ORDER NO. 16134 APPROVAL OF CONTRACT BETWEEN THE CITY OF KERRVILLE AND KERR COUNTY AND BLACKT9ELL & ASSOCIATES, INC., FOR ENGINEERING SERVICES FOR THE AIRPORT RUNWAY EXTENSION AT LOUIS SCHREINER FIELD On this the 20th day of June 1985, upon motion made by Commis- sioner Higgins seconded by Commissioner Holland the Court unanimously approved a contract between the City of Kerrville and Kerr County and Blackwell & Associates, Inc., for Enqineerinq Services for the Airport Runway Extension at Louis Schreiner Field. It is further ordered by the Court that the County Judge be authorized to execute said contract on behalf of Kerr County and in concurrence with the City of Kerrville. PROFESSIONAL SERVICES AGREEMENT BETWEEN OWNER AND ENGINEER THIS IS AN AGREEMENT made as of May 22, 1985, between CITY OF KERRVILLE/ COUNTY OF KERR, TEXAS (OWNER), and BLACKWELL 8 ASSO- CIATES, INC. (ENGINEER). OWNER intends to construct relocation of entry road, extension of runway 12/30 6U0 feet, extension of taxiway, extension of lighting for runway 12/30 and perimeter fencing. OWNER and ENGINEER in consideration of their mutual covenants herein agree in respect of the performance of professional engi- neering services by ENGINEER and the payment for those services by OWNER as set forth below. ENGINEER shalt provide professional engineering services for OWNER in all phases of the Project to which this Agreement applies, serve as OWNER'S professional engineering representative for the project as set forth below and shall give professional engineering consultation and advice to OWNER during the perform- ance of services hereunder. SECTION 1 - BASIC SERVICE OF ENGINEER 1.1 General. 1.1.1. ENGINEER shall perform professional services as here- inafter stated which include customary civil engineering services incidental thereto. 1.2. Study and Report Phase. (Not Applicable). 1.3. Preliminary Design Phase. ENGINEER shall: 1.3.1. In consultation with OWNER determine the extent of the Project. 1.3.2. Prepare preliminary design documents consisting of final design criteria, preliminary drawings and outline specifi- cations. 1.3.3. Based on the information contained in the preliminary design documents, submit an opinion of probable Project Cost. 1.3.4. Furnish two copies of the above preliminary design documents and present and review them in person with OWNER. 1.4. Final Design Phase. ENGINEER shall: 1.4.1. On the basis of the accepted preliminary design docu- ments and the opinion of probable Project Cost, prepare for 1 incorporation the character "Drawings") and in the Contract Documents final drawings to show and extent of the Project (hereinafter called Specifications. 1.4.2. Furnish to OWNER such documents and design data as may be required for, and assist in the preparation of, the required documents so that OWNER may apply for approvals of such govern- mental authorities as have jurisdiction over design criteria applicable to the Project, and assist in obatining such approvals by participating in submissions to and negotiations with appro- priate authorities. 1.4.3. Advise OWNER of any adjustments to the latest opinion of probable Project Cost caused by changes in extent or design requirements of the Project or Construction Cost and furnish a revised opinion of probable Project Cost based on the Drawings and Specifications. 1.4.4. Prepare for review and approval by OWNER, his legal counsel and other advisors contract agreement forms, general conditions and supplementary conditions, and (where appropriate} bid forms, invitations to bid and instructions to bidders, and assist in the preparation of other related documents. 1.4.5. Provide field surveys for design purposes. 1.4.6. Furnish five copies of the above documents and present and review them in person with OWNER. 1.4.7. Ten sets of approved Plans and Specifications will be provided for bidding purposes. 1.5. Bidding or Negotiating Phase. ENGINEER shall: 1.5.1. Assist OWNER in obtaining bids or negotiating proposals for each separate prime contract for construction, materials, equipment and services. 1.5.2. Consult with and advise OWNER as to the acceptability of subcontractors and other persons and organization proposed by the prime contractor(s) (hereinafter called "Contractor(s)") for those portions of the work as to which such acceptability is required by the bidding documents. 1.5.3. Consult with and advise OWNER as to the acceptability of substitute materials and equipment proposed by Contractor(s) when substitution prior to the award of contracts is allowed by the bidding documents. 1.5.4. Assist OWNER in evaluating bids or proposals and in assembling and awarding contracts. 