AGRAirportEngineeringArchitecturalServices2023.pdf

AGREngineeringArchitecturalServicesDRO2023 Page 1 of 15 05/25/23

949 E 2ND Avenue Durango CO 81301

STANDARD FORM OF CONTRACT

BETWEEN

CITY AND ENGINEER

FOR

ENGINEERING and ARCHITECTURAL SERVICES

CONTRACT

Made as of the _______ day of _______________________ in the year 2023.

BETWEEN the City: City of Durango 949 E 2nd Avenue

And the Engineer:

For the following Project: Engineering and Architectural Services for the Durango-

La Plata County Airport

AGREngineeringArchitecturalServicesDRO2023 Page 2 of 15 05/25/23

The City of Durango, Colorado and the Board of County Commissioners of La Plata County, Colorado (hereinafter jointly referred to as the “Sponsor”) agree to retain the firm of ____________________________. (hereinafter called the “Engineer”), to perform the scope of engineering and architectural services as outlined below (hereinafter call the “Project”) at the Durango La Plata County Airport. This Contract shall become effective upon execution by the Parties and will remain in effect until ____________________, 2028, subject to annual review and recommendation of the Sponsor.

I. SCOPE OF WORK

The scope of work contemplated under this Contract with regard to the Project is for engineering and architectural services for improvements to the Durango La Plata County Airport. Said improvements may include, but are not limited to, the following items:

1. Terminal building rehabilitation or new construction

2. Commercial Apron Rehabilitation and Expansion

3. Acquire Snow Removal Equipment (SRE)

4. Pavement Maintenance – Runway 3/21

5. Pavement Maintenance - Taxiway A

6. Pavement maintenance - South General Aviation Apron

7. Pavement maintenance - North General Aviation Apron

8. Aircraft Deicing Facility Construction

9. Acquire Aircraft Rescue Firefighting (ARFF) vehicle

10. Rehabilitate and Expand Aircraft Rescue Firefighting (ARFF) facility

11. Land acquisition

12. Landside parking lot rehabilitation and expansion

13. Landside roadway rehabilitation and expansion

14. Water System Rehabilitation and Expansion

15. Wastewater System Rehabilitation and Expansion

II. REQUIRED SERVICES

The Engineer/Architect’s services rendered for each project in the above-described scope of work shall be according to the following schedule:

1. Preliminary Phase – This phase involves those activities required for defining the scope of project and establishing preliminary requirements including, without limitation, as follows:

a. Coordinating with the Sponsor on project scope requirements, finances, schedules, operational safety and phasing considerations, site access and other pertinent matters. As applicable, coordinating project

AGREngineeringArchitecturalServicesDRO2023 Page 3 of 15 05/25/23 with local FAA personnel and other interested stakeholders to identify potential impacts to their operations.

b. Planning, procuring, and/or preparing necessary surveys, geotechnical engineering investigation, field investigations, and engineering studies required for preliminary design considerations.

c. Developing design schematics, sketches, environmental and aesthetic considerations, project recommendations, and preliminary layouts.

d. Preparing project design criteria and other bridging documents commonly used for alternative project delivery methods such as design-build contracting.

e. Preparing cost estimates and necessary applications for FAA - Airport

Improvement Program (AIP) or other funding.

2. Design Phase – This phase involves all activities required to undertake and accomplish a full and complete project design including, without limitation, as follows:

a. Conducting and attending meetings and design conferences with Sponsor to obtain information and to coordinate or resolve design matters.

b. Collecting engineering data and undertaking field investigations;

performing geotechnical engineering studies; surveys; and performing architectural engineering and special environmental studies.

c. Preparing necessary engineering reports and recommendations.

d. Preparing detailed design and construction plans, technical specifications, and contract documents.

e. Preparing cost estimates and a Construction Safety and Phasing Plan

(CSPP).

f. Printing and providing copies of plan, specifications, and contract documents for review.

g. Preparing documents and calculating project goals or Disadvantaged Business Enterprise (DBE) participation.

