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HomeMy WebLinkAboutCONSULTANT SERVICES AGREEMENT BETWEEN AUGUSTA, GEORGIA AND POND & COMPANY FOR LOMBARD MILL POND PRESERVE TRAIL 1 AUGUSTA 0 GEORGIA STATE OF GEORGIA RICHMOND COUNTY MATOR PROTECTS CONSULTANT SERVICES AGREEMENT BETWEEN AUGUSTA, GEORGIA (AUGUSTA) AND POND (CONSULTANT) CONSULTANT: POND PROJECT: Lombard Mill Pond Trail Preserve Trail DATE EXECUTED: DATE COMPLETED: 1 OF 27 Revision Date: June 2006 i AOGuSTA GEORGIA STATE OF GEORGIA RICHMOND COUNTY MAJOR PROJECTS CONSULTANT SERVICES AGREEMENT BETWEEN AUGUSTA, GEORGIA (AUGUSTA) AND POND (CONSULTANT) This Agreement is made and entered into this day of ,2018 by and between AUGUSTA,Georgia, a political subdivision of the State of Georgia,hereinafter called"AUGUSTA" and POND 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 the Lombard Mill Pond Preserve Trail,Phase II Project-Community Engagement,Cost Analysis,Design/Engineering,Preparation of Plans and Specifications and, Project Management. and, 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: 2 OF 27 Revision Date: June 2006 ctu.sT\ 1 \ r-' :f a.1 p 1!,+ / CEOgGU GENERAL PROVISIONS CONSULTANT has agreed,in this Agreement with AUGUSTA to procure the services of licensed design professionals,to provide the engineering services required to provide professional engineering and design services for the Project in accordance with the requirements as outlined in and attached as Attachment A-Scope of Services and other relevant data defining the Project. CONSULTANT COORDINATION The CONSULTANT shall cooperate fully with all municipalities,local government officials,utility companies, and other consultants as directed by AUGUSTA. CONSULTANT and all relevant parties agree to work together on the basis of trust, good faith and fair dealing,and shall take actions reasonably necessary to enable each other to perform this Agreement in a timely,efficient and economical manner. All parties agree to cooperate in a manner consistent with good design practice and will exercise the degree of skill and diligence normally employed by professional engineers or consultants practicing under similar conditions. CONSULTANT will re-perform any services not meeting this standard without additional compensation. AMENDMENTS TO AGREEMENT Every amendment to the Scope of Services shall become and is hereby made a part of this Agreement. Amendments must be fully executed by both the CONSULTANT and AUGUSTA to be valid. REDUCTION IN REQUIRED SERVICES If reductions in the required services are ordered by AUGUSTA,the credits shall be the amounts for such services as described in subsequently executed Amendments to this Agreement, and no claim for damages for anticipated profits shall accrue to the CONSULTANT. DATE CHANGES If in this Agreement specific periods of time for rendering services are set forth or specific dates by which services are to be completed are provided and if such periods of time or dates are changed through no fault of CONSULTANT,the rates and amounts of compensation provided for herein shall be subject to equitable adjustment. AGREEMENT MODIFICATIONS This Agreement shall not be modified except by a duly executed Amendment hereto in writing under the hands and seals of both parties hereto. TIME OF COMPLETION The time of completion shall be as described in the schedule attached hereto as Attachment D- Schedule. 3 OF 27 REVISION DATE: June 2011 c,uflusTA E-,--iliD -- GEoRro This Agreement shall terminate immediately and absolutely at such time as appropriated and otherwise obligated funds are no longer available to satisfy the obligations of the CONSULTANT on behalf of AUGUSTA under this Agreement. However,CONSULTANT will be compensated for all work prior to termination of contract even if AUGUSTA has obligated the funds to other projects. PROJECT PROGRESS CONSULTANT'S services and compensation under this Agreement have been agreed to in anticipation of the orderly and continuous progress of the Project through completion. LITIGATION Nothing in this Agreement shall be construed as obligating the CONSULTANT to appear,support, prepare, document,bring, defend or assist in litigation either undertaken or defended in behalf of AUGUSTA except in consideration of compensation. All such services required or requested of CONSULTANT by AUGUSTA except suits or claims between the parties to this Agreement will be reimbursed as additional services. BINDINGS It is further agreed that AUGUSTA and CONSULTANT each binds itself and themselves,its or their successors, executors, administrators and assigns to the other party to this Agreement and to its or their successors, executors and assigns in respect to all covenants of this Agreement. Except as above,neither AUGUSTA nor the CONSULTANT shall assign,sublet or transfer its or their interest in this Agreement without prior written consent of the other party hereto. EXTENT OF THE AGREEMENT This Agreement represents the entire agreement between AUGUSTA and CONSULTANT and supersedes all prior negotiations,representations and agreements,either written or oral. 4 OF 27 REVISION DATE: June 2011 r9Tq -L11 CEOAGIp DEFINITIONS Wherever used in this Agreement,whether in the singular or in the plural,the following terms shall have the following meanings: Agreement Execution-means the date on which CONSULTANT executes and enters into an Agreement with AUGUSTA to perform the Work. Agreement Price-means the total monies,adjusted in accordance with any provision herein, payable to the CONSULTANT under this Agreement. AUGUSTA-means a legal entity AUGUSTA,Georgia,a political subdivision of the State of Georgia. CONSULTANT-means the party or parties contracting directly with AUGUSTA to perform Work pursuant to this Agreement. Contract-means the Agreement Documents specifically identified and incorporated herein by reference. Contract Time-means the period of time stated in this Agreement for the completion of the Work. CSRLT-means the Central Savannah River Land Trust Subcontractor-means any person,firm,partnership,joint venture,company,corporation, or entity having a contractual agreement with CONSULTANT or with any of its subcontractors at any tier to provide a part of the Work called for by this Agreement. Supplemental Agreement-means a written order to CONSULTANT signed by AUGUSTA and accepted by CONSULTANT,effecting an addition, deletion or revision in the Work, or an adjustment in the Agreement Price or the Contract Time,issued after execution of this Agreement. Task Order-means a written order specifying a Scope of Services,time of completion and compensation limit for services being provided by CONSULTANT. Task Orders shall be incorporated by reference as part of the Supplemental Conditions of this Agreement. Work-means any and all obligations, duties and responsibilities,including furnishing equipment, engineering, design,workmanship,labor and any other services or things necessary to the successful completion of the Project,assigned to or undertaken by CONSULTANT under this Agreement. 