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HomeMy WebLinkAboutATLANTIC COAST CONSULTING TO REPAIR UPGRADE GAS COLLECTION AND CONTROL SYSTEM AT LANDFILL CONSULTANT SERVICES AGREEMENT BETWEEN "AUGUSTA, GEORGIA" AND "ATLANTIC COAST CONSULTING" This Agreement is made and entered into this a 9‘) day of 2010 by and between , Augusta, Georgia, a consolidated government and politica subdivision of the State of Georgia hereinafter called "Augusta" and Atlantic Coast Consulting, a Corporation authorized to do business in Georgia, hereinafter called the "Consultant." Whereas, Augusta desires to engage a qualified and experienced consulting firm to furnish professional services for: "Engineering, Construction Quality Assurance, Project Management and Environmental Monitoring" Whereas, the Consultant has represented to Augusta that it is experienced and qualified to provide the services contained herein and Augusta has relied upon such representation. Now, therefore, in consideration of the mutual promises and covenant herein contained, it is agreed by and between Augusta and the Consultant that: The Consultant shall gather from Augusta all available data and information pertinent to the performance of the services for the project. Augusta shall have the final decision as to what data and information is pertinent. The Consultant shall ensure that the data and information meet applicable standards as specified herein. The Consultant shall report in writing any discovery of errors or omissions contained in the data and information furnished by Augusta. The Consultant shall visit and become familiar with the project site and shall become acquainted with local conditions involved in carrying out this Agreement. The Consultant may request that a representative of Augusta be present during the site visit. The Consultant shall recommend and secure Augusta's written approval of, the manner of project plans, presentation and the methods to be used in the plan preparation so that these plans can be best utilized, as determined by the Consultant and approved by Augusta, in the orderly preparation of the detailed construction plans, specifications, and contracts. Upon receipt of Augusta's written approval of the manner of the project plan, presentation and methods of plan preparation, the Consultant shall proceed with implementation of the project. RIGHT TO ENTER The Consultant shall notify all property owners or occupants of the intent to enter properties for the purpose of accomplishing surveys or other field investigations in accordance with the practices of Augusta. The Consultant shall discuss with and receive approval from the Solid Waste Department prior to sending said notices of intent to enter private property. Upon request by the Consultant, Augusta will provide the necessary documents identifying the Consultant as being an authorized consultant of Augusta for the purpose described in the Agreement. If the property owner or occupant denies the Consultant permission to enter, such incident will be reported to Augusta and Augusta will initiate such action as is dictated by current policy and procedure. DIRECTOR OF SOLID WASTE The Director of Solid Waste ( "Director ") or duly appointed representative(s) shall act as the liaison between the Consultant and Augusta and all utilities, and authorities or governments whose properties will be affected. All correspondence, data, information, and reports shall be directed to the Director who will provide for proper distribution to the parties concerned. The Consultant shall meet with Augusta for review of the work or submit in writing, a project status update on a monthly basis or as determined by Augusta. CONSULTANT COORDINATION The Consultant shall cooperate fully with Federal and State officials, consultants on adjacent projects, municipalities and local government officials, utility companies, railroads, and others, as may be directed by Augusta. Such cooperation shall include attendance at meetings, discussions, and hearings, as may be requested by Augusta, furnishing plans and other data produced in the course of work on the project, as may be requested from time to time by Augusta to effect such cooperation and compliance with all directives issued by Augusta in accordance with this agreement. It is understood and agreed that Federal and State regulators may have access to the work and be furnished information as directed by Augusta. ACCURACY OF WORK The Consultant shall be responsible for the accuracy of the work and shall promptly correct its errors and omissions without additional compensation. Acceptance of the work by Augusta will not relieve the Consultant of the responsibility for subsequent correction of any errors and the clarification of any ambiguities. At any time during the construction of the improvement provided for by the plans or during any phase of work performed by others based on data secured