2 1.6. Construction Phase. ENGINEER shall: 1.6.1. Consult with and advise OWNER and act as his representa- tive. All of OWNER'S instructions to Contractor(s) will be issued through ENGINEER who will have authority to act on behalf of OWNER to the extent provided in construction contract Standard General Conditions except as otherwise provided in writing. 1.6.2. Make visits to the site at intervals appropriate to the various stages of construction to observe as an experienced and qualified design professional the progress and quality of the executed work of Contractor(s) and to determine in general if such work is proceeding in accordance with the Contract Docu- ments. ENGINEER shall not be required to make exhaustive or continuous on-site inspections to check the quality or quantity of such work. ENGINEER shall not be responsible for the means, methods, techniques, sequences or procedures of construction selected by Contractor(s) or the safety precautions and programs incident to the work of Contractor(s). ENGINEER'S efforts will be directed toward providing a greater degree of confidence for OWNER that the completed work of Contractor(s) will conform to the Contract Documents, but ENGINEER shall not be responsible for the failure of Contractor(s) to perform the construction work in accordance with the Contract Documents. During such visits and on the basis of on-site observations ENGINEER shall keep OWNER informed of the progress of the work, shall endeavor to guard OWNER against defects and deficiencies in such work and may disapprove or reject work failing to conform to the Contract Documents. 1.6.3. Review and approve (or take other appropriate action in respect of) Shop Drawings (as that term is defined in the afore- said Standard General Conditions) and samples, the results of tests and inspections and other data which each Contractor is required to submit, but only for conformance with the design concept of the Project and compliance with the information given in the Contract Documents (but such review and approval or other action shall not extend to means, methods, sequences, techniques or procedures of construction or safety precautions and programs incident thereto); determine the acceptability of substitute materials and equipment proposed by Contractor(s); receive and review (for general content as required by the Specifications) maintenance and operating instructions, schedules, guarantees, bonds and certificates of inspection which are to be assembled by Contractor(s) in accordance with the Contract Documents. 1.6.4. Issue all instructions of OWNER to Contractor(s); issue necessary interpretations and clarifications of the Contract Documents and in connection therewith prepare change orders as required; have authority, as OWNER'S representative, to require special inspection or testing of the work; act as initial interpreter of the requirements of the Contract Documents and judge of the acceptability of the work thereunder and make decisions on all claims of OWNER and Contractor(s) relating to the acceptability of the work or the interpretation of the requirements of the Contract Documents pertaining to the execution and progress of the work; but ENGINEER shall not be liable for the results of any such interpretations or decisions rendered by him in good faith. 1.6.5. Based on ENGINEER'S on-site observations as an experienced and qualified design professional and on review of applications for payment and the accompanying data and schedules, determine the amounts owing to Contractor(s) and recommend in writing payments to Contractor(s) in such amounts; such recommendations of payment will constitute a representation to OWNER, based on such observations and review, that the work has progressed to the point indicated, that, to the best of ENGINEER'S knowledge, information and belief, the quality of such work is in accordance with the Contract Documents (subject to an evaluation of such work as a functioning Project upon Substantial Completion, to the results of any subsequent tests called for in the Contract Documents, and to any qualifications stated in his recommendations), and that payment of the amount recommended is due Contractor(s); but by recommending any payment ENGINEER will not thereby be deemed to have represented that continuous or exhaustive examinations have been made by ENGINEER to check the quality or quantity of the work or to review the means, methods, sequences, techniques or procedures of construction or safety precautions or programs incident thereto or that ENGINEER has made an examination to ascertain how or for what purposes any Contractor has used the moneys paid on account of the Contract Price, or that title to any of the work, materials, or equipment has passed to OWNER free and clear of any lien, claims, security interests or encumbrances, or that Contractor(s) have completed their work exactly in accordance with the Contract Documents. 