5 OF 27 REVISION DATE: June 2011 huGU37A CONTRACT DOCUMENTS List of Documents The Agreement,the General Conditions,the Attachments,and any Supplemental Agreements, including Task Orders shall constitute the Agreement Documents (the"Agreement"). Conflict and Precedence The Agreement Documents are complementary,and what is called for by one is as binding as if called for by all. In the event there are any conflicting provisions or requirements in the component parts of this Agreement,the several Agreement Documents shall take precedence in the following order: 1. Agreement-Including Attachments 2. General Conditions 3. Supplemental Conditions-Including Task Orders 6 OF 27 REVISION DATE: June 2011 pUGUSTAry GEORGU GENERAL CONDITIONS 1. COMMENCEMENT OF WORK The performance of services as defined in the Prime Agreement between CONSULTANT and AUGUSTA, and herein described in this Agreement as Attachment A shall be commenced upon receipt by the CONSULTANT of a written Notice to Proceed. The effective date of services shall be defined in the Notice to Proceed. 2. PROFESSIONAL STANDARDS The standard of care for all services performed or furnished by CONSULTANT under this Agreement will be the level of care and that is ordinarily used by members of CONSULTANT'S profession practicing under similar conditions. 3. CHANGES AND EXTRA WORK AUGUSTA may, at any time,request changes in the work to be performed hereunder. All such changes,including any increase or decrease in the amount of the CONSULTANT's compensation, which are mutually agreed upon by and between AUGUSTA and the CONSULTANT, shall be incorporated in written Supplemental Agreements to the Agreement. Changes that involve an increase in the compensation shall be considered major,and require the approval of AUGUSTA. 4. PERSONNEL The CONSULTANT represents that it has secured or will secure, at its own expense, all personnel necessary to complete this Agreement;none of whom shall be employees of, or have any contractual relationship with,AUGUSTA. All of the services required hereunder will be performed by the CONSULTANT under its supervision,and all personnel engaged in the work shall be qualified and shall be authorized or permitted under law to perform such services. All key professional personnel,including subcontractors, engaged in performing services for the CONSULTANT under this agreement are indicated in a personnel listing attached hereto as Attachment C-Listing of Key Personnel and incorporate herein by reference. No changes or substitution shall be permitted in the CONSULTANT's Key Personnel without the prior written approval of AUGUSTA or his designee. The CONSULTANT shall employ only persons duly registered in the appropriate category in responsible charge of supervision and design of the 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. 7 OF 27 REVISION DATE: June 2011 oausr, GEGBGN 5. ACCURACY OF WORK The CONSULTANT shall be responsible for the accuracy of the work and shall promptly correct errors and omissions in its plans and specifications without additional compensation. The CONSULTANT shall give immediate attention to these changes so there will be a minimum of delay to others. 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. 6. CONFIDENTIALITY The CONSULTANT agrees that its conclusions and any reports are for the confidential use and information of AUGUSTA and that it will not disclose its conclusions in whole or in part to any persons 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, drawings,reports,maps, data and studies prepared by the CONSULTANT pursuant thereto shall become the property of AUGUSTA and be delivered thereto. 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 in writing of AUGUSTA. It is further agreed that if any information concerning the PROJECT,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 approval, the same shall be regarded as public information and no longer subject to the restrictions of this Agreement. 7. OPEN RECORDS CONSULTANT acknowledge that all records relating to this Agreement and the services to be provided under the contract may be a public record subject to Georgia's Open Records Act (O.C.G.A. §50-18-70,et seq.). CONSULTANT shall cooperate fully in responding to such request and making all records,not exempt, available for inspection and copying as provided by law. 8. JURISDICTION The law of the State of Georgia shall govern the CONTRACT between AUGUSTA and CONSULTANT with regard to its interpretation and performance, and any other claims related to this agreement. All claims, disputes and other matters in question between AUGUSTA and 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 jurisdiction and venue in Richmond County and waives any right to contest the jurisdiction and venue in the Superior Court of Richmond County,Georgia. 