HomeMy WebLinkAboutAgreement for Services with JC Constuctors for Design and Build Reclaim Water Facility Corrections and ModificationsAGREEMENT
FOR
DEPENDENT DESIGN-BUILD TEAM SERVICES for
IN
FACILITY CORRECTIONS AND MODIFICATIONS
RECLAIM WATER
R DESIGN-BUILD PROFESSIONAL SERVICES is made
THIS AGREEMENT FO , ,
2010 and entered into by and between the City of Meridian, a
this 26th day of January, ,
' ' ized under the laws of the State of Idaho, hereinafter referred
municipal corporation organ
" st Broadwa Avenue, Meridian, Idaho 83642, and JC Constructors
to as CITY , 33 Ea y
' as "DESIGN-BUILD TEAM", whose business address is 1305
hereinafter referred to
' ' ' n ID 83642 and whose Public Works License # is 14336-U-1,2,3.
Columbia Rd., Meridia , ,
ors is the lead in the desi n-build team and has contracted with Pharmer
JC Construct 9
En ineering, Inc. of Boise for the design of the project.
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INTRODUCTION
Whereas the Cit has a need for services involving Design Build
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Construction Services described in Attachment A; and
WHEREAS the Desi n-Build Team is specially trained, experienced and
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com etent to perform and has agreed to provide such services;
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NOW THEREFORE, in consideration of the mutual promises, covenants,
terms and conditions hereinafter contained, the parties agree as follows:
TERMS AND CONDITIONS
1. Scope of Work:
1.1 DESIGN-BUILD TEAM shall perform and furnish to the City upon
execution of this Agreement and receipt of the City's written notice to
roceed, all services and work, and comply in all respects, as specified in the
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document titled "Scope of Work" a copy of which is attached hereto as
Attachment "A"and incorporated herein by this reference, together with any
amendments that may be agreed to in writing by the parties.
1.2 All documents, drawings and written work product prepared or
roduced by the Design-Build Team under this Agreement, including without
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RECLAIM DESIGN-BUILD PROJECT - page 1 of 13
limitation electronic data files, are the property of the Design-Build Team;
rovided however, the City shall have the right to reproduce, publish and
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use all such work, or any part thereof, in any manner and for any purposes
whatsoever and to authorize others to do so. If any such work is
co ri htable, the Design-Build Team may copyright the same, except that,
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as to an work which is copyrighted by the Design-Build Team, the City
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reserves aroyalty-free, non-exclusive, and irrevocable license to reproduce,
ublish and use such work, or any part thereof, and to authorize others to do
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so.
1.3 The Design-Build Team shall provide services and work under this
A reement consistent with the requirements and standards established by
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a licable federal, state and city laws, ordinances, regulations and
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resolutions. The Design-Build Team represents and warrants that it will
perform its work in accordance with generally accepted industry standards
and practices for the profession or professions that are used in performance
of this Agreement and that are in effect at the time of performance of this
A reement. Exce t for that representation, and any representations made or
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contained in any proposal submitted by the Design-Build Team and any
reports or opinions prepared or issued as part of the work performed by the
Design-Build Team under this Agreement, Design-Build Team makes no
other warranties, either express or implied, as part of this Agreement.
1.4 Services and work provide by the Design-Build Team at the City's
request under this Agreement will be performed in a timely manner in
accordance with a Schedule of Work, which the parties hereto shall agree to.
The Schedule of Work may be revised from time to time upon mutual written
consent of the parties.
2. Consideration
2.1 The Design-Build Team shall be compensated on Lump Sum basis
as provided in Attachment B "Schedule of Values" attached hereto and by
reference made a part hereof aNot-to-Exceed amount of $56,000.00.
2.2 The Design-Build Team shall provide the City with a monthly
statement, as the work warrants, of fees earned and costs incurred for
services provided during the billing period and which correspond with the
Schedule of Values, which the City will pay within 30 days of receipt of a
correct invoice and approval by the City. The City will not withhold any
Federal or State income taxes or Social Security Tax from any payment
made by City to Design-Build Team under the terms and conditions of this
RECLAIM DESIGN-BUILD PROJECT - page 2 of 13
Agreement. Payment of all taxes and other assessments on such sums is
the sole responsibility of Design-Build Team.
2.3 Except as expressly provided in this Agreement, Design-Build Team
shall not be entitled to no receive from the Cityany additional consideration,
compensation, salary, wages, or other type of remuneration for services
rendered under this Agreement., including ,but not limited to, meals, lodging,
transportation, drawings, renderings or mockups. Specifically, Design-Build
Team shall not be entitled by virtue of this Agreement to consideration in the
form of overtime, health insurance benefits, retirement benefits, paid
holidays or other paid leaves of absence of any type or kind whatsoever.
