and field observations only for the work tested. Client understands that testing and observation are not continuous or exhaustive, and are conducted to reduce-not eliminate-project risk.Client shall cause all tests and inspections of the site,materials,and Services performed by Consultant to be timely and properly scheduled in order for the Services to be performed in accordance with the plans, specifications, contract documents, and Consultant's recommendations. No claims for loss or damage or injury shall be brought against Consultant by Client or any third party unless all tests and inspections have been so performed and Consultant's recommendations have been followed. Unless otherwise stated in the Proposal,Client assumes sole responsibility for determining whether the quantity and the nature of Services ordered by Client is adequate and sufficient for Client's intended purpose. Client is responsible (even if delegated to contractor) for requesting services, and notifying and scheduling Consultant so Consultant can perform these Services. Consultant is not responsible for damages caused by Services not performed due to a failure to request or schedule Consultant's Services. Consultant shall not be responsible for the quality and completeness of Client's contractor's work or their adherence to the project documents, and Consultant's performance of testing and observation services shall not relieve Client's contractor in any way from its responsibility for defects discovered in its work,or create a warranty or guarantee.Consultant will not supervise or direct the work performed by Client's contractor or its subcontractors and is not responsible for their means and methods. The extension of unit prices with quantities to establish a total estimated cost does not guarantee a maximum cost to complete the Services.The quantities,when given,are estimates based on contract documents and schedules made available at the time of the Proposal. Since schedule, performance, production, and charges are directed and/or controlled by others,any quantity extensions must be considered as estimated and not a guarantee of maximum cost. 14. Sample Disposition, Affected Materials, and Indemnity. Samples are consumed in testing or disposed of upon completion of the testing procedures (unless stated otherwise in the Services). Client shall furnish or cause to be furnished to Consultant all documents and information known or available to Client that relate to the identity, location,quantity, nature,or characteristic of any hazardous waste,toxic, radioactive, or contaminated materials("Affected Materials")at or near the site, and shall immediately transmit new, updated, or revised information as it becomes available.Client agrees that Consultant is not responsible for the disposition of Affected Materials unless specifically provided in the Services, and that Client is responsible for directing such disposition. In no event shall Consultant be required to sign a hazardous waste manifest or take title to any Affected Materials. Client shall have the obligation to make all spill or release notifications to appropriate governmental agencies. The Client agrees that Consultant neither created nor contributed to the creation or existence of any Affected Materials conditions at the site and Consultant shall not be responsible for any claims, losses, or damages allegedly arising out of Consultant's performance of Services hereunder, or for any claims against Consultant as a generator,disposer,or arranger of Affected Materials under federal,state,or local law or ordinance. 15. Ownership of Documents. Work product, such as reports, logs, data, notes, or calculations, prepared by Consultant shall remain Consultant's property. Proprietary concepts, systems, and ideas developed during performance of the Services shall remain the sole property of Consultant. Files shall be maintained in general accordance with Consultant's document retention policies and practices. 16. Utilities. Client shall provide the location and/or arrange for the marking of private utilities and subterranean structures. Consultant shall take reasonable precautions to avoid damage or injury to subterranean structures or utilities. Consultant shall not be responsible for damage to subterranean structures or utilities that are not called to Consultant's attention, are not correctly marked, including by a utility locate service, or are incorrectly shown on the plans fumished to Consultant. 17. Site Access and Safety. Client shall secure all necessary site related approvals, permits, licenses, and consents necessary to commence and complete the Services and will execute any necessary site access agreement. Consultant will be responsible for supervision and site safety measures for its own employees, but shall not be responsible for the supervision or health and safety precautions for any other parties,including Client, Client's contractors,subcontractors,or other parties present at the site. Consultant: Terrac n Consulta ts, I :. Client: Town of Westlake BY su 1/23/2018 By: Date: �'�O` 1WiliPJ Name/Title: Engine Vi Jacobs/ enior Project Materials Name/Title: Thomas E.Brymer/Town Manager Engineer 1500 Solana Boulevard, Building 7,Suite Address: 2501 E Loop 820 N Address: 7200 Fort Worth,TX 76118-6978 Westlake,TX 76262 Phone: (817)268-8600 Fax: (817)268-8602 Phone: (817)490-5720 Fax: (817)430-1812 Email: Bill.Jacobs@terracon.com Email: tbrymer@westlake-tx.org Page 2 of 2 Resolution 181 ev. 10-16 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1 of 1 Complete Nos. 1.4 and 6 if there are interested parties. OFFICE USE ONLY Complete Nos. 1,2,3,5,and 6 if there are no interested parties. CERTIFICATION OF FILING 1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number: of business. 