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R-2014-013 2014-02-24 RESOLUTION NO. R2014-13 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS, AUTHORIZING A CONTRACT FOR ENGINEERING SERVICES ASSOCIATED WITH THE KIRBY DRIVE EXPANSION PROJECT. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS: Section 1. That certain contract for engineering services associated with the Kirby Drive Expansion Project, 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 engineering services associated with the Kirby Drive Expansion Project. PASSED, APPROVED and ADOPTED this the 24th day of February, A.D., 2014. TOM REID MAYOR ATTEST: AIIII _me; ,kE¢Rl qyQ.>"a Yl NG A 4TNG,f MJ x ' ` `�► '"' i Y S' , 'ETARY ' ;;IN APPROVED AS TO FORM: DARRIN M. COKER CITY ATTORNEY Resolution No. R2014-13 Exhibit "A" CONTRACT FOR PROFESSIONAL SERVICES THIS CONTRACT is entered into upon final execution by and between the City of Pearland ("CITY") and DANNENBAUM ENGINEERING CORP. ("CONSULTANT"). The CITY engages the CONSULTANT to perform professional services for a project known and described as KIRBY DRIVE EXPANSION PROJECT ("PROJECT"). (Project# TR1404) 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 provide engineering services in connection with the design of approximately 4,800 LF of two additional lanes of concrete roadway parallel to the existing Kirby Drive from south of Broadway (FM 518 and CR 59). 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. Design 1 of6 D1.Revised 1/14 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 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. 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. Design 2 of6 DI. Revised 1/14 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. SECTION II -PERIOD OF SERVICE This CONTRACT will be binding upon execution and end August 2015. 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 (Lump Sum) $100,770.00 2. Additional Services shall require independent and specific authorization and shall be billed as (Not to Exceed): $129,950.00 3. Bid Phase Services (Hourly Not to Exceed) $ 5,964.00 4. Construction Phase Services (Hourly Not to Exceed) $ 24,047.00 5. Reimbursable Expenses (Not to Exceed) $ 8,300.00 6. Total: $269,031.00 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. 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. Design 3 of 6 DI.Revised 1/14 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-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 3100 West Alabama, Houston, Texas 77098. 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. Design 4 of6 D1.Revised 1/14 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. 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. Design 5 of6 D1.Revised 1/14 SECTION VIII- SUCCESSORS AND ASSIGNS This CONTRACT shall not be assignable except upon the written consent of the parties hereto. ANIL February 24, 2014 C PEARL'ND, XAS DATE Jon Branson Interam City Manager , . /if/ DV,;*1 CO LTANT DATE Design 6 of 6 DI.Revised 1/14 EXHIBIT A � . 44„,... a T E X A. 5 TRANSPORTATION SCOPE OF SERVICES FOR Kirby Drive Expansion Project Design 1 of6 D6.Revised 1/12 BASIC SERVICES: The Consultant shall render the following professional engineering services to the OWNER in connection with the construction of the Project. 1. Preliminary Phase Services a. Attend meetings with City & external agencies including County, State & Federal entities, as required, to identify & solicit necessary information. b. Gather City's existing information c. Provide or Procure additional information as required from i. Surveyor & Base plans ii. Geotechnical Consultants iii. Environmental Consultants iv. Record drawing and/or As-Builts information from previously constructed utilities 2. Prepare Preliminary Engineering Submittals a. Submit Draft report containing: i. Executive Summary & Design Recommendation ii. Alignment & Topographic Surveys in accordance with City Standards iii. Draft Geotechnical report with bore location logs & pavement design recommendations iv. Draft environmental study Phase 1 site assessment & Preliminary Jurisdictional Wetlands Determination and schedule USACE verification; if required, Preliminary Mitigation plan; if required, Endangered Species & Cultural Resources studies v. Review and validate existing drainage system vi. Prepare 30% construction drawings vii. Identify utility conflicts & notify utilities 1)e>i2n 2 of 6 D6.Revised 1/12 viii. Prepare a preliminary Engineer's estimate ix. Attend monthly progress/update meetings b. Submit Final Report i. Prepare written response to City's review comments ii. Make revisions to report & resubmit for final approval iii. Submit final report when all comments are addressed 3. Final Design Phase Services a. Prepare final plans details specifications and cost estimate in accordance with City of Pearland's Design Criteria Manual (DCM) i. prepare detailed construction drawings, specifications and construction bid packages for the proposed Projects ii. attend monthly progress/update meetings at the City iii. including roadway geometrics, pavement, drainage, sidewalks, street lighting, pavement markings, traffic signals, utilities, landscaping and other design elements as necessary iv. provide work sequencing plans — coordinated with other work and other local projects v. provide two (2) sets plans and specifications and estimates to City for review at 60% & 90%; provide written comments/resolution to City revisions/comments vi. submit 60% & 90% plans to utility company's for coordination of utility relocating; coordinate with City on formal notifications vii. coordinate with utility companies & pipeline companies to identify conflicts & schedule relocations viii. coordinate submittals for review & acquire approvals of all permits including and not limited to: TxDOT, Railroads, Design 3 of 6 D6.Revised 1/12 USACE, Nationwide or Individual permits (if required) & County Drainage Districts ix. coordinate with private developments & other public entity engineer's for adjoining work/projects x. prepare bid sets for distribution via the City's e-bid system; including Plans, Specifications, Bid Proposal, (utilizing City Standard Details + Specs; for details & specification sections the City does not have, submit proposed supplement specs) Submit to City for signatures xi. prepare Engineer's estimate 4. Bid Phase Services a. Provide Notice to Bidders (NTB) to the Project Manager in an electronic form appropriate for the City's e-bid system format. City is responsible for advertising. b. Reproduce and disseminate bid sets to Dodge, AGC, ABC, Amtek and (2) two sets to the City [PM (1), Purchasing (1) and interested bidders] c. Distribute (including the sale of) plans to interested bidders i. Keep record of plan holder's list d. Chair pre-bid meeting and attend the Bid Opening e. Respond in writing to questions from bidders and prepare addenda as necessary. f. Assist with design of Bid Proposal* g. Prepare Engineer's Recommendation of Award Letter that includes the following required content: i. Review for unbalance bid items ii. Certified Bid Tabulation including Engineer's estimate iii. Review of contractor's financial standing and references provided Design 4 of 6 D6.Revised 1/12 iv. Explanation of discrepancies between the Engineer's estimate and bids v. Recommendation to award 5. Attend City Council meeting and recommendation for award of Contract for Construction. 