3. Term:
3.1 This agreement. shall become effective upon execution by both
parties, and shall expire upon (a) completion of the agreed upon services
described in the Scope of Services, (b) March 30, 2012 or (c) unless sooner
terminated as provided below or unless some other method or time of
termination is listed in Attachment A.
3.2 Should Design-Build Team default in the performance of this
Agreement or materially breach any of its provisions, City, at City's option,
may terminate this Agreement by giving written notification to Design-Build
Team.
3.3 Should City fail to pay Design-Build Team all or any par of the
compensation set forth in Attachment B of this Agreement on the date due,
Design-Build Team, at the Design-Build Team's option, may terminate this
Agreement if the failure is not remedied by the City within thirty (30) days
from the date payment is due.
3.4 This Agreement shall terminate automatically on the occurrence of
any of the following events:
a. Bankruptcy of insolvency of either party;
b. Sale of either party of the Design-Build Team's business; or
c. Death of either .party of the Design-Build Team
4. Termination:
If, through any cause, DESIGN-BUILD TEAM, its officers, employees, or
agents fails to fulfill in a timely and proper manner its obligations underthis
RECLAIM DESIGN-BUILD PROJECT - page 3 of 13
' tes an of the covenants, agreements, or stipulations of this
Agreement, viola y
ifies an record ordocument required to be prepared under
Agreement, fats y
' ment en a es in fraud, dishonesty, or any other act of misconduct
this agree g g
' rformance of this contract, or if the City Council determines that
in the pe
' of this A reement is in the best interest of CITY, the CITY shall
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on have the ri ht to terminate this Agreement by giving written notice
thereup g
ESIGN-BUILD TEAM of such termination and specifying the effective
to D
hereof at least fifteen 15 days before the effective date of such
date t ( )
termination. DESIGN-BUILD TEAM may terminate this agreement at any
time b giving at least sixty (60) days notice to CITY.
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In the event of an termination of this Agreement, all finished or unfinished
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documents, data, and reports prepared byDESIGN-BUILDTEAM underth~s
A reement shall, at the option of the CITY, become its property, and
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DESIGN-BUILD TEAM shall be entitled to receive dust and equitable
compensation for any work satisfactorily complete hereunder.
Notwithstandin the above, DESIGN-BUILD TEAM shall not be relieved of
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liabilit to the CITY for damages sustained by the CITY by virtue of any
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breach of this Agreement by DESIGN-BUILD TEAM, and the CITY may
withhold an ayments to DESIGN-BUILD TEAM forthe purposes of set-off
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until such time as the exact amount of damages due the CITY from DESIGN-
BUILDTEAM is determined. This provision shall survive the termination of
this a reement and shall not relieve DESIGN-BUILD TEAM of its liabilityto
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the CITY for damages.
5. Independent Design-Build Team:
5.1 In all matters pertaining to this agreement, DESIGN-BUILD TEAM
shall be acting as an independent Design-Build Team, and neitherDESIGN-
BUILDTEAM nor any officer, employee or agent of DESIGN-BUILD TEAM
will be deemed an em to ee of CITY. Except as expressly provided in
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Attachment A, Design-Build Team has no authority or responsibility to
exercise any rights or power vested in the City and therefore has no authority
to bind or incur any obligation on behalf of the City. The selection and
designation of the personnel of the CITY in the performance of this
agreement shall be made by the CITY. J
5.2 Design-Build Team, its agents, officers, and employees are and at all
times during the term of this Agreement shall represent and conduct
themselves as independent Design-Build Teams and not as employees of
the City.
RECLAIM DESIGN-BUILD PROJECT - page 4 of 13
5.3 Design-Build Team shall determine the method, details and means of
performing the work and services to be provided by Design-Build Team
underthis Agreement. Design-Build Team shall be responsible to City only
for the requirements and results specified in this Agreement and, except as
expressly provided in this Agreement, shall not be subjected to City's control
with respect to the physical action or activities of Design-Build Team in
fulfillment of this Agreement. If in the performance of this Agreement any
third persons are employed by Design-Build Team, such persons shall be
entirely and exclusively under the direction and supervision and control of the
Design-Build Team.