by the Consultant under the Agreement, the Consultant shall confer with Augusta for the purpose of interpreting the information obtained and to correct any errors or omissions made by it. The Consultant shall prepare any plans or data required by Augusta to correct its errors or omissions. The above consultation, clarification, or correction shall be made without added compensation to the Consultant. The Consultant shall give immediate attention to these changes so there will be a minimum of delay to others. CHANGE IN THE WORK Augusta may at any time as the need arises, order changes within the scope of the work without invalidating the Agreement. If such changes increase or decrease the amount due under the Agreement or in the time required for performance of the work, an equitable adjustment shall be authorized by change order. Augusta reserves the right to make at any time such alterations in the character of the work as Augusta may consider necessary or desirable to complete the proposed work in a satisfactory manner and consistent with the intent of this Agreement. Notice of every such alteration or change shall be given in writing to the Consultant by Augusta, and no such alteration or change shall be considered as constituting a waiver of any of the provisions of this Agreement or as nullifying or invalidating any of such provisions. Should any such alteration or change result in an increase or decrease in the quantity or the cost of the work described in this Agreement, the total amount payable under the Contract will be accordingly modified. If alterations or changes are thus made, the Agreement time may be correspondingly modified, if the Consultant so requests, and is mutually agreed upon by Augusta, before commencing the work attributable to such alterations or changes. It is understood and agreed that the Consultant shall perform all extra work that may be ordered in writing by Augusta arising out of the modification of the specifications or drawings made or approved by Augusta. For this extra work, the Consultant shall be compensated as provided hereinafter and in the change order covering the additional services. All change orders must be approved by Augusta and those governmental agencies whose approval is required. ADDITIONAL SERVICES The Consultant may be required to perform additional services or tasks related to the work outlined in the scope of this agreement that are specific to site conditions and are not typical in nature. The Consultant shall, at Augusta request, submit a proposal indicating man hours and costs to Augusta for approval. The Consultant shall not begin on any task until Augusta issues written authorization to proceed. PROFESSIONAL ENGINEER The Professional Engineer, as employed by the Consultant, or his duly appointed representatives shall act as the liaison between the Consultant and Augusta and all utilities, and authorities or governments whose properties will be affected. Payments and fees of the Professional Engineer are the sole responsibility of the Consultant. The Consultant shall arrange for conferences and exchanges of data and information and for necessary approvals. All correspondence, data, information, and reports shall be directed to the Professional Engineer to provide for proper distribution to the parties concerned. The Professional Engineer will expedite any necessary decisions affecting the performance of the Consultant's Agreement, but the Consultant shall not make use of the Professional Engineer's services on trivial or minor matters normally to be decided by the Consultant and at Consultant's expense. DELIVERY OF NOTICES All written notices, demands, and other papers or documents to be delivered to Augusta. Under this Agreement shall be delivered to Augusta's office, 4330 Deans Bridge Rd, Blthye, Georgia, 30805 Attention: Director of Solid Waste, or at such other place or places as may be subsequently designated by written notice to the Consultant. All written notices, demands, and other papers or documents to be delivered to the Consultant under this Agreement shall be directed to the Consultant's Office: Atlantic Coast Consulting, Inc., 630 Colonial Park Drive, Suite 110, Rosewell, Georgia 30074, Attention Richard T. Deason, P.E., or at such a place or places subsequently to be designated in writing by the Consultant to Augusta. SUPERVISION AND CONTROL The Consultant shall perform the services required to accomplish the work as stated above under such control and supervision by Augusta as Augusta may deem appropriate. COVENANT AGAINST CONTINGENT FEES The Consultant shall comply with the relevant requirements of all Federal, State, County, or local laws. The Consultant warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the Consultant, to solicit or secure this Agreement, and that it has not paid or agreed to pay any company or person, other than a bona fide employee working solely for the