6. Produce and transmit to selected contractor five (5) sets of project manuals ready for execution with City's Notice of Intent to Award (NOI) `This is the use of bid strategies to attain lowest possible prices for work, use of alternatives, etc. 7. Construction Phase Services a. Construction Administration i. Attend pre-construction meeting to provide information & answer questions ii. Attend monthly progress meetings with Construction Manager, Contractor & City of Pearland as needed iii. Review/approve & comment on Contractor's submittals, RFIs, Contractor Proposals, Request for Change Orders (RCO) including coordination with Construction Manager on Proposals & Change Orders using the City of Pearland's Pro-Trak system. iv. Provide interpretive guidance for Contractor, Construction Manager in resolution of problems v. Conduct Substantial Completion Inspection with CM or PM to: 1 . review progress of work for Substantial Completion walk through 2. generate a punch list of items for correction 3. substantiate items that are completed Design 5 of6 D6.Revised 1/12 4. issue both Certificate of Substantial Completion (signed/sealed from Design Engineer) & Final Acceptance or 2nd walk through vi. Issue Final Completion & Acceptance letter to City recommending acceptance & release of final payment vii. Coordinate contractors, CM/CI to provide complete record of As-Builts Drawing viii. Within thirty (30) days after receipt of As-Builts from the contractor to the CM, the project engineer shall provide to the City one (1) set of full size reproducible record drawings, an electronic file copy (PDF format) and an AutoCAD file (.dwg), or compatible .dxf file Definition: 1) As-Builts "redlines": Contractor's record of field changes to the work in line, grade & elevation 2) Record Drawings: Engineer's incorporation of contractor's As-Builts Design 6 of 6 D6.Revised 1/12 ENGINEERING DANNENBAUM ENGINEERING CORPORATION EXCELLENCE SINCE 3100 WEST ALABAMA HOUSTON.TEXAS 77098 PO.BOX 22202 HOUSTON.TEXAS 77227 (713)5260570 1 945 February 10, 2014 Ms.Jennifer Lee, Project Manager City of Pearland 3519 Liberty Drive Pearland,TX 77581 SUBJECT: KIRBY DRIVE EXTENSION PEARLAND,TEXAS Dear Ms. Lee: Dannenbaum Engineering Corporation is pleased to offer our proposal to provide engineering design, environmental services,and limited construction phase services to the City of Pearland for the subject project. Kirby Drive currently extends from Broadway to County Road 59 as a two-lane roadway. The proposed improvements consist of constructing a parallel two-lane roadway (resulting in a boulevard), improving an existing traffic signal, and installing a new traffic signal. Our fees for these services are $269,031 lump sum and time and materials in accordance with our basis of proposed fees, actual budget, and our standard fee schedule attached. Please contact me should you have any questions regarding this proposal. Sincerely, DANN NBAUM ENGINEERING CORPORATION Larry S. Marr P.E. Project Manager Enclosures: Basis of Proposed Fees Actual Budget Standard Fee Schedule cc: File 0047-91 G I20\0047-91 Kirby Drive Pcarland.Admin\Proposal\KirbyDrivcProposal02I014.docx BASIS OF PROPOSED FEES KIRBY DRIVE EXTENSION PEARLAND,TEXAS PROPOSED FEES Basic Services: $ 100,770 Bid Phase Services: $ 5,964 Construction Phase Services: $24,047 Additional Services: $ 129,950 Total $ 269,031 BASIS OF PROPOSED FEES Basic Services Preliminary Engineering Final Plans, Specifications,and Estimate(PS&E) Bid Phase Services Limited Construction Phase Services Basic Services design effort includes roadway and sidewalk design,verification of existing storm water system, modify existing traffic signal, design new traffic signal, Drawings, Specifications, Project Manual, opinion of construction cost, opinion of construction time determination, Assist in the Bid Phase, Limited Construction Phase (RFI's, Shop Drawings, Site Meetings), project management, and six project design meetings. Additional Services- Design Surveying Geotechnical Engineering Utility Coordination Storm Water Pollution Prevention Plan(SWPPP) Traffic Control Plans Modify Traffic Signal and Design New Traffic Signal ADA/TDLR Compliance Environmental Services Additional Services- Construction None G:\1120\0047-91 Kirby Drive Pearland\Admin\Proposal\BasisotProposedFees.docx 02/10/14 Assumptions used as Basis of Fees Preliminary Engineering, PS&E, Bid Phase, and Construction Phase will occur in sequence without any breaks in the schedule. Project delays due to environmental issues will not occur. Project delays due to Stakeholder issues will not occur. NOT INCLUDED IN PROPOSED FEES Storm Water Trunk System Design Drainage Impact Study [At the direction of Pearland, the scope does not include design of permanent storm water structures to handle runoff from the area west of Kirby Drive.] Permanent Roadside Drainage Ditches Sanitary Sewer Design Water Line Design [other than relocate existing Hydrants] Private Utility Relocations Plats TEAM MEMBERS, ROLES, and FEES Dannenbaum Engineering Corporation(Lump Sum) $ 133,073 Design, Bid Phase, Construction Phase, Project Management, Survey, Parcel Maps, Utility Coordination, SWPPP, and Traffic Control Plan Bid Phase(Time and Materials Not to Exceed) $ 5,964 Construction Phase Services(Time and Materials Not to Exceed) $ 24,047 Geotest Engineering, Inc. $ 13,674 Geotechnical Engineering Berg Oliver $ 23,925 Environmental Services Accessible Design Solutions $ 1,199 ADA/TDLR Compliance TEDSI Infrastructure Group, Inc. $ 58,850 Modify Existing Traffic Signals New Traffic Signals (Subconsultant fees presented above are actual fees plus 10 percent mark-up.) G:\1120\0047-91 Kirby Drive Pearland\Admin\Proposal\BasisofProposedFees.docx 02/10/14 KIRBY DRIVE EXTENSION ACTUAL BUDGET DESCRIPTION LUMP SUM BASIC SERVICES PRELIMINARY ENGINEERING [THREE MONTHS] REVIEW EXISTING DATA $1,560 ROADWAY DESIGN $22,750 DRAINAGE $6,955 SIGNING AND MARKINGS $520 PRELIMINARY ENGINEERING SUBMITTAL $12,301 PRELIMINARY PROJECT MANAGEMENT(THREE MONTHS) $7,118 SUBTOTAL $51,204 PS&E [FINAL][FOUR MONTHS] ROADWAY DESIGN [60, 90, 100 Percent] $19,614 DRAINAGE[60, 90, 100 Percent] $10,205 SIGNING AND MARKINGS [60, 90, 100 Percent] $1,901 FINAL ENGINEERING SUBMITTAL $12,253 FINAL PROJECT MANAGEMENT(FOUR MONTHS) $5,590 SUBTOTAL $49,567 SUBTOTAL BASIC SERVICES $100,770 ADDITIONAL SERVICES GEOTECHNICAL ENGINEERING (Geotest) $13,674 SURVEYING [ROADWAY] $16,052 UTILITY COORDINATION $4,908 SWPPP $5,623 TRAFFIC CONTROL PLANS $5,720 TAS COMPLIANCE (ADS) $1,199 ENVIRONMENTAL (Berg Oliver) $23,925 TRAFFIC SIGNAL DESIGN (TEDSI) $58,850 SUBTOTAL $129,950 CONSTRUCTION (2+9 MONTHS) T&M Not to Exceed ASSIST IN BIDDING PROCESS (2 MONTHS) $5,964 SUBTOTAL $5,964 LIMITED CONSTRUCTION PHASE SERVICES (9 MONTHS) $19,338 REVIEW SUBMITTALS AND RFI's (9 MONTHS) $4,713 SUBTOTAL $24,047 DIRECT EXPENSES DIRECT EXPENSES (PRELIMINARY ENGINEERING) $1,000 DIRECT EXPENSES (PS&E FINAL ENGINEERING) $5,000 DIRECT EXPENSES (BID PHASE) $300 DIRECT EXPENSES (CONSTRUCTION PHASE) $2,000 TOTAL DIRECT EXPENSES $8,300 PROJECT TOTAL $269,031 PLOTTED SHEETS 58 STANDARD SHEETS 32 90 G:\1120\0047-91 Kirby Drive Pearland\Admin\Proposal\KirbyDriveScope&Budget 2/10/2014 DANNENBAUM ENGINEERING CORPORATION SCHEDULE OF HOURLY SALARY COST (INCLUDES MARKUP) JANUARY, 2014 RANGE OF CLASSIFICATION SALARY COST PER HOUR Clerks, Printers, etc. 30.00 - 98.00 Secretaries 30.00 - 110.00 Program Control Coordinator 80.00 - 115.00 Executive Secretary, Administrative Asst., Proposal Asst. 95.00 - 150.00 CAD Manager 145.00 - 180.00 System Analyst, Computer Operators 97.00 - 130.00 Computer Technicians I, Draftsmen I 30.00 - 60.00 Computer Technicians II & III, Draftsmen II & Ill 45.00 - 115.00 Designers, Grade I & II 55.00 - 110.00 Designers, Grade III 80.00 - 150.00 4 Man Survey Crew 145.00 - 230.00 3 Man Survey Crew 110.00 - 185.00 2 Man Survey Crew 80.00 - 130.00 Party Chief 50.00 - 85.00 Instrument Technicians 30.00 - 50,00 Rodmen, Chainmen 30.00 - 50.00 Project Survey Technician 65.00 - 85.00 Survey Coordinator, Project Surveyor 110.00 - 165.00 Director of Survey, Registered Surveyor, Chief of Surveying 160.00 - 215.00 Architect 130.00 - 150.00 GIS 110.00 - 130.00 GIS Manager 160.00 - 215.00 Inspectors, Project Representatives 80.00 - 130.00 Program Manager 225.00 - 280.00 Engineers- Intern 30.00 - 50.00 Engineers I & II, Engineering Assistant 65.00 - 115.00 Engineers III, Engineering Associate 80.00 - 130.00 Engineers IV 80.00 - 180.00 Engineers V, Project Manager 130.00 - 260.00 Engineers VI, Project Director 195.00 - 280.00 Engineers VII, Senior Division Manager 275.00 - 360.00 Engineers VIII, Director, Principal, President 305.00 - 410.00 COMPUTER COSTS(NO MARK-UP INCLUDED): MICROSTATION/AUTOCAD: $ 10 per Workstation Hour GPS RTK: $350 per Day(Survey) IN HOUSE REPRODUCTION COSTS(NO MARK-UP INCLUDED): Xerox $0.05 per Copy(8 1/2"x 11") Xerox Prints $ 1.00 per Square Foot Bluelines $0.20 per Square Foot Sepias $ 1.50 per Square Foot My!ars $3.75 per Square Foot Vellum $2.30 per Square Foot Subconsultants and other miscellaneous expenses at cost plus 10% Certified: KIRBY DRIVE EXTENSION ACTUAL BUDGET DESCRIPTION LUMP SUM BASIC SERVICES PRELIMINARY ENGINEERING [THREE MONTHS] REVIEW EXISTING DATA $1,560 ROADWAY