3. Bidding or Negotiation Phase – This phase involves providing sets of plans and specifications and all bid documents; acting for the owner in advertising and securing bids, conduct pre-bid conferences, analyzing bid results, AGREngineeringArchitecturalServicesDRO2023 Page 4 of 15 05/25/23 furnishing recommendations on the award of contracts, and preparing contract documents; submittal of bid results and related information to the FAA.

4. Construction Phase – This phase involves all services rendered after the award of a construction contract including, without limitation, as follows:

a. Providing consultation and advice to the Sponsor during all phase of construction.

b. Representing the Sponsor at preconstruction conferences.

c. Inspecting work in progress periodically and providing appropriate reports to Sponsor.

d. Reviewing and approving shop and erection drawings submitted by contractors for compliance with design concept/drawings.

e. Reviewing, analyzing, and accepting laboratory and mill test reports of materials and equipment.

f. Assisting in the negotiation of change orders and supplemental agreements.

g. Observing or reviewing performance tests required by specifications.

h. Determining amounts owed to contractors and assisting Sponsor in the preparation of payment requests for the amounts reimbursable from grant projects.

i. Making final inspections and submitting punch-lists and a report of the completed project to the Sponsor.

j. Reviewing operations and maintenance manuals.

k. Preparation of construction management plans and review of contractor construction schedules.

l. On-site construction inspection and management involving the services of a resident engineer, inspector or manager, full-time or periodically during the construction or installation phase of a project as required by the owner and providing appropriate progress reports to the Sponsor and FAA.

m. Observing or reviewing performance tests required by specifications.

AGREngineeringArchitecturalServicesDRO2023 Page 5 of 15 05/25/23

n. Reviewing contractor progress and final payment request and assist Sponsor in the preparation of FAA reimbursable requests for amounts reimbursable from AIP grant projects.

o. Conducting wage rate interviews in accordance with federal standards.

p. Making final inspection and submit a final construction report for the completed project to the owner.

q. Preparing record drawings of the project. Revise the Airport Layout Plan to reflect as-constructed conditions.

r. Assisting owner with project close out documents.

5. Project Closeout Phase – This phase includes all basic services rendered after the completion of a construction contract, including, but not limited to, the following activities:

a. Making final inspections and submitting punch-lists and a report of the completed project to the Sponsor.

b. Providing record drawings.

c. Preparing summary of material testing report.

d. Preparing summary of project change orders.

e. Preparing grant amendment requests and associated justification, if applicable.

f. Preparing final project reports including financial summary.

g. Obtaining release of liens from all contractors.

h. Assisting in the preparation and submission of year-end Disadvantaged

Business Enterprise (DBE) reporting.

6. Special Services – The development of some projects may involve activities or studies outside the scope of the basic design services routinely performed by the consultant. These special services may vary greatly in scope, complexity and timing and may involve a number of different disciplines and fields of expertise.

Consultants performing special services may be employed directly by the sponsor to implement one or more phases of a project, or may be employed by the principal consultant via a subcontract agreement. In certain

AGREngineeringArchitecturalServicesDRO2023 Page 6 of 15 05/25/23 circumstances, these services may be performed by the principal consultant.

Some examples of special services that might be employed for Airport projects include:

a. Soils investigations including core sampling, laboratory tests and related analyses and reports.

b. Detailed mill, shop and/or laboratory inspections of materials and equipment.

c. Land surveys and topographic maps.

d. Field and/or construction surveys.

e. Photogrammetry surveys.

f. Onsite construction inspection and/or management involving the services of a full-time resident engineer(s), inspector(s) or manager(s) during the construction or installation phase of a project. This differs from the periodic inspection responsibilities included as part of the basic services.

g. Special environmental studies and analyses.

h. Expert witness testimony in litigation involving specific projects.

i. Project feasibility studies.

j. Public information and community involvement surveys, studies and activities.

k. Preparation of as-constructed plans.

l. Assisting the sponsor in the preparation of necessary applications for local, state, and federal grants.

m. Preparation of an as-built airport layout plan.

n. Preparation of property maps.

o. Construction management.

p. Preparation of a Quality Control Plan.

q. Preparation of Final Reports.

