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HomeMy WebLinkAboutContract No. 2013 2481 2013- 2481 o ► 0 USAQUATICS Columbia Heights Swimming Pool City of Columbia Heights,MN U �tiP November 29,2012 CU a Part 2 Work ca tttil 0 w C o City of Columbia Heights 637 38th Avenue NE c Columbia Heights,MN 55421-3806 U Attn: Kevin Hansen,PE cc a Director of Public Works,City Engineer c� W PREAMBLE 3 3 It is our understanding that the City of Columbia Heights is in need of aquatics consulting and engineering to 3 retrofit three existing wading pools to conform to the new A.D.A.laws. The three wading pools are located at Ramsdell,McKenna and Huset Parks and all three pools are alike. It is also our understanding that the City of I? Columbia Heights intends to have corrective work done to each pool individually,one per year consecutively. N PART 1-SCOPE OF WORK c� 1.01 General cc x A. Meet with A.D.A.officials for each pool to determine an acceptable access plan. (1) Work out agreement to make corrections to each pool individually,one per year consecutively. co co (2) Seek plan acceptable to both Minnesota Department of Health and A.D.A.officials. B. Perform necessary design work to generate bidding documents for plan as established. M C. Review construction documents with City of Columbia Heights staff and code officials prior to council calling for bids. ca D. Assist owner through bid process. o E. Perform basic construction administration. D N F. Establish punch list and see to project completion. ,`i G. Project commissioning as needed. LO Z 1.02 Timeline o A. Each of the three pools is to be done individually,one per year,for three years,beginning spring of 2013. (1) Construction documents and code review for each project shall commence during the off season so v that construction can take place in the spring before opening. PART2-FEE X 0 2.01 The following is a fixed fee price for PART 2—SCOPE OF WORK M O A. The above scope of work will be completed for a fixed fee of$9,600 plus reimbursable expenses for the first wading pool. ca (1) Proposals to be provided for the remaining two wading pools per city direction. w (2) It is understood that if the corrections to the remaining two wading pools are similar to the first wading pool,that the associated fee will be reduced accordingly. QB. USAquatics,Inc.'s General Conditions shall apply to all work on the Project. a� a> L M It N r AQUATIC CONSULTING &DESIGN USAQUATICS INC. AQUATIC CONSULTING & DESIGN Proposal for Design Services August 27,2012 PART 3-PAYMENT TERMS 3.01 Terms A. Payment for each portion of work will be due upon completion of each phase of work. (1) The amount for each pool to be due no later than the completion of the work for that pool. B. Late payments will be assessed interest at the rate of 1.5%per month. PART 4-ACHNOWLEDGEMENT 4.01 Proposal acceptance and authorization to begin work A. Signing this proposal indicates an understanding of an owner/engineer agreement for the scope and amounts stipulated above. City of Columbia Heights -,,40, X Signature CC J� Date USAquatics thanks you for the opportunity to present this proposal and we look forward to a long relationship. Page 2 of 2 USAquatics, Inc. Owner/Consultant Agreement General Conditions From time to time Client intends to engage USAquatics, Inc. (hereafter "Consultant") to provide professional services. These General Conditions set forth the terms and conditions which shall govern the relationships and performance of Client and Consultant,if and only if one or more Task Orders(which may be made in the form if a Proposal for Services) are agreed to. Each engagement will be documented by a Task Order and/or detailed proposal. For ease of reference"Task Order"is used to define Proposal,detailed proposal or other document that sets forth the agreed upon Scope of Services and fees. ARTICLE 1- SERVICES OF CONSULTANT A The time for a party's performance will be 1.1 General extended to the extent performance was delayed by causes beyond the control and without the fault of the A The services to be provided by Consultant and/or party seeking the extension. That party shall promptly any subconsultant retained by Consultant (hereafter notify the other party in writing when it is being collectively referred to as "Consultant") will include delayed. such of the Basic and Additional Services set forth in one or more Task Orders as authorized by Client. 3.3 Suspension Services for each Specific Project will be detailed in a A If Client fails to give prompt written authorization duly executed Task Order. Each Task Order will to proceed with any phase of services after completion indicate the specific tasks and functions to be of the immediately preceding phase under a Task performed and deliverables to be provided. Order, or if Consultant's services are delayed through B Consultant shall not be obligated to perform any no fault of Consultant, Consultant may, after giving prospective Task Order unless and until Client and seven days written notice to Client, suspend services Consultant agree as to the particulars of the Specific under the Task Order. Consultant shall not be Project, Consultant's services, Consultant's responsible or liable for any costs or expenses or compensation,and all other appropriate matters. resulting damages