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R2023-069 2023-03-07RESOLUTION NO. R2023-69 A Resolution of the City Council of the City of Pearland, Texas, authorizing a professional service contract with Infrastructure Management Services, associated with roadway data collection services, in the estimated amount of $353,130.00. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS: Section 1. That certain contract for professional services associated with roadway data collection services, a copy of which is attached hereto as Exhibit “A” and made a part hereof for all purposes, is hereby authorized and approved. Section 2. That the City Manager or his designee is hereby authorized to execute and the City Secretary to attest a contract for professional services associated with roadway data collection services. PASSED, APPROVED and ADOPTED this the 27th day of March, A.D., 2023. ________________________________ J.KEVIN COLE MAYOR ATTEST: ________________________________ FRANCES AGUILAR, TRMC, MMC CITY SECRETARY APPROVED AS TO FORM: ________________________________ DARRIN M. COKER CITY ATTORNEY DocuSign Envelope ID: 4405C596-BE01-4A08-8B8B-0DDFB25856A8 Design 1 of 7 D2. Revised 04/2019 CONTRACT FOR PROFESSIONAL SERVICES THIS CONTRACT is entered into upon final execution by and between the City of Pearland ("CITY") and IMS Infrastructure Management Services, LP ("CONSULTANT"). The CITY engages the CONSULTANT to perform professional services for a project known and described as Road Network Condition Assessment ("PROJECT"). (Project #TR2204) SECTION I - SERVICES OF THE CONSULTANT The CONSULTANT shall perform the following professional services to CITY standards and in accordance with the degree of care and skill that a professional in Texas would exercise under the same or similar circumstances: A. The CONSULTANT shall perform professional services. See Exhibit A, attached, for a detailed SCOPE OF WORK and PROJECT schedule. The PROJECT schedule shall be submitted in digital and hard copy form in the Microsoft Project for Windows format. B. The CONSULTANT shall prepare and submit a detailed opinion of estimated cost of the PROJECT. C. The CONSULTANT acknowledges that the CITY (through its employee handbook) considers the following to be misconduct that is grounds for termination of a CITY employee: Any fraud, forgery, misappropriation of funds, receiving payment for services not performed or for hours not worked, mishandling or untruthful reporting of money transactions, destruction of assets, embezzlement, accepting materials of value from vendors, or consultants, and/or collecting reimbursement of expenses made for the benefit of the CITY. The CONSULTANT agrees that it will not, directly or indirectly; encourage a CITY employee to engage in such misconduct. D. The CONSULTANT shall submit all final construction documents in both hard copy and electronic format. Plans shall be AutoCAD compatible and all other documents shall be Microsoft Office compatible. The software version used shall be compatible to current CITY standards. Other support documents, for example, structural calculations, drainage reports and geotechnical reports, shall be submitted in hard copy only. All Record Drawings electronic files shall be submitted to the CITY in TIF format. E. The CONSULTANT recognizes that all drawings, special provisions, field survey notes, reports, estimates and any and all other documents or work product generated by the CONSULTANT under the CONTRACT shall be delivered to the CITY upon request, shall become subject to the Open Records Laws of this State. F. The CONSULTANT shall procure and maintain for the duration of this Agreement, insurance against claims for injuries to persons, damages to property, or any errors Exhibit ADocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 Design 2 of 7 D2 Revised 04/2019 and omissions relating to the performance of any work by the CONSULTANT, its agents, employees or subcontractors under this Agreement, as follows: (1) Workers’ Compensation as required by law. (2) Professional Liability Insurance in an amount not less than $1,000,000 in the aggregate. (3) Comprehensive General Liability and Property Damage Insurance with minimum limits of $1,000,000 for injury or death of any one person, $1,000,000 for each occurrence, and $1,000,000 for each occurrence of damage to or destruction of property. (4) Comprehensive Automobile and Truck Liability Insurance covering owned, hired, and non-owned vehicles, with minimum limits of $1,000,000 for injury or death of any one person, $1,000,000 for each occurrence, and $1,000,000 for property damage. The CONSULTANT shall include the CITY as an additional insured under the policies, with the exception of the Professional Liability Insurance and Workers’ Compensation. The CONSULTANT shall agree to waive its Right to Subrogation. Certificates of Insurance and endorsements shall be furnished to the CITY before work commences. Each insurance policy shall be endorsed to state that coverage shall not be suspended, voided, canceled, and/or reduced in coverage or in limits (“Change in Coverage”) except with prior written consent of the CITY and only after the CITY has been provided with written notice of such Change in Coverage, such notice to be sent to the CITY either by hand delivery to the City Manager or by certified mail, return receipt requested, and received by the City no fewer than thirty (30) days prior to the effective date of such Change in Coverage. Prior to commencing services under this CONTRACT, CONSULTANT shall furnish CITY with Certificates of Insurance, or formal endorsements as required by this CONTRACT, issued by CONSULTANT’S insurer(s), as evidence that policies providing the required coverage, conditions, and limits required by this CONTRACT are in full force and effect. G. The