8 OF 27 REVISION DATE: June 2011 pUOUSTq 7-1 CORGI 9. TERMINATION OF AGREEMENT FOR CAUSE If through any cause,the CONSULTANT shall fail to fulfill in a timely and proper manner its obligations under this Agreement, or if the CONSULTANT shall violate any of the covenants, agreements or stipulations of this Agreement, CONSULTANT will be given the opportunity to commence correction of obligation within 5 days of written notice and diligently complete the correction thereafter. Failure to maintain the scheduled level of effort as proposed and prescribed, or deviation from the aforesaid schedule without prior approval of AUGUSTA, shall constitute cause for termination. AUGUSTA shall thereupon have the right to terminate this Agreement by giving written notice to the CONSULTANT of such termination,and specifying the effective date thereof, at least five (5) days before the effective date of such termination. In such event, all finished or unfinished documents,maps, data, studies,work papers and reports prepared by the CONSULTANT under this Agreement shall become the property of AUGUSTA, and the CONSULTANT shall be entitled to receive just and equitable compensation for any satisfactory work completed on such documents,as mutually agreed by AUGUSTA and CONSULTANT. 10. TERMINATION FOR CONVENIENCE OF AUGUSTA 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. 11. COORDINATION AND COOPERATION WITH OTHER UTILITIES AND CONSULTANTS CONSULTANT shall thoroughly research all utility records to identify the existing facilities on the submitted roadway plans for avoidance,or resolution, of conflicts with the proposed Scope of Services. If AUGUSTA undertakes or awards other contracts for additional related work,the CONSULTANT shall fully cooperate with such other CONSULTANTs and AUGUSTA employees or appointed committee(s),and carefully fit its own work to such additional work as may be directed by AUGUSTA. The CONSULTANT shall not commit or permit any act that will interfere with the performance of work by any other CONSULTANT or by AUGUSTA employees. 12. COVENANT AGAINST CONTINGENT FEES The CONSULTANT warrants that no person or selling agency has been employed or retained to solicit or secure this Agreement upon an agreement or understanding for a commission, percentage,brokerage, or contingent fee,excepting bona fide employees or bona fide established commercial or selling agencies maintained by CONSULTANT for the purpose of securing business and that the CONSULTANT has not received any non-AUGUSTA fee related to this Agreement without the prior written consent of AUGUSTA. 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 of consideration the full amount of such commission,percentage, brokerage or contingent fee. 9 OF 27 REVISION DATE: June 2011 M GUSrA 13. RESPONSIBILITY FOR CLAIMS AND LIABILITY The CONSULTANT shall be responsible for any and all damages to properties or persons caused by its employees,subcontractors, or agents, and shall hold harmless AUGUSTA,its officers,agents and employees from all suits,claims, actions or damages of any nature whatsoever to the extent found to be resulting from the CONSULTANT,its subcontracts,or agent in the negligent performance or non-performance of work under this Agreement. These indemnities shall not be limited by reason of the listing of any insurance coverage. 14. INSURANCE The CONSULTANT shall, at all times that this Agreement is in effect,cause to be maintained in force and effect an insurance policy(s) that will ensure and indemnify AUGUSTA against liability or financial loss resulting from injuries occurring to persons or property or occurring as a result of any negligent error, act,or omission of the CONSULTANT in performance of the work during the term of this Agreement. The CONSULTANT shall provide,at all times that this agreement is in effect,Worker's Compensation insurance in accordance with the laws of the State of Georgia. The CONSULTANT shall provide,at all times that this Agreement is in effect, Insurance with limits of not less than: 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 Million Dollars ($1,000,000) for injuries,including those resulting in death to any one person,and in an amount of not less than One Million Dollars ($1,000,000) on account of any one occurrence. C. Property Damage Insurance-in an amount of not less than One Million Dollars ($1,000,000) from damages on account of an occurrence,with an aggregate limit of One Million Dollars ($1,000,000). D. 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. E. Professional Liability Insurance-in an amount of not less than One Million Dollars ($1,000,000) or an amount that correlates to the aggregate fee on the project should it exceed$1,000,000. AUGUSTA will be named as an additional insured with respect to CONSULTANT's liabilities hereunder in insurance coverages identified in items (b) and (c). The policies shall be written by a responsible company(s),to be approved by AUGUSTA,and shall be noncancellable except on thirty-(30) days' written notice to AUGUSTA. Such policies shall name AUGUSTA as co-insured, except for worker's compensation and professional liability policies, and a copy of such policy or a certificate of insurance shall be filed with the Director at the time of the execution of this Agreement. 15. PROHIBITED INTERESTS 10 OF 27 REVISION DATE: June 2011 QUSLS �US GCRGIA 15.1 Conflict of Interest:The CONSULTANT agrees that it presently has no interest and shall acquire no interest, direct or indirect,that would conflict in any manner or degree with the performance of its services hereunder. The CONSULTANT further agrees that,in the performance of the Agreement,no person having such interest shall be employed. 15.2 Interest of Public Officials: No member,officer, or employee of AUGUSTA during his tenure or for one year thereafter,shall have any interest, direct or indirect,in this Agreement or the proceeds thereof. 15.3 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 the Agreement,without the written permission of AUGUSTA except as may otherwise be provided for herein. 16. SUBCONTRACTING The CONSULTANT shall not subcontract any part of the work covered by this Agreement or permit subcontracted work to be further subcontracted without AUGUSTA's prior written approval of the subcontractor. All subcontracts in the amount of$5,000 or more shall include,where possible,the provisions set forth in this Agreement. 17. ASSIGNABILITY The CONSULTANT shall not assign or transfer whether by an assignment or novation, any of its rights,obligations,benefits,liabilities or other interest under this Agreement without the written consent of AUGUSTA. 