AGREngineeringArchitecturalServicesDRO2023 Page 7 of 15 05/25/23

The Sponsor, the Federal Aviation Administration, and the Comptroller General of the United States or any of their designated representatives shall have access to any books, documents, papers and records of the Engineer that are directly pertinent to the grant program for the purpose of audit examination, excerpts, and transcriptions.

All services performed shall be in conformance with any and all applicable rules and regulations of the Federal Aviation Administration.

It is the policy of the Department of Transportation (COT) that Disadvantaged Business Enterprises as defined in 49 CFR Part 26 shall have the maximum opportunity to participate in the performance of contracts financed in whole or in part with Federal funds. Consequently, the DBE requirements of 49 CRF Part 26 shall apply to this contract.

The Engineer agrees to ensure that Disadvantaged Business Enterprises as defined in 49 CFR Part 26 have the maximum opportunity to participate in the performance of contracts and subcontracts financed in whole or in part with Federal funds. In this regard, all bid specifications shall require that Contractors take all necessary and reasonable steps in accordance with 49 CFR Part 26 to ensure that Disadvantaged Business Enterprises have the maximum opportunity compete for and perform in the award and performance of DOT assisted contracts.

III. COMPENSATION

Engineering & Architectural Services to be performed under this contract will be ordered as required by the Sponsor via execution of mutually agreed amendments to this Contract.

The Sponsor shall pay the Engineer the consideration set forth in each amendment, which consideration shall constitute complete payment for all services furnished in connection with the work required to be performed under the amendment.

A. Method of Compensation. Each amendment shall specifically identify the services, the type of compensation, the applicable rates, and the reimbursable expenses.

1. For performance of the Work described in each Lump Sum amendment, which shall be defined and delineated in advance, payment to the Engineer will be made on the basis of a lump sum.

The agreed lump sum shall represent full payment for all payroll, overhead, profit, and other direct non-salary expenses as hereinafter described. The lump sum shall neither increase nor decrease unless there is a Change in Scope (as defined below). In

AGREngineeringArchitecturalServicesDRO2023 Page 8 of 15 05/25/23 that event, the lump sum shall be subject to re-negotiation, and Engineer will prepare and submit a supplemental amendment for Sponsor’s approval.

2. For performance of the Work described in each Cost Reimbursable amendment, Sponsor shall pay Engineer the rates for the applicable individual performing the services multiplied by the number of hours employed on a specific project. The rates are identified on Attachment A, Established Hourly Rate Schedule, and hereby incorporated by reference. The rates set forth in Attachment A are subject to annual revision by the Engineer. Annual revisions shall not become effective until provided to Sponsor in writing.

The hourly fee schedule will only be utilized for specific minor items of work performed as special services.

B. Expenses. Sponsor shall pay all publishing costs for advertisements of notices, public hearings, requests for bids, and other similar items; shall pay for all permits and licenses that may be required by local, state, or federal authorities; and shall secure the necessary land, easements, and rights-of-way required for the project.

C. Payment Schedule.

1. For performance of the Services described in each amendment, Sponsor shall pay the compensation set forth in such amendment in monthly increments over the period of performance of the services, based on the percentage of work completed during the month, unless other specific payment schedules are mutually agreed to and set forth in the amendment.

2. Payments for all services performed pursuant to executed amendments shall be due within thirty (30) days after the receipt of invoices. If the Sponsor disputes any portion of an invoice, it shall not be relieved of the responsibility of paying the undisputed portion thereof.