CONSULTANT shall indemnify and hold the CITY, its officers, agents, and employees, harmless from any claim, loss, damage, suit, and liability of every kind for which CONSULTANT is legally liable, including all expenses of litigation, court costs, and attorney's fees, for injury to or death of any person, for damage to any property, or errors in design, any of which are caused by the negligent act or omission of the CONSULTANT, his officers, employees, agents, or subcontractors under this CONTRACT. H. All parties intend that the CONSULTANT, in performing services pursuant to this CONTRACT, shall act as an independent contractor and shall have control of its own work and the manner in which it is performed. The CONSULTANT is not to be considered an agent or employee of the CITY. DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 Design 3 of 7 D2 Revised 04/2019 SECTION II - PERIOD OF SERVICE This CONTRACT will be binding upon execution and end February 29, 2024. SECTION III - CONSULTANT'S COMPENSATION A. The total compensation for the services performed shall not exceed the total noted in Section B. B. The CITY shall pay the CONSULTANT in installments based upon monthly progress reports and detailed invoices submitted by the CONSULTANT based upon the following: 1. Basic Services (Not to Exceed) $353,130.00 2. Additional Services shall require independent and specific authorization and shall be billed as (Not to Exceed): 3. Bid Phase Services (Hourly Not to Exceed) 4. Construction Phase Services (Hourly Not to Exceed) 5. Reimbursable Expenses (Not to Exceed) 6. Total: $353,130.00 C. The CITY shall make payments to the CONSULTANT within thirty (30) days after receipt and approval of a detailed invoice. Invoices shall be submitted on a monthly basis. D. CONSULTANT shall invoice for work performed during the preceding thirty day period (“Billing Period”). The Billing Period shall run from the 26th day to the 25th day of each consecutive month. Invoices shall be submitted to CITY not more frequently than once every 30 days. CONSULTANT shall be responsible for timely submittal of all invoices and CONSULTANT shall not be entitled to payment for invoices in arrears. All invoices shall reflect most recent single Billing Period only and represent the true, correct and accurate account of work performed during the Billing Period. E. For an agreed contract amount identified as “Lump Sum”, Not to Exceed” and “Reimbursable” the CONSULTANT shall not exceed the fixed contractual amount without written authorization in the form of a Contract Amendment. CONSULTANT shall provide 45 days prior notice to the CITY in the event contract fees may exceed the fixed contract amount. CONSULTANT shall be responsible for ensuring that such authorization is complete and executed by all parties DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 Design 4 of 7 D2 Revised 04/2019 performing any work or submitting any invoices for work that exceeds the fixed contract amount under any expense category. F. Allowable Reimbursable Expenses CONSULTANT shall identify and include in the proposal any anticipated Reimbursable Expenses, and shall itemize Reimbursable Expenses by work category. Reimbursable Expenses shall be invoiced AT COST without subsequent markup by the CONSULTANT. All invoices containing a request for Reimbursable Expenses shall include copies of the original expense receipts itemized per the allowable category. Allowable Reimbursable Expenses include: • Hard copy reproductions, copies and/ or binding costs • Postage • Mileage, for travel from Consultant’s local office (within a 25 mile radius) to meetings at the City or job-site. Mileage shall be charged at the current IRS rates. • Travel expenses, mileage from local office to State or federal regulatory agency office beyond 100 miles. • Lodging expenses, for destinations beyond 100 miles from the Consultant’s local office AND when business hours exceed eight hours within one business day OR requires more than one eight hour day. F.2. Disallowed Expenses Disallowed Expenses include travel expenses for professional expertise traveling into the greater Houston area from Consultant offices outside of the greater Houston area. SECTION IV - THE CITY'S RESPONSIBILITIES A. The CITY shall designate a project manager during the term of this CONTRACT. The project manager has the authority to administer this CONTRACT and shall monitor compliance with all terms and conditions stated herein. All requests for information from or a decision by the CITY on any aspect of the work shall be directed to the project manager. B. The CITY shall review submittals by the CONSULTANT and provide prompt response to questions and rendering of decisions pertaining thereto, to minimize delay in the progress of the CONSULTANT'S work. The CITY will keep the CONSULTANT advised concerning the progress of the CITY'S review of the work. The CONSULTANT agrees that the CITY'S inspection, review, acceptance or approval of CONSULTANT'S work shall not relieve CONSULTANT'S responsibility for errors or omissions of the CONSULTANT or its sub- DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 Design 5 of 7 D2 Revised 04/2019 consultant(s) or in any way affect the CONSULTANT’S status as an independent contractor of the CITY. SECTION V - TERMINATION A. The CITY, at its sole discretion, may terminate this CONTRACT for any reason -- with or without cause -- by delivering written notice to CONSULTANT personally or by certified mail at 8380 S Kyrene Rd. Ste. 101. Tempe, AZ 85284. Immediately after receiving such written notice, the CONSULTANT shall discontinue providing the services under this CONTRACT. B. If this CONTRACT is terminated, CONSULTANT shall deliver to the CITY all drawings, special provisions, field survey notes, reports, estimates and any and all other documents