1.6.6. Conduct an inspection to determine if the Project is substantially complete and a final inspection to determine if the work has been completed in accordance with the Contract Documents and if each Contractor has fulfilled all of his obligations thereunder so that ENGINEER may recommend, in writing, final payment to each Contractor and may give written notice to OWNER and the Contractor(s) that the work is acceptable (subject to any conditions therein expressed), but any such recommendation and notice shall be subject to the limitations expressed in paragraph 1.6.5. 1.6.7. ENGINEER shall not be responsible for the acts or omissions of any Contractor, or subcontractor, or any of the Contractor(s)' or subcontractors' agents or employees or any other persons (except ENGINEER'S own employees and agents) at the site or otherwise performing any of the Contractor(s)' work. 1.6.8. Provide field surveys for one time staking of the horizontal and vertical control. 4 1.6.9. Prepare and process routine change orders. Change orders involving a redesign or new design shall be additional services. 1.6.10. Prepare for the OWNER, a set of reproducible record copy of drawings showing changes made during construction, based on mark-up prints, drawings and other data furnished by Contractor(s) or OWNER to ENGINEER and which ENGINEER considers significant. SECTION 2 - ADDITIONNL SERVICE OF ENGINEER 2.1. General. If authorized in writing by OWNER, ENGINEER shall furnish or obtain from others Additional Services of the following types which are not considered normal or customary Basic Services; these will be paid for by OWNER as indicated in Section 4. 2.1.1. Preparation of applications and supporting documents for governmental grants, loans or advances in connection with the Project; preparation or review of environmental assessments and impact statements; review and evaluation of the effect on the design requirements of the Project of any such statements and documents prepared by others; and assistance in obtaining appro- vals of authorities having jurisdiction over the anticipated environmental impact of the Project. 2.1.2. Services to make measured drawings of or to investigate existing conditions or facilities, or to verify the accuracy of drawings or other information furnished by OWNER. 2.1.3. Services resulting from significant changes in extent of the Project or its design including, but not limited to, changes in size, complexity, OWNER'S schedule, or character of construc- tion or method of financing; and revising previously accepted studies, reports, design documents or Contract Documents when such revisions are due to causes beyond ENGINEER'S control. 2.1.4. Providing renderings or models for OWNER'S use. 2.1.5. Furnishing soil and foundation investigations, including field and laboratory tests, borings, related engineering analysis and recommendations. 2.1.6. Providing detailed mill, shop and/or laboratory inspec- tion of materials or equipment. 2.1.7. Services in connection with change orders to reflect changes requested by OWNER if the resulting change in compensa- tion for Basic Services is not commensurate with the additional services rendered, services after the award of each contract in evaluating substitutions proposed by Contractor(s), and in making revisions to Drawings and Specifications occasioned thereby, and 5 services resulting from significant delays, changes or price increases occurring as a direct or indirect result of material, equipment or energy shortages. 2.1.8. Deleted. 2.1.9. Additional or extended services during construction made necessary by (1) work damaged by fire or other cause during construction, 2) a significant amount of defective or neglected work of Contractor(s), (3) prolongation of the contract time of any prime contract by more than sixty days, and (4) acceleration of the progress schedule involving services beyond normal working hours, and (5) default by Contractor(s). 2.1.10. Services after completion of the Construction Phase, such as inspections during any guarantee period and reporting observed discrepancies under guarantees called for in any con- tract for the Project. 2.1.11. Preparing to serve or serving as a consultant or witness for OWNER in any litigation, public hearing or other legal or administrative proceeding involving the Project (except as agreed to under Basic Services). 2.2.12. Additional services in conection with the Project, including services normally furnished by OWNER and services not otherwise provided for in this Agreement. 