Loading...
R2006-167 10-09-06 RESOLUTION NO. R2006-167 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS, AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO ENTER INTO A CONTRACT WITH FREESE AND NICHOLS ENGINEERING FOR ENGINEERING SERVICES ASSOCIATED WITH THE KIRBY WATER PLANT PROJECT. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS: Section 1. That certain contract by and between the City of Pearland and Freese and Nichols Engineering, 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 with Freese and Nichols Engineering, for engineering services associated with the Kirby Water Plant Project. PASSED, APPROVED and ADOPTED this the 9th day of October, AD., 2006. ~~il~ TOM REID MAYOR ATTEST: APPROVED AS TO FORM: ~1t,0rL- DARRIN M. COKER CITY ATTORNEY Exhibit "A" Resolution 2006-167 10/9/06 CONTRACT FOR PROFESSIONAL SERVICES G) I,:! THIS CONTRACT is entered into on Oto}:., 91" , 2006 by and between the City of Pearland ("CITY") and Freese & Nichols Engineering ("CONSULTANT"). Oli.\~ r 1 The CITY engages the CONSULTANT to perform professional services for a project known and described as Kirby Water Plant ("PROJECT"). c \~.:,)"\ "',i1 -. SECTION I - SERVICES OF THE CONSULTANT (>--,1 I ~).! ,~. r""",.. -" y'-....) U 'l The CONSULT ANT 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 provide engineering services from design through commissioning for the new facility. 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 CONSUL T ANT 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 CONSUL T ANT 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 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 anyone 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 anyone 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. 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. -2- SECTION II - PERIOD OF SERVICE This CONTRACT will be binding upon execution and end SECTION III - CONSULTANT'S COMPENSATION A. The method of payment for this CONTRACT is lump sum with additional services based on hourly rates. Total compensation for the services performed shall not exceed $488,500.00. B. The CITY shall pay the CONSULTANT in installments based upon monthly progress reports and detailed invoices submitted by the CONSULTANT subject to the following limitations: 1. Prior to approval of the 50% design, payments to the CONSULTANT shall not exceed 50 % of the preliminary and design phase. 2. Prior to approval of the final design documents, payments to the CONSULTANTS shall not exceed 95% of the preliminary and design CONTRACT amount. The final approval and payment will be made within a reasonable period of time regardless of the project construction schedule. 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. 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 proj ect 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 CONSUL T ANT'S responsibility for errors or omissions of the CONSULTANT or -3- its sub-consultant(s) or in any way affect the CONSULTANTS 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 2010 East Broadway, Pearland, Texas 77581. Immediately after receiving such written notice, the CONSUL T ANT 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 CONTRACTOR 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. -4- SECTION VI - ENTIRE AGREEMENT This CONTRACT represents the entire agreement between the CITY and the CONSULTANT and supersedes all prior negotiations, representations, or contracts, either written or oral. This CONTRACT may be amended only by written instrument signed by both parties. SECTION VII - COVENANT AGAINST CONTINGENT FEES The CONSULTANT affirms that he has not employed or retained any company or person, other than a bona fide employee working for the CONSULTANT to solicit or secure this CONTRACT, and that he has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage brokerage fee, gift, or any other consideration, contingent upon or resulting from the award or making of the CONTRACT. For breach or violation of this clause, the CITY may terminate this CONTRACT without liability, and in its discretion, may deduct from the CONTRACT price or consideration, or otherwise recover, the full amount of such fee, commission, percentage brokerage fee, gift, or contingent fee that has been paid. SECTION VIII- SUCCESSORS AND ASSIGNS This CONTRACT shall not be assignable except upon the written consent of the parties hereto. The p"U-?!cuted :S CONTRACT this CITY OF PEARLAND, TEXAS Bill Eisen, City Manager 10/9/06 9th day of October ,2006 ~-<"---- ~ = CONSUL T ANT~ .......4_ ~ -5- EXHIBIT "A" SCOPE OF SERVICES AND RESPONSIBILITIES OF OWNER ARTICLE I BASIC SERVICES: Freese and Nichols, Inc. (FNI) shall render the following professional services to the City of Pearl and (OWNER) in connection with the development of the Project, described as: Kirby Water Plant and Transmission Lines. A. PRELIMINARY AND DESIGN PHASE I. Attend preliminary meeting with the OWNER to establish requirements for the Project. 2. Design and prepare plans and details for a I million gallon (composite type) elevated storage tank. 3. Design and prepare plans and details for a water plant consisting of a 1,300 gpm water well, a I,OOO,OOO-gallon welded steel ground storage tank, 3 booster pumps, a control building, a chlorination building, a fiberglass ammonia building, all the necessary yard piping, site lighting, site work including grading, paving, drainage, and detention pond, and all related electrical mechanical and structural components. 4. Design and prepare plans and details for an auxiliary, diesel-driven generator set including transfer switch, structural and electrical components. 5. Design and prepare plans and details for approximately 2,200 feet of a water transmission line (size to be determined from Water Modeling Update being performed by another consultant for the City) along Kirby Drive from the water plant site to a 16" waterline on FM 518. 6. Design and prepare plans and details for approximately 2,600 feet of 16" water transmission line along FM 518 from Kirby Drive to approximately 400' east of Half Moon Bay Street including tie- ins at both ends. 7. Design and prepare plans and details for an access drive from the water plant to Kirby Drive R.O.W. 8. Prepare detailed specifications and contract documents for the construction authorized by the OWNER. 9. Submit plans and specifications and water well documents to TCEQ for review and approval. 10. Prepare bid quantities and bid sheets. II. Prepare detailed cost estimate of authorized construction. FNI shall not be required to guarantee the accuracy of the estimate. 12. Divide Project into two (2) separate contracts for bid and construction purposes. Plan Set One will consist of Water Plant and Transmission Lines. Plan Set Two will consist of Elevated Storage Tank. T.OFF0604IIPRLJ\Scope of Svcs.doc SC-I FNI~ OWNER 13. Conduct periodical monthly meetings with the OWNER to report Project progress and resolve design issues. 14. Prepare and submit 50% and 90%-complete plans for OWNER's review and comments. 15. Upon receipt of OWNER's 90%-complete review comments, finalize plans, specifications, and Contract Documents and furnish to the OWNER five (5) sets of plans, specifications, and Contract Documents. B. ADDITIONAL SERVICES 1. Prepare a preliminary water well study to determine availability of water in the area and identify water quality issues, if any, that might exist. See sub-consultant's proposal. 