or work product generated by the CONSULTANT under the CONTRACT, entirely or partially completed, together with all unused materials supplied by the CITY on or before the 15th day following termination of the CONTRACT. C. In the event of such termination, the CONSULTANT shall be paid for services performed prior to receipt of the written notice of termination. The CITY shall make final payment within sixty (60) days after the CONSULTANT has delivered to the CITY a detailed invoice for services rendered and the documents or work product generated by the CONSULTANT under the CONTRACT. D. If the remuneration scheduled under this contract is based upon a fixed fee or definitely ascertainable sum, the portion of such sum payable shall be proportionate to the percentage of services completed by the CONSULTANT based upon the scope of work. E. In the event this CONTRACT is terminated, the CITY shall have the option of completing the work, or entering into a CONTRACT with another party for the completion of the work. F. If the CITY terminates this CONTRACT for cause and/or if the CONSULTANT breaches any provision of this CONTRACT, then the CITY shall have all rights and remedies in law and/or equity against CONSULTANT. Venue for any action or dispute arising out of or relating to this CONTRACT shall be in Brazoria County, Texas. The laws of the State of Texas shall govern the terms of this CONTRACT. The prevailing party in the action shall be entitled to recover its actual damages with interest, attorney’s fees, costs and expenses incurred in connection with the dispute and/or action. CONSULTANT and CITY desire an expeditious means to resolve any disputes that may arise between under this CONTRACT. To accomplish this, the parties agree to mediation as follows: If a dispute arises out of or relates to this CONTRACT, or the breach thereof, and if the dispute cannot be settled through negotiation, then the parties agree first to try in good faith, and before pursuing any legal remedies, to settle the dispute by mediation of a third party who will be selected by agreement of the parties. DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A923/29/2023 | 6:42 AM PDT DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 INSR ADDL SUBR LTR INSR WVD DATE (MM/DD/YYYY) PRODUCER CONTACT NAME: FAXPHONE (A/C, No):(A/C, No, Ext): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) COMMERCIAL GENERAL LIABILITY AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE INSURER(S) AFFORDING COVERAGE NAIC # Y / N N / A (Mandatory in NH) ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? EACH OCCURRENCE $ DAMAGE TO RENTED $PREMISES (Ea occurrence)CLAIMS-MADE OCCUR MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ $ PRO- OTHER: LOCJECT COMBINED SINGLE LIMIT $(Ea accident) BODILY INJURY (Per person)$ANY AUTO OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS AUTOS ONLY HIRED PROPERTY DAMAGE $AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE $ CLAIMS-MADE AGGREGATE $ DED RETENTION $$ PER OTH- STATUTE ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMIT $DESCRIPTION OF OPERATIONS below POLICY NON-OWNED SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer any rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORDACORD 25 (2016/03) ACORDTM CERTIFICATE OF LIABILITY INSURANCE Charter Oak Fire Insurance Company Travelers Property Cas. Co. of America Travelers Casualty and Surety Company Travelers Casualty & Surety Co. of Amer Travelers Indemnity Co of America 02/23/2023 USI Insurance Services, LLC 2502 N Rocky Point Drive Suite 400 Tampa, FL 33607 Debra Parra 813 321-7500 813 321-7525 debra.parra@usi.com IMS Infrastructure Management Services, LP 8380 S. Kyrene Rd. Suite 101 Tempe, AZ 85284 25615 25674 19038 31194 25666 A X X X ZLP16P27627 03/31/2022 03/31/2023 1,000,000 1,000,000 15,000 1,000,000 2,000,000 2,000,000 E X X X BA2T939765 03/31/2022 03/31/2023 1,000,000 B X X X 10000 CUP2T942456 03/31/2022 03/31/2023 5,000,000 5,000,000 C N UB2T941238 03/31/2022 03/31/2023 X 1,000,000 1,000,000 1,000,000 D Professional Liab 107414121 04/01/2022 04/01/2023 $2,000,000 Ea. Claim $2,000,000 $10,000 Retention City of Pearland is included as additional insured with respects to General Liability and Auto Liability as required by written contract or agreement 30 day notice of cancellation applies. City of Pearland 3519 Liberty Dr. Pearland, TX 77581 1 of 1 #S39129665/M39129657 INTERCYBClient#: 1501509 JXPEW 1 of 1 #S39129665/M39129657 DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 This page has been left blank intentionally. DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO EXTENSION ENDORSEMENT – FLORIDA This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM A. BROAD FORM NAMED INSURED B. BLANKET ADDITIONAL INSURED C. EMPLOYEE HIRED AUTO D. EMPLOYEES AS INSURED G. WAIVER OF DEDUCTIBLE – GLASS J. PERSONAL EFFECTS K. AIRBAGS M. BLANKET WAIVER OF SUBROGATION N. UNINTENTIONAL ERRORS OR OMISSIONS PROVISIONS CA F2 19 08 17 Page 1 of 4© 2016 The Travelers Indemnity Company. All rights reserved. Includes copyrighted material of Insurance Services Office, Inc. with its permission With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. GENERAL DESCRIPTION OF COVERAGE – This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general coverage description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. E. SUPPLEMENTARY PAYMENTS – INCREASED LIMITS F. HIRED AUTO – LIMITED WORLDWIDE COVERAGE – INDEMNITY BASIS H. HIRED AUTO PHYSICAL DAMAGE – LOSS OF USE – INCREASED LIMIT I. PHYSICAL DAMAGE – TRANSPORTATION EXPENSES – INCREASED LIMIT L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS A.BROAD FORM NAMED INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION II – LIABILITY COVERAGE: Any organization you newly acquire or form during the policy period over which you maintain 50% or more ownership interest and that is not separately insured for Business Auto Coverage. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier. B.BLANKET ADDITIONAL INSURED The following is added to Paragraph c. in A.1., Who Is An Insured, of SECTION II – LIABILITY COVERAGE: This includes any person or organization who you are required under a written contract or agreement between you and that person or organization, that is signed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to name as an additional insured for Liability Coverage, but only for damages to which this insurance applies and only to the extent of that person's or organization's liability for the conduct of another "insured". C.EMPLOYEE HIRED AUTO 1.The following is added to Paragraph A.1., Who Is An Insured, of SECTION II – LIABILITY COVERAGE: An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in that "employee's" DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 COMMERCIAL AUTO Page 2 of 4 CA F2 19 08 17 Includes copyrighted material of Insurance Services Office, Inc. with its permission © 2016 The Travelers Indemnity Company. All rights reserved. name, with your permission, while performing duties related to the conduct of your business. 2.The following replaces Paragraph b. in B.5., Other Insurance, of SECTION IV – BUSINESS AUTO CONDITIONS: b.For Hired Auto Physical Damage Coverage, the following are deemed to be covered "autos" you own: (1)Any covered "auto" you lease, hire, rent or borrow; and (2)Any covered "auto" hired or rented by your "employee" under a contract in that individual "employee's" name, with your permission, while performing duties related to the conduct of your business. However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". D.EMPLOYEES AS INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION II – LIABILITY COVERAGE: Any "employee" of yours is an "insured" while using a covered "auto" you don't own, hire or borrow in your business or your personal affairs. E.SUPPLEMENTARY PAYMENTS – INCREASED LIMITS 1.The following replaces Paragraph A.2.a.(2), of SECTION II – LIABILITY COVERAGE: (2)Up to $3,000 for cost of bail bonds (including bonds for related traffic law violations) required because of an "accident" we cover. We do not have to furnish these bonds. 2.The following replaces Paragraph A.2.a.(4), of SECTION II – LIABILITY COVERAGE: (4)All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $500 a day because of time off from work. F.HIRED AUTO – LIMITED WORLDWIDE COVERAGE – INDEMNITY BASIS The following replaces Subparagraph (5) in Paragraph B.7., Policy Period, Coverage Territory, of SECTION IV – BUSINESS AUTO CONDITIONS: (5)Anywhere in the world, except any country or jurisdiction while any trade sanction, embargo, or similar regulation imposed by the United States of America applies to and prohibits the transaction of business with or within such country or jurisdiction, for Liability Coverage for any covered "auto" that you lease, hire, rent or borrow without a driver for a period of 30 days or less and that is not an "auto" you lease, hire, rent or borrow from any of your "employees", partners (if you are a partnership), members (if you are a limited liability company) or members of their households. (a)With respect to any claim made or "suit" brought outside the United States of America, the territories and possessions of the United States of America, Puerto Rico and Canada: (i)You must arrange to defend the "insured" against, and investigate or settle any such claim or "suit" and keep us advised of all proceedings and actions. (ii)Neither you nor any other involved "insured" will make any settlement without our consent. (iii)We may, at our discretion, participate in defending the "insured" against, or in the settlement of, any claim or "suit". (iv)We will reimburse the "insured" for sums that the "insured" legally must pay as damages because of "bodily injury" or "property damage" to which this insurance applies, that the "insured" pays with our consent, but only up to the limit described in Paragraph C., Limit Of Insurance, of SECTION II – LIABILITY COVERAGE; (v)We will reimburse the "insured" for the reasonable expenses incurred with our consent for your investigation of such claims and your defense of the "insured" against any such "suit", but only up to and included within the limit described in Paragraph C., Limit Of Insurance, of SECTION II – LIABILITY COVERAGE, and not in addition to such limit. Our duty to make such payments ends when we have used up the applicable limit of insurance in payments for damages, settlements or defense expenses. DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 COMMERCIAL AUTO CA F2 19 08 17 Includes copyrighted material of Insurance Services Office, Inc. with its permission Page 3 of 4© 2016 The Travelers Indemnity Company. All rights reserved. (b)This insurance is excess over any valid and collectible other insurance available to the "insured" whether primary, excess contingent or on any other basis. (c)This insurance is not a substitute for required or compulsory insurance in any country outside the United States, its territories and possessions, Puerto Rico and Canada. You agree to maintain all required or compulsory insurance in any such country up to the minimum limits required by local law. Your failure to comply with compulsory insurance requirements will not invalidate the coverage afforded by this policy, but we will only be liable to the same extent we would have been liable had you complied with the compulsory insurance requirements. (d)It is understood that we are not an admitted or authorized insurer outside the United States of America, its territories and possessions, Puerto Rico and Canada. We assume no responsibility for the furnishing of certificates of insurance, or for