18. EQUAL EMPLOYMENT OPPORTUNITY During the performance of this Agreement,the CONSULTANT agrees as follows: (1) the CONSULTANT will not discriminate against any employee or applicant for employment because of race,creed,color, sex or national origin; (2) the CONSULTANT will,in all solicitations or advertisements for employees placed by qualified applicants,receive consideration for employment without regard to race,creed,color, sex or national origin; (3) the CONSULTANT will cause the foregoing provisions to be inserted in all subcontracts for any work covered by the Agreement so that such provision will be binding upon each subcontractor,provided that the foregoing provision shall not apply to contracts or subcontracts for standard commercial supplies of raw materials. 19. DRUG FREE WORK PLACE CONSULTANT shall be responsible for insuring that its employees shall not be involved in any manner with the unlawful manufacture, distribution, dispensation,possession, sale or use of a controlled substance in the workplace. For purposes of the policy, "workplace" is defined as AUGUSTA owned or leased property,vehicles, and project or client site. Any violation of the prohibitions may result in discipline and/or immediate discharge. 11 OF 27 REVISION DATE: June 2011 pUCUSrq 0,0RGU CONSULTANT shall notify the appropriate federal agencies of an employee who has a criminal drug statute conviction for workplace violation. CONSULTANT may require drug or alcohol testing of employees when contractually or legally obligated,or when good business practices would dictate. 20. ANTI-KICKBACK CLAUSE Salaries of architects, drafters, engineer's, and technicians performing work under this Agreement shall be paid unconditionally and not less often than once a month without deduction or rebate on any account except only such payroll deductions as are mandatory by law. The CONSULTANT hereby promises to comply with all applicable "Anti-kickback" laws, and shall insert appropriate provisions in all subcontracts covering work under this Agreement. 21. AUDITS AND INSPECTORS At any time during normal business hours and as often as AUGUSTA may deem necessary,the CONSULTANT shall make available to AUGUSTA and/or audit representatives of AUGUSTA for examination all of its records with respect to all matters covered by this Agreement. It shall also permit AUGUSTA and/or representatives of the audit, examine and make copies, excerpts or transcripts from such records of personnel,conditions of employment and other data relating to all matters covered by this Agreement. The CONSULTANT shall maintain all books, documents,papers,accounting records and other evidence pertaining to costs incurred on the Project and used in support of its proposal and shall make such material available at all reasonable times during the period of the Agreement,and for three years from the date of final payment under the Agreement,for inspection by AUGUSTA or any reviewing agencies,and copies thereof shall be furnished upon request at cost plus 10%. The CONSULTANT agrees that the provisions of this Article shall be included in any Agreements it may make with any subcontractor, assignee, or transferee. 22. OWNERSHIP,PUBLICATION,REPRODUCTION AND USE All documents and materials prepared as an instrument of service pursuant to this Agreement are the property of AUGUSTA. AUGUSTA shall have the unrestricted authority to publish, disclose, distribute, and otherwise use,in whole or in part,any reports, data,maps,or other materials prepared under this Agreement without according credit of authorship. AUGUSTA shall hold harmless the CONSULTANT against all claims arising out of such use of documents and materials without the CONSULTANT's knowledge and written consent. 23. VERBAL AGREEMENT OR CONVERSATION No verbal agreement or conversation with any officer,agent, or employee of AUGUSTA, either before,during,or after the execution of this Agreement,shall affect or modify any of the terms or obligations herein contained,nor shall such verbal agreement or conversation entitle the CONSULTANT to any additional payment whatsoever under the terms for this Agreement. All changes to this Agreement shall be in writing and appended hereto as prescribed in Article 3 above. 12 OF 27 REVISION DATE: June 2011 ..srA 24. INDEPENDENT CONTRACTOR The CONSULTANT shall perform the services under this Agreement as an independent contractor and nothing contained herein shall be construed to be inconsistent with this relationship or status. Nothing in this Agreement shall be interpreted or construed to constitute the CONSULTANT or any of its agents or employees to be the agent,employee,or representative of AUGUSTA. 25. NOTICES All notices shall be in writing and delivered in person or transmitted by certified mail,postage prepaid. Notices shall be addressed as follows: AUGUSTA: CONSULTANT: MAYOR AUGUSTA,GEORGIA POND 535 Telf air Street,Suite 200 621 NW Frontage Road,Suite 320 Augusta,GA 30911 Augusta,Georgia 30907 Copy to: DIRECTOR AUGUSTA RECREATION AND PARKS DEPARTMENT 2027 Lumpkin Road Augusta,GA 30916 26. TEMPORARY SUSPENSION OR DELAY OF PERFORMANCE OF CONTRACT To the extent that it does not alter the scope of this agreement,Augusta,GA may unilaterally order a temporary stopping of the work,or delaying of the work to be performed by CONSULTANT under this agreement. 27. DEFECTIVE PRICING To the extent that the pricing provided by CONSULTANT is erroneous and defective,the parties may,by agreement,correct pricing errors to reflect the intent of the parties. 28. SPECIFIED EXCUSES FOR DELAY OR NON-PERFORMANCE CONSULTANT is not responsible for delay in performance caused by hurricanes,tornadoes, floods, and other severe and unexpected acts of nature. In any such event,the contract price and schedule shall be equitably adjusted. 