2. Conduct topographical and mapping for the water plant site and for the water transmission lines along Kirby and FM 518 (Broadway) on the sides where line will be placed. Also, prepare metes and bounds description for the 150' radius sanitary control easement around the water well. OWNER will submit easement to adjacent land owners for approval and will file document at the Brazoria County Courthouse. 3. Provide additional field and office meetings with the OWNER and the Contractor to report construction progress and resolve any issues which might come up during construction. 4. Conduct three (3) 60-feet exploratory soil borings to evaluate the subsurface conditions and make construction recommendations for the proposed Project. See sub-consultant's geotechnical proposal. 5. Assist the OWNER in necessary coordination with an environmental consultant (under direct contract with the OWNER) to investigate and prepare a report on identification of pollution hazards present and potential for the well site. 6. Assist the OWNER in necessary coordinations with utility and pipeline companies to identify existing facilities, receive approvals, and bring power and phone lines to the plant site. 7. Design and prepare plans and details for the stormwater pollution prevention plan tor the entire Project. 8. Miscellaneous expenses such as mileage, printing of plans and specifications, deliveries, etc. C. BID OR NEGOTIATION PHASE Upon completion of the design services and approval of "Final" drawings and specifications by OWNER, FNI will proceed with the performance of services in this phase as follows: 1. Assist OWNER in securing bids. Provide a copy of the notice to bidders for OWNER to use in notifying construction news publications and publishing appropriate legal notice. The cost for publications shall be paid by OWNER. T:OFF06041 IPRLJ\Scope ofSvcs.doc SC-2 FNI~..fi OWNER 2. Distribute one copy of plans and bid documents to selected plan rooms. 3. Assist the OWNER in maintaining information on entities that have been issued a set of bid documents. Distribute infonnation on plan holders to interested contractors and vendors on request. 4. Assist the OWNER by responding to questions and interpreting bid documents. Prepare and issue addenda to the bid documents to plan holders if necessary. 5. Assist the OWNER in conducting a pre-bid conference (if required) for the construction projects and coordinate responses with OWNER. Response to the pre-bid conference will be in the form of addenda issued after the conference. Attend the tour of the project site after the pre-bid conference (if required). 6. Assist the OWNER in the opening, tabulating, and analyzing the bids received. Review the qualification information provided by the apparent low bidder to determine if, based on the information available, they appear to be qualified to construct the project. Recommend award of contracts or other actions as appropriate to be taken by OWNER. Pre-qualification of all prospective bidders and issuing a list of eligible bidders prior to the bid opening is an additional servIce. 7. Assist the OWNER in the preparation of Construction Contract Documents for construction contract. Provide five (5) sets of Construction Contract Documents which include information from selected contractor's bid documents, legal documents, and addenda bound in the documents for execution by the OWNER and construction contractor. Distribute two (2) copies of these documents to the contractor with a notice of award that includes directions for the execution of these documents by the construction contractor. Provide the OWNER two (2) copies of these documents for use during construction. One (1) copy of these documents will be used by FNI during construction. Additional sets of documents can be provided as an additional service. 8. Furnish contractor copies of the drawings and specifications for construction pursuant to the General Conditions of the Construction Contract. D. CONSTRUCTION PHASE Upon completion of the bid or negotiation phase services, FNI will proceed with the performance of construction phase services as described below. FNI will endeavor to protect OWNER in providing these services. However, it is understood that FNI does not guarantee the Contractor's performance, nor is FNI responsible for supervision of the Contractor's operation and employees. FNI shall not be responsible for the means, methods, techniques, sequences or procedures of construction selected by the Contractor, or any safety precautions and programs relating in any way to the condition of the premises, the work of the Contractor or any Subcontractor. FNI shall not be responsible for the acts or omissions of any person (except its own employees or agents) at the Project site or otherwise performing any of the work of the Project. These services are based on the use of FNI standard General Conditions for construction projects. Modifications to these services required by use of other general conditions or contract administration procedures is an additional service. If general conditions other than FNI standards are used, the OWNER agrees to include provisions in the construction contract documents that will require the construction contractor to include FNI and their sub consultants on this project to be listed as an additional insured on contractor's insurance policies. TOFF0604] IPRLJ\.Scope of Svcs.doc SC-3 FNI ..47.8 OWNER 1. Assist OWNER in conducting pre-construction conference(s) with the Contractor(s), review construction schedules prepared by the Contractor(s) pursuant to the requirements of the construction contract, and prepare a form for the purpose of monthly pay estimates of the Project from information provided by the Construction Contractor. 2. Establish communication procedures with the OWNER and contractor. 3. Establish and maintain a project documentation system consistent with the requirements of the construction contract documents. Monitor the processing of contractor's submittals and provide for filing and retrieval of project documentation. Review contractor's submittals, including, requests for information, modification requests, shop drawings, schedules, and other submittals in accordance with the requirements ofthe construction contract documents for the projects. Monitor the progress of the contractor in sending and processing submittals to see that documentation is being processed in accordance with schedules. 4. Based on FNI's observations as an experienced and qualified design professional and review of the Payment Requests and supporting documentation submitted by Contractor, determine the amount that FNI recommends Contractor be paid on monthly and final estimates, pursuant to the General Conditions of the Construction Contract. 5. Make periodic visits to the site (as distinguished from the continuous services of a Resident Project Representative) to observe the progress and the quality of work and to attempt to determine in general ifthe work is proceeding in accordance with the Construction Contract Documents. In this effort FNI will endeavor to protect the OWNER against defects and deficiencies in the work of Contractors and will report any observed deficiencies to OWNER. FNI, however, cannot guarantee the performance of the Contractor, nor be responsible for the actual supervision of construction operations or for the safety measures that the contractor takes or should take. 6. Notify the contractor of non-conforming work observed on site visits. Review quality related documents provided by the Contractor such as test reports, equipment installation reports or other documentation required by the Construction contract documents. 