6. Indemnification and Insurance:
DESIGN-BUILD TEAM shall indemnify and save and hold harmless CITY
from and foranyand all losses, claims, actions, judgments fordamages, or
injury to persons or property and losses and expenses and other costs
including Litigation costs and attorney's fees, arising out of, resulting from, or
in connection with the performance of this Agreement by the DESIGN-
BUILD TEAM, its servants, agents, officers, employees, guests, and
business invitees, and not caused by or arising out of the tortuous conduct of
CITY or its employees. DESIGN-BUILD TEAM shall maintain, and
specifically agrees that it will maintain, throughout the term of this
Agreement, liability insurance, in which the CITY shall be named an
additional insured in the minimum amounts asfollow: General LiabilityOne
Million Dollars ($1,000,000) per incident or occurrence, Professional Liability
/ Professional errors and omissions One Million Dollars ($1,000,000}
aggregate, Automobile Liability Insurance One Million Dollars ($1,000,000)
per incident or occurrence and Workers' Compensation Insurance, in the
statutory limits as required by law.. The limits of insurance shall not be
deemed a limitation of the covenants to indemnify and save and hold
harmless CITY; and if CITY becomes liable for an amount in excess of the
insurance limits, herein provided, DESIGN-BUILD TEAM covenants and
agrees to indemnify and save and hold harmless CITYfrom and for all such
losses, claims, actions, or judgments for damages or injury to persons or
property and other costs, including litigation costs and attorneys' fees, arising
out of, resulting from , or in connection with the performance of this
Agreement by the Design-Build Team or Design-Build Team's officers,
employs, agents, representatives or subDesign-Build Teams and resulting in
or attributable to personal injury, death, or damage or destruction to tangible
orintangible property, including use of. DESIGN-BUILD TEAM shall provide
CITY with a Certificate of Insurance, or other proof of insurance evidencing
DESIGN-BUILD TEAM'S compliance with the requirements of this paragraph
and file such proof of insurance with the CITY at least ten (10) days priorto
the date Design-Build Team begins performance of it's obligations underthis
RECLAIM DESIGN-BUILD PROJECT - page 5 of 13
he insurance minimums are changed, DESIGN-
Agreement. In the event t
' ' tel submit roof of compliance with the changed
BUILD TEAM shall immedia y p .
fall insurance shall be submitted to the City Purchasing
limits. Evidence o
' to Meridian Cit Accounting, 33 East Broadway Avenue,
Agent with a copy Y
Meridian, Idaho 83642.
ductibles self-insured retention, or named insureds must
6.2 Any de ,
' ritin and a roved b the City. At the option of the City,
be declared in w g pp Y
• r shall reduce or eliminate such deductibles, self-insured
either. the insure .
' named insureds; or the Design-Build Team shall provide a
retentions or
letter of credit uaranteeing payment of losses and related
bond, cash or g
investigations, claim administration and defense expenses.
To the extent of the indemnity in this contract, Design-Build Team's
nce covera a shall be rimary insurance regarding the City's elected
Insura g p
rs officials em to ees and volunteers. Any insurance or self-
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' rance maintained b the City or the City's elected officers, officials,
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em to ees and volunteers shall be excess of the Design-Build Team s
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insurance and shall not contribute with Design-Build Team s insurance
except as to the extent of City's negligence.
The Desi n-Build Team's insurance shall apply separately to each insured
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a ainst whom claim is made or suit is brought, except with respect to the
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limits of the insurer's liability.
6.4 All insurance coverages for subDesign-Build Teams shall be subject
to all of the insurance and indemnity requirements stated herein.
6.5 The limits of insurance described herein shall not limit the liability of
the Desi n-Build Team and Design-Build Team's agents, representatives,
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employees orsubDesign-Build Teams.
1. Bonds: Pa ment and Performance Bonds are required prior to execution to
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this agreement and must be in place throughout construction.
8. Notices: An and all notices required to be given by either of the parties
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hereto unless otherwise stated in this agreement, shall be in writing and be
deemed communicated when mailed in the United States mail, certified,
return receipt requested, addressed as follows:
RECLAIM DESIGN-BUILD PROJECT - page 6 of 13
City of Meridian
Purchasing Manager
33 E. Broadway Avenue
Meridian, Idaho 83642
JC Constructors, Inc
Attn: Jim Cox
1305 Columbia Rd.
Meridian, ID 83642
Idaho Public Works License #:14336-U-1,2,3
Either art may change their address forthe purpose of this paragraph by
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ivin written notice of such change to the other in the manner herein
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provided.
9. Attorney Fees: Should any litigation be commenced between the parties
hereto concernin this Agreement, the prevailing party shall be entitled, in
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addition to anyother relief as may be granted, to courtcosts and reasonable
attorne s' fees as determined by a Court of competent jurisdiction. This
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provision shall be deemed to be a separate contract between the parties and
shall survive any default, termination or forfeiture of this Agreement.