from suspension of services. ARTICLE 2- CLIENT'S RESPONSIBILITIES ARTICLE 4- PAYMENTS TO CONSULTANT 2.1 General 4.1 Payment for Services and Reimbursable Expenses of Consultant. A Provide the services of an independent testing A Client shall pay Consultant as set forth herein and laboratory to perform all inspections, tests, and in each Task Order. approvals of Samples, materials, and equipment required by the Contract Documents, or to evaluate the 4.2 Other Payment Provisions. performance of materials, equipment, and facilities of A Payment of Invoices. Invoices are due and payable Client, prior to their incorporation into the Work for a within 30 days of receipt. If Client fails to make any Specific Project with appropriate professional payment due Consultant for services and expenses interpretation thereof. within 30 days after receipt of Consultant's invoice,the B Provide Consultant with the findings and reports amounts due Consultant will be increased at the rate of relating to the project. 1.5 percent per month(or the maximum rate of interest C Provide Consultant with accurate data with which permitted by law, if less) from said 30th day. In the Consultant may reliably perform the work agreed to addition, Consultant may, after giving seven days including, but not limited to, site survey information, written notice to Client, suspend services under any environmental conditions, utility locations and other Task Order issued under this Agreement until pertinent information. Consultant has been paid in full all amounts due for services, expenses, and other related charges. ARTICLE 3- TERM; TIMES FOR RENDERING Consultant shall not be responsible or liable for any SERVICES;SUSPENSION costs or expenses or resulting damages from suspension 3.1 Term of services. A This Agreement shall be effective and applicable to B Disputed Invoices. In the event of a disputed or Task Orders issued hereunder. contested invoice,only that portion so contested may be B This Agreement may be extended or renewed,with withheld from payment,and the undisputed portion will or without changes,by written amendment establishing be paid. a new term. C Extended Contract Times. Should the Contract 3.2 Times for Rendering Services Times to complete the Work be extended beyond the period stated in the Task Order, payment for Page 1 of 4 Pages USAquatics,Inc.-General Conditions Consultant's services shall be continued based on the claims against the Consultant that may be in any way Standard Hourly Rates Method of Payment. connected thereto. In such a case, Consultant's Basic ARTICLE 5- OPINIONS OF COST Services under the applicable Task Order will be considered to be completed upon completion of the 5.1 Opinions of Probable Construction Cost Final Design Phase or Bidding or Negotiating Phase. A Consultant's opinions of probable Construction 6.3 Use of Documents Cost (if any) are to be made on the basis of A All Documents are instruments of service. Consultant's experience and qualifications and Consultant shall retain an ownership and property represent Consultant's best judgment as an experienced interest therein (including the right of reuse at the and qualified professional generally familiar with the discretion of Consultant) whether or not a Specific industry. However, since Consultant has no control Project is completed. over the cost of labor,materials, equipment,or services furnished by others, or over a Contractor's methods of B Client may make and retain copies of Documents determining prices, or over competitive bidding or for information and reference in connection with use on market conditions, Consultant cannot and does not a Specific Project by Client. Such Documents are not guarantee that proposals, bids, or actual Construction intended or represented to be suitable for reuse by Cost will not vary from opinions of probable Client or others on extensions of the Specific Project Construction Cost prepared by Consultant. Consultant for which they were prepared or on any other project. assumes no responsibility for the accuracy of opinions Any such reuse or modification without written of Total Project Costs. verification or adaptation by Consultant, as appropriate ARTICLE 6- GENERAL CONSIDERATIONS for the specific purpose intended, will be at Client's sole risk and without liability or legal exposure to 6.1 Standards and Parameters of Performance Consultant. Client shall indemnify and hold harmless A The standard of care for all professional Consulting Consultant and Consultant's Consultants from all and related services performed or furnished by claims, damages, losses, and expenses, including Consultant under this Agreement will be the care and attorneys' fees arising out of or resulting there from. skill ordinarily used by members of Consultant's 6.4 Termination profession practicing under similar circumstances at the A The obligation to provide further services under same time and in the same locality. Consultant makes this Agreement or any Task Order may be terminated: no warranties,express or implied,under this Agreement or otherwise,in connection with Consultant's services. 