compliance in any way with the laws of other countries relating to insurance. G.WAIVER OF DEDUCTIBLE – GLASS The following is added to Paragraph D., Deductible, of SECTION III – PHYSICAL DAMAGE COVERAGE: No deductible applies under Specified Causes of Loss or Comprehensive coverage for "loss" to glass used in the windshield. H.HIRED AUTO PHYSICAL DAMAGE – LOSS OF USE – INCREASED LIMIT The following replaces the last sentence of Paragraph A.4.b., Loss Of Use Expenses, of SECTION III – PHYSICAL DAMAGE COVERAGE: However, the most we will pay for any expenses for loss of use is $65 per day, to a maximum of $750 for any one "accident". I.PHYSICAL DAMAGE – TRANSPORTATION EXPENSES – INCREASED LIMIT The following replaces the first sentence in Paragraph A.4.a., Transportation Expenses, of SECTION III – PHYSICAL DAMAGE COVERAGE: We will pay up to $50 per day to a maximum of $1,500 for temporary transportation expense incurred by you because of the total theft of a covered "auto" of the private passenger type. J.PERSONAL EFFECTS The following is added to Paragraph A.4., Coverage Extensions, of SECTION III – PHYSICAL DAMAGE COVERAGE: Personal Effects We will pay up to $400 for "loss" to wearing apparel and other personal effects which are: (1)Owned by an "insured"; and (2)In or on your covered "auto". This coverage applies only in the event of a total theft of your covered "auto". No deductibles apply to this Personal Effects coverage. K.AIRBAGS The following is added to Paragraph B.3., Exclusions, of SECTION III – PHYSICAL DAMAGE COVERAGE: Exclusion 3.a. does not apply to "loss" to one or more airbags in a covered "auto" you own that inflate due to a cause other than a cause of "loss" set forth in Paragraphs A.1.b. and A.1.c., but only: a.If that "auto" is a covered "auto" for Comprehensive Coverage under this policy; b.The airbags are not covered under any warranty; and c.The airbags were not intentionally inflated. We will pay up to a maximum of $1,000 for any one "loss". L.NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS The following is added to Paragraph A.2.a., of SECTION IV – BUSINESS AUTO CONDITIONS: Your duty to give us or our authorized representative prompt notice of the "accident" or "loss" applies only when the "accident" or "loss" is known to: (a)You (if you are an individual); (b)A partner (if you are a partnership); (c)A member (if you are a limited liability company); (d)An executive officer, director or insurance manager (if you are a corporation or other organization); or DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 COMMERCIAL AUTO Page 4 of 4 CA F2 19 08 17 Includes copyrighted material of Insurance Services Office, Inc. with its permission © 2016 The Travelers Indemnity Company. All rights reserved. (e)Any "employee" authorized by you to give notice of the "accident" or "loss". M.BLANKET WAIVER OF SUBROGATION The following replaces Paragraph A.5., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV – BUSINESS AUTO CONDITIONS: 5.Transfer Of Rights Of Recovery Against Others To Us We waive any right of recovery we may have against any person or organization to the extent required of you by a written contract signed and executed prior to any "accident" or "loss", provided that the "accident" or "loss" arises out of operations contemplated by such contract. The waiver applies only to the person or organization designated in such contract. N.UNINTENTIONAL ERRORS OR OMISSIONS The following is added to Paragraph B.2., Concealment, Misrepresentation, Or Fraud, of SECTION IV – BUSINESS AUTO CONDITIONS: The unintentional omission of, or unintentional error in, any information given by you shall not prejudice your rights under this insurance. However this provision does not affect our right to collect additional premium or exercise our right of cancellation or non-renewal. DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 ENDORSEMENT WC 00 03 13 (00) - POLICY NUMBER: EMPLOYERS LIABILITY POLICY AND WORKERS COMPENSATION WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT 001 ONE TOWER SQUAREHARTFORD CT 06183 UB-2T941238-22-I5-G We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit any one not named in the Schedule. SCHEDULE DESIGNATED ORGANIZATION: DESIGNATED PERSON: ANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS AGREED BY WRITTEN CONTRACT EXECUTED PRIOR TO LOSS TO FURNISH THIS WAIVER. DATE OF ISSUE:PAGEST ASSIGN:OF04-01-22 1 1 DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 IMS Infrastructure Management Services IMS Proposed Scope-of-Work 2023_Pearland Final page 1 EXHIBIT ‘A’: Scope, Fees & Schedule IMS Infrastructure Management Services 8380 S Kyrene Rd. Ste. 101. Tempe, AZ 85284 Phone: (480) 839-4347 Fax: (480) 839-4348 www.imsanalysis.com To: Dante Prescod, ROW Superintendent Date: February 3, 2023 From: Jim Tourek, Client Services Manager Project: City of Pearland, TX Subject: 2023 Pavement/ ROW Data Collection & Mgt. Project No: TBD Thank you for taking the time to review the pavement data collection services offered by IMS Infrastructure Management Services. For the 2023 project, we are proposing to capture all city maintained roads with all- lanes testing of all functional classification’s roads for a project total of 980 test miles. The Tasks shown match closely to the hourly rates/ unit rates from the IMS 2014 project: Proposed (All Lanes) Project Base Scope Fees: Here are additional value-added services for further consideration (both scenarios): Activity Quant Units Unit Rate Total Project Initiation 1 Project Initiation & Set-Up 1 LS $3,500.00 $3,500.00 2 Network Referencing & GIS Linkage 506 T-Mi $15.00 $7,590.00 3 Network Inventory Checks & Survey Map Development 506 T-Mi $10.00 $5,060.00 Field Surveys 4 LCMS-2 RST Mobilization & Calibration 1 LS $3,000.00 $3,000.00 5 LCMS-2 RST Field Data Collection (2-pass