DESIGN $22,750 DRAINAGE $6,955 SIGNING AND MARKINGS $520 PRELIMINARY ENGINEERING SUBMITTAL $12,301 PRELIMINARY PROJECT MANAGEMENT (THREE MONTHS) $7,118 SUBTOTAL $51,204 PS&E [FINAL][FOUR MONTHS] ROADWAY DESIGN [60, 90, 100 Percent] $19,614 DRAINAGE [60, 90, 100 Percent] $10,205 SIGNING AND MARKINGS [60, 90, 100 Percent] $1,901 FINAL ENGINEERING SUBMITTAL $12,253 FINAL PROJECT MANAGEMENT (FOUR MONTHS) $5,590 SUBTOTAL $49,567 SUBTOTAL BASIC SERVICES $100,770 ADDITIONAL SERVICES GEOTECHNICAL ENGINEERING (Geotest) $13,674 SURVEYING [ROADWAY] $16,052 UTILITY COORDINATION $4,908 SWPPP $5,623 TRAFFIC CONTROL PLANS $5,720 TAS COMPLIANCE (ADS) $1,199 ENVIRONMENTAL (Berg Oliver) $23,925 TRAFFIC SIGNAL DESIGN (TEDSI) $58,850 SUBTOTAL $129,950 CONSTRUCTION (2+9 MONTHS) T&M Not to Exceed ASSIST IN BIDDING PROCESS (2 MONTHS) $5,964 SUBTOTAL $5,964 LIMITED CONSTRUCTION PHASE SERVICES (9 MONTHS) $19,338 REVIEW SUBMITTALS AND RFI's (9 MONTHS) $4,713 SUBTOTAL $24,047 DIRECT EXPENSES DIRECT EXPENSES (PRELIMINARY ENGINEERING) $1,000 DIRECT EXPENSES (PS&E FINAL ENGINEERING) $5,000 DIRECT EXPENSES (BID PHASE) $300 DIRECT EXPENSES (CONSTRUCTION PHASE) $2,000 TOTAL DIRECT EXPENSES $8,300 PROJECT TOTAL $269,031 PLOTTED SHEETS 58 STANDARD SHEETS 32 90 G:\1120\0047-91 Kirby Drive Pearland\Admin\Proposal\KirbyDriveScope&Budget 2/7/2014 _ _: : : ! 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'A —7 5 2 Cl) re a a u.1 ‘13- Cl) :t z 2 z O 1' 6 i•- :: ,z; . E. ill i, O Cl -J 14 Y. z 0 i P Cl 1 2 L-.. 4, 5 I. .7.: ce < o -,5j,= t. ,...■ '7, _1 _1 < , < i- ± --, < oz. 8 g 0 , TEDSI INFRASTRUCTURE GROUP T F DS' Consulting Engineers 738 Highway 6 South•Suite 430♦Houston,Texas 77079 TBPE F-1640 Tel:(832)619-1000 o Fax:(832)619-1018 February 10, 2014 Mr. Larry S. Marr, P.E. Project Manager Dannenbaum Engineering Corporation 3100 West Alabama Houston, Texas 77098 Re: Traffic Signal Design and Illumination Design Services Proposal Kirby Drive Improvements, From South of FM 518 to CR 59 City of Pearland, Texas Dear Mr. Marr: TEDSI Infrastructure Group (TEDSI) appreciates the opportunity to submit this revised proposal to perform traffic engineering services in conjunction with the above referenced project. This revision represents reductions in our fee as a goodwill gesture towards the City of Pearland and based upon our long term working relationship with Dannenbaum Engineering Corporation and we are pleased to offer this. We understand that Kirby Drive will be widened to a full 4-lane boulevard section between FM 518 and CR 59, to be designed by Dannenbaum Engineering Corporation (DEC). TEDSI has been requested to provide design services for 2 traffic signal installations. TEDSI has also been requested to prepare a fee estimate and scope of services pertaining to this requested work, which now follows: SCOPE OF WORK Task A - Temporary Traffic Signal Design. For the existing traffic signal on Kirby at the access drive to the shopping mall development, TEDSI will prepare full PS&E design documents for temporary traffic signalization at this location throughout the various phases of construction. The design will be based upon roadway design plans and traffic control plans (prepared by DEC). The temporary traffic signal design will fully coordinate with the approved traffic control plans and will fully support the traffic throughout the various phases and sequences of construction. At this time, 2 phases of construction are anticipated. Task B - Permanent Traffic Signal Design. TEDSI will prepare full PS&E design documents for the installation of new traffic signal assemblies at the 2 locations within the Project. These locations are: 1. Existing Shopping Mall Access Road 2. Alvin ISD HS Campus#3 At this time,the specific characteristics of the existing mall road traffic signal remain unconfirmed;thus, this cost proposal provides for complete removal of all existing equipment and the installation of a complete new traffic signal system at this location. Through the discovery of existing plans and/or field investigation, it may be determined that some of the existing equipment can be salvaged and thereby Mr.Larry S.Marr,P.E. February 10,2014 Page 2 utilized for the future condition. Whether or not any of these potential developments will affect this cost proposal is currently unknown. The traffic signal design will provide for a mast arm design, with all pole hardware, traffic signal head, and traffic signal controller equipment to be in conformance with current City of Pearland design preferences. The traffic signal will include intersection safety lighting and will be capable of detecting all traffic on each intersection approach. Pedestrian facilities will meet all current ADA requirements. It is understood that traffic signal warrant studies are not a part of this work scope. Task C— Construction Phase Services. For the duration of the traffic signal construction (temporary and permanent) on the project, TEDSI will: 1. Attend Pre-Bid and Pre-Construction meetings as requested by City of Pearland. 2. Provide shop drawing review for all contractor submittals, such as signal poles, conductor, conduit, ground boxes, etc. 3. Provide written responses to requests for information or clarifications. General All plan layouts shall be prepared per City of Pearland Signal Design Guidelines. Bid Items and necessary specifications will be provided for bidding and contract process. Plan layouts shall be prepared in English units at 1" = 40' on half-size, 11"x17" media. Interim submittals shall be at the 50%, 75% and 90% complete levels on bond media. The standard Power Service Outlet and Data Statement will be submitted along with the 75% set for review and approval. Each review submittal shall consist of 1 copy of the plan set. The 100% submittal will be the final deliverable printed on Mylar media. TEDSI will coordinate and obtain service outlet location and data statement(s) from CenterPoint Energy, DEC will obtain all necessary approvals and signatures from utility companies, and DEC will provide TEDSI with all necessary updated topographical surveys for TEDSI's project limits and proposed roadway design data including all underground and above ground utilities along with updated proposed signing and pavement marking layouts in Microstation format. All design drawings shall be prepared with CADD using Microstation V8 software and shall be consistent with the level structure as provided by City of Pearland. The project Basis of Estimate will be provided in City of Pearland format. Computer files containing all design drawings required for the Project shall accompany the Mylar prints. Schedule The services provided by TEDSI will be in collaboration with and in a character, sequence, and timing so that it will coordinate with services provided by DEC. We anticipate requiring 120 calendar days to perform the design services as described herein. This schedule can be compressed somewhat in the event that it is requested by the City of Pearland. Our schedule is contingent upon the time required by the City of Pearland for review and comment. Mr.Larry S.Marr,P.E. February 10,2014 Page 3 Compensation As per previous discussions with DEC, all design phase work defined above will be performed on a "Lump Sum" basis. The amount shown includes all necessary direct expenses estimated to complete the effort as described above. The fee includes all labor and non-labor reimbursable expenses required for this project. All work not specifically stated above will be considered additional work and will be subject to negotiation. The work associated with construction phase services will be performed on a "Time and Materials" basis. Invoices shall show employee classification and employee time charges to the project, as required in the Agreement. A summary of the Fees per task are as follows: • Task A - Temporary Traffic Signal Design $8,000.00 ❖ Task B-Permanent Traffic Signal Design $39,500.00 • Task C—Construction Phase Services $6,000.00 TOTAL FEE $53,500.00 Conditions TEDSI will perform its duties as reasonably required to accomplish the work as described herein. The services provided for this project apply only to this specific project and may not be used for any other project. Information supplied by DEC is represented to be accurate and it is acknowledged that TEDSI is relying upon such information