1 For cause, B Consultant shall not be required to sign any a By either party upon 15 days written notice in documents, no matter by whom requested, that would the event of substantial failure by the other party to result in Consultant having to certify, guarantee or perform in accordance with the terms of this warrant the existence of conditions whose existence Agreement or any Task Order hereunder through Consultant cannot ascertain within its services for that no fault of the terminating party. Specific Project. (1) Consultant shall have no liability to Client C If Consultant provides services during the on account of such termination. Construction Phase of a Specific Project, Consultant b Notwithstanding the foregoing, neither this shall not supervise, direct, or have control over a Agreement nor any Task Order will terminate as a Contractor's work, nor shall Consultant have authority result of such substantial failure if the party over or responsibility for the means, methods, receiving such notice begins, within seven days of techniques, sequences, or procedures of construction receipt of such notice, to correct its failure to selected by a Contractor, for safety precautions and perform and proceeds diligently to cure such programs incident to a Contractor's work in progress, failure within no more than 30 days of receipt nor for any failure of a Contractor to comply with Laws thereof. and Regulations applicable to a Contractor's furnishing 2 For convenience, and performing the Work. a By Client effective upon the receipt of notice 6.2 Design without Construction Phase Services by Consultant. A It is understood and agreed that if Consultant's (1) Consultant shall be entitled to full Basic Services under a Task Order do not include payment for all services rendered up to, and project observation, or review of a Contractor's including,the date of notification. performance, or any other Construction Phase services, 6.5 Controlling Law and that such services will be provided by Client or others, then Client assumes all responsibility for A This Agreement is to be governed by the law of the interpretation of the Contract Documents and for state in which the principal office of the Client is located, unless the law of the state where the Work is construction observation or review and waives any Page 2 of 4 Pages USAquatics,Inc.-General Conditions being performed requires that the law of that state be Consultant's officers, directors, partners, employees, applied. agents and Consultant's Consultants, and any of them, 6.6 Successors,Assigns,and Beneficiaries to Client and anyone claiming by, through, or under A Client and Consultant each is hereby bound and the Client for any and all claims, losses, costs, or damages partners,successors,executors,administrators and legal whatsoever arising out of,resulting from or in any way representatives of Client and Consultant are hereby related to a Specific Project from any cause or causes bound to the other party to this Agreement and to the shall not exceed the total compensation received by partners,successors,executors,administrators and legal Consultant for the Task Order or the limits of representatives(and said assigns)of such other party,in Consultant's insurance, whichever is greater. respect of all covenants, agreements and obligations of Consultant will provide proof of insurance upon this Agreement. request. B Neither Client nor Consultant may assign, sublet, B Consultant will maintain and keep in force for the or transfer any rights under or interest (including, but duration of this agreement and the warranty period set without limitation, moneys that are due or may become forth herein a professional liability insurance policy due) in this Agreement without the written consent of with minimum limits of$1,000,000 per occurrence and the other, except to the extent that any assignment, a$2,000,000 aggregate. The proof of insurance will be subletting, or transfer is mandated or restricted by law. provided to the City and a copy of the certificate of Unless specifically stated to the contrary in any written insurance will be provided to the City each time it is consent to an assignment,no assignment will release or renewed. In the event the policy is not maintained as discharge the assignor from any duty or responsibility agreed,the limitations of liability set forth in paragraph under this Agreement. 6.9.A will not apply. Consultant will also give the City a minimum of thirty(30)days notice prior to cancelling 6.7 Dispute Resolution or altering any liability insurance policy providing A Client and Consultant agree to negotiate all coverage on this project. disputes between them in good faith for a period not to C Agreement Not to Claim for Cost of Certain exceed 30 days from the date of notice prior to Change Orders. Client recognizes and expects that exercising their rights according to this Agreement, or certain Change Orders may be required to be issued as under law. the result in whole or part of imprecision, B Client and Consultant agree that they shall first incompleteness, errors, omissions, ambiguities, or submit any and all unsettled claims, counterclaims, inconsistencies in the Drawings, Specifications, and disputes, and other matters in question between them other design documentation furnished by Consultant or arising out of or relating to this Agreement or the in the other professional services performed or breach thereof to binding arbitration. furnished by Consultant under this Agreement. 