Consultant, any fee, commission, percentage, brokerage fee, gifts, or any consideration, contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, Augusta shall have the right to annul this Agreement without liability, or, at its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage. brokerage fee, gift, or contingent fee. EMPLOYMENT OF AUGUSTA'S PERSONNEL The Consultant shall not employ any person or persons in the employ of Augusta for any work required by the terms of this Agreement, without the written permission of Augusta except as may otherwise be provided for herein. REVIEW OF WORK Authorized representatives of Augusta may at all reasonable times review and inspect the project activities and data collected under the Agreement and amendments thereto. All reports, drawings, studies, specifications, estimates, maps and computations prepared by or for the Consultant, of its professional obligation to correct, at its expense, any of its errors in work. The Solid Waste Department may request at any time and the Consultant shall produce progress prints or copies of any work as performed under this Agreement. Refusal by the Consultant to submit progress reports and /or plans shall be cause to withhold payment to the Consultant until the Consultant complies with Augusta's request in this regard. Augusta's review recommendations shall be incorporated into the plans by the Consultant. Augusta may collect statistical data relating from Consultant and /or Consultant's business and subcontractors and Consultant expressly agrees to provide such information. INSURANCE Prior to beginning work, the Consultant shall obtain and furnish certificates to Augusta for the following minimum amounts of insurance: A. Workmen's Compensation Insurance in accordance with the laws of the State of Georgia. B. Public Liability Insurance in an amount of not less than One Hundred Thousand ($100,000.00) Dollars for injuries, including those resulting in death to any one person, and in an amount of not less than Three Hundred Thousand ($300,000.00) Dollars on account of any one occurrence. C. Valuable Papers Insurance in an amount sufficient to assure the restoration of any plans, drawings, field notes, or other similar data relating to the work covered by the project. D. Comprehensive Automobile Liability Insurance including operation of owned, non - owned and hired automobiles, covering bodily injury and/or property damage with limits of One Million Dollars ($1,000,000) per occurrence. E. Professional Liability Insurance in an amount of not less than One Million ($1,000,000.00) Dollars or if required, an amount that correlates to the amount of this agreement and nature of the project. F. The Consultant shall procure and maintain, at his own expense, during the life of the Agreement, in accordance with the provisions of the laws of the state in which the work is performed, Workman's Compensation Insurance, including occupational disease provisions, for all of his employees at the site of the project and in case any work is sublet, the Consultant shall require such subcontractor similarly to provide Workman's Compensation Insurance, including occupational disease provision for all of the latter's employees unless such employees are covered by the protection afforded by the Consultant. In case any class of employees engaged in hazardous work under this Agreement at the site of the project is not protected under Workman's Compensation statute, the Consultant shall provide and shall cause each Subcontractor to provide adequate and suitable insurance for the protection of his employees not otherwise protected. G. Each insurance policy shall be renewed at least ten days before the expiration date thereof. H. Insurance policies must be carried by a recognized insurance company licensed to do business in the state in which the project is constructed and approved by Augusta's General Counsel or other designated legal representative. I. The Consultant shall not commence work under this Contract until he has obtained all of the insurance required and such insurance has been approved by Augusta, nor shall the Consultant allow any subcontractor to commence work on his subcontract until the insurance required of the subcontractor has been so obtained and approved. In the event any insurance coverage should be canceled or allowed to lapse, the Consultant will not be permitted to work until adequate and satisfactory insurance is in effect. Failure to keep insurance policies in effect WILL NOT be cause for any claims for extension of time under this Contract. J. The Consultant shall furnish a certificate of insurance indicating that the Consultant has coverage in accordance with the requirements herein set forth to the Solid Waste Department within thirty (30) days from the execution of the contract. Consultant agrees that Augusta will make no payments pursuant to the terms of the contract until