in its quotation, acceptance and performance of the project. This proposal is valid for sixty(60) calendar days and does not in any way constitute a valid contract. A legal sub-contract agreement specifying explicit terms and conditions between TEDSI and Dannenbaum Engineering Corporation shall be executed prior to commencement of work. We trust that the information provided is sufficient for you to complete your evaluation of this proposal. However, should you have any questions, please let me know. Sincerely, TEDSI INFRASTRUCTURE GROUP RACO.IeL, J les M. (Jay) Morris, Jr.,P.E. Vice President GEOTEST ENGINEERING, INC. Geotechnical Engineers&Materials Testing 5600 Bintliff Drive Houston,Texas 77036 Telephone: (713)266-0588 Fax:(713) 266-2977 Proposal No. 1140341699 January 20,2014 Mr. Larry Marr, P.E. Dannenbaum Engineering Corporation 3100 W.Alabama Houston,Texas 77098 Re: Proposal for Geotechnical Services Kirby Drive Improvements City of Pearland,Texas Dear Mr. Marr: In accordance with your request, Geotest Engineering, Inc. is pleased to submit this revised proposal for the referenced project. The project calls for the design and reconstruction of the remaining southbound of Kirby Drive(approximately 1-mile long) from Broadway Blvd. (FM 518)to Dallas Road (CR 59) in City of Pearland. The existing Kirby Drive is a two-lane concrete curb and gutter roadway. The design and reconstruction of the remaining southbound two-lane concrete curb and gutter roadway will complete the boulevard section. A new traffic signal is proposed near the middle section of the new boulevard and a modification of the existing traffic signal at north end near Broadway Blvd is also proposed. Purpose and Scope The purposes of this study are to evaluate the soil and groundwater conditions along proposed Boulevard reconstruction and to provide geotechnical recommendations for the design and construction of proposed concrete pavement with subgrade stabilization and possible storm sewer improvements. Based on the information provided to us, the scope of this study will consist of the following: • Provide utilities clearance for boring locations. It includes: • Call Texas One Call referencing with street name and Key Map block no. • Coordinate with underground utility companies to clear the marked boring locations. • Drill and sample: Mr. Larry Marr,P.E. Proposal No. 1140341699 Page 2 January 20, 2014 • Eight(8) 15-foot borings for paving and lateral to trunk sewer • Two(2)20-foot borings for traffic signals • Grout all boreholes using non-shrink cement bentonite grout after completion of drilling and groundwater level measurements. • Perform appropriate laboratory tests including California Bearing Ratio (CBR) tests, on selected representative samples to develop the engineering properties of the soil. • Perform engineering analyses to develop geotechnical recommendations for the pavement/subgrade design, storm sewer bedding and trench safety for the lateral, ground water control and construction considerations. • Prepare a geotechnical report including all of above. It is our understanding that staking and tie-in of boring locations (Station, offset and ground surface elevation,etc.)will be provided by your surveyor. Project Schedule We should be able to start the fieldwork within one week after receiving your written authorization. The fieldwork will be completed in about two (2) days, barring bad weather. The laboratory tests will be completed in about three(3)weeks. The final report, which will include field and laboratory data and geotechnical recommendations, will be submitted in about eight (8) weeks after your written authorization of notice to proceed. Cost Based on the scope of work outlined above, the cost of the field investigation, laboratory testing, engineering analyses, and a geotechnical report, will be a lump sum amount of$12,431.00. The cost breakdown is given on Attachment No. 1. This cost is based on the fact that the site is accessible with a truck mounted rig and no site clearance and marsh buggy will be required. Mr. Larry Marr, P.E. Proposal No. 1140341699 Page 3 January 20,2014 We appreciate the opportunity to propose on this project. We hope that this proposal meets your approval. If you have any questions, please call us. Please indicate your formal acceptance by signing one copy of this letter in the space below and return one original to us. Very truly yours, GEOTEST ENGINEERING,INC. ,c . Mohan Ballagere, P.E. Vice President LPL.it-`61.7 Kuo-Chiang"Frank" Lin, P.E. Sr. Vice President MB\ego Copies Submitted: (1) Enclosure: Attachment No. 1 PC38\Geotech n ical\Proposals\40341699.DOC APPROVED BY: PRINTED NAME: TITLE: DATE: ATTACHMENT NO. I COST BREAKDOWN Kiby Drive Widening from Broadway Blvd.To Dallas Road Proposal No.: 1140341699 City of Pearland,Texas Ouantitv Unit Rate Cost PERSONNEL: Sr. Project Manager,P.E. 4 Hr. x 5167.00 = S668.00 Senior Engineer,P.E. 10 Hr. x 5123.00 = $1,230.00 Project Engineer 18 Hr. x S96.00 = S1,728.00 Support Personnel(Drafting or Word Processing) S Hr. x S48.00 = S384.00 SUBTOTAL 54,010.00 SUBAURFACE FIELD INVESTIGATION Mobilization/Demobilization of Drill Rig 1 L.S. x $300.00 = $300.00 Soil Boring,Continuous 3"diameter(0-20 feet) 160 Ft. x $18.00 = 52,880.00 Grouting of Completed Holes 160 Ft. x $5.00 = S800.00 Field Coordination and Underground utilities clearance for boring locations 12.00 Hr. x S82.00 = S984.00 SUBTOTAL S4,964.00 LABORATORY TESTS Liquid&Plastic Limits 16 Ea. x $53.00 = $848.00 Moisture Content 58 Ea. x S8.00 = S464.00 Percent Passing No.200 Sieve 16 Ea. x 541.00 = S656.00 Density&Moisture of Soil Sample 10 Ea. x S19.00 = S190.00 California Bearing Ratio 3 Ea. x S185.00 = S555.00 Unconfined Compression 8 Ea. x 539.00 = S312.00 Unconsolidated-Undrained Triaxial Compressive Strength 8 Ea. x S54.00 = S432.00 SUBTOTAL S3,457.00 TOTAL S12,431.00 PC381GEOTEC HNICALIPR OPOSALS\.1140341699R.xls\Cost.xls BERG • OLIVER ASSOCIATES, INC. ` Environmental Science,Engineering&Land Use Consultants 4'„ 14701 St. Mary's Lane,Suite 400,Houston, Texas 77079 s ® �► (281)589-0898 fax: (281)589-0007 ,,,,,, ' Houston 0 Dallas/Fort Worth 0 WDBE/HUB 0 www.bergoliver.com MEMORANDUM TO: Mr. Larry Marr VIA EMAIL: Larry.marr @dannenbaum.com FROM: Susan Alford NO. OF PAGES: 18 (incl.cover) DATE: December 10, 2013 SUBJECT: Environmental Services Proposal Dear Mr. Marr, Attached is our proposal/agreement for environmental services for the site discussed with our firm. Please review the proposal/agreement and, if acceptable, execute the agreement and return to us by fax at(281) 589-0007. We look forward to working with you and Dannenbaum Engineering Corporation on this project. Thank you for considering Berg♦Oliver Associates, Inc. to assist you with your environmental planning. Sincerely, Susan Alford, REM President Berg•Oliver Associates,Inc. BOA project number 9263 December 10,2013 *, " • BERG • OLIVER ASSOCIATES, INC. Environmental Science,Engineering&Land Use Consultants 4'„ 14701 St. Mary's Lane,Suite 400,Houston, Texas 77079 `‘‘s• g e, (281)589-0898 fax: (281)589-0007 ,,,,,, Houston 0 Dallas/Fort Worth 0 WDBE/HUB 0 www.bergoliver.com December 10,2013 City of Pearland c/o Mr. Larry Marr,P.E. Dannenbaum Engineering Corporation 3100 West Alabama Houston, Texas 77098 via email:Larrv.marr(ddannenbuum.cotn Re: Proposal for Environmental Services for the extension of Kirby Drive BOA Proposal#9263 Dear Mr. Marr: The following proposal is provided to Dannenbaum Engineering Corporation, on behalf of the City of Pearland, for environmental services for approximately 12 acres,consisting of a 100-foot right of way extension of Kirby Drive, between FM 518 and County Road 59, in Brazoria County, Texas. Berg*Oliver Associates, Inc. (Berg*Oliver) will provide special attention to complete the work in a timely and professional manner. We will begin the assessment upon your acceptance and execution of this proposal. Berg*Oliver Associates, Inc. is proposing to provide the following services: Task I) Wetland Delineation (9263N-WD), Task II) Threatened and Endangered Species Survey (9263N-TE), Task III) Archeological Cultural and Historical Review (9263N-AR), Task IV) Phase I Environmental Site Assessment (9263H-P1), and Task V) U.S. Army Corps of Engineers (USACE) Nationwide Permit(9263N-NWP) (If Needed).Attachment A describes each