2.1.13. Resident Services During Construction. If requested by OWNER or recommended by ENGINEER and agreed to in writing by the OWNER, a Resident Project Representative will be furnished and wi 11 act as directed by ENGINEER in order to assist ENGINEER in observing performance of the work of Contractor(s). Such services will be paid for by OWNER as indicated in paragraph 4.1.2.4. Resident Project Representative shall be responsible for measurement and/or computation of final quantities. SECTION 3 - OWNER'S RESPONSIBLITIES OWNER shall: 3.1. Provide all criteria and full information as to OWNER'S requirements for the Project, including design objectives and constraints, space, capacity and performance requirements, flexi- bility and expandability, and any budgetary limitations; and furnish copies of all design and construction standards which OWNER will require to be included in the Drawings and Specifica- tions. 3.2. Assist ENGINEER by placing at his disposal all available information pertinent to the Project including previous reports and any other data relative to design or construction of the Project. 6 3.3. Furnish to ENGINEER, as required for performance of ENGI- NEER'S Basic Services, data prepared by or services of others, including without limitation core borings, probings and subsur- face explorations, hydrographic surveys, laboratory tests and inspections of samples, materials and equipment; appropriate professional interpretations of alt of the foregoing; environmen- tal assessment and impact statements; zoning, deed and other land use restriction; and other special data or consultations not covered in Section 2; all of which ENGINEER may rely upon in performing his services. 3.4. Arrange for access to and make all provisions for ENGINEER to enter upon public and private property as required for ENGI- NEER to perform his services. 3.5. Examine all studies, reports, sketches, Drawings, Specifica- tions, proposals and other documents presented by ENGINEER, ob- tain advice of an attorney, insurance counselor and other consul- tants as OWNER deems appropriate for such examination and render in writing decisions pertaining thereto within a reasonable time so as not to delay the services of ENGINEER. 3.6. Provide such accounting, independent cost estimating and insurance counseling services as may be required for the Project, such legal services as OWNER may require or ENINGEER may reason- ably request with regard to legal issues pertaining to the Pro- ject including any that may raised by Contractor(s), such auditing service as OWNER my require to ascertain how or for what purpose any Contractor has used the moneys paid to him under the construction contract, and such inspection services as OWNER may require to ascertain that Contractor(s) are complying with any law, rule pr regulation applicable to their performance of the work. 3.7. Designate in writing a person to act as OWNER'S representa- tive with respect to the services to be rendered under this Agreement. Such person shall have complete authority to transmit instructions, receive information, interpret and define OWNER'S policies and decisions with respect to materials, equipment, elements and systems pertinent to ENGINEER'S services. 3.8. Give prompt written notice to ENGINEER whenever OWNER observes or otherwise becomes aware of any development that affects the scope or timing of ENGINEER'S services, or any defect in the work of Contractor(s). 3.9. Furnish, or direct ENGINEER to provide, necessary Additional Services as stipulated in Section 2 of this Agreement or other services as required. 3.10. Bear all costs incident to compliance with the require- ments of this Section 3. LUMP SUM METHOD OF PAYMENT Section 4 - PAYMENTS TO ENGINEER 4.1. Methods of Payment for Services and Expenses of ENGINEER. 4.1.1. For Basic Services. OWNER shall pay ENGINEER, for Basic Services rendered under Section 1, the following lump sum amounts: A. Basic Design and Construction Phase Services (1) 600' Extension of Runway 12/30 and Taxiway Including R/W Lighting $23,600 (2) Relocate 4950' of Entrance Road 15,600 (3) Extension of Taxiway 12/30 to NW 2,400 Total Basic Services $41,600 B. Field Surveys for Design (1) 600' Extension of Runway 12/30 and Taxiway Including R/W Lighting $ 4,060 (2) Relocate 4950' of Entrance Road 3,480 (3) Extension of Taxiway 12/30 to NW 950 Total Field Surveys for Design $ 8,490 4.1.2. For Additional Services. OWNER shall pay ENGINEER for Additional Services rendered under Section 2 as follows: 4.1.2.1. General. For Additional Services rendered under para- graphs 2.1.1. through 2.1.15., inclusive (except services covered by paragraphs 2.1.5. and 2.1.6. as a consultant or witness under paragraph 2.1.11.), on the basis of Salary Costs times a factor of 2.5 for services rendered by principals and employees assigned to the Project. 4.1.2.2. Special Consultants. For services and reimbursable expenses of special consultants employed by ENGINEER pursuant to paragraph 2.1.5, and 2.1.6., the amount billed to ENGINEER there- fore times a factor of 1.1. 