6.8 Allocation of Risks Accordingly, Client agrees not to sue and otherwise to A Indemnification make no claim directly or indirectly against Consultant on the basis of professional negligence, breach of 1 To the fullest extent permitted by law, Consultant contract, or otherwise with respect to the costs of shall indemnify and hold harmless Client, Client's approved Change Orders, especially where first-time- officers, directors, partners, and employees from and costs or unjust enrichment may apply. Client agrees to against any and all costs, losses, and damages, but hold Consultant harmless from and against any suit or only to the extent caused by the negligent acts or claim made by the Contractor relating to any such omissions of Consultant or Consultant's officers, Change Order. directors, partners, employees, and Consultant's 6.10Other liability limitations Consultants in the performance and furnishing of Consultant's services under this Agreement. A Shop Drawing Review. Consultant may review and 2 To the fullest extent permitted by law, Client shall approve or take other appropriate action on the indemnify and hold harmless Consultant, contractors submittals or shop drawings for the limited Consultant's officers, directors, partners, employees, purpose of checking for general conformance with and Consultant's Consultants from and against any information given and design concept expressed in the and all costs, losses, and damages, but only to the Contract Documents. Review and/or approval of extent caused by the negligent acts or omissions of submittals is not conducted for the purpose of determining accuracy and completeness of other details Client or Client's officers, directors, partners, or for substantiating instructions for installation or employees, and Client's consultants with respect to performance of equipment or systems, all of which this Agreement. remain the exclusive responsibility of the contractor. 6.9 Consultant's Liability Limit Consultant's review and/or approval shall not constitute A To the fullest extent permitted by law, the total approval of safety precautions, or any construction liability, in the aggregate, of Consultant and means, methods, techniques, sequences or procedures. Page 3 of 4 Pages USAquatics,Inc.-General Conditions The Consultant's approval of a specific item shall not the Task Order, unless specifically modified. In the indicate approval of an assembly of which the item is a event of conflicts between this Agreement and a Task component. Consultant's review and/or approval shall Order, the conflicting provisions of the Task Order not relieve contractor for any deviations from the shall take precedence for that Task Order. The requirements of the contract documents nor from the provisions of this Agreement shall be modified only by responsibility for errors or omissions on items such as a written amendment. Such amendments shall be sizes,dimensions,quantities,colors,or locations. applicable to all Task Orders issued after the effective B Pay application Review. Any review or date of the amendment if not otherwise set forth in the certification of any pay applications, or certificates of amendment. completion shall be based upon Consultant's 6.12Survival observation of the Work and on the data comprising the A All express representations, indemnifications, or contractor's application for payment, and shall indicate limitations of liability included in this Agreement will that to the best of Consultant's knowledge, information survive its completion or termination for any reason. and belief, the quantity and quality of the Work is in general conformance with the Contract Documents. 6.13Severability The issuance of a certificate for payment or substantial Any provision or part of this Agreement held to be completion is not a representation that Consultant has void or unenforceable under any Laws or Regulations shall made exhaustive or continuous inspections, reviewed be deemed stricken, and all remaining provisions shall construction means and methods, verified any back-up continue to be valid and binding upon Client and data provided by the contractor, or ascertained how or Consultant, who agree that this Agreement shall be for what purpose the contractor has used money reformed to replace such stricken provision or part thereof previously paid by Client. with a valid and enforceable provision that comes as close 6.11 Applicability of Master Agreement to Task Orders as possible to expressing the intention of the stricken provision. A The terms and conditions set forth in this Agreement apply to each Task Order as if set forth in IN WITNESS WHEREOF,the parties hereto have executed this Agreement;Effective Date of which is as signed. Consultant: VSAquatics, Inc. Client: By y- itle: Titled Date Signed:i Date Signed: Address for giving notices: Address for giving notices: O Box 86; 124 Bridge Ave E Delano, MN 55328 Designated Representative: Designated Representative: Name: Namel Title:! itle: Phone Number: 3-972-5897 Phone Number: acsimile Number:1763-972-5$64 Facsimile Number: —�---------- ------ ------ --�— ---------------------- -Mail Address: -Mail Address: "Please fill all yellow boxes completely" Page 4 of 4 Pages USAquatics,Inc.-General Conditions