29. HOLD HARMLESS Except as otherwise provided in this agreement,CONSULTANT shall indemnify and hold harmless Augusta,GA,and its employees and agents from and against all liabilities, claims,suits, demands, damages,losses, and expenses,including attorneys' fees,arising out of or resulting from the negligent performance of its Work. 30. GEORGIA PROMPT PAY ACT NOT APPLICABLE 13 OF 27 REVISION DATE: June 2011 AUGL'9TA-\\\ GEORGIA/ The terms of this agreement supersede any and all provisions of the Georgia Prompt Pay Act. 31. RIGHT TO INSPECT PREMISES Augusta,Georgia may,at reasonable times,inspect the part of the plant,place of business,or work site of CONSULTANT or any subcontractor of CONSULTANT or subunit thereof that is pertinent to the performance of any contract awarded or to be awarded by Augusta,Georgia. 32. E-VERIFY All contractors and subcontractors entering into contracts with Augusta,Georgia for the physical performance of services shall be required to execute an Affidavit verifying its compliance with O.C.G.A. §13-10-91,stating affirmatively that the individual,firm, or corporation which is contracting with Augusta,Georgia has registered with and is participating in a federal work authorization program. All contractors and subcontractors must provide their E-Verify number and must be in compliance with the electronic verification of work authorized programs operated by the United States Department of Homeland Security or any equivalent federal work authorization program operated by the United States Department of Homeland Security to verify information of newly hired employees,pursuant to the Immigration Reform and Control Act of 1986 (IRCA),P.L. 99-603,in accordance with the applicability provisions and deadlines established in O.C.G.A. § 13- 10-91 and shall continue to use the federal authorization program throughout the contract term. All contractors shall further agree that,should it employ or contract with any subcontractor(s) in connection with the physical performance of services pursuant to its contract with Augusta, Georgia the contractor will secure from such subcontractor(s) each subcontractor's E-Verify number as evidence of verification of compliance with O.C.G.A. § 13-10-91 on the subcontractor affidavit provided in Rule 300-10-01-.08 or a substantially similar form. All contractors shall further agree to maintain records of such compliance and provide a copy of each such verification to Augusta, Georgia at the time the subcontractor(s) is retained to perform such physical services. 33. LOCAL SMALL BUSINESS LANGUAGE In accordance with Chapter 10B of the AUGUSTA,GA. CODE,Contractor expressly agrees to collect and maintain all records necessary to for Augusta,Georgia to evaluate the effectiveness of its Local Small Business Opportunity Program and to make such records available to Augusta, Georgia. The requirements of the Local Small Business Opportunity Program can be found at www.augustaga.gov. In accordance with AUGUSTA,GA. CODE § 1-10-129(d)(7),for all contracts where a local small business goal has been established,the contractor is required to provide local small business utilization reports. Contractor shall report to Augusta,Georgia the total dollars paid to each local small business on each contract,and shall provide such payment affidavits,regarding payment to subcontractors as may be requested by Augusta,Georgia. Such documents shall be in the format specified by the Director of minority and small business opportunities,and shall be submitted at such times as required by Augusta,Georgia. Failure to provide such reports within the time period specified by Augusta,Georgia shall entitle Augusta,Georgia to exercise any of the remedies set forth,including but not limited to,withholding payment from the contractor and/or collecting liquidated damages. 34. ACKNOWLEDGEMENT 14 OF 27 REVISION DATE: June 2011 ptGUSTA GEO&GU "Consultant acknowledges that this contract and any changes to it by amendment,modification, change order or other similar document may have required or may require the legislative authorization of the Board of Commissioners and approval of the Mayor. Under Georgia law, Consultant is deemed to possess knowledge concerning Augusta, Georgia's ability to assume contractual obligations and the consequences of Consultant's provision of goods or services to Augusta,Georgia under an unauthorized contract, amendment,modification,change order or other similar document,including the possibility that the Consultant may be precluded from recovering payment for such unauthorized goods or services. Accordingly,Consultant agrees that if it provides goods or services to Augusta,Georgia under a contract that has not received proper legislative authorization or if the Consultant provides goods or services to Augusta,Georgia in excess of the any contractually authorized goods or services,as required by Augusta,Georgia's Charter and Code, Augusta,Georgia may withhold payment for any unauthorized goods or services provided by Consultant. Consultant assumes all risk of non-payment for the provision of any unauthorized goods or services to Augusta,Georgia, and it waives all claims to payment or to other remedies for the provision of any unauthorized goods or services to Augusta,Georgia, however characterized,including,without limitation,all remedies at law or equity." This acknowledgement shall be a mandatory provision in all Augusta,Georgia contracts for goods and services, except revenue producing contracts. [SIGNATURES ON FOLLOWING PAGE] 15 OF 27 REVISION DATE: June 2011 mIGUSTA IN WITNESS WHEREOF, said parties have hereunto set their seals the day and year written below: AUGUSTA: CONSULTANT: ii& AUGUSTA,GEORGIA(AUGUSTA) POND Ate BY: 1„1�a PRINTED NAME: Hardie Davis Jr. PR{NTED NAME:Ronald W.Osterloh,PE ;AO AS ITS: MAYOR AS ITS: Senior Vice President ATTEST CLERK: ATTEST: f Ared. 41I PRINTED NA A e l ', , w OAG ( j PRINTED NAME:Matthew A Wilder,PLA AS ITS: Clerk"f In ; r „I / $ AS ITS:Design Director /A, A DATE: ,o /Il`� , pI DATE: �� Copy{ 444��® "4.49. � � J i DIRECTOR AUGUSTA RECREATION AND PARKS DEPARTMENT 2027 Lumpkin Road Augusta, GA 30916 16 OF 27 REVISION DATE: June 2011 CRUGOST4 GEORGIA CONSULTANT'S RESPONSIBILITIES CONSULTANT,in order to determine the requirements of the Project,shall review the information in Attachment A-Scope of Services.CONSULTANT shall review its understanding of the Project requirements with AUGUSTA and shall advise AUGUSTA of additional data or services that are not a part of CONSULTANT's services,if any,necessary for design to begin. PROJECT UNDERSTANDING Upon request from the CONSULTANT,AUGUSTA may provide all criteria and full information as to AUGUSTA's and CONSULTANT'S requirements for this part of the project,including design objectives and constraints,space,capacity and performance requirements,flexibility and expendability,and any budgetary limitations. CONSULTANT may request from AUGUSTA to furnish data,reports,surveys, and other materials that may be relied upon in performing CONSULTANT'S services. 