4.1.2.3. Serving as a Witness. For the services rendered by principals and employees as consultants or witnesses in any litigation, hearing or proceeding, at the rate of $700.00 per day or any portion thereof. 4.1.2.4. Resident Project Services. For resident services during construction furnished under paragraph 2.2.1., on the basis of Salary Costs times a factor of 2.5 for services rendered by principals and employees assigned to field offices in connec- tion with resident Project representation. 4.1.3. For Reimbursabl Additional Services shat cost of ENGINEER'S field similar items. Such following rates: e Expenses. Expense in connection with 1 include transportation and subsistence, office, reproduction, subcontracts and expenses shall be reimbursed at the -- Transportation by ENGINEER'S vehicle: at ENGINEERS standard rates. -- Reproduction performed in ENGINEER'S office: at prevailing commercial rates. -- Computer Services: at ENGINEER'S standard rates. -- All others: actual cost to ENGINEER plus 10X service charges. -- Where field parties are used, expenses shall include charges for the use of any special instruments and equipment, including marine equipment, and expendable items such as stakes and monuments. 4.1.4. The terms "Salary Costs" and "Reimbursable Expenses" will have the meanings assigned to them in paragraph 4.4. 4.2. Times of Payments. 4.2.1. ENGINEER shall submit Additional Services rendered incurred. The statements will of the proportion of the total time of billing. OWNER shall response to ENGINEER'S monthly monthly statements for Basic and and for Reimbursable Expenses be based upon ENGINEER'S estimate ervices actually completed at the make prompt monthly payments in statements. 4.3. Other Provisions Concerning Payments. 4.3.1. OWNER agrees to pay a charge of 1.25 percent per month on all invoiced amounts not paid within thirty (30} days of the date of the invoice, calculated from the date of the invoice. In addition, ENGINEER may, after giving seven days' written notice to OWNER, suspend services under this Agreement until he has been paid in full all amounts due him for services and expenses. 4.3.2. In the event of termination by OWNER under paragraph 6.1 upon the completion of any phase of the Basic Services, progress payments due ENGINEER for services rendered through such phase shall constitute total payment for such services. In the event of such termination by OWNER during any phase of the Basic Services, ENGINEER will be paid for services rendered during that phase on the basis of Salary Costs times a factor of 2.5 for services rendered during that phase to date of termination by principals and employees assigned to the Project. In the event of any such termination, ENGINEER will be paid for all unpaid Additional Services and unpaid Reimbursable Expenses, p-i-irs---a-l~ 4.4. Definitions. S ~~ ~~G 4.4.1. The Salary Costs used as a basis for payment mean salaries and wages (basic and incentive) paid to all personnel engaged directly on the Project, including, but not limited to, 9 engineers, architects,surveyors, designers, draftsmen, specifica- tions writers, estimators, other technical personnel, steno- graphers, typists and clerks; plus the cost of customary and statutory benefits including, but not limited to, social security contributions, unemployment, excise and payroll taxes, incentive pay, workers' compensation, health and retirement benefits, sick leave, vacation and holiday pay applicable thereto. 4.4.2. Reimbursable Expenses. Expenses incurred directly or indirectly in connection with the Project for: transporation and subsistence and transportation of Resident Project representative and their assistants; toll telephone calls and telegrams; repro- ductions of Reports, Drawings, Specifications and similar Project-related items in addition to those required in Section 1; and, if authorized in advance by OWNER, overtime work requiring higher than regular rates. SECTION 5 - CONSTRUCTION COST AND OPINIONS OF COST 5.1. Construction Cost. The construction cost of the entire Project (herein referred to as "Construction Cost") means the total cost of the entire Pro- ject to OWNER, but it will not include ENGINEER'S compensation and expenses, the cost of land, rights-of-way, or compensation for or damages to, properties unless this Agreement so specified, nor will it include OWNER'S legal, accounting, insurance coun- seling or auditing services, or interest and financing charges incurred in connection with the Project. 5.2. Opinions of Cost. 5.2.1. Since ENGINEER has no control over the cost of labor, materials, equipment or services furnished by others, or over the Contractor(s) methods of determining prices, or over competitive bidding or market conditions, his opinions of probable Project Cost and Construction Cost provided for herein are to be made on the basis of his experience and qualifications and represent his best judgment as an experienced and qualified professional engi- neer, familiar with the construction industry; but ENGINEER can- not and does not guarantee that proposals, bids or actual Project or Construction Cost will not vary from opinions of probable cost prepared by him. If prior to the Bidding or Negotiating Phase OWNER wishes greater assurance as to Project or Construction Cost paragraplh 3mbloy an independent cost estimator as provided in SECTION 6 - GENERAL CONSIDERATIONS 6.1. Termination. The obligation to provide further services under this Agreement may be terminated by either party upon seven days' written notice. i f substa 10 5~ G `~ < ' h t t s h no ault o he e at'n ~^5~ 6.2. Reuse of Documents. A11 documents including Drawings and Specifications prepared by ENGINEER pursuant to this Agreement are instruments of service in respect of the Project. They are not intended or represented to be suitable for reuse by OWNER or others on extensions of the Project or on any other project. Any reuse without written verification or adaptation by ENGINEER for the specific purpose intended wil l be at OWNER'S sole risk and without liability or legal exposure to ENGINEER; and OWNER shall indemnify and hold harmless ENGINEER from all claims, damages, losses and expenses including attorneys' fees arising out of or resulting therefrom. Any such verification or adaptation will entitle ENGINEER to further compensation at rates to be agreed upon by OWNER and ENGINEER; provided, however, that this provision shall not apply to the airport layout plan, if the services and compensation are revised to include a layout plan. The OWNER shalt have unrestricted use of the airport layout plan. 6.3. Controlling Law. SAX ~S.i This Agreement is to be governed by the law of t pl - ~~, 6.4. Successors and Assigns. ~u 6.4.1. OWNER and ENGINEER each binds himself and his partners, successors, executors, administrators, assigns and legal repre- sentatives to the other party to this Agreement and the partners, successors, executors, administrators, assigns and legal repre- sentatives of such other party, in respect to all, covenants, agreements and obligations of this Agreement. 6.4.2. Neither OWNER nor ENGINEER shall assign, sublet or transfer any rights under or interest in (including, but without limitation, moneys that may become due or moneys that are due) this Agreement without the written consent of the other, except as stated in paragraph 6.4.1. and except to the extent that the effect of this limitation may be restricted by law. Unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility under this Agreement. Nothing contained in this paragraph shall prevent ENGINEER from employing such independent consultants, associates and subcontractors as he may deem appropriate to assist him in the performance of services hereunder. 6.4.3. Nothing herein shall be construed to give any rights or benefits hereunder to anyone other than OWNER and ENGINEER. 11 6.5. ENGINEER shall furnish the required copies of the bidding documents and shall complete the final design phases within 10 weeks after approval of the preliminary plat by the City of Kerrville. 6.6. The applicable requirements of the Federal Aviation Administration are attached and made a part of this contract. 6.7. This Agreement (consisting of pages 1-12, inclusive), to- gether with referenced attachments constitute the entire agree- ment between OWNER and ENGINEER and supersede all prior written or oral understandings. This Agreement and said attachments may only be amended, supplemented, modified or cancel led by a duly executed written instrument. IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as of the day and year first above written. OWNER: CITY OF KERRVILLE COUNTY OY?KERR, TEXAS > . L° s~g (G~.-. 5. s ENGINEER: BLACKWELL & ASSOCIATES, INC. 1~1~f~ C' William C. Cole> P.E. Vice President 12 July 10, 1985 K ITY OF KERRVILLE, TEX A: Ms. Patricia Dye County Clerk County Courthouse Kerrville, Texas 78028 Dear Ms. Dye: Please have Judqe Morriss sign the enclosed four copies of the Blackwell & Associates Contract for the 12130 Runway Extension Project at Louis Schreiner Field. Since all the other people have signed, please keep one copy for your files and return the others to me. Thanks. ~,~ZP-~~tu.Lrc~-<'~t1 ~ Loretta Shawver ~ ~~~ ~,~ / ~ ~t ~ Department of Public Works CITY OF KERRVILLE ~j /~ 1 ~ `c `cam'`' ~/ ~~~. ,tp/ ~ 1 ~~ ~ ~ is ,~~jti° ~ ~ 2~~ Encl: 4 contra~~ 512 • 257 • 8000 KERB VILLE, TEXAS 78028 ORDER N0. 16134 APPROVAL OF CONTRACT BETWEEN THE CITY OF KERRVILLE AND KERR COUNTY AND BLACKWELL & ASSOCIATES, INC. FOR ENGINEERING SERVICES FOR THE AIRPORT RUNWAY EXTENSION AT LOUIS SCHREINER FIELD 6-20-85 VOL. Q, Page gg