service. PROJECT SCHEDULE The scope of work involved in this environmental service proposal; specifically Tasks I — IV, is anticipated to be complete within thirty (30) calendar days of the receipt of an executed proposal and boundary survey/plat, or other suitable boundary map by Berg*Oliver. Task V, if required,will be submitted to the USACE within forty-five (45) calendar days of receipt of authorization to proceed. The permit review process by the USACE normally takes between three (3) and six (6) months for a Nationwide Permit. The process begins upon the USACE determination that the application is complete. Upon review of the initial submittal, the USACE may request additional information beyond that listed in the Code of Federal Regulations (CFR)to consider the application complete for processing. The project completion schedule is the goal of all parties; it does not, however, reflect unusual delays due to forces beyond the control of Berg*Oliver and/or Berg•Oliver Associates,Inc. BOA project number 9263 December 10,2013 modifications to the scope of work based upon actual findings or additional requests by Dannenbaum Engineering Corporation, its agents, or governmental agency. RIGHT OF ENTRY Unless otherwise stated, it is assumed that the client has the authority to enter the property for purposes of conducting environmental assessments and herein grants that authority to Berg*Oliver. BASIC COMPENSATION AND METHOD OF PAYMENT The work described below includes standard tasks that are usually required to complete the scope of the project. If a specific task is not necessary, as determined by Berg*Oliver in consultation with the client and/or regulatory agency, it may not be performed in order to reduce charges to the client. Berg•Oliver proposes to provide the environmental services described in Attachment A to Dannenbaum Engineering Corporation for the following lump sum amounts: TASK I: WETLAND DELINEATION $4,500.00 TASK II: THREATENED AND ENDANGERED SPECIES SURVEY $1,100.00 TASK III: ARCHEOLOGICAL CULTURAL AND HISTORICAL REVIEW $1,200.00 TASK IV: PHASE I SITE ASSESSMENT $3,050.00* TASK V: NATIONWIDE PERMIT (IF NEEDED) ...$11,900.00** MAXIMUM TOTAL $21,750.00 *If there are structures on the property that must be entered, there will be an additional charge of$125.00 per structure. If there are oil/gas wells on the property, there will be an additional research fee of$125.00 per well. Extraordinary circumstances, such as regulatory agency reviews based upon recent policy changes, may require additional tasks or further detailed analysis not covered in the present scope of work. If this task requires more than a total of 24 hours of project management time, the extra hours will be billed hourly as additional services, based on the attached rate schedule, but will not exceed 10%($305.00)without written approval from the client. **This is an estimate for a Nationwide Permit. Extraordinary circumstances, such as regulatory agency reviews based upon recent policy changes, may require additional tasks or further detailed analysis not covered in the present scope of work. It is assumed that no MAJOR roadblocks to the permit are presented by the public comment agencies, TCEQ, and/or USA CE. If extraordinary circumstances/requests for additional details are encountered, this amount will increase proportionally and a change order will be submitted to the client as described above. If additional tasks require more than a 10%overage (as described above), Berg*Oliver will provide the client with an appropriate change order. This cost estimate is valid for a period of six(6)months beyond the date shown below.After six(6) months, cost estimates may change due to fluctuations in fuel, subcontractors, and other sources Berg•Oliver Associates,Inc. BOA project number 9263 December 10,2013 required to complete the project. Berg•Oliver will begin the work described herein upon the execution of this proposal by the client. Invoices for each lump sum amount will be invoiced upon completion of the task or upon 50%, 75%, and 100% completion if the project takes longer than thirty (30) days to complete. Invoices for all hourly work will be submitted monthly and will be based upon the attached Rate Schedule in Attachment B. Payment of all invoices is expected within thirty (30) days of the client's receipt of the invoice submitted by Berg•Oliver. If invoice is not paid in full in thirty(30)days, interest will accrue at 1.5%per month(18%per annum). Berg♦Oliver Associates,Inc. BOA project number 9263 December 10,2013 CONFIDENTIALITY OF ASSESSMENT The assessment and all related work and services of Berg♦Oliver Associates, Inc. are confidential. Berg•Oliver Associates, Inc. is hereby employed by Dannenbaum Engineering Corporation pursuant to this contract. Under such contract relationship, all correspondence, written or oral, which relates to the findings of this study are, to the extent permitted by law, strictly confidential between the parties hereto, unless Berg•Oliver Associates, Inc. receives a written request from the client to offer the results of this study to a third party not a part of this agreement/proposal. Environmental assessments may occasionally uncover extremely sensitive findings. It is the responsibility of Berg•Oliver Associates, Inc. to report these findings to the authorizing client and to no other party. PROPOSAL ACCEPTANCE AND EXECUTION Acceptance of this proposal, including the "General Conditions for Services" found in Attachment C, will be indicated by the signatures below and will serve as authorization to proceed with the work proposed herein. The signatory below also represents that the client has, or has secured, the authority to grant permission for Berg*Oliver Associates, Inc. personnel to enter the subject property as necessary to conduct these assessments and that such permission is granted to Berg•Oliver Associates, Inc. by the execution of this agreement/proposal. If the client is a Corporation or a Partnership, then the signature below will also represent the personal guarantee of the individual signing on behalf of the Client. IN WITNESS THEREOF, Dannenbaum Engineering Corporation and Berg•Oliver Associates, Inc. have accepted and executed this proposal for environmental services on this the day of ,2013. DANNENBAUM ENGINEERING CORPORATION By: Authorized Signature BERG•OLIVER ASSOCIATES,INC. By: Susan Alford, REM President Berg•Oliver Associates,Inc. BOA project number 9263 December 10,2013 ATTACHMENT A TASK I WETLAND DELINEATION SCOPE OF WORK The objective of the Delineation is to evaluate and document any portion of the site to be classified as a "Jurisdictional Water of the United States" as defined in 33 CFR 328 and subject to USACE jurisdiction. The delineation will be conducted according to the 1987 United States Army Corps of Engineers Wetland Delineation Manual, the December 2008 Rapanos Guidance for Jurisdictional Determination, and the 2009 Atlantic and Gulf Coast Plain Delineation Supplement. The recent guidance and supplemental criteria have altered the primary determining factors for identifying waters of the United States. However, compliance with these criteria requires a significant increase in the documentation and scientific evaluation. Delineation work will consist of the following tasks: Task 1: Review of NRCS Soil Surveys: Task 1 will include a review of previously published soil data published by the U.S. Department of Agriculture, Natural Resources Conservation Service (NRCS), to determine the types of surface soils expected to be confirmed by on-site soil analysis. Task 2: Review of Aerial Photographs: Task 2 will include a review of historical aerial color and black/white photographic enlargements for selected years. Infrared color photographs will be analyzed for the presence of wetland signature color distortions. Information for all photographic interpretation will be compared to locate recurring sites where wetland signatures are present. Task 3: Site Reconnaissance for Wetland Indicators.: Task 3 will include inspecting the property under the field procedures outlined in the Corps of Engineers Wetland Delineation Manual—Technical Report Y-87-1 and Regional Supplement by the USACE. Transects are required for tracts greater than 5 acres in size, unless negotiated with the USACE to forego transects based