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 computation prepared by or for AUGUSTA in association with this Agreement shall be subject to review. AUGUSTA may at any time request progress reports,prints or copies of any work 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 the regard. AUGUSTA's review recommendations shall be incorporated into the plans by the CONSULTANT. CONSULTANT'S INSURANCE CONSULTANT will maintain throughout this AGREEMENT the following insurance limits as specified in General Condition 14- Insurance. AUGUSTA'S RESPONSIBILITES AUGUSTA-FURNISHED DATA AUGUSTA will provide to CONSULTANT all data in AUGUSTA's possession relating to CONSULTANT's services on the PROJECT. CONSULTANT will reasonably rely upon the accuracy,timeliness,and completeness of the information provided by AUGUSTA. RIGHT TO ENTER The CONSULTANT will notify all property owners or occupants of the intent to enter properties for the purpose of accomplishing work in accordance with the practices of AUGUSTA. The CONSULTANT shall discuss with and receive approval from AUGUSTA prior to sending notices of intent to enter private property. Upon request by the CONSULTANT,AUGUSTA will provide 17 OF 27 REVISION DATE: June 2006 AUGUSTA GEORGIA the necessary documents identifying the CONSULTANT as being in the employ AUGUSTA for the purpose described in the Agreement. ADVERTISEMENTS,PERMITS, AND ACCESS Unless otherwise agreed to in the Scope of Services,AUGUSTA will obtain, arrange, and pay for all advertisements for bids;permits and licenses required by local,state,or federal authorities; and land, easements,rights-of-way,and access necessary for CONSULTANT's services or PROJECT construction. TIMELY REVIEW AUGUSTA will examine CONSULTANT's studies,reports,sketches, drawings,specifications, proposals,and other documents; obtain advice of an attorney,insurance counselor,accountant, auditor,bond and financial advisors,and other consultants as AUGUSTA deems appropriate; and render in writing decisions required by AUGUSTA in a timely manner. PROMPT NOTICE AUGUSTA will give prompt written notice to CONSULTANT whenever AUGUSTA observes or becomes aware of any development that affects the scope or timing of CONSULTANT's Services, or of any defect in the work of CONSULTANT or construction contractors. AUGUSTA'S INSURANCE AUGUSTA will maintain property insurance on all pre-existing physical facilities associated in any way with the PROJECT. LITIGATION ASSISTANCE The Scope of Services does not include costs of CONSULTANT for required or requested assistance to support,prepare, document,bring,defend,or assist in litigation undertaken or defended by AUGUSTA. All such Services required or requested of CONSULTANT by AUGUSTA,except for suits or claims between the parties to this AGREEMENT,will be reimbursed as additional services. 18 OF 27 REVISION DATE: June 2011 pUGU37� GEGRGI. ATTACHMENT A - SCOPE OF SERVICES PROJECT DESCRIPTION: The Lombard Mill Pond Preserve Trail is a proposed 2-mile loop around the pond connecting the existing 55-acre greenspace to hundreds more acres preserved by the Land Trust along Butler Creek, establishing a twelve mile long greenway that will stretch from Fort Gordon to Phinizy Swamp and Lock and Dam Park. The Lombard Mill Pond Preserve will provide a variety of outdoor recreational opportunities to include an extended regional trail system for the Augusta River Region. Construction of the first phase of this trail project was successfully completed in fall, 2011. Phase II will provide for paving of the crush-n-run sections, as well as boardwalks and a bridge(s) that crosses the pond to the northern bank. Augusta-Richmond County's Special Purpose Local Option Sales Tax(SPLOST) will fund this next phase of design and development. The Land Trust wishes to move quickly through the design process so construction may proceed in 2018. The elements of the project will need to be confirmed and refined as part of the community outreach process and based on the preliminary cost analysis. The CONSULTANT shall work with representatives of both the CSRLT and AUGUSTA throughout the project. Project Funding The total funding available for the project is $490,000. The funding will need to support the design work, permitting, construction and contingency. The CONSULTANT assumes that the OWNER will prioritize the proposed improvements to stay within the funding allocated; some elements may not be achievable in this phase due to budget limitations. If the OWNER secures additional funding for this project, additional services will be required. PHASE 1: PRELIMINARY DESIGN The CONSULTANT will: • Meet with staff to discuss scope of improvements and proper implementation schedule including list of CONSULTANT related project activities through the end of construction, associated start/finish dates, and opinion of probable costs. Schedule shall be provided in a Gantt chart format. 