Arterials & Collectors; 1-pass Locals) *506 T-Mi $115.00 $58,190.00 a. LCMS-2 RST Field Data Collection (Add: All Lanes for a Total of 980 Lane Miles)474 T-Mi $140.00 $66,360.00 6 Collection of Digital Images @ 15' Intervals (Two Views)506 T-Mi $15.00 $7,590.00 7 Right of Way Assets Data Collection (GPS & Camera Config.: Select Once w/Any Asset Below)506 T-Mi $20.00 $10,120.00 Data Management 8 Data QA/QC, Processing, & Formatting 506 T-Mi $25.00 $12,650.00 9 Pavement Condition Data Load 1 LS $5,000.00 $5,000 10 "Easy Street" Pavement 5-Year Analysis & Budget Development 1 LS $8,500.00 $8,500.00 a. "ESA - Easy Street Analysis" Pavement Management Spreadsheet Software Included in Base Activities b. Customizable Prioritization & Cost-Benefit Analysis Included in Base Activities c. Unlimited Access - Training Library Included in Base Activities d. Online ESA Spreadsheet Training via Teams Included in Base Activities 11 IMS Draft Written Report 1 LS $7,500.00 $7,500.00 12 IMS Final Written Report 1 LS $3,000.00 $3,000.00 13 IMS Story Map of City's Pavement Condition (Ext. Portal for Citizens & Internal for Staff)1 LS $8,500.00 $8,500.00 a. Years 2 thru 5 Annual Updates of Rehabs; Update 4 EA $2,000.00 $8,000.00 14 Sign & Support Database Development 506 T-Mi $100.00 $50,600.00 15 Pavement Striping/Marking Database Development 506 T-Mi $60.00 $30,360.00 16 Sidewalk Database Development 506 T-Mi $50.00 $25,300.00 a. Sidewalk "Measurement of Sidewalks to Include Gap Analysis (RFP 2.2)1 LS $8,500.00 $8,500.00 17 Onsite Council Presentation & Meeting 2 EA $3,500.00 $7,000.00 18 Project Management 1 LS $16,810.00 $16,810.00 0 City Contingency - IMS Must Obtain Written Authorization 1 LS $0.00 $0.00 Pearland, TX: 2023 IMS Pavement Management Base Scope of Services $353,130.00 Project Total:* Since the city's functional classification is ot 100% accurate, IMS & the city made necessary assumptions for 1- pass/ 2-pass which deviate somewhat from how Task 5 is labeled (see approved Revew Map). Activity Quant Units Unit Rate Total Value-Added Service Items and Activities (Applicable to 2-pass/1-pass or All Lanes): 19 Update Pavement Asset Database Years 2 thru 5 (Recently Completed Improvements)4 EA YR $3,000.00 $12,000.00 a. Create a New 5-Year Pavement Improvement Plan Years 2 thru 5 - Analysis w/Maps 4 EA YR $2,000.00 $8,000.00 20 FastFWD Mobilization & Calibration 1 LS $3,000.00 $3,000.00 a. Deflection Testing: 2-pass Arterial & Collector Classifications only (No Locals)211 T-Mi $154.00 $32,494.00 b. Data Analysis of Deflection Testing 1 LS $2,500.00 $2,500.00 c. Traffic Control/Deflection Testing (City to provide; IMS Est. 0-144 Hrs.)0 HR $105.00 $0.00 21 Right of Way Assets Data Collection (GPS & Camera Config.: Select Once w/Any Asset Below)Included in Base Activities d. Street Curb Ramp Database Development 506 T-Mi $60.00 $30,360.00 e. Curb & Gutter Database Development 506 T-Mi $50.00 $25,300.00 f. Street Lights Database Development 506 T-Mi $50.00 $25,300.00 g. Traffic Signals/ Flashers. Controllers Database Development 506 T-MI $30.00 $15,180.00 h. Drop Inlets Database Development 506 T-Mi $60.00 $30,360.00 Pearland, TX: 2023 IMS Pavement Management Base Scope of Services DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 Pearland, TX Pavement Management Services IMS Infrastructure Management Services IMS Proposed Scope-of-Work 2023_Pearland Final page 2 DETAILED PROJECT SCOPE: Task Description Activities Deliverables Base Service Items and Activities – Project Initiation 1. Project Initiation $ Set-Up • Conduct kick-off meeting confirming scope, extent and content of surveys, set milestones and deliverables. • Confirm key contacts, roles and responsibilities and project documentation. • Identify location of key data elements such as traffic data, GIS, existing roadway inventories, historical data, and pavement management data. • Identify deficient data and the means to obtain it. • Provide data QA plan to the city. • Confirm phases of the work and invoicing methodology. Technical memo detailing scope of work, budget and deliverables. 2. Network Referencing, Update & GIS Linkage • Include street number & block order for referencing. • Obtain roadway attributes from GIS for functional class, traffic, width, length, pavement type, curb type, etc. • Confirm length & width via aerial photography. • Create survey maps for use by the LCMS-2 and monitor production. Survey maps and inventory for use on the project. Inventory spreadsheet containing all assigned GIS ID’s • Using the City’s GIS centerline topology, develop a network roadway inventory suitable for use in the City’s Pavement Management system. • Link each segment to its parent GIS section. • Obtain roadway attributes from GIS for functional class, traffic, width, length, pavement type, curb type, etc. • Develop exceptions report for lengths that do not match GIS. 3. Network Inventory Checks & Survey Map Development • Complete a review of the aerial photography of the City to confirm segment street names widths, lengths, and average slab dimensions. Programmed survey maps and inventory for use on the project. Activity Quant Units Unit Rate Total Value-Added Service Items and Activities (continued) (Applicable to 2-pass/1-pass or All Lanes): 21 Right of Way Assets Data Collection (GPS & Camera Config.: Select Once w/Any Asset Below)Included in Base Activities g. Traffic Signals/ Flashers. Controllers Database Development 506 T-MI $30.00 $15,180.00 h. Drop Inlets Database Development 506 T-Mi $60.00 $30,360.00 i. Drivepads Database Development 506 T-Mi $120.00 $60,720.00 j. Speed Humps Database Development 506 T-Mi $20.00 $10,120.00 k. Culverts and Ditches Database Development 506 T-MI $30.00 $15,180.00 l. Guard Rails / Handrails Database Development 506 T-MI $40.00 $20,240.00 m. Bridges Database Development 506 T-MI $20.00 $10,120.00 n. Street-Side Furniture Database Development (benches, bus shelters, etc.)506 T-MI $30.00 $15,180.00 o. 3% Discount for >5 New ROW Assets Selected 506 T-MI TBD 22 Additional or Specialty Maps for Reporting (beyond typical 2 sets)1 EA $175.00 $175.00 23 Additional Onsite Meetings 1 EA $3,500.00 $3,500.00 24 Additional Hard Copies of the Final Report (Above Typical 2 Sets Included)1 EA $200.00 $200.00 25 GIS Clean-Up Services 6 HR $175.00 $1,050.00 26 Functional Classification Review 506 T-Mi $10.00 $5,060.00 Pearland, TX: 2023 IMS Pavement Management Base Scope of Services DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 Pearland, TX Pavement Management Services IMS Infrastructure Management Services IMS Proposed Scope-of-Work 2023_Pearland Final page 2 DETAILED PROJECT SCOPE: Task Description Activities Deliverables Base Service Items and Activities – Field Surveys 4. LCMS-2 RST Mobilization/ Calibration • Mobilize surface distress, roughness, and rutting testing equipment to project. • Crew to review the survey maps with the City. • Demonstrate the equipment to the City. • Calibrate equipment. Equipment calibration results 5, 5a. LCMS-2 RST Field Data Collection (Pavement Condition) • Collect ASTM D-6433 distresses and attributes at 100-foot intervals on a delivered in block-to-block segmentation basis. IMS will survey approximately 439.5 centerline miles with all lanes-pass testing of majors & 1-pass of local roadways for a survey total of an estimated 980 lane/test miles. • Expansion of distresses to include longitudinal, transverse, alligator, and block cracking, raveling, bleeding, patches/potholes, rutting, roughness, and distortions. • Laser based LCMS-2 will incorporate the use of lasers and rate gyroscopes, digital images, touch screen event board, and GPS acquisition. • Dual wheel path testing collecting International Roughness Index (IRI) data at no additional charge. Complete two passes on entire roadway network. Approximately 980 lane/ test miles. 6. Collect and Deliver Digital Images (15' Intervals) • Process views (2 total) of LCMS-2 video into 15’ intervals. • Link images to the City’s existing GIS centerline. • Provide viewing tool for a virtual drive experience. 2-views of center front imagery at 15’ intervals. Deliver w/GPS at least coordinate data. 7. Right of Way Assets Data Collection (GPS & Camera Config.: Select Once w/Any Asset Below) • For selected ROW assets, IMS will develop a Master Asset List used to define each asst’s attributes for agency review/ approval. • Utilizing the right of way digital images and GPS data, develop a detailed asset inventory for the listed assets. • Utilize RST imagery, aerial photos and in-house GIS tools to place assets in a positional-correct manner. Delivering file geodatabase or shape files for each selected asset inventory to be loaded into ArcGIS. Base Service Items and Activities – Data Management 8. Pavement Condition Data QA/QC, Processing & Formatting • For each data stream (surface distress, roughness, GPS, deflection), aggregate and process the data at 100-foot intervals. • Develop individual index scores for surface distress and roughness as appropriate. • Develop structural index for each roadway segment. • Develop a pavement condition score for each section. • Process the same data to the segment level. • Develop exceptions report: lengths not matching GIS. • Complete QA of data. Excel spreadsheet of the 100-foot, sectional data, and index values containing all assigned GIS ID’s. Shapefiles of the condition data at the 100 foot and segment levels. 9. Pavement Condition Data Load • Assemble data from the IMS Client Review Spreadsheet (CRS) for loading to the ESA software spreadsheet by IMS. • Format & prep ESA database for analysis runs. Databases of ready to load information; configured to the agency’s requirements. 10. Easy Street Analysis (ESA) Pavement Analysis, & Budget Development Following the field surveys and data processing, complete the following analysis in the Easy Street spreadsheet: • Present status and PCI report: Excel c/w PCI charts. • Fix all needs analysis and budget. • Budget driven analysis ($/year estimate). “Easy Street” Analysis spreadsheet with “Hot” cells (highlighted in yellow) that City can use to generate differing budget scenarios. Shapefiles & KML file of the DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 Pearland, TX Pavement Management Services IMS Infrastructure Management Services IMS Proposed Scope-of-Work 2023_Pearland Final page 3 • Level of service analysis ($ to hit set target). • Funding necessary on an annual basis to ensure an average overall pavement condition of 70, 75, or 80. • Assemble report for review & comment prior to final. processed data along with Cost Benefit Analysis & Spreadsheet Training. Report will be ESA-centric. 11-12. Easy Street Analysis of Pavement: Draft & Final Report • The spreadsheet (enhanced since the 2014 project) has the ability to prioritize and optimize the multi-year plan. • It will be programmed to develop a multi-year maintenance and rehabilitation plan using “cost of deferral”. • It will also have referenced deterioration curves for each functional classification, pavement type, and even pavement strength rating. • The parameters of the analysis (Priority Weighting Factors) can also be modified and reprioritized on the fly. • Shapefiles & KML file of the processed data. • Cost Benefit Analysis & Spreadsheet Training • Ongoing Easy Street Analysis Spreadsheet Annual Maintenance Fee. Delivery of draft analysis and report as outlined. Final report and shape files – both hard copies (2) and in native, electronic format. 