IV. CHANGE OF SCOPE.

It is mutually understood and agreed that the Sponsor will compensate Engineer for services resulting from significant changes in the general scope of the project or its design, including changes in size, complexity, project schedules, character of construction, revisions to previously accepted studies, reports, design documents for contract documents and for preparation of documents for separate bids (collectively, “Changes in Scope”) only when:

AGREngineeringArchitecturalServicesDRO2023 Page 9 of 15 05/25/23

A. Such revisions are due to causes beyond the Engineer & Architect’s control: and

B. The Sponsor has authorized the additional work in an executed amendment, Compensation for such extra work, when authorized by the Sponsor, shall be established in each amendment.

V. AFFIRMATIVE ACTION

The Engineer has formulated, adopted, and actively maintains an affirmative action plan in compliance with Executive Order No. 11246 entitled, “Equal Employment Opportunity.”

The Engineer shall, in all hiring or employment made possible by or resulting from this Contract, take affirmative action to ensure that there shall be no unlawful discrimination against any employee or applicant for employment because of sex, race, age, color, creed, national origin, marital status or the presence of any sensory, mental or physical handicap, unless based upon a bona fide occupational qualification, and this requirement shall apply to but not be limited to the following: employment, advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship.

No person shall be denied or subjected to discrimination in the receipt of the benefit of any services or activities made possible by or resulting from this Contract on the grounds of sex, race, color, creed, national origin, age (except minimum age and retirement provisions), marital status, or the presence of any sensory, mental or physical handicap.

VI. OWNERSHIP OF DOCUMENTS

Regardless of the future services retained by the successful contractor, all of the products of this project, including plans, specifications, recommendations, drawings, artwork, photos, and similar materials used to produce the required submittals, shall become the property of the Sponsor. Any furnished materials shall remain the property of the Sponsor. All such items shall be delivered to the Sponsor in usable condition after completion of the work, and prior to submission of the invoice for final payment. Any reuse of such documents for purposes other than their specific intended purpose shall be at the sole risk of the Sponsor and without liability or legal exposure to the Engineer. The Engineer may retain a record copy of all documentation.

AGREngineeringArchitecturalServicesDRO2023 Page 10 of 15 05/25/23

All reports, drawings, copies of plans and specifications, cost estimates and other engineering & architectural documents shall be furnished to the Director of Aviation.

VII. SPONSOR RESPONSIBILITIES

1. The Sponsor shall make available to the Engineer all technical data that is in the Sponsor’s possession including maps, surveys, property descriptions, borings, and other information required by the Engineer and related to the work to be performed.

2. The Sponsor agrees to cooperate with the Engineer in the approval of all plans and specifications. Should the Sponsor disapprove of any part of said plans and specifications, it shall do so in a timely manner in order that no undue expense shall be caused to the Engineer because of lack of decisions. If the Engineer is caused to incur additional expenses such as extra drafting, due to changes ordered by the Sponsor after completion and approval of the plans and specifications, the Engineer shall be equitably paid for such extra expenses and services involved.

VIII. INSURANCE

The Engineer shall procure and maintain at its expense during the effective period of this Contract the following insurance from insurance companies authorized to do business in Colorado, covering all operations and services under this Contract to be performed by the Engineer.

A. Worker’s Compensation Insurance in accordance with the provisions of applicable law.

B. Commercial General Liability Insurance in amounts not less than $2 million combined single limit per occurrence and $2 million aggregate for bodily injury, personal injury, and property damage, with endorsements to include broad form contractual, and broad form property damage.

C. Automobile Liability, Bodily Injury and Property Damage Insurance with a limit of $2 million per occurrence, combined single limit including owned, hired and non-owned autos.

D. Professional Liability Insurance in amounts not less than $2 million per claim and annual aggregate.

The Engineer shall furnish to the Sponsor a certificate or certificates of insurance showing compliance with this Section. Any and all certificate(s) shall provide that the insurance shall not be cancelled unless and until ten (10) days advance written notice shall have been given to Sponsor.

AGREngineeringArchitecturalServicesDRO2023 Page 11 of 15 05/25/23

IX. STANDARD OF CARE

The services performed hereunder will be in accordance with that degree of care and skill ordinarily exercised under similar circumstances by members of the engineering profession existing as of the date that such services are performed.