2018-305003 Terracon Consultants, Inc. Fort Worth, TX United States Date Filed.- 2 iled:2 Name of governmental entity or state agency that is a party to the contract for which the form is 01123/2018 being filed. Town of Westlake Date Acknowledged: g Provide the identification number used by the governmental entity or state agency to track or identity the contract,and provide a description of the services,goods,or other property to be provided under the contract. 2018-1 Professional Consulting Services Nature of interest 4 Name of Interested Party City,State,Country(place of business) (check applicable) Controlling Intermediary Cozart, George D. Austin,TX United States X Gaboury, David R. Olathe, KS United States X Cobb, C. Harold Houston,TX United States X Covert, Michael E. Olathe, KS United States X Pavlicek, Robert W. Raleigh, NC United States X Vrana, Donald J. Olathe, KS United States X Najm,Jamal Lawrenceville, GA United States X Anderson,Tim W. Tempe,AZ United States X 5 Check only if there is NO Interested Party. ❑ 6 UNSWORN DECLARATION My name is Kyle Burroughs and my date of birth is My address is 2601 East Loop 820 North Fork Worth TX 76118 USA (street) (city) (state) (zip code) (wuntry) I declare under penalty of perjury that the foregoing is true and correct. Executed in Tarrant County, State of Texas ,on the23rdday of January ,20 18 . (month) (year) Signatur f au ized agent of contracting business entity (Dela Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.5523 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1 of 1 Complete Nos. 1-4 and 6 if there are interested parties. OFFICE USE ONLY Complete Nos. 1,2,3,5,and 6 if there are no interested parties. CERTIFICATION OF FILING 1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number: of business. 2018-305003 Terracon Consultants, Inc. Fort Worth,TX United States Date Filed: 2 Name of governmental entity or state agency that is a party to the contract for which the form is 01/23/2018 being filed. Town of Westlake Date Acknowledged: 01/24/2018 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract,and provide a description of the services,goods,or other property to be provided under the contract. 2018-1 Professional Consulting Services Nature of interest 4 Name of Interested Party City,State,Country(place of business) (check applicable) Controlling Intermediary Cozart, George D. Austin,TX United States X Gaboury, David R. Olathe, KS United States X Cobb, C. Harold Houston, TX United States X Covert, Michael E. Olathe, KS United States X Pavlicek, Robert W. Raleigh, NC United States X Vrana, Donald J. Olathe, KS United States X Najm, Jamal Lawrenceville, GA United States X Anderson, Tim W. Tempe,AZ United States X 5 Check only if there is NO Interested Party. ❑ 6 UNSWORN DECLARATION My name is and my date of birth is My address is (street) (city) (state) (zip code) (country) I declare under penalty of perjury that the foregoing is true and correct. Executed in County, State of on the day of ,20 (month) (year) Signature of authorized agent of contracting business entity (Declarant) Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.5523 Form TGC 2270 VERIFICATION REQUIRED BY TEXAS GOVERNMENT CODE CHAPTER 2270 Contract identifier: �>e I I44. 1((L° `G PJS 5kdi Mott Department: By signing below, Company herby verifies the following: 1. Company does not boycott Israel; and 2. Company will not boycott Israel during the term of the contract. SIGNED BY: (1/11/ -Piid/ i Print Name of Person: CMijJ 8 Pedrc,0-1 , Sow,' trig0 to '( Signing,Title,and .I Company it'i raeOn Date signed: /19-01)01) - g STATE OF TEXAS § COUNTY OF I acrCA.C,4 § BEFORE ME,the undersigned Notary Public on this day personally appearedelI Name), on behalf of egy_ (Company) who being duly sworn, stated under oath that he/she has read the foregoing verification required by Texas Government Code Section 2270.002 and said statements contained therein are true and correct.. SWORN AND SUBSCRIBED TO before me,this diol day of clettObff ,20 a (-70..i.,. - P-,4,--,,__.,A--, NOTARY OF P B C, FOR THE STATE F TEXAS - —- - - My Commission Expires: %c'i ANGIE ROBERTS*. ' MY COMMISSION EXPIRES %– '4'hC1.X4'/ 3► A } perry 3,2019 Government Code§ 2270.002. Provision Required in Contract Effective: September 1, 2017 A governmental entity may not enter into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1)does not boycott Israel; and (2)will not boycott Israel during the term of the contract. The following definitions apply: (1)"Boycott Israel"means refusing to deal with,terminating business activities with,or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations specifically with Israel,or with a person or entity doing business in Israel or in an Israeli-controlled territory, but does not include an action made for ordinary business purposes. (2)"Company"means a for-profit sole proprietorship, organization,association,corporation, partnership,joint venture, limited partnership, limited liability partnership, or limited liability company, including a wholly owned subsidiary, majority-owned subsidiary, parent company,or affiliate of those entities or business associations that exists to make a profit. (3)"Governmental entity"means a state agency or political subdivision of this state. State law requires verification from a Company for contracts involving goods or services(regardless of the amount) before the City can enter into the contract.