13. IMS Story Map of the City's Pavement Condition & ROW Assets • IMS will develop a customized view via website portal for pavement condition data/ analysis as directed by City. • IMS Story Map - 3 Years Annual Maintenance Fee for updates from City-provided rehabs with GISID’s. Website portal for pavement condition data/ analysis as directed by City. 14-16. Right-of-Way (ROW) Assets: Signs, Markings/ Striping, & Sidewalks* • Utilizing the agency-approved Master Asset Lists for define attributes of each selected right-of-way (ROW) asset. • Utilizing the right of way digital images and GPS data, develop a detailed asset inventory for the listed assets. • Utilize RST imagery, aerial photos and in-house GIS tools to place assets in a positional-correct manner. Deliver a file geodatabase or shape files for the asset inventory to be loaded into ArcGIS. 16a. Measurement of *Sidewalks to Include Gap Analysis • As a part of the sidewalk asset database, determine where there is missing sidewalks and make recommendations. • Deliver a file geodatabase or shape files for sidewalks gap analysis. Deliver a file geodatabase or shape files for sidewalks gap analysis. 17. City Council Onsite Presentation +1 Meeting During Project • Present report to City in a working meeting format. • Create a PowerPoint presentation to showcase the results of the condition survey Create PowerPoint slides for City Review; collaborate on approach & IMS Report for meeting. 18. Project Management • Provide the client with periodic e-mail updates and reports. • Meetings to be completed virtually and by conference calls. • Complete project administration and invoicing. Status reports and invoices 0. City Contingency • City Contingency set at direction of city staff (if applicable). • IMS must receive City written authorization to proceed. IMS selected services once received written authorization to proceed. DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 Pearland, TX Pavement Management Services IMS Infrastructure Management Services IMS Proposed Scope-of-Work 2023_Pearland Final page 4 Task Description Activities Deliverables Optional Services Items and Activities as Requested– 19. Annual Update Pavement Asset Database • For each non-survey year, create a new 5-Year Pavement Improvement Plan (Years 2 thru 5 - Analysis w/Maps) • Years 2 thru 5 (recent completed improvements, annually) Create a new 5-Year Pavement Improvement annually during non-survey years. 20. FastFWD Mobilization & Calibration • Mobilize deflection testing equipment to project. • Demonstrate the equipment to the City. • Calibrate equipment. • The Field Operator will schedule an onsite meeting upon arrival and departure. Equipment calibration results 20a. Deflection Testing at arterials and collectors only • On all arterials and major collectors, collect multi-sensor deflection data at an average of 500-foot intervals. • Arterials and collectors will require a return run in the opposite direction (2 pass testing). • Collect GPS and temperature. Deflection testing on major roadways. 20b. Data Analysis of Deflection Testing • Deflection testing delivered in an Excel Spreadsheet w/ surface condition results. Delivered an Excel Spreadsheet w/ surface condition results. 20c. Traffic Control/Deflection Testing • Deflection testing may require a shadow vehicle for traffic control purposes as testing is a stop and go process that will impede traffic. • IMS will contract with a local firm to conduct this service. Alternatively, this line item can be removed if Public Works supplies a shadow vehicle or none is required. Traffic control services for the FastFWD. 21. F thru O Additional Right-of- Way (ROW) Assets: • Utilizing the agency-approved Master Asset Lists for define attributes of each additional right-of-way (ROW) asset. • Utilizing the right of way digital images and GPS data, develop a detailed asset inventory for the listed assets. • Utilize RST imagery, aerial photos and in-house GIS tools to place assets in a positional-correct manner. Deliver a file geodatabase or shape files for the asset inventory to be loaded into ArcGIS. 22. Additional or Specialty Maps for Reporting (Beyond Typical 2 Sets) • Present report to City in a working meeting format. • Create a PowerPoint presentation to showcase the results of the condition survey Provide additional hard copies of the analysis maps. 23. Additional Onsite Meetings • Attend and or present at a designated meeting based on City staff request. As deemed necessary by City staff, attend and or present at a designated meeting. 24. Additional Hard Copies of the Final Report (>3 Sets Included) • Provide additional hard copies of the IMS written final report to staff. Provide additional hard copies of the IMS written final report to staff. 25. GIS Clean-up Services • IMS will conduct a full review of the current GIS and make corrections based on ownership, segmentation and other related improvements. Create a clean and useable GIS for pavement mgt. needs. 26. Functional Class Review • IMS will conduct a full review of the current roadway functional classifications in GIS and make recommendations based on sound pavement management needs. • If necessary and city staff is accepting, IMS can create a separate functional classification from other requirements. Create a pavement management-centric functional classification for roadway network. DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92 Pearland, TX Pavement Management Services IMS Infrastructure Management Services IMS Proposed Scope-of-Work 2023_Pearland Final page 5 Thank you for considering IMS as a viable solution to your pavement management needs and we will strive to remain an asset and extension of the City of Pearland’s staff and team. If any questions arise, please do not hesitate to contact me at (480) 462-4030 or jtourek@imsanalysis.com. Regards, IMS Infrastructure Management Services, LP Jim Tourek West Region Client Services Manager DocuSign Envelope ID: 76528950-4D14-4769-AACA-3A9CF58D8A92