19 OF 27 REVISION DATE: June 2011 MIGUSTA El.;111 ceoacu • Conduct a site visit to review existing conditions including trees, topography, drainage patterns/visible inlets/pipes, and conditions. Site visit information will be documented photographically with associated narrative. • Provide survey necessary to finalize design for the trail within the preserve, including topography, existing structures/utilities, trees, state water buffers, wetlands, and other pertinent information as identified in the site visit. • Develop a Conceptual Design for proposed improvements. Conceptual Design is considered 20% design, where a diagrammatic site plan is provided to depict recommend improvements per the scope of work. • Conduct one (1) Public meeting/charrette to present the Conceptual Design Plan, recommendations and preliminary design opinion of probable cost. • The CONSULTANT shall be responsible for attending no more than two (2) separate stakeholder/staff meetings arranged, coordinated, and lead by the CSRLT. The CONSULTANT will prepare exhibits for these meetings and will be present to answer questions that may arise and to gather/document input shared at these meetings. • The CONSULTANT shall identify and define any encroachments or permits required. • The CONSULTANT shall identify and define any necessary coordination with utilities. • The CONSULTANT shall define the necessary easements to construct the trail within the identified corridor, if applicable. Easements will be drafted in conjunction with the Final Construction Documents. • Prepare meeting agenda(s), public meeting notification, presentation materials, and meeting minutes. Changes to the Concept plan directed by the client as a result of the Public meeting/charrette which differ from the scope of work provided herein may result in a change of scope and additional services. Only those elements deemed achievable within the existing budget, and as selected by the client will be designed in further detail, in the following phases of work. If additional funding is secured, additional design services can be added to this scope of work. PHASE 2: INITIAL DESIGN Upon receiving approval from the OWNER, of the Preliminary Design Phase deliverables, and confirmation of selected improvements for design, within the allocated budget, the CONSULTANT will begin Initial Design Phase Services: • Prepare Initial(50%) Design Plans including: o Cover Sheet o Site Plan 20 OF 27 REVISION DATE: June 2011 pucusT4 GEORGIA o Grading/Drainage Plan o Typical Sections • Present plans to ARPD and CSRLT, and meet with staff at 50% design to review plans. OWNER will provide comments and make decisions during this meeting. Any additional comments/decisions shall be provided within 5 days, along with approval to proceed to Final Design Phase. One (1) full and one (1) half size set of plans will be provided for review along with PDFs of the plans. • Prepare meeting agenda(s) and meeting minutes. PHASE 3: FINAL DESIGN Upon receiving approval from the OWNER, of the Initial Design Phase deliverables, the CONSULTANT will begin Final Design Phase Services: • Prepare Final(100%)Design Plans including: o Cover Sheet o Site Plan o Grading/Drainage Plan o Typical Section(s) o Constructions details and performance specifications for boardwalks and/or bridges o Erosion and Sediment Control Plans o Hydrology Report o MasterSpec Specifications (front-end specifications will be provided by the City of Augusta procurement Department). • The CONSULTANT will submit plans to the ARPD for final review and comment prior to submission for final permit review. ARPD and CSRLT will provide final comments within 5 days. • The CONSULTANT will submit plans in accordance with permitting agency regulations, revise plans per permitting agency comments, and secure approval of plans for permit. • Present final plans to ARPD o Submit two (2) full-size and two (2) half-size printed final plan sets, and two (2) copies of the specifications with the consultant's seal and signature on each plan set and specifications title sheet. o Submit an electronic copy of all plans in Adobe Acrobat PDF format on CD or flash drive. o Submit specifications in Microsoft Word and Adobe Acrobat PDF format on CD or flash drive. • Prepare meeting agenda(s) and meeting minutes. PHASE 4: BIDDING PHASE 21 OF 27 REVISION DATE: June 2011 AUGUSTA 6EORrAx Upon receiving the approvals from the regulatory agencies and the OWNER, the CONSULTANT will proceed with the Bidding Phase portion of the project consisting of the following tasks: • Prepare Bid Documents, consisting of the Final Plans and Final Specifications as created by the CONSULTANT, and front-end specifications and sample contract, general conditions, etc. as provided by the OWNER. • Prepare agenda for and attend Mandatory Contractor Pre-bid conference to provide project overview, and address contractor questions through written addenda. Addenda will be provided to OWNER for distribution. • The Consultant will make available to interested parties/contractors, plans and specifications in PDF format. It will be the responsibility of those requesting plans and specifications to print the files at their expense. PHASE 5: CONSTRUCTION PHASE Provide services during construction as follows: • Attend the pre-construction kick-off meeting • Perform Site visits to verify contractor is meeting the design intent, concurrent with monthly OAC meetings; one (1) meeting per month for the 6-month duration of the Construction Phase. The first meeting shall be the Preconstruction Kick-off and the 6th/ final meeting shall be the Review of the Contractor's Punchlist. Contractor is responsible for creating a punch list of outstanding work to be completed 30 days prior to completion of the project and submit this list for OWNER and CONSULTANT review. • Prepare Field Reports of Site visits. • Review shop drawings submittals and RFIs as submitted by the Contractor. • Review Contractor pay applications, and contractor submitted changes orders; make recommendations for actions regarding each to the OWNER • Provide certification of stormwater control facilities per City of Augusta requirements. CONSULTANT will review one set of as-built drawings for the stormwater facilities.If the facilities do not meet the requirements of the design, the Contractor and/or the OWNER will be responsible for reimbursing the CONSULTANT for additional reviews until the stormwater facilities can be certified. ITEMS NOT INCLUDED IN THIS SCOPE OF WORK: • ALTA/Boundary survey is not included; our team will provide site specific topographic survey and wetland delineation as necessary to complete the project. • All permitting fees shall be paid by the City directly to the agency requesting said fee. • Meetings not specifically included herein and in the RFP are considered additional meetings and will require additional services. • Construction is assumed to be complete in 6 months. All Construction Administration services are based upon a 6-month duration. Should the construction duration exceed 6 months,additional services will be required. 