on the homogeneous landscape and habitat type. If necessary, transects will be performed across the property, perpendicular to the nearest watercourse. Samples of vegetation, soils, and hydrology indicators will be taken at each change in topography or vegetation. Vegetation samples will be evaluated and recorded at each sample area. Upland vegetation will be verified, for it is as significant as wetland vegetation in the determination process. Inspection of the property for evidence or lack of wetland hydrology will be performed at each sample area. Soil samples will be evaluated at each test site for their hydric and non-hydric characteristics. Non-hydric soils verify upland status and are as significant as hydric soils in the determination process. Task 4: Demarcation of Wetland Areas: Task 4 will include the flagging of the jurisdictional wetland areas and/or the ordinary high water mark for location by Global Positioning System (GPS) using the USACE October 2003 Standard Operating Procedures is required for USACE verification/permitting and is recommended for project planning. Berg*Oliver Associates,Inc. BOA project number 9263 December 10,2013 Task 5: Report Preparation: Task 5 will include the preparation of a final report. Upon completion of the site reconnaissance, data translation, and map preparation,a report will be completed, two copies of which will be given to the client. The report will include a discussion of methodology used to delineate the tract, site findings, copies of all historical information reviewed, such as U.S. Geological Survey topographical maps, NRCS soil survey maps, aerial photographs, site photographs, USACE routine data sheets, and a wetland delineation map will indicate the limits of the Jurisdictional Waters, information regarding the field location of the boundaries of all Section 10 and 404 waters/wetland limits within the property boundaries will be plotted on a scaled map. Each Jurisdictional area will be depicted with the following information: (1) size and shape; (2) surface area calculation (acres); and (3) combined total wetland and Jurisdictional Water area calculations for the entire subject tract. The client will be provided one hard copy and one electronic copy of the report. TASK II THREATENED AND ENDANGERED SPECIES ASSESSMENT SCOPE OF WORK The objective of the Threatened and Endangered Species Assessment is to evaluate the potential for the existence of critical or irreplaceable habitats, which are considered protected under the Endangered Species Act of 1973 and subsequent amendments and listings. The following selected tasks will be considered for the 12-acre tract. 1: Review of Agency Listing for Estimated Habitat Boundaries. The listings currently maintained by U.S. Fish and Wildlife will be evaluated to determine if any of the listed species may be shown to potentially inhabit the area. 2: Consultation with Appropriate Agencies. Task 1 results may reveal the need for additional current information. If indicated, several private sources and agencies will be interviewed for information regarding specific species having potential for habitation of the subject site. 3: Site Reconnaissance and Biological Impact Assessment. The biological aspects of the potential habitat will be physically reviewed and documented to determine if the habitat is desirable or reproductively useful to the specific species. The site will be reviewed for biological indicators of presence. If marginal or suspicious habitats are encountered, a specialist on the specific study species will be consulted and included in the site impact assessment. 4: Preparation of Letter of Findings and Recommendations. Following the completion of all research and site reconnaissance, a letter of findings and recommendations will be completed and forwarded to the client. Berg•Oliver Associates,Inc. BOA project number 9263 December 10,2013 TASK III ARCHEOLOGICAL RECORDS REVIEW SCOPE OF WORK The objective of the Historical, Cultural, and Archeological Records Review is to: 1)review related historical information, including the Texas Historical Commission's (THC) records; and 2) based on the review of THC's records and property characteristics, determine if the subject tract possesses sufficient criteria to necessitate a detailed study that would evaluate the potential for sites of significant historical,cultural, or archeological public value on the subject property. The records review will be conducted by subcontract and reviewed by Berg•Oliver personnel. Findings and recommendations will be provided to the client by Berg•Oliver. TASK IV PHASE I SITE ASSESSMENT The Phase I Environmental Site Assessment(Phase I)will be performed in accordance with ASTM standard practice E 1527-2005, Environmental Site Assessments: Phase I Environmental Site Assessments. This practice is intended to permit you to satisfy one of the requirements to qualify for the innocent landowner defense to CERCLA (Comprehensive Environmental Response, Compensation and Liability Act) liability: that is, the practices that constitute "all appropriate inquiry into the previous ownership and uses of the property consistent with good commercial or customary practice" as defined in 42 USC '9601§(35)(B). SITE LOCATION The site location is reported to be approximately 12 acres, between FM 518 and County Road 59, in Brazoria County, Texas. The Client will need to furnish Berg•Oliver with the following items in order to begin the Phase I ESA process: • A survey map of the site; • Metes and bounds or legal description; and • Contact name of the current owner or owner's representative to complete an owner/occupant inquiry. These items should show or describe the exact location of the subject property to be assessed. SCOPE OF WORK The objective of the Phase I is to identify, to the extent feasible under the processes prescribed in ASTM E 1527-2005, the potential for recognized environmental conditions; that is,the presence or likely presence of any hazardous substances or petroleum products on the property under conditions that indicate an existing release, a past release, or a material threat of a release of any hazardous substances or petroleum products into the ground, groundwater, or surface water of the property. The Phase I will have four components, described as follows: Berg•Oliver Associates,Inc. BOA project number 9263 December 10,2013 1. Records Review: Obtain and review records that will help identify recognized environmental conditions in connection with the property. Some records will pertain to properties within an additional approximate search distance in order to help assess the likelihood of potential problems from migrating substances. 2. Site Reconnaissance: Visually and physically inspect the property and adjoining properties, to the extent not obstructed by bodies of water, adjacent buildings, or other obstacles, for evidence of hazardous substances or petroleum products. 3. Interviews: a) Interview owners and occupants, or their designated representatives, to obtain information regarding current and historical uses of the property that may be related to environmental conditions. b) Conduct inquiries of local agency (e.g. fire department, health department) officials or staff members that may have knowledge or records of environmental conditions or incidents related to the property or the surrounding area. Interviews may in the form of personal contact, telephone contact,or written correspondence. 