Engineer’s sole liability to Sponsor for any non-conforming Work shall be to correct the item of defective Work, written notice of which must be promptly given by Sponsor to Engineer.

X. CONSTRUCTION COST OPINION

An opinion of probable construction costs prepared by the Engineer represents its judgment, as a design professional, and is supplied for Sponsor’s guidance. Since the Engineer has no control over the cost of labor and material, or over competitive bidding or market conditions, the Engineer does not guarantee the accuracy of its opinion as compared to contractor bids or actual cost to the Sponsor.

XI. FORCE MAJEURE

Any delay or failure of Engineering & Architectural Services in the performance of its required obligations hereunder shall be excused if and to the extent such delay or failure is caused by acts of God, war, riot, strike, fire, storm, flood, windstorm, discovery or uncovering of hazardous or toxic materials or causes beyond the reasonable control of Engineer; provided that prompt written notice of such delay or failure shall be given by Engineer to the Sponsor. Upon receipt of such notice, if necessary, the time for performing shall be extended for a period of time reasonably necessary to overcome the effect of such delays.

XII. TERMINATION

A. TERMINATION FOR CONVENIENCE.

Either party hereto may terminate this contract by giving the other party thirty (30) calendar days written notice of its intent to terminate. In the event of such termination, Sponsor may take possession of the Work in such manner as Sponsor may deem expedient, but Engineer shall not be liable to Sponsor for any excess cost of completion of the Work. Sponsor shall reimburse the Engineer for that portion of the Contract Price earned to the date of such termination.

B. TERMINATION FOR CAUSE

If the Sponsor determines that the Engineer is in default of the Contract, the Sponsor shall so notify the Engineer by issuing a Cure Notice

AGREngineeringArchitecturalServicesDRO2023 Page 12 of 15 05/25/23 describing the default. If the Engineer fails to commence to cure the default within ten (10) days after receipt of such Cure Notice, the Sponsor may, by written notice, terminate the Engineer. In the event of such termination, the Sponsor may proceed with the Work. The additional cost to the Sponsor (the difference between the original contract cost and the cost to complete the work by a third party) may be deducted from any sum due to the Engineer and the balance, if any, shall be paid to the Engineer.

XIII. LIABILITY

To the fullest extent permitted by law, the Engineer agrees to indemnify and hold harmless the Sponsor, and its officers and its employees, from and against all liability, claims, and demands, on account of any injury, loss, or damage, which arise out of or are connected with the Work, if such injury, loss, or damage, or any portion thereof, is caused by, or claimed to be caused by, the negligent act, omission, or other fault of the Engineer or any subcontractor of the Engineer, or any officer, employee, or agent of the Engineer or any subcontractor, or any other person for whom Engineer is responsible. The Engineer shall investigate, handle, respond to, and provide defense for and defend against any such liability, claims, and demands, and shall bear all other costs and expenses related thereto, including court costs and attorneys’ fees. The Engineer indemnification obligation shall not be construed to extend to any injury, loss, or damage which is caused by the act, omission, or other fault of the Sponsor, its agents, employees or representatives..

XIV. DISPUTES

In the event of any dispute, controversy or claim between the Sponsor and the Engineer in connection with or relating to this Contract, the parties shall make good faith efforts to resolve the disputes through negotiation and, if the parties so elect, non-binding mediation.