10. Time is of the Essence: The parties hereto acknowledge and agree that
time is strictly of the essence with respect to each and every term, condition
and provision hereof, and that the failure to timely perform any of the
obligations hereunder shall constitute a breach of, and a default under, this
Agreement by the party so failing to perform.
11. Assignment: It is expressly agreed and understood by the parties hereto,
that DESIGN-BUILD TEAM shall not have the right to assign, transfer,
hypothecate or sell any of its rights under this Agreement except upon the
prior express written consent of CITY.
12. Discrimination Prohibited: In performing the Work required herein,
DESIGN-BUILD TEAM shall not unlawfully discriminate in violation of any
federal, state or local law, rule or regulation against any person on the basis
of race, color, religion, sex, national origin or ancestry, age or disability.
13. Reports and Information:
13.1 At such times and in such forms asthe CITY may require, there shall
be furnished to the CITY such statements, records, reports, data and
information as the CITY may request pertaining to matters covered by this
Agreement.
RECLAIM DESIGN-BUILD PROJECT - page 7 of 13
13.2 Desi n-Build Team shall maintain all writings, documents and
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records repared or compiled in connection with the performance of this
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Agreement for a minimum of four (4) years from the termination or
completion of this orAgreement. This includes any handwriting, typewriting,
printing, photo static, photographic and every other means of recording upon
any tangible thing, any form of communication or representation including
letters, words, pictures, sounds or symbols or any combination thereof.
14. Audits and Inspections: At anytime during normal business hours and as
often asthe CITY maydeem necessary, there shall be made availabletothe
CITY for examination all of DESIGN-BUILD TEAM'S records with respect to
all matters covered by this Agreement. DESIGN-BUILD TEAM shall permit
the CITY to audit, examine, and make excerpts or transcripts from such
records, and to make audits of all contracts, invoices, materials, payrolls,
records of personnel, conditions of employment and other data relating to all
matters covered by this Agreement.
15. Publication, Reproduction andUse ofMaterial: No material produced in
whole or in part under this Agreement shall be subject to copyright in the
United States or in any other country. The CITY shall have unrestricted
authority to publish, disclose and otherwise use, in whole or in part, any
reports, data or other materials prepared under this Agreement.
16. Compliance with Laws: In performing the scope of work required
hereunder, DESIGN-BUILD TEAM shall comply with all applicable laws,
ordinances, and codes of Federal, State, and local governments.
1l. Changes: The CITY may, from time to time, request changes in the Scope
of Work to be performed hereunder. Such changes, including any increase
or decrease in the amount ofDESIGN-BUILD TEAM'S compensation, which
are mutually agreed upon by and between the CITY and DESIGN-BUILD
TEAM, shall be incorporated in written amendmentswhich shall be executed
with the same formalities as this Agreement.
18. Construction and Severability: If any part of this Agreement is held to be
invalid or unenforceable, such holding will not affect the validity or
enforceability of any other part of this Agreement so long as the remainder of
the Agreement is reasonably capable of completion.
19. Waiverof Default: Waiverof defaultbyeitherpartytothisAgreementshall
not be deemed to be Waiverof any subsequent default. Waiveror breach of
any provision of this Agreement shall not be deemed to be a waiver of any
other or subsequent breach, and shall not be construed to be a modification
RECLAIM DESIGN-BUILD PROJECT - page 8 of 13
' A reement unless this Agreement is modified as provided
of the terms of this g
above.
' f Attorne :Each art warrants and represents that in executing
20. Advice o y p Y ,
this A reement. It has received independent legal advice from its attorney s
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or the opportunity to seek such advice.
tire A reement: This A reement contains the entire agreement of the
21. En g g ,
roes and su ersedes an and all other agreements or understandings, oral
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of written, whether previous to the execution hereof or contemporaneous
herewith.
A licable Law: This A reement shall be governed by and construed and
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enforced in accordance with the laws of the State of Idaho, and the
ordinances of the City of Meridian.
23. A royal Required: This Agreement shall not become effective or binding
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until approved by the City of Meridian.
24. Order. of Precedence: In the occurrence of a conflict between the
documents of this agreement The order of precedence for this
agreement shall be as follows:
• Terms and Conditions of pages 1-10 of this agreement.
• Facility Performance Requirements.
• City Capital Improvement Projects Water Pollution Control
Requirements.
• Supplementary Conditions (Modified from the Engineers Joint
Contract Documents).
• Standard General Conditions of the Contract Between Owner and
Desi n Builder Issued 'ointl by ACEC, NSPE, & ASCE).