7. Coordinate the work of testing laboratories and inspection bureaus required for the testing or inspection of materials, witnessed tests, factory testing, etc. for quality control of the Project. The cost of such quality control shall be paid by OWNER and is not included in the services to be performed by FNI. 8. Interpret the drawings and specifications for OWNER and Contractor(s). Investigations, analyses, and studies requested by the Contractor(s) and approved by OWNER, for substitutions of equipment and/or materials or deviations from the drawings and specifications is an additional service. 9. Establish procedures for administering constructive changes to the construction contracts. Process contract modifications and negotiate with the contractor on behalf ofthe OWNER to determine the cost and time impacts of these changes. Prepare change order documentation for approved changes for execution by the OWNER. Documentation of field orders, where cost to OWNER is not impacted, will also be prepared. Investigations, analyses, studies or design for substitutions of equipment or materials, corrections of defective or deficient work of the contractor or other deviations from the construction contract documents requested by the contractor and approved by T:OFF06041 IPRU\.Scope of Svcs.doc SC-4 FNI4 OWNER the OWNER are an additional service. Substitutions of materials or equipment or design modifications requested by the OWNER are an additional service. 10. Prepare documentation for contract modifications required to implement modifications in the design of the project. Receive and evaluate notices of contractor claims and make recommendations to the OWNER on the merit and value of the claim on the basis of infonnation submitted by the contractor or available in project documentation. Endeavor to negotiate a settlement value with the Contractor on behalf of the OWNER if appropriate. Providing these services to review or evaluate construction contractor(s) claim(s), supported by causes not within the control of FNI are an additional service. 11. Assist in the transfer of and acceptance by the construction contractor of any OWNER furnished equipment or materials. 12. Conduct, in company with OWNER's representative, a substantial-complete and final review ofthe Project for conformance with the design concept of the Project and general compliance with the Construction Contract Documents. Prepare a list of deficiencies to be corrected by the contractor before recommendation of final payment. Assist the OWNER in obtaining legal releases, permits, warranties, spare parts, and keys from the contractor. Review and comment on the certificate of completion and the recommendation for final payment to the Contractor(s). Visiting the site to review completed work in excess of two trips are an additional service. 13. Revise the construction drawings in accordance with the information furnished by construction contractor(s) reflecting changes in the Project made during construction. Two (2) sets of prints of "Record Drawings", one (1) set of plans tracings, one (1) CD containing the project plans in AUTOCAD format shall be provided by FNI to OWNER. If additional surveying or inspection is necessary in order to produce accurate and complete As-Built drawings, then such services by the FNI will be at the Per Diem Rate attached. ARTICLE II ADDITIONAL SERVICES: Additional Services to be performed by FNI, if authorized by OWNER, which are not included in the above described basic services, are described as follows: A. Field layouts or the furnishing of construction line and grade surveys. B. GIS mapping services or assistance with these services. C. Additional property, boundary and right-of-way surveys, preparation of easement and deed descriptions, including title search and examination of deed records. D. Providing services to investigate existing conditions or facilities, or to make measured drawings thereof, or to verifY the accuracy of drawings or other information furnished by OWNER. E. Providing renderings, model and mock-ups requested by the OWNER. F. Making revisions to drawings, specifications or other documents when such reVISiOns are 1) consistent with approvals or instructions previously given by OWNER or 2) due to other causes not solely within the control ofFNI. T:OFF06041 IPRlJ\Scope ofSvcsdoc SC-5 FNI ...A?g OWNER G. Providing consultation concerning the replacement of any Work damaged by fire or other cause during the construction, and providing services as may be required in connection with the replacement of such Work. H. Investigations involving consideration of operation, maintenance and overhead expenses, and the preparation of rate schedules, earnings and expense statements, feasibility studies, appraisals, evaluations, assessment schedules, and material audits or inventories required for certification of force account construction performed by OWNER. 1. Providing shop, mill, field or laboratory inspection of materials and equipment. Observe factory tests of equipment at any site remote to the project or observing tests required as a result of equipment failing the initial test. J. Preparing data and reports for assistance to OWNER in preparation for hearings before regulatory agencies, courts, arbitration panels or any mediator, giving testimony, personally or by deposition, and preparations therefore before any regulatory agency, court, arbitration panel or mediator. K. Furnishing the services of a Resident Project Representative to act as OWNER's on-site representative during the Construction Phase. The Resident Project Representative will act as directed by FNI in order to provide more extensive representation at the Project site during the Construction Phase. Through more extensive on-site observations of the work in progress and field checks of materials and equipment by the Resident Project Representative and assistants, FNI shall endeavor to provide further protection for OWNER against defects and deficiencies in the work. Furnishing the services of a Resident Project Representative is subject to the provisions of Article Ie. If OWNER provides personnel to support the activities of the Resident Project Representative who is FNI or FNl's agent or employee, the duties, Responsibilities and limitations of authority of such personnel will be set forth in an Attachment attached to and made a part of this AGREEMENT before the services of such personnel are begun. It is understood and agreed that such personnel will work under the direction of and be responsible to the Resident Project Representative. OWNER agrees that whenever FNI informs him in writing that any such personnel provided by the OWNER are, in his opinion, incompetent, unfaithful or disorderly, such personnel shall be replaced. L. Assisting OWNER in claims disputes with Contractor(s). M. Performing investigations, studies and analyses of substitutions of equipment and/or materials or deviations from the drawings and specifications. N. Assisting OWNER in the defense or prosecution of litigation in connection with or in addition to those services contemplated by this AGREEMENT. Such services, if any, shall be furnished by FNI on a fee basis negotiated by the respective parties outside of and in addition to this AGREEMENT. O. Providing environmental support services including the design and implementation of ecological baseline studies, environmental monitoring, impact assessment and analyses, permitting assistance, and other assistance required to address environmental issues. P. Performing investigations, studies, and analysis of work proposed by construction contractors to correct defective work. T:OFF0604J \PRLJ\Scope of Svcs.doc SC-6 FNI -?:?P OWNER Q. Design, contract modifications, studies or analysis required to comply with local, State, Federal or other regulatory agencies that become effective after the date of this agreement. R. Services required to resolve bid protests or to rebid the projects for any reason. S. Any services required as a result of default of the contractor(s) or the failure, for any reason, of the contractor(s) to complete the work within the contract time. T. Providing services after the completion ofthe construction phase not specifically listed in Article 1. U. Providing basic or additional services on an accelerated time schedule. The scope of this service include cost for overtime wages of employees and consultants, inefficiencies in work sequence and plotting or reproduction costs directly attributable to an accelerated time schedule directed by the OWNER. V. Providing services made necessary because of unforseen, concealed, or differing site conditions or due to the presence of hazardous substances in any form. W. Providing services to review or evaluate construction contractor(s) claim(s), provided said claims are supported by causes not within the control of FNI. X. Providing value engineering studies or reviews of cost savings proposed by construction contractors after bids have been submitted. Y. Preparing statements for invoicing or other documentation for billing other than for the standard invoice for services attached to this professional services agreement. AA. Provide follow-up professional services during Contractor's warranty period. BB. Provide additional geotechnical services beyond the Scope of Services defined in Article IBA and geotechnical proposal. ARTICLE III TIME OF COMPLETION: FNI is authorized to commence work on the Project upon execution of this AGREEMENT and agrees to complete the services called for in Article IA & B (Design Phase and Additional Services, as applicable) so as to deliver completed Plans, Specifications, and Estimate of Cost for all authorized construction of the Project, within (180) calendar days after receipt of plant and transmission lines sites' surveys and topographical mappings. Review periods by City, acquiring approval and permit have not been accounted for. FNI will proceed with the performance of the services called for in Article IC and ill (bid and construction phases) of this agreement until completion of the Project. IF FNl's services are delayed or suspended in whole or in part by OWNER, or if FNl's services are extended by the Contractor's actions or in actions for more than 90 days through no fault of FNI, FNI may be entitled to equitable adjustment of rates and amounts of compensation. T:OFF06041 IPRLJ\.Scope of Svcs.doc SC-7 FNI ~,g OWNER ARTICLE IV RESPONSffiILITIES OF OWNER: OWNER shall perfonn the following in a timely manner so as not to delay the services of FNI: A. Designate a person to act as OWNER's representative with respect to the services to be rendered under this AGREEMENT. Such person shall have contract authority to transmit instructions, receive infonnation, interpret and define OWNER's policies and decisions with respect to FNl's services for the Project. B. Provide all criteria and full infonnation as to OWNER's requirements for the Project, including design objectives and constraints, space, capacity and perfonnance requirements, flexibility and expandability, and any budgetary limitations; and furnish copies of all design and construction standards which OWNER will require to be included in the drawings and specifications. C. Assist FNl by placing at FNl's disposal all available infonnation pertinent to the Project including previous reports and any other data relative to design or construction ofthe Project. D. Arrange for access to and make all provisions for FNl to enter upon public and private property as required for FNl to perfonn services under this AGREEMENT. E. Examine all studies, reports, sketches, drawings, specifications, proposals and other documents presented by FNI, obtain advice of an attorney, insurance counselor and other consultants as OWNER deems appropriate for such examination and render in writing decisions pertaining thereto within a reasonable time so as not to delay the services of FNI. F. Furnish approvals and penn its from all governmental authorities having jurisdiction over the Project and such approvals and consents from others as may be necessary for completion of the Project. G. OWNER shall make or arrange to have made all subsurface investigations, including but not limited to borings, test pits, soil resistivity surveys, and other subsurface explorations. OWNER shall also make or arrange to have made the interpretations of data and reports resulting from such investigations. All costs associated with such investigations sha1l be paid by OWNER. H. Provide such accounting, independent cost estimating and insurance counseling services as may be required for the Project, such legal services as OWNER may require or FNl may reasonably request with regard to legal issues pertaining to the Project including any that may be raised by Contractor(s), such auditing service as OWNER may require to ascertain how or for what purpose any Contractor has used the moneys paid under the construction contract, and such inspection services as OWNER may require to ascertain that Contractor(s) are complying with any law, rule, regulation, ordinance, code or order applicable to their furnishing and perfonning the work. J. OWNER shall detennine, prior to receipt of construction bid, if FNI is to furnish Resident Project Representative service so the Bidders can be infonned. K. If OWNER designates a person to serve in the capacity of Resident Project Representative who is not FNI or FNl's agent or employee, the duties, responsibilities and limitations of authority of such Resident Project Representative(s) wi1l be set forth in an Attachment attached to and made a part of this AGREEMENT before the Construction Phase of the Project begins. Said attachment shall also set forth appropriate modifications of the Construction Phase services as defined in Attachment SC, Article ID, together with such adjustment of compensation as appropriate. TOff0604IIPRLJ\.Scope of Svcs.doc SC-8 FNI ~ft OWNER 1. Attend, coordinate and conduct the pre-bid conference, bid opening, preconstruction conferences, construction progress and other job related meetings and substantial completion inspections and final payment inspections. M. Give prompt written notice to FNI whenever OWNER observes or otherwise becomes aware of any development that affects the scope or timing of FNI's services, or any defect or nonconformance of the work of any Contractor. N. Furnish, or direct FNI to provide, Additional Services as stipulated in Attachment SC, Article II of this AGREEMENT or other services as required. O. Bear all costs incident to compliance with the requirements of this Article IV. P. Provide the necessary topographical, cross-sections, and property/right-of-way information for the purpose of design. Q. Provide pressure data on the 16" waterline along FM 518 for the purpose of design. R. Upon completion of ground water test hole and receipt of laboratory testing of formation samples from the contractor, OWNER will determine if test hole meets the requirements of the State of Texas for a potable water usage prior to construction of permanent well and other water plant facility. ARTICLE V DESIGNATED REPRESENTATIVES: FNI and OWNER designate the following representatives: Owner's Designated Representative - (Skipper Jones, 3519 Liberty Drive, Pearland, Texas 77581, (281) 652- 1650) FNI's Project Manager - (Mehran (Ron) Bavarian, P.E., 2010 E. Broadway, Pearland, Texas 77581, (281) 485-2404 ) FNI's Accounting Representative - (Judy Blair, 2010 E. Broadway, Pearland, Texas 77581, (281) 485-2404) T:OFF0604IIPRUI.Scope ofSvcs.doc SC-9 FNI ~ft' OWNER A TT ACHMENT CO COMPENSATION LUMP SUM WITH ADDITIONAL SERVICES BASED ON HOURLY RATES For and in consideration of the services to be rendered by FNI, OWNER shall pay the fees hereinafter set forth. A. COMPENSATION: I. Preliminary and Design Phases: Compensation to FNI for the Preliminary and Design Phase services as defined in Article IA of Attachment SC shall be a Lump Sum of $302,200. IfFNI sees the Scope of Services changing so that additional services are needed, FNI will notify OWNER for OWNER's approval before proceeding. 2. Bid and Construction Phases: Compensation to FNI for the Bid and Construction phase services as defined in Article IC & D of Attachment SC shall be a Lump Sum of $105,800. IfFNI sees the Scope of Services changing so that additional services are needed, FNI will notify OWNER for OWNER's approval before proceeding. 3. Additional Services: For Additional Services as defined in Article IB of Attachment SC, a total budget of $80,500 is proposed. Therefore, total fee is $488,500 Detail concerning the fees is included in this Attachment CO. B COMPENSATION TERMS: I. "Sub-Consultant Expense" is defined as the expense that is incurred by FNI in employment of others in outside firms for services in the nature of foundation borings, testing, surveying, process design and similar services that are not included in the Basic Services. 2. "Direct Non-Labor Expense" is defined as that expense for any assignment incurred by FNI for supplies, transportation and equipment, travel, communications, subsistence and lodging away from home and similar incidentals in connection with that assignment. C. BASIC SERVICES: I. Upon authorization from the OWNER, FNI shall proceed with the services outlined in Article IA & B of Attachment Sc. For the purposes of preparing monthly statements for the preliminary and design phase of the Project, FNI shall submit to the OWNER payment requests in proportion to that part of the service which has been accomplished as evidenced by monthly statements. Final payment for Preliminary and Design phase shall be due upon the completion of service, whether the work be constructed or not. 2. Upon authorization from the OWNER, FNI shall proceed with services outlined in Article I C & D of Attachment SC. Monthly payment requests shall be submitted to the OWNER for that portion of service which has been accomplished as evidenced by monthly statements. Final payment for construction phase services shall be due upon the completion of service. T:OFF06041 \PRLJ\ Compensation CO-I FNI~ OWNER ATTACHMENT CO D. ADDITIONAL SERVICES: 1. Additional Services as described in Article IE of Attachment SC for this Project shall be invoiced either based on our attached Schedule of Hourly Rates or subconsultant fee plus 10%, as applicable. The Additional Services for this Project are as follows: a. Water Well Preliminary Study (Invoice + 10%) $ 6,600 b. Topographical Survey and Mapping (Invoice + 10%) $ 33,440 c. Additional Office & Field Meetings during construction (not to exceed) $ 20,000 d. Geotechnical Soil Boring (Invoice + 10%) $ 8,250 e. Coordination with Environmental Consultant (not to exceed) $ 1,000 f. Coordinations with Utility and Pipeline Companies, and other Agencies (not to exceed) $ 2,000 g. Stormwater Pollution Prevention Plans (not to exceed) $ 4,000 h. Miscellaneous reimbursables budget (Cost + 10%) $ 5,210 Total, Additional Services $ 80,500 If other Additional Services as described in Attachment SC, Article II, are required FNI shall be compensated as follows: a. Where the services of individuals are supplied by FNI, as authorized by OWNER, payment for these services will be based on salary costs times a multiplier of 3.00, except for resident project representative services which will be a flat $70/hour rate plus mileage. b. Services for direct non-labor expense and sub-contract expense provided by FNI shall be reimbursed at actual cost times a multiplier of 10%. T:OFF06041IPRLJI Compensation CO-2 FNI~ OWNER Freese N i c h 0 ls, In c. Engineers Environmental Scientists Architects 2010 East Broadway Pearland, TX 77581-5502 281/485-2404 281/485-4322 fax www.freese.com SCHEDULE OF CHARGES POSITION HOURLY RATE PRINCIPAL OF FIRM OFFICE MANAGER SENIOR PROJECT MANAGER PROFESSIONAL ENGINEER/PROJECT MANAGER DESIGN ENGINEER SR. CAD DESIGNER CAD TECH RESIDENT CONSTRUCTION INSPECTOR CONTRACT/OPERATIONS ANALYST WORD PROCESSING/SECRETARIAL $200 $175 $155 $120 $ 90 $ 65 $ 60 $ 70 $ 75 $ 65 The ranges and individual salaries will be adjusted annually. EXPENSES Plottilll?: Bond Color Vellum Mylar $ 2.50 per plot $ 5.75 per plot $ 5.00 per plot $10.00 per plot Printinl!: Bluelines/Blacklines Offset and Xerox Copies Black & White Black & White Color Color Binding $0.13 per square foot $0.10 per single sided copy $0.20 per double sided copy $0.50 per single sided copy $1.00 per double sided copy $5.75 per book Computer and CAD PC & CAD Stations $ 10.00 per hour Mileal!:e $.45 per mile OTHER DIRECT EXPENSES Other direct expenses are reimbursed at actual cost times multiplier of 1.10. They include outside printing and reproduction expense, communication expense, travel, transportation and subsistence away from Pearland and other miscellaneous expenses directly related to the work, including costs of laboratory analysis, tests, and other work required to be done by independent persons other than staff members. T: \PRLN\2006HourlyCharges. doc LBG-GUYTON ASSOCIATES PROFESSIONAL GROUND-WATER AND ENVIRONMENTAL ENGINEERING SERVICES W. JOHN SEIFERT, JR. CHARLES W. KREITLER JOHN B. ASHWORTH JAMES BEACH BRUCE K. DARLING JOHN W. NELSON WILLIAM G. STEIN CHARLIE TANG 1 I I 11 KATY FREEWY SUITE 400 HOUSTON, TX 77079 713-468-8600 FAX No.: 713-468-4956 R.G. SLAYBACK JOHN NASO, JR. WILLIAM K. BECKMAN DAN C. BUZEA J. KEVIN POWERS FRANK J. GETCHELL JEFFREY B. LENNOX DA VlD A. WILEY ROBERT F. GOOD, JR. TIMOTHY L. KENYON THOMAS P. CUSACK DAVID B. TERRY BRAD L. CROSS TYLER A. DAVIDSON CHRISTOPHER DRABEK ERlC K. M'ALPINE MATTHEW J. M'NEIL September 8, 2006 Mr. Ron Bavarian, P .E. Office Manager Freese & Nichols, Inc. 2010 Broadway Pearland, Texas 77581 Re: Pearland - Far Northwest Water Plant, Consulting Services for Water Well Study Dear Ron: In response to your request, LBG-Guyton Associates (LBG-G) is pleased to submit this proposal for providing consulting services to assist Freese & Nichols, Inc. (Engineer) with a water well study for the planned City of Pearl and Far Northwest Water Plant (water plant). The Engineer provided the attached map and the water plant is located generally southwest of the intersection of Farm to Market (F.M.) 528 (Broadway) and Kirby Drive in northwest Brazoria County. LBG-G understands that the desired well pumping rate is a minimum of I ,500 gallons per minute (gpm), if feasible. It is estimated that a production well might be completed in sands in the Evangeline aquifer and/or possibly the lower Chicot aquifer, if the ground-water quality is acceptable. As discussed previously, the planned water plant location is approximately 5 to 6 miles east- southeast ofthe Blue Ridge Salt Dome and LBG-G has concerns regarding the ground-water quality in the aquifer sands down-gradient of the dome including the area in the general vicinity ofthe water plant. The top of the salt dome cap rock is less than 50 feet below land surface and the regional ground-water flow in the past was generally to the south and east toward the gulf coast and the water plant location. Now the regional ground-water flow probably is to the north and northwest toward areas of concentrated ground-water pumpage in the Houston metropolitan area. Data from previous LBG-G studies and water wells completed in Fort Bend County and Brazoria County indicate that ground water with higher chloride and total dissolved solids can be present in some aquifer sands within a few miles of the dome. Information in the proposed study report will provide data regarding the hydrogeology of the water plant area, prospects for completion of a production welles) and preliminary estimates for the pilot hole and water well or wells. Mr. Ron Bavarian, P.E. 2 September 8, 2006 Based on discussions with you, LBG-G proposes the following study tasks: 1. Collect and review well, water-level, ground-water quality and testing data and electric and geophysical logs for any existing large capacity wells located in the general vicinity of the tract. Also collect and review electric logs for any oil or gas wells or test holes within or near the vicinity of the tract that are logged through the potential depth intervals considered for screenmg. 2. Prepare six copies of a water well siting report with text and a map(s) that provide information and data regarding the data review, the feasibility of drilling and constructing one or more production wells to meet the water demand and preliminary pilot hole and water well drilling, logging, sampling and construction recommendations, pump and motor estimates and well costs, if one or more production wells appear feasible. LBG-G proposes to perform the water well study for a lump sum of$6,000.00. Invoicing for services would occur on a monthly basis following months in which work occurs. If this proposal is acceptable, please have the appropriate person with Freese & Nichols sign both originals, retain one original for your files and return a signed original to us, and it will become our agreement. If the Engineer needs additional consulting services for pilot hole or well specifications, design, construction or field services, then LBG-G can prepare a separate proposal that lists work items and estimated costs for those services. We look forward to working with you and others with Freese & Nichols on the project. If you have questions concerning our proposal, please do not hesitate to contact us. Sincerely yours, LBG-GUYTON ASSOCIATES ()/;y f(j, J!IIJn II ,'w - V'\ JOhn W. Nelson, P.G. Associate and Hydrogeologist Enclosure ACCEPTED: Freese & Nichols, Inc. BY: POSITION: DATE: Sent via E-Mail andU.S.Mail \Projects\BrazoriaCo\Pearland\Far NW Water Plant\Well Study\Proposel.doc LBG-GUYTON ASSOCIATES . ' ., , . '.' , , I . I . I,'.'" . ',', .'.'. ..:. .', ',::':-:" ::':'~' ~ : '. .,' ">'-:',' . . .:' :',',.-... ". ',' ':. .,". ::' ,:' { ~ =:L. _ '"I ,.aB.~~. """ 1~;~'. ~ r----{ -':t2" I f '-' "'h- : I 288 I ~i \- =C'~ 1 JV.' - . .gt . ~ ...... --J I _ 'f: II I ~ .'W#r'?-:r" I ~ .111# ~~~CRok_AIrI-1Ib~~[~ ~-t I ~-~ ' /l~ lU,/1 r--' ~n~~\~ ~ ~~,L:J, a ~ -~..,../k2i;f c]~~~ ~~ 51! ~~~W~~k%., I. \ t "'. '(j ~~ (~"Zr/. ,lGJ\ 'J 8. ~il~rJ ~.' ~!!~. ~.I.. I Lrl \ '/ ':J,j -{:;:j, l' J. ~ C {) ;;..5''' ~ :i --e' ~: ~=:::c 1 If, II T fPfl;:"~~-1 n ti II"'" -~ ~ \" lb- .' jlt I Y rt1 .:;J ~ -5 ~ JBl'1la~wa;!'~1 lis ) fQN P\~<_c B ~ ~"~. ". ---"",M' = 0:Jf I Ill." r... ....,.~' _\i_'_ '. . .' .' '~)...Jll-i~rru- JtlI. I :'. " -l. \..;. . J. . ~ . '" ,'r '.......~ _~ " .-1..' .'. .'. r-< -.. 11,.. ..'.... ".""':-: ' t-....\ ":< f1-'JNT-SJl:Lf' '-'. .....9J^. .-,/ :;:I.~..',', oG ". ~.\J: b.. '.~.'.',....:. ..-'. ',' .. ,.... I. .......:--: I So bf9.rll',D~ e ~ ~.u.. .~'. t .~ ',' ---It i ,'.:,:' , ~y~ @j"1 k~ ' , ",: ,'" , ,.... ", \;:(- . j-:;. '.' -!- .. <'~ ' "",: '7'1 '., ..[;;1- ! ., ,:' . .. .. '.' .',' ...... ......, ':':s... '. .....,.., ,". ...>, ,..8cRlioi\' '......::.~>. .... ,,' .' ~'Ul\~r<""'I:" "". .,' 77J,.1 \ 11 ......... -7 '-II, ''b II ...... ..1\ '.' \' *.;~~ I I". .~. :..... -C./ :,,1 2if.i. ". ' '.~.. ..... .~.:....:....~L~. ....... If I CT. .' ""'//~:l ~. .:....'..........~...)fQ1.;..;.'........?'..~.~.'..I.~.~.."'...~.H............i..... . t. - . iitm , .....I1~lJi'i ....... Ll;)ft~:;,"i t ..... .... .............. ..\y, \"" 'T&-1-c ~~~, 'Fft ~ity of Pe~la ! ....~ '..' ...............<,/1:-')'7: ~_='~'~_.d ,>.~L'+~ City Limit & ....... ...... ....., . $' 1'.- '-"- -.. ---- ---. . /I ..... \ I. -'-.. ------- r r. . - '- I ~" N .~..~: .'.;:, .,-.: ==::::::: -=~ ? H c. L. DAVIS & COMPANY LAND SURVEYING 1500 Winding Way Friendswood, Texas 77546 281.482.9490 FAX 281.482.1294 c1davis@c1daviscompany.com September 8, 2006 Mr. Mehran Bavarian, P.E. Freese & Nichols 2010 Broadway Pearland, Texas 77581 Re: Kirby Drive Water Plant Site (4.8705 acre tract) Proposal Number: 2006-123 Dear Mr. Bavarian: Our proposal for land surveying services for the above referenced project is as follows: 1. Verification of Perimeter Property Corner on 4.8705 acre tract out of H. T. & B.R.R. Company Survey, Abstract Number 300, Section 81 ........................................................................................... $3,200.00 2. Topographic Survey on said 4.8705 acre tract (heavily wooded) (fee includedfor hydro-ax to clear lines) .... ............ ............. ......... ......... ........... ......................... ........................... ........ ....................... $6,800.00 3. Estabish right-of-way of Kirby Drivefrom County Road 92 to said 4.8705 acre tract ...................... $2,800.00 4. Topographic Survey on Kirby Drive extensionfrom County Road 92 to 4.8705 acre tract (approximately 1,400') ......................................................................................................................... $4,000.00 5. Topographic Survey on County Road 92from Kirby Drive to Halfmoon Bay (approximately 3,200') .. ............... ......... ............. .......... ...... ........... ...... .......... ..... ............. ............................... .............. $11,200.00 6. Preparation of 150' easement centerd on Water Well (estimate 3 easements) .................................. $2,400.00 Total Amo unt of Proposal .. ................ ............ ........... .......... ................................................ ..................... $30,400. 00 The following items will be invoiced at cost: Reproductions Submittal fee(s) to governmental agencies Delivery service Electronic Mail Abstracting Proposal 2006-123 September 8, 2006 Page 2 Any changes or revisions in the scope of the project after authorization to proceed will be billed on an hourly basis as described below: . Principal Registered Professional Land Surveyor (RPLS) Technical/CAD Three-man field crew Data Collector Clerical $150.00 $100.00 $90.00 $110.00 $30.00 $55.00 All surveying services are under the jurisdiction of the Texas Board of Land Surveying: 7701 North Lamar, Suite 400; Austin, Texas 78752; phone number: 512-452-9427. Any complaints about surveying services should be sent to the above address to the attention of Complaints Officer ofthe Board. Thank you for the opportunity to submit this proposal and we look forward to working with you. Sincerely, Approved & Accepted Date C. L. Davis, R.P.L.S. Mr. Mehran Bavarian, P .E. Freese & Nichols Tol un ay. Wong ~ En gineer, ,I nc. July 26, 2006 TWEI Proposal No: P05-G076.Rev.l City of Pearland c/o Freese and Nichols 2010 East Broadway Pearland, Texas 77581-5502 Attn: Mr. Ron Bavarian, P .E. REVISED PROPOSAL FOR GEOTECHNICAL SERVICES ONE MILLION GALLON ELEVATED TANK SH 288 PEARLAND, TEXAS Dear Mr. Bavarian: Tolunay-Wong Engineers, Inc., is pleased to submit this revised proposal to provide geotechnical services for the proposed Sate Highway 288 One Million Gallon Elevated Tank in Pearland, Texas. The project site is located on the west side of Kirby Drive (future extension) between Broadway and Two Airline-Fort Bend Road. You provided project details verbally and via electronic mail today. Scope of Services Our scope of services covered in this proposal will consist of field exploration, laboratory testing and the preparation of a geotechnical engineering report documenting our findings and geotechnical design recommendations. Field Exploration. We will drill three 60-ft deep exploratory soil borings to evaluate the subsurface conditions. A total of 180 ft drilling is included. The borings will be drilled with a truck- mounted rig around the proposed tank perimeter in accordance with ASTM D 1586 and ASTM D 1587. We will secure representative portions of the recovered soil samples and transport them to our laboratory for testing. We will backfill the open boreholes with the cuttings after obtaining water level readings, about 24 hours after completion. Laboratorv Testin2. We will perform soil mechanics laboratory tests to measure physical and engineering properties of selected representative soil samples. The testing will generally include measurement of the shear strength, total unit weight, in situ moisture content, fines content and plasticity characteristics of the soils. All laboratory tests will be performed in accordance with appropriate ASTM standards. We will keep the samples for 30 days after the final report is presented. We will discard the samples after that time, unless instructed otherwise. En2ineerin2 Report. We will prepare an engineering report that will present our findings and provide you with geotechnical design and construction recommendations for the proposed tank including: . Soil stratigraphy 10710 S. Sam Houston Pkwy w., Suite 100, Houston, TX 77031 (713) 722-7064 Fax (713) 722-03191 Mr. Ron Bavarian, P.E. TWEI Proposal No.: P05-G076.Rev.l July 26, 2006 Page 2 . Compressive and uplift load capacities of foundation units . Settlement estimates . Lateral load resistance of foundation units . Foundation monitoring program Bud2et Our lump sum cost for the above described services is $7,500. The cost for the geotechnical study assumes that ingress and egress to the site are provided by others. Schedule We can mobilize our drill crew on site within three to four days after authorization is given. We can complete the field work in two days, and issue our engineering report within about fifteen working days after completion of the field program. We can furnish you with verbal preliminary information upon completion of the field work. Acceptance of Proposal If you accept our proposal, please sign below and return one copy to our office. The terms and conditions of this proposal are included in Exhibit A. Closin2 Remarks We appreciate the opportunity to submit this proposal and look forward to serving you on this project. Sincerely, TOLUNAY-WONG ENGINEERS, INC. ~ d ff.dfJJ1 John D. Brown, P.E. Accepted by: Name: Date: Attachments: Exhibit A JDB:jdb EXHIBIT A TERMS FOR GEOTECHNICAL ENGINEERING SERVICES THE AGREEMENT This AGREEMENT is made by and between TOLUNA V-WONG ENGINEERS, INC., hereinafter referred to as GEOTECHNICAL ENGINEER, and the CLIENT of the attached PROPOSAL. This AGREEMENT between the parties consists of these TERMS, the attached PROPOSAL and any exhibits or attachments noted in the PROPOSAL will constitute the entire AGREEMENT. Any changes to this AGREEMENT must be mutually agreed to in writing. STANDARD OF CARE The CLIENT recognizes that subsurface conditions vary from those observed at locations where borings, surveys, or explorations are made, and that site conditions may change with time. Data, interpretations, and recommendations by the GEOTECHNICAL ENGINEER will be based solely on information available to the GEOTECHNICAL ENGINEER. The GEOTECHNICAL ENGINEER is responsible for those data, interpretations, and recommendations, but will not be responsible for other parties' interpretations or use of the information developed. Services performed by the GEOTECHNICAL ENGINEER under this AGREEMENT are expected by the CLIENT to be conducted in a manner consistent with the level of care and skill ordinarily exercised by members of the engineering profession practicing contemporaneously under similar conditions in the locality of the project. No other warranty, expressed or implied, is made. SITE ACCESS AND SITE CONDITIONS CLIENT will grant or obtain free access to the site for all equipment and personnel necessary for the GEOTECHNICAL ENGINEER to perform the work set forth in this AGREEMENT. The CLIENT will notify any and all possessors of the project site that CLIENT has granted GEOTECHNICAL ENGINEER free access to the site. The GEOTECHNICAL ENGINEER will take reasonable precautions to minimize damage to the site, but it is understood by CLIENT that, in the normal course of work, some damage may occur and the correction of such damage is not part of this AGREEMENT unless so specified in the PROPOSAL. SAMPLE DISPOSAL The GEOTECHNICAL ENGINEER will dispose of all soil and rock samples 30 days after submission of report covering those samples. Further storage or transfer of samples can be made at Client's expense upon CLIENT'S prior written request. All hazardous materials will be returned to CLIENT for disposal, unless other arrangements have been made by CLIENT. CONSTRUCTION MONITORING If the GEOTECHNICAL ENGINEER is retained by the CLIENT to provide a site representative for the purpose of monitoring specific portions ofthe construction work as set forth in the PROPOSAL then this phrase applies. For the specified assignment, the GEOTECHNICAL ENGINEER will report observations and professional opinions to the CLIENT. No action of the GEOTECHNICAL ENGINEER or GEOTECHNICAL ENGINEER's site representative can be construed as altering my AGREEMENT between the CLIENT and others. The GEOTECHNICAL ENGINEER will report any observed work to the CLIENT which, in the GEOTECHNICAL ENGINEER's professional opinion, does not conform with plans and specifications. The GEOTECh'1'~ICAL E~~Gll~EER has no right to reject or stop work of any agent of the CLIE1".JT. Such rights are reserved solely for the CLIENT. Furthermore, the GEOTECHNICAL ENGINEER's presence on site does not in any way guarantee the completion or quality of the performance of the work of any party retained by the CLIENT to provide construction related services. The GEOTECHNICAL ENGINEER will not be responsible for and will not have control or charge of specific means, methods, techniques, sequences or procedures of construction selected by any agent or AGREEMENT of the CLIENT, or safety precautions and programs incident thereto. BILLING AND PAYMENT CLIENT will pay GEOTECHNICAL ENGINEER the lump sum amount indicated in the PROPOSAL or, ifno lump sum amount is indicated, in accordance with the Schedule of Fees, as shown in the PROPOSAL and its attachments. Invoices will be submitted to CLIENT by GEOTECHNICAL ENGINEER, and will be due and payable upon presentation. If CLIENT objects to all or any portion of any invoice, CLIENT will so notify GEOTECHNICAL ENGINEER in writing within fourteen (14) calendar days of the invoice date, identify the cause of disagreement, and pay when due that portion of the invoice not in dispute. The parties will immediately make every effort to settle the disputed portion of the invoice. In the absence of written notification described above, the balance as stated on the invoice will be paid. Page 1 of2 Invoices are delinquent if payment has not been received within thirty (30) days from date of invoice. CLIENT will pay an additional charge of 1- 1/2 (1.5) percent per month (or the maximum percentage allowed by law, whichever is lower) on any delinquent amount, excepting any portion of the invoiced amount in dispute and resolved in favor of CLIENT. Payment thereafter will first be applied to accrued interest and then to the principal unpaid amount. All time spent and expenses incurred (including any attorney's fees) in connection with collection of any delinquent amount will be paid by the CLIENT to GEOTECHNICAL ENGINEER per GEOTECHNICAL ENGINEER's current fee schedule. In the event CLIENT fails to pay GEOTECHNICAL ENGINEER within sixty (60) days after invoices are rendered, CLIENT agrees that GEOTECHNICAL ENGINEER will have the right to consider the failure to pay the GEOTECHNICAL ENGINEER's invoice as a breach of this AGREEMENT. TERMINA nON The AGREEMENT may be terminated by either party seven (7) days after written notice. In the event of termination, GEOTECHNICAL ENGINEER will be paid for services performed prior to the date of termination. INDEMNIFICA nON Except for the gross negligence or intentional misconduct of the GEOTECHNICAL ENGINEER, CLIENT will indemnify and hold the GEOTECHNICAL ENGINEER harmless from any claim by or liability from a third party for injury or loss, arising out of the GEOTECHNICAL ENGINEER's performance of the services described in this AGREEMENT. This indemnity shall not limit, restrict or prevent CLIENT from asserting any claims for liability against the GEOTECHNICAL ENGINEER, under anyone or more theories of recovery, including breach of contract, negligence, strict or statutory liability or any other cause of action LIMITATION OF LIABILITY The CLIENT will limit any and all liability or claim for damages, cost of defense, or expenses to be levied against GEOTECHNICAL ENGINEER to a sum not to exceed $50,000, or the amount of his fee, whichever is greater, on account of any design defect, error, omission, or professional negligence. The CLIENT agrees to notify any contractor who perform work in connection with the study prepared by the GEOTECHNICAL ENGINEER of such limitation of liability and require a like limitation on their part in favor of the GEOTECHNICAL ENGINEER. In the event the CLIENT fails to obtain a like limitation ofIiability provision, the liability ofthe CLIENT and the GEOTECHNICAL ENGINEER to such contractor shall be allocated between the CLIENT and the GEOTECHNICAL ENGINEER such that the aggregate liability of the GEOTECHNICAL ENGINEER to all parties, including the CLIENT, shall not to exceed $50,000 or the amount of the GEOTECHNICAL ENGINEER's fee, whichever is greater. The GEOTECHNICAL ENGINEER makes no warranties, either expressed or implied, except as set forth above. DISCOVERY OF UNANTICIPATED HAZARDOUS MATERIALS CLIENT warrants a reasonable effort to inform GEOTECHNICAL ENGINEER of known or suspected hazardous materials on or near the project site. Hazardous materials may exist at a site where there is no reason to believe they could or should be present. GEOTECHNICAL ENGINEER and CLIENT agree that the discovery of hazardous materials constitutes a changed condition mandating a renegotiation of the scope of work or termination of services. GEOTECHNICAL ENGINEER and CLIENT also agree that the discovery of hazardous materials may make it necessary for GEOTECHNICAL ENGINEER to take immediate measures to protect health and safety. CLIENT agrees to compensate GEOTECHNICAL ENGINEER for any equipment decontamination or other costs incident to the discovery of hazardous waste. GEOTECHNICAL ENGINEER agrees to notify CLIENT when hazardous materials or suspected hazardous materials are encountered. CLIENT agrees to make any disclosures required by law to the appropriate governing agencies. CLIENT also agrees to hold GEOTECHNICAL ENGINEER harmless for any and all consequences of disclosure made by GEOTECHNICAL ENGINEER which are required by governing law. In the event the project site is not owned by CLIENT, CLIENT recognizes that it is the CLIENT's responsibility to inform the property owner of the discovery of hazardous materials or suspected hazardous materials. Not withstanding any other provisions of the AGREEMENT, CLIENT waives any claim against GEOTECHNICAL ENGINEER, and to the maximum extent permitted by law, agrees to defend, indemnify, and save GEOTECHNICAL ENGINEER harmless from any claim, liability, and/or defense costs for injury or loss arising from GEOTECHNICAL ENGINEER's discovery of hazardous materials or suspected hazardous materials including any costs created by delay of the project and any costs associated with possible reduction of the property's value. CLIENT will be responsible for ultimate disposal of any samples secured by the GEOTECHNICAL ENGINEER which are found to be contaminated. GOVERNING LAW AND SURVIVAL The law of the State of Texas will govern the validity of these TERMS, their interpretation and performance. If any of the provisions contained in this AGREEMENT are held illegal, invalid, or unenforceable, the enforceability of the remaining provisions will not be impaired. Limitations of liability and indemnities will survive termination ofthe AGREEMENT for any cause. Page 2 of2 PRELIMINARY CONSTRUCTION COST ESTIMATE FAR NORTHWEST WATER PLANT & 1M GALLON ELEVATED STORAGE CITY OF PEARLAND ITEM I UNIT I UNIT AMOUNT II NO. ITEM DESCRIPTION COST QUANTITY 1 Mobilization & Bonds at 4% LS $236,000.00 1.00 $236,000.00 2 Clearing & Grubbing (Plant Site) AC $5,500.00 3.50 $19,250.00 3 Clearing & Grubbing (Water Trasmission) AC $2,000.00 3.00 $6,000.00 4 1 Million Gal. Composite EST wi Std. Foundation & Paint LS $1,480,000.00 1.00 $1,480,000.00 5 1,300 gpm Water Well wi Assoc. works & tests LS $1,100,000.00 1.00 $1,100,000.00 6 1 Million Gal. Welded Stl. GST wi Foundation & Paint LS $1,100,000.00 1.00 $1,100,000.00 7 Booster Pumps, Control Bldg., AC Unit, Crane, Chlorination & Ammonia Bldgs. & Equipments, Painting, & Related items LS $500,000.00 1.00 $500,000.00 8 Plant Yard Piping LS $200,000.00 1.00 $200,000.00 9 Electrical Works incl. MCC, Conduits, Wiring, lighting, On-Site SCADA, Programming, & Related Items LS $600,000.00 1.00 $600,000.00 10 Generator Set & Foundation LS $200,000.00 1.00 $200,000.00 11 Plant Site Work Incl. Cone. Paving, Drainage, Fence, LS $225,000.00 1.00 $225,000.00 12 Asphalt Access Drive to Kirby Dr. Only LS $20,000.00 1.00 $20,000.00 13 Security System (Budget) LS $40,000.00 1.00 $40,000.00 14 20" PVC Trans. Line - Open Cut along Kirby Dr. LF $70.00 2,100.00 $147,000.00 15 20" PVC Water Line in Cased Bore under FM 518 LF $300.00 100.00 $30,000.00 16 20" x 20" Tee (MJ) EA $2,500.00 2.00 $5,000.00 17 20" x 16" Reducer (MJ) EA $2,000.00 2.00 $4,000.00 18 20" BF. V. wi Box (MJ) EA $8,000.00 3.00 $24,000.00 19 20" Plug & Clamp (MJ) EA $700.00 1.00 $700.00 20 20" x 6" Tee (MJ) EA $1,200.00 1.00 $1,200.00 21 16" PVC Water Line - Open Cut along FM 518 LF $65.00 2,500.00 $162,500.00 22 16" PVC Water Line in unCased Bore LF $170.00 100.00 $17,000.00 23 16" G. V. wi Box (MJ) EA $6,500.00 4.00 $26,000.00 24 16" x 6" Tee (MJ) EA $1,000.00 7.00 $7,000.00 25 6" G. V. wi Box (MJ) EA $750.00 7.00 $5,250.00 26 Fire Hydrant EA $2,200.00 7.00 $15,400.00 27 Tie-in to Exist. Lines EA $1,000.00 3.00 $3,000.00 28 Trench Safety LF $1.25 4,600.00 $5,750.00 29 SW3P LS $26,000.00 1.00 $26,000.00 30 Misc. DIP Fittings TN $3,500.00 10.00 $35,000.00 31 Site Restoration LS $20,000.00 1.00 $20000.00 SUBTOTAL $6,261,050.00 CONTINGENCIES @ 15% $939.157.50 TOTAL ESTIMATED CONSTRUCTION COST $7,200,207.50