22 OF 27 REVISION DATE: June 2011 pUGUSTq GEORGN • Construction Administration Services include attendance at one OAC meeting,on site,per month during the 6-month construction phase. • Boardwalk design shall be performance specifications;contractors will be required to present final design in the form of shop drawings,which meet all performance specifications based upon the system of materials selected by the city. • Utility/lighting design is not included. • Geotechnical services are limited to boring locations necessary for bridge foundations and/or the determination of depth of piles/piers needed for the wetland/pond boardwalk. • While our team will facilitate a USACE Preconstruction Notification(PCN) for work allowable under a Nationwide permit,an USACE individual permit is not included. • Trail design will be as such to avoid the need for an EPD Buffer variance. • This proposal assumes that all necessary utilities (including storm sewer) are existing, readily available by conventional methods,and currently serve the site with sufficient capacity and therefore will not require upgrade or off-site extensions to this parcel. If it is later discovered that the capacity of the existing utilities is insufficient,this proposal will be re-evaluated for potential additional services. • Opinions of probable cost are not guaranteed prices for the construction of proposed improvements.The OWNER understands and accepts that the CONSULTANT does not and cannot control market conditions for the cost of labor and materials. We will provide the best opinion of cost based on the most relevant and recent data available,but cannot be held responsible for final bids as submitted by contractors. • Revisions to the plans/contract documents to extend the limits of the project after this AGREEMENT has been executed by the OWNER. • Other revisions required by the OWNER, EPD,USACE, or other government agency will be considered an additional service. • Out-of-town meetings or conferences required of the CONSULTANT by the OWNER. • Other not described herein, and as requested,required, and approved by the OWNER. • As-built drawings are the responsibility of the Construction Phase Contractor. The CONSULTANT will provide any revisions to plans or Specifications issued to the Contractor during construction to the OWNER for their records. • Materials testing and inspections are not provided by the CONSULTANT during the Construction Phase. It is the responsibility of the OWNER or the Contractor to provide these independent testing services. • CONSULTANT is not responsible for contractor schedule,safety, or means and methods of construction. 23 OF 27 REVISION DATE: June 2011 pUGUST4 GEWtGfp ATTACHMENT B - COMPENSATION AUGUSTA shall pay the CONSULTANT for services set forth in Scope of Services, Basic Services The OWNER shall pay the CONSULTANT for services set forth in Scope of Services as follows: Preliminary Design: $8,385.00 Lump Sum Initial Design: $18,447.00 Lump Sum Final Design: $6,708.00 Lump Sum Bidding Phase: $2,040.00 Lump Sum Construction Phase: $10,000.00 Lump Sum 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 phase 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 considered to be evidence of performance by the CONSULTANT to the point indicted by such invoice,or of receipt of acceptance by AUGUSTA of the service covered by such invoice. AUGUSTA shall pay any undisputed items contained in such invoices. Each invoice shall be accompanied by a letter 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. When AUGUSTA authorizes the CONSULTANT to proceed with the work authorized in a Task Order,it agrees to pay the CONSULTANT for work completed, on the basis of the standard billing rates shown in Attachment B to the Contract of those principals and employees engaged directly on the work. Compensation for design services shall be invoices based on the sum of all actual costs incurred in the performance of the work,including all direct,payroll, overall and profit cost in an amount not-to-exceed the compensation set forth in the terms of the Agreement or any authorized Task 24 OF 27 REVISION DATE: June 2011 pecusTq E-71-I I Order. All invoices submitted by the CONSULTANT shall be detailed to reflect incurred expenses,labor hours and costs by authorized Task. Overtime may be performed at the discretion of the CONSULTANT,but the premium time portion of the overtime will not be billed to AUGUSTA unless the CONSULTANT has requested acceleration of the scheduled work in writing. 25 OF 27 REVISION DATE: June 2011 pUGUST4 G¢GpG{p ATTACHMENT C - LISTING OF KEY PERSONNEL CONSULTANT shall provide qualified personnel to perform its work. The list of key personnel below,including a designated Program Manager will not change or be reassigned without the written approval of AUGUSTA. Those personnel committed for this work are as follows: Ron Osterloh,PE Bob Williams,PE Matthew Wilder,PLA Kevin Hendrix,PE Andrea Greco,PLA,ISA Tanya Norman,PE Certified Arborist Brad Jones,PLA Kevin Skinner,PE Pedro Torres,PLA Daniel Sabia,PE Brooke Donahue Jake Corbin Lauren Linnane Josh Lawson 26 OF 27 REVISION DATE: June 2011 AUGUSTA GiD GEORGIA ATTACHMENT D - SCHEDULE FOR PERFORMANCE LOMBARD MILL POND PRESERVE TRAIL,PHASE II Project Schedule— Preliminary Design Phase - 20 Days Initial Design Phase - 25 Days Final Design Phase - 25 Days Bidding Phase - 40 Days Construction Phase - 6 Months Days are defined as standard Monday thru Friday working business days excluding Federal, State and Local holidays or lost days due to inclement weather. Months are inclusive of all days within the months that constitute the Construction Phase. Construction phase is estimated not to exceed 6 months.Actual construction duration will be determined by the selected Contractor and City of Augusta. 27 OF 27 REVISION DATE: June 2011