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CITY OF MERIDIAN
BY:
~, Y °i~'°~ BY: ox
~~ ~ u~, ~~-~ ~ E IDIAN
Dated: ' 1
RECLAIM DESIGN-BUILD PROJE
IDAMp
sE~, ~g
'~,! ~ e9of13
JC CONSTRUCTORS, INC.
~ ~ ~~
Approved by Council:
Attest:
JAYCE HOLMAN, CITY CLERK
Purchasing Approval
BY:
KEIT A , P CHASING MANAGER
Dated: ~ ~ ~
Approved as to Form
CITY ATTORNEY
Public Works Department
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BY:
NAI
TITLE: ~ ~; rc~ '
Dated: --
RECLAIM DESIGN-BUILD PROJECT - page 10 of 13
Attachment A
SCOPE OF SERVICES
The proposed project detailed in the Schedule of Values to be completed by the
design build team of JC Constructors, Inc and Pharmer Engineering will address the
warranty issues related to the existing chlorine feed system to meet required
chlorine residuals, and through continuous monitoring, automatically increase or
decrease the amount of chlorine added to the tanks. The project will also address
warranty issues related to tank mixing with a 50 horsepower (HP} 800 gallon per
minute (GPM) pump with adequate head to mix full tanks, piping and valve changes
and a 12-inch SST tank mixing header with six 1 '/2 inch or 2-inch tank eductors
(TLA) in each tank, to be specified by the Design-Build Team, electrical and
controls. The Design-Build Team's corrections and modifications will provide
continuous 24 hour a day, seven day a week pressurized delivery of Class A
Reclaimed Water. The Cit of Meridian's contribution to this project enhances the
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warranty work related improvements bythe design build team.
This projectwill add 1 component and modify 1 componentto the existing system.
The first component will increase the chlorine feed capability of the feed system and
the second component will allow for continuous delivery of Class A Reclaimed
Waterthrough the addition of tank mixing and recirculation to the existing two tanks.
Upon completion of these improvements,the reclaimed water facility will perform in
the following ways:
• Have the ability to recirculate, analyze, and add additional chlorine to the contents
of a tank while keeping the other tank available for use and ensuring that the
reclaimed water distribution system is pressurized continuously.
• Have completely mixed tanks ensuring homogenous contents with tank turnover
less than every two hours.
• Have the ability and automate the process to add 0.8% hypochlorite solution in
sufficient quantities to match influent flow rates (approx 2800-3000gpm}, satisfy
chlorine demand, and produce total residual chlorine of at least 5.0 mglL.
• Automated disinfection analysis with adjustments made as required by the PLC.
• Continually analyze a representative sample of tank contents until CT450 has been
met.
• The ability to automatically add chlorine if the residual approaches the set-point.
• The system will operate in an automated fashion. The PLC and SCADA system
will continuously check that disinfection requirements of the Class A permit are
maintained and if the systems total chlorine residual and contact time fall below set
limits, the system will automatically switch to recirculation mode and add additional
RECLAIM DESIGN-BUILD PROJECT - page 11 of 13
chlorine to meetthe permit limit. Recirculation mode and the addition of chlorine
will continue until the permit limits are achieved at which point the Class A system
will return to discharge mode.
• The hydropnuematic pressure tank will be replumbed to the distribution system side
of valve FV-42-200 (Reclaimed Water Discharge Control Valve).
RECLAIM DESIGN-BUILD PROJECT - page 12 of 13
Attachment B
Funding for this project will be split between the City and the design build team of JC
Constructors I Pharmer Engineering per the Schedule of Values below.
SCHEDULE OF VALUES FOR
RECLAIM WATER FACILITY CORRECTIONS AND MODIFICATIONS
ITEM DESCRIPTION UNIT QUANTITY ~~
CONSTRUCTORS CITY TOTAL
1 50 HP, 800 GPM
Rec cle um EA 1 $4,500.00 $3,500.00
2 Pump Station values
and i in LS 1 $10,125.00 $7,875.00
3 12-inch SST tank
mixing header with 6
tank eductors EA 2 $13, 500.00 $10, 500.00
4 Electrical, control and
ro rammin LS 1 $8,437.50 $6,562.50
5 . Design, supervision &
labor LS 1 $8,437.50. $6,562.50
6 Watson Marlow SPX
50, 7.5 HP, chemical
feed um 10 m EA 1 $14,330.00 $21,000.00
JC Constructors Total $59,330.00
Cit of Meridian Total $56,000.00
Pro'ect Total $115, 330.00
Travel expenses will be paid at no more than the City of Meridian's Travel and
Expense Reimbursement Policy.
RECLAIM DESIGN-BUILD PROJECT - page 13 of 13