4. Evaluation and Report Preparation: The information gathered from the previous tasks will be evaluated, and the findings will be presented in a report that describes, at minimum, site and vicinity descriptions, current and past uses of the property and adjoining properties, information from records reviews, information from site reconnaissance and interviews, conclusions and opinions of impacts, if any, of recognized environmental conditions. The report will also describe the methodologies used, and will include appropriate documentation and exhibits of information used to conduct the assessment. Recommendations for further study, if any, will be provided in a separate document. INVESTIGATIVE WORK Phase I investigative work includes, but may not be limited to, four basic tasks which are each comprised of several components. The details of these tasks are set forth below, listing the standard components of each. The ASTM E 1527-2005 standard prescribes a review of reasonably ascertainable information; that is, information that is publicly available, obtainable from its source within reasonable time and cost restraints, and practically reviewable. The availability of information will vary based on the location of a given site. Berg♦Oliver will attempt to review as much of the following information as is reasonably ascertainable for this project. Task 1: Records Review Standard Environmental Record Sources Review documented environmental site listings from Federal and State regulatory agency database sources, including the following: Sources Minimum Search Distance 1. Federal NPL Facilities/Sites Lists 1.0 Mile Radius Berg*Oliver Associates,Inc. BOA project number 9263 December 10,2013 2. Federal NPL-Delisted Sites List 0.5 Mile Radius 3. Federal CERCLIS List 0.5 Mile Radius 4. Federal NFRAP List 0.5 Mile Radius 5. Federal RCRA Contracts List 1.0 Mile Radius 6. Federal RCRA TSD List 0.5 Mile Radius 7. Federal RCRA Generator List Adjoining 8. Federal Finds List 0.5 Mile Radius 9. Federal ERNS List Site Specific 10. State Priority List 1 Mile Radius 11. State IOP List 0.5 Mile Radius 12. State SWLF/CLI List 0.5 Mile Radius 13. State CLI List 0.5 Mile Radius 14. State LPST List 0.5 Mile Radius 15. State Registered UST/AST List Adjoining 16. State PST List 0.5 Mile Radius 17. State TCEQ VCP List 0.5 Mile Radius 18. State Brownfield List 0.5 Mile Radius 19. Dry Cleaner List 0.5 Mile Radius 20. IHW List Adjoining 21.Local Hazmat Spills Site Specific Documented regulatory agency sites located within the ASTM prescribed minimum search distance will be identified and plotted on a composite site map. Physical Setting Sources USGS Topographic Map(s) will be reviewed to determine site topography and surface drainage patterns of the site and the surrounding area. Current and past structures, roads, well installations, and other improvements will be evaluated, as well as other pertinent physical features such as streams or water bodies. Federal Emergency Management Agency floodplain map(s) will be evaluated to determine if the subject property lies within a known floodplain. The appropriate Soil Survey from the USDA Natural Resource Conservation Service will be reviewed to determine the site's soil conditions and general surface geology of the area. General descriptions will be made of the subsurface hydrogeology based on information from USGS Groundwater Maps or other sources. Historical Use Information Historical Aerial Photographs will be obtained from aerial photography firms having inventory of the subject area. The photographs will be reviewed to evaluate previous land use characteristics for the property and adjacent parcels. The photographs will also be checked for possible oil and gas exploration activities, surficial anomalies associated with waste ponds or dumps,and previous commercial and/or industrial activities. Local City Directories and Sanborn Fire Insurance Maps, if available, will be reviewed for listings of the types of past structures or business operations that may have existed on the property. In addition, Texas Railroad Commission Records will be reviewed to determine if oil and/or gas exploration or production has occurred on the site. This information will be obtained from a Regional Oil and Gas Survey Map prepared by Tobin Berg♦Oliver Associates,Inc. BOA project number 9263 December 10,2013 Research, Inc. Task 2: Interviews and Agency Inquiries Owner/Occupant Inquiry Inquiries will be made of person(s) who may have knowledge of current or historical conditions associated with the subject property. One or more of the following individuals may be contacted for an interview: 1) Current Owner 2) Owner's Representative 3) Occupants or Tenants 4) Adjacent Property Owners/Occupants. Interviews may be conducted in person, by telephone, or by written correspondence in the form of an Owner/Occupant Questionnaire. Local Agencies and/or Officials Inquiries will be made of local agencies or officials that may have records of environmental conditions or incidents related to the subject property or adjacent properties. Such agencies may include the Local Fire Department, Hazardous Materials Response, City/County Health Department, Local Pollution Control Agency, or others deemed appropriate for the property, its location,or specific conditions. Task 3: Additional Records Sources In the event that site-specific conditions or standard information sources indicate a potential environmental condition(s) associated with the property, other selective files or records may be reviewed for additional information regarding such conditions. This information will be obtained at the discretion of Berg•Oliver based on the findings of the investigation. Other typical sources include specific files from the Texas Railroad Commission, the Texas Commission on Environmental Quality,and the Environmental Protection Agency. Task 4: Site Reconnaissance General Site Setting Site reconnaissance will be conducted to physically and visually inspect the property for indications of environmental conditions. Observations will be made of the Current Site Usage, Adjacent Site Usage, Topography and Landscape, Structures, Roads, Improvements and, to the extent practicable, Potable Water Supply, Sewage Disposal System,and other Utility Installations. Interior and Exterior Observations The property and any buildings or structures will be inspected for visual or physical evidence of hazardous substances or petroleum products. Exterior observations include, but are not limited to, pits, ponds, lagoons, stained soil or pavement, pools of liquid, strong odors, stressed vegetation, solid waste, waste water and associated discharge(s), above or below ground storage tanks, drums or containers, unidentified substances, wells, or septic systems. If interior inspection is required, observations will include those listed Berg•Oliver Associates,Inc. BOA project number 9263 December 10,2013 above, if applicable, as well as heating/cooling sources and fuels, stains or corrosion, drains and sumps, storage or treatment areas, and construction materials. Any listed, or non-listed, indicator of hazardous substances or petroleum products will be identified in the findings of the report. TASK V(IF NEEDED) SECTION 404 CLEAN WATER ACT PERMIT PREPARATION AND COORDINATION SCOPE OF WORK Scope of work for the preparation of a Clean Water Act Section 404 Permit and submission to the USACE will follow the criteria set forth in 33 CFR 330 (Nationwide). A conceptual development plan including profiles must be provided by the client or the client's consulting engineer. Berg*Oliver will utilize these plans to create the required permit submittal drawings in the USACE's preferred format. The USACE may request an alternatives analysis and best management practice information that must be provided to Berg♦Oliver from the client or consulting engineer. Berg*Oliver will perform the following under this task: 1. Draft and submit the Nationwide Permit application and support documents to the applicant/client for review prior to submittal to the USACE. (Berg•Oliver must have written approval from the client authorizing Berg•Oliver to submit the permit application to the USACE.) 2. Attend two(2)on-site meetings with USACE,and resource protection agencies. 3. Attend two(2)additional meetings with the USACE in Galveston and/or the TCEQ in Austin. 4. Consult with the client, engineer, and land planner regarding the site development plan and alternatives. 5. Perform the HGM for use of a Wetland Mitigation Bank and prepare a Wetland Mitigation Plan to use such mitigation bank. (If client chooses an off-site permittee responsible Wetland mitigation option, Berg•Oliver will prepare the mitigation plan and design under a separate proposal.) 