all required proof or evidence of insurance has been provided to the Augusta, Georgia representative. Consultant agrees that the insurer shall waive its rights of subrogation, if any, against Augusta. These shall be completed by the authorized Resident Agent and returned to the Solid Waste Department. This certificate shall be dated and show: (1) The name of the insured Consultant, the specified job by name, name of the insurer, the number of the policy, its effective date and its termination date. (2) Statement that the Insurer will mail notice to Augusta at least thirty (30) days prior to any material changes in provisions or cancellation of the policy. RESPONSIBILITY FOR CLAIMS AND LIABILITY AND INDEMNIFICATION The Consultant shall be responsible for any and all damages to properties or persons caused by its employees, subcontractors, or agents and shall indemnify, hold harmless and defend Augusta, its officers, agents, and employees, from or on account of any claims, losses, expenses, injuries, damages, or liability resulting or arising from Consultant's negligent performance of services pursuant to this contract, excluding any claims, losses, expenses, injuries, damage, or liability resulting or arising from the actions or negligence of Augusta, its officers, agents, or employees. The indemnification shall obligate the Consultant to defend, at its own expense, any and all claims and suits brought against Augusta, which may result from Consultant's negligent performance or of services pursuant to the contract. These indemnities shall not be limited by reason of the listing of any insurance coverage. The Consultant will indemnify and save Augusta or Augusta's agents harmless from all claims growing out of the lawful demands of subcontractors, laborers, workmen, and mechanics. material men, and furnishers of machinery and parts thereof, equipment, tools, and all supplies, incurred in the furtherance of the performance of the work. The Consultant shall, at Augusta's request, furnish satisfactory evidence that all obligations of the nature designated above have been paid, discharged, or waived, if the Consultant fails to do so Augusta may, after having notified the Consultant, either pay unpaid bills or withhold from the Consultant's unpaid compensation a sum of money deemed reasonably sufficient to pay any and all such lawful claims until satisfactory evidence is furnished that all liabilities have been fully discharged whereupon payment to the Consultant shall be resumed, in accordance with the terms of the Agreement, but in no event shall the provisions of this sentence be construed to impose any obligations upon Augusta to either the Consultant, his Surety, or any third party. In paying any unpaid bills of the Consultant, any payment so made by Augusta shall be considered as a payment made under the Agreement by Augusta to the Consultant and Augusta shall not be liable to the Consultant for any such payments made in good faith. SAFETY The Consultant shall take the necessary precautions and bear the sole responsibility for the safety of the methods employed in performing the work. The Consultant shall at all times comply with the regulations set forth by federal, state, and local laws, rules, and regulations concerning "OSHA" and all applicable state labor laws, regulations, and standards. The Consultant shall indemnify and hold harmless Augusta from and against all liabilities, suits, damages, costs, and expenses (including attorney's fees and court costs) which may be imposed on Augusta because of the Consultant, sub - contractor, or supplier's failure to comply with the regulations. COMPENSATION Augusta shall compensate the Consultant for services, which have been authorized by Augusta under the terms of this Agreement. The Consultant may submit to Augusta a monthly invoice, in a form acceptable to Augusta and accompanied by all support documentation requested by Augusta, for payment for the services, which were completed during the billing period. Augusta shall review for approval said invoices. Augusta shall have the right to reject payment of any invoice or part thereof if not properly supported, or if the costs requested or a part thereof, as determined solely by Augusta, are unreasonably in excess of the actual stage of completion of each phase. Augusta shall pay each such invoice or portion thereof as approved, provided that the approval or payment of any such invoice shall not be considered to be evidence of performance by the Consultant to the point indicated by such invoice, or of receipt of acceptance by Augusta of the services covered by such invoice. Augusta shall pay any undisputed items contained in such invoices. Each invoice shall be accompanied by a progress report describing the total work - accomplished for each phase and any problems, which have been, encountered which may inhibit execution of the work. The Consultant shall also submit an accurate updated schedule, and an itemized description of the percentage of total work completed for each phase during the billing period. It is understood and agreed that the approval of the progress payment request and the paying of a partial payment shall not be construed as acceptance of any work, materials, or products and shall not relieve the Consultant in any way from his responsibilities and obligations under this Agreement. A partial payment will not be made when, in the judgment of Augusta, the work is not proceeding in accordance with any of the provisions of this Agreement. RIGHT TO REQUIRE PERFORMANCE A. The failure of Augusta at any time to require performance by the Consultant of any provision hereof shall in no way affect the right of Augusta thereafter to enforce same. Nor shall waiver by Augusta of any breach of any provision hereof be taken or held to be a waiver of any succeeding breach of such provision or as a waiver of any provision itself. B. In the event of failure of the Consultant to deliver services in accordance with the contract terms and conditions, Augusta, after due written notice, may procure the services from other sources and hold the Consultant responsible for any resulting additional purchase and administrative costs. This remedy shall be in addition to any other remedies that Augusta may have. AS SIGNMENT Except as specifically authorized in this Agreement, the Consultant shall not assign, transfer, convey, sublet, or otherwise dispose of any work or of any of its rights, title, or interests therein, without the prior written consent of Augusta. CONTRACT DISPUTES This Agreement shall be deemed to have been executed in Augusta - Richmond County, Georgia, and all questions of interpretation and construction shall be governed by the Laws of the State of Georgia. All claims, disputes and other matters in question between Augusta and the Consultant arising out of or relating to the Agreement, or the breach thereof shall be decided in the Superior Court of Richmond County, Georgia. The Consultant, by executing this Agreement, specifically consents to venue in Richmond County and waives any right to contest the venue in the Superior Court of Richmond County, Georgia. CONTRACT TERMINATION Pursuant to O.C.G.A. § 36- 60 -13, this Agreement shall terminate absolutely and without further obligation on the part of Augusta at the close of the calendar year in which this Agreement is executed and at the close of each succeeding calendar year for which the agreement may be renewed by the parties hereto. This Agreement shall nevertheless automatically be renewed unless Augusta provides written notice to the Consultant of its intention to terminate the Agreement at least thirty days prior to the close of the calendar year for which the Agreement is presently effective between the parties and/or has been renewed by Augusta. This agreement shall obligate Augusta solely for those sums payable during the initial term of execution or in the event of renewal by Augusta for those sums payable in such individual renewal terms. Notwithstanding the foregoing language, the Consultant agrees to continuously render the professional services specified by the Agreement to Augusta for such terms or renewal terms as are effective pursuant to this Agreement and for which Augusta agrees to pay in accordance with the terms of the Agreement or any future amendments thereto. Augusta may terminate this contract in part or in whole upon written notice to the Consultant. The Consultant shall be paid for any validated services under this Contract up to the time of termination. SEPARATE CONTRACTS Augusta reserves the right to let other contracts in connection with this project. The Consultant shall afford other contractors /consultants reasonable opportunity for the execution of their work and shall properly connect and coordinate his work with theirs. If the proper execution or results of any part of the Consultant's work depends upon the work of any other consultant, the Consultant shall inspect and promptly report to the Director any defects in such work that render it unsuitable for such proper execution and results. Augusta may perform additional work related to the project or may let other contracts containing provisions similar to these. The Consultant will afford the other consultants who are parties to such contracts (or Augusta, if Augusta is performing the additional), reasonable opportunity for the execution of the work and shall properly connect and coordinate his work with theirs. If the performance of additional work by other contractors /consultants or Augusta is not noted in the Agreement prior to the execution of the Agreement, written notice thereof shall be given to the Consultant prior to starting any such additional work. If the Consultant believes that the performance of such additional work by Augusta or others involves him an additional expense or entitles him to an extension of the contract time, he may make a claim therefore as provided in Sections "Change in the Work ". PERSONNEL The Consultant represents that it has secured all personnel necessary to complete this agreement, and all personnel engaged in the work shall he fully qualified and shall be authorized or permitted under law to perform such services. No changes or substitutions shall be permitted in the Consultant's key personnel as set forth herein without the prior written approval of the Director of Solid Waste or his designee. The Consultant shall employ in responsible charge of supervision and design of the work only persons duly registered in the appropriate category; and further shall employ only qualified surveyors in responsible charge of any survey work. The Consultant shall endorse all reports, contract plans, and survey data. Such endorsements shall be made by a person duly registered in the appropriate category by the Georgia State Board of Registration for Professional Engineers and Land Surveyors being in the full employ of the Consultant and responsible for the work prescribed by this agreement. ELECTRONIC DOCUMENTS The Consultant shall submit electronic files of all project related documentation including the design calculation data files to Augusta. TAXES, PERMITS AND LICENSES The Consultant shall pay all applicable taxes levied by federal, state, and local governments and obtain all permits on any part of the work as required by law in connection with the work. It is understood and agreed that the cost of said taxes is included in the Agreement price(s) for the work. The Consultant shall procure all temporary and permanent permits and licenses necessary and incidental to the due and lawful prosecution of the work and shall pay all charges and fees, and all costs thereof shall be deemed to be included in the Agreement price(s) for the work. CONFIDENTIALITY Except as required by the Georgia Open records Act, the Consultant agrees that its conclusions and any reports are for the confidential information of Augusta and that it will not disclose its conclusions in whole or in part to any person whatsoever, other than to submit its written documentation to Augusta, and will only discuss the same with it or its authorized representatives. Upon completion of this agreement term, all documents, reports, maps, data and studies prepared by the Consultant pursuant thereto shall become the property of Augusta and be delivered to the Director of Solid Waste. Except as required by the Georgia Open records Act, articles, papers, bulletins, reports, or other materials reporting the plans, progress, analyses, or results and findings of the work conducted under this agreement shall not be presented publicly or published without prior approval writing of Augusta. It is further agreed that if any information (not subject to disclosure under the Georgia Open Records Act) concerning the project, its conduct, results, or data gathered or processed should be released by the Consultant without prior approval from Augusta, the release of same shall constitute grounds for termination of this agreement without indemnity to the Consultant, but should any such information be released by Augusta or by the Consultant with such prior written approval, the same shall be regarded as public information and no longer subject to the restrictions of this agreement. IN WITNESS WHEREOF, said parties have hereunto set their seals the day and year written below. Executed on behalf of Consultant. AUGUSTA: , C Au usta Geor is a e. Cc ' �" ` --j rkktiVIrelb Deke Copenhaver, Mayor 7 �+1 t� �1 �' rr t' j , ` d C 1 cep /i.2 !Q Approved Date: J i(( (t D Approved Date: Vi/7-0/ 0 [ATTACHED. ORPORATE SEAL] AT; 1 ST / ATT :'. BASIS OF PAYMENTS & COST PROPOSAL - Submitted in separate sealed envelope The Basis of Payments for the services furnished by the CONSULTANT under this Agreement shall be those necessary to perform the work, and provide the associated deliverables, as outlined below. SCHEDULE OF FEES Note: Schedule of fees shall be in a separate sealed envelope from the technical proposals. Failure to adhere to this may cause rejection of your proposal. Service Level (include OH &P) Professional Registered Engineer $115 Professional Registered Geologist $115 Certifying Professional Engineer $107 Project Manager $ 127 Project Engineer $93 Project Planner $93 Project Geologist $93 Construction Manager $91 CQA Project Manager $80 CQA Senior Site Monitor $63 CQA Site Monitor $49 Designer $64 Draftsman/CADD $49 Registered Land Surveyor $115 Two -Man Survey Crew $139 Admin. /Clerical $48 Other' $ Markup on other direct costs 5% 'Other (Include additional labor categories as needed) 2 A11 other direct project expenses and professional services are reimbursable at Cost 3 Hourly rates shall include overhead, profit, and applicable direct personnel expenses