XV. NOTICES.

Any and all notices or other communications which are required or permitted to be given to the parties under this Contract shall be sufficient if provided in writing and delivered in person, by facsimile, by electronic mail, overnight courier, or by certified mail (return receipt requested), to the receiving party at the following address:

Sponsor:

Airport Director Durango-La Plata County Airport 1000 Airport Road Durango, Colorado 81303 Tel: (970) 382-6050 E-Mail: Tony.Vicari@durangogov.org mailto:Tony.Vicari@durangogov.org

AGREngineeringArchitecturalServicesDRO2023 Page 13 of 15 05/25/23

Engineer:

XVI. SEVERABILITY

The provisions of the Contract are severable, and if any provision shall be determined to be illegal or unenforceable, such determination shall in no manner affect any other provision hereof, and the remainder of this Contract shall remain in full force and effect, provided that the intention and essence of this contract may still be accomplished and satisfied. In the event that any provision of the Contract is held to be unenforceable or invalid by any court of competent jurisdiction, Engineer and Sponsor shall negotiate an equitable adjustment in the provisions of this contract to preserve the purpose of this contract and maintain the allocation of risk, liabilities and obligations originally agreed upon.

XVII. COMPLIANCE WITH LAWS

It is assumed that Engineer is familiar with all federal, state, and local laws, codes, ordinances, and regulations which in any manner affect those engaged or employed in the Work or the material or equipment used in or upon the site, or in any way affect the conduct of the work or construction of the project. No pleas or claims of misunderstanding or ignorance by Engineer shall in any way serve to modify the provisions of the Contract. Engineer shall at all times observe and comply with all federal, state, county, local, and municipal laws, codes, ordinances, and regulations in any manner affecting the conduct of the Work or the project. It is not the responsibility of Engineer to determine that this Contract and the contract documents are in accordance with applicable laws, statutes, building codes, and regulations; however, if Engineer knows, or should have reason to know, that any of the contract documents are at variance therewith in any respect, Engineer shall promptly notify the City of Durango in writing, and any necessary changes shall be made as provided herein.

XVIII. ENTIRE AGREEMENT

This Contract constitutes the entire agreement between the parties and the terms and conditions hereof were negotiated between the parties on an arms-length basis and no obligation or covenant of good faith or fair dealing shall be implied or interpreted as conferring upon either party any right, duty, obligation or benefit other than expressly set forth herein. No modifications or amendments to this Contract shall be valid unless agreed to by the parties in writing and signed by their authorized representatives.

AGREngineeringArchitecturalServicesDRO2023 Page 14 of 15 05/25/23

XIX. INDEPENDENT CONTRACTOR

There is no employment relationship created pursuant to this Contract and the

Engineer is and shall remain an independent contractor for all purposes hereunder responsible for its own work. All employees furnished by Engineer in the performance of the Work shall be deemed exclusive employees of Engineer and Engineer shall be responsible for payment for all services provided by such employees, all obligations and reports pertaining to Social Security, Unemployment Insurance, Workers Compensation, State and Federal Income Taxes, and other reports and deductions required by any applicable State or Federal laws.

XX. MISCELLANEOUS PROVISIONS

This Contract shall be governed by the laws of the State of Colorado.

The City and the Engineer respectively bind themselves, their partners, successors, assigns and legal representatives to the other party to this Contract and to the partners, successors, assigns and legal representatives of such other party with respect to all covenants of this Contract. Neither the City nor the Engineer shall assign, sublet or transfer any interest in this Contract without the prior written consent of the other.

This Contract represents the entire and integrated Contract between the City and the Engineer and supersedes all prior negotiations, representations or Contracts, either written or oral. This Contract may be amended only by written instrument signed by both City and Engineer.

Prior to start of any phase of Professional Service, the following documents must be on file in the City’s Purchasing Department.

1. Certificates of Insurance, as required by the Contract Documents

2. Completed W-9 Form

3. City of Durango Business License

4. City of Durango Sales Tax License, as required

AGREngineeringArchitecturalServicesDRO2023 Page 15 of 15 05/25/23

THIS CONTRACT is entered into as of the date and year first written above and is executed in at least two original copies of which one is to be delivered to the Engineer and one to the Sponsor.

SPONSOR:

CITY OF DURANGO

By: _____________________________ José R. Madrigal

(SEAL) City Manager 949 E 2nd Avenue

ATTEST:

Faye Harmer, City Clerk

CONTRACTOR:

Firm Name:

By:

Signature

Title

Date