6. Assist the applicant/client in providing the USACE site specific requested information and/or Revised Site Development Plan, if necessary. Berg•Oliver Associates,Inc. BOA project number 9263 December 10,2013 ATTACHMENT B , 'pG' 04,� _ BERG • OLIVER ASSOCIATES, INC. = 0� 4:0 Environmental Science, Engineering&Land Use Consultants 14701 St. Mary's Lane,Suite 400, Houston, Texas 77079 ® 4�v (281)589-0898 fax: (281)589-0007 Houston 0 Dallas/Fort Worth 0 WDBE/HUB 0 www.bergoliver.com 2013 PERSONNEL RATE SCHEDULE Personnel Hourly Billing Rate Project Director/Principal $180.00 Senior Associate $160.00 Professional Engineer $160.00 Project Manager/Registered Environmental Manager $140.00 Professional Geologist $130.00 Health/Safety Officer/Chemist $130.00 Project Coordinator $120.00 Wetlands Biologist/Ecologist $1 15.00 Soil Scientist/Geologist $115.00 Senior GIS Analyst $110.00 GIS Analyst $100.00 Field Technician $80.00 In-House Technician/Administrator $75.00 CADD Sr.Analyst $95.00 CADD Analyst $75.00 Administrative/Word Processing $65.00 Specialist Subcontractors Cost+ 15% Above rates include all normal expenses of BOA's business, including mailing charges, in-house photocopying, long distance telephone costs, in-house graphic systems,and local area travel,unless otherwise stated in the agreement. Expenses,such as travel beyond fifty (50) miles, outside photocopying, delivery charges, photographic reproduction, and other outside services, are considered reimbursable by the client at rate of cost+15%. Any extraordinary reimbursable expenses, in excess of$250.00 must have authorization from the client. NOTE: The rate schedule is for the current fiscal year, with an effective date of January 1. Hourly rates are adjusted annually as inflation dictates. If this contract spans more than one fiscal year(ending December 31),hourly rates may be adjusted. Regardless of any rate adjustment,the"not to exceed"figures in a contract will not change. Berg*Oliver Associates,Inc. BOA project number 9263 December 10,2013 ATTACHMENT C GENERAL CONDITIONS FOR SERVICES These General Conditions are a part of each agreement between Berg•Oliver Associates, Inc. and its client for the performance of services. Berg*Oliver Associates, Inc. is identified as "BOA". The party for whom the services are performed is identified as "Client", and the written agreement between the parties,including these General Conditions,is called"this Agreement". Article 1:Services by BOA 1.1 Scope of services standard of care. BOA will perform the scope of services expressly described in this Agreement,after it is signed by both parties. The services performed by BOA will be conducted in a manner consistent with the degree of care and skill ordinarily exercised by reputable companies performing the same or similar services in the same locale acting under similar circumstances and conditions. 1.2 Restoration. BOA will exercise reasonable care to minimize damage to the site. However, Client acknowledges that some damage may occur in the normal course of performing the services, even if due care is exercised,and agrees that BOA will not be liable for such damage and will be entitled to additional compensation if it is asked to perform restoration services not expressly included in the scope of services. 1.3 Reports and Investigations. If BOA's performance of the services includes assessment, identification, or testing services, the number of investigations and observations BOA makes, the number of samples it collects, or the number of tests it performs are necessarily limited by budgetary and time constraints, and observations and samples by their specific locational nature may not exactly represent similar samples or observations in the immediate vicinity. BOA does not guarantee that all violations,problems,or sources of possible environmental condition will be identified, that all contaminants or environmental condition will be detected/identified, or that requirements, standards, or conditions will not change over time. Any report issued by BOA will set forth its findings and conclusions based on the limited information available from the observations, investigations, sampling, and/or testing conducted under this Agreement. In preparing its report, BOA may review and interpret information provided by Client,third parties, and regulatory agencies and will be entitled to rely on the accuracy of such information,including laboratory results,without performing an independent verification. BOA may include in its report a Statement of Limitations describing the limitations of its investigations and findings and indicating that the report is for Client's use only and will not be relied upon by any third party,except as expressly agreed in writing by BOA,and then only at such third party's own risk. 1.4 Documents. All reports and documents prepared and deliverable to Client pursuant to this Agreement will become Client's property upon full payment to BOA. BOA may retain file copies of such deliverables. All other reports, notes, calculations, data, drawings, estimates, specifications, and other documents and computerized materials prepared by BOA are instruments of BOA's services and will remain BOA's property. All deliverables provided to Client are for Client's use only for the purposes disclosed to BOA,and Client will not transfer them to others or use them or permit them to be used for any extension of the services or any other project or purpose, without BOA's express written consent. 1.5 Services not included. Unless expressly included in the scope of services,BOA's services will not include the following: (a) the detection, removal, treatment, transportation, disposal, monitoring, or remediation of any contamination of soil or groundwater at the site by petroleum or petroleum products (collectively called "oil") or hazardous, toxic, radioactive, or infectious substances, including any substances regulated under RCRA or any other federal, state, or local environmental laws, regulations, statutes, rules, standards, or ordinances (collectively called "Hazardous Materials"); (b) mechanical compaction of backfill; (c) dewatering before installation or filling tanks with liquid or ballast following installation;(d)pump-out or disposal of product,water,or other contents from existing tanks; (e) installation of anchor systems, foundations, shoring, or other support devices; (f) concrete, blacktop, water, sewer, electricity, or other outside services; (g)the removal of any soil or water; (h)installation of protective fencing or other structure;or(i)construction or monitoring. BOA will be entitled to additional compensation if it is asked to perform or provide such services listed above. BOA will not be responsible for damage to or imperfections in any concrete slabs it installs unless they are protected by Client from traffic for seven days. 1.6 Estimates. Any estimates of probable construction or implementation costs, financial evaluations, feasibility studies,or economic analyses prepared by BOA will represent its best judgement based on its experience and available information. However,Client recognizes that BOA has no control over costs of labor,materials,equipment,or services furnished by others or over market conditions or contractors' methods of determining prices. Accordingly, BOA does not guarantee that proposals,bids,or actual costs will not vary from opinions,evaluations,or studies submitted by BOA. 1.7 Other Contractors. Except to the extent expressly agreed in writing,BOA will not have any duty or authority to direct,supervise,or oversee any contractors of Client or their work or to provide the means,methods,or sequence of their work or to stop their work. BOA's services and/or presence at a site will not relieve others of their responsibility to Berg*Oliver Associates,Inc. BOA project number 9263 December 10,2013 Client or to others. BOA will not be liable for the failure of Client's contractors or others to fulfill their responsibilities, and Client agrees to indemnify,hold harmless,and defend BOA against any claims arising out of such failures. 1.8 Litigation support. BOA will not be obligated to provide expert witness or other litigation support related to its services, unless expressly agreed in writing. In the event BOA is required to respond to a subpoena, government inquiry, or other legal process related to the services in connection with a proceeding to which it is not a party, Client will reimburse BOA for its costs and compensate BOA at its then standard rates for the time it incurs in gathering information and documents and attending depositions,hearings,and the like. 1.9 Warranty. If manufactured products are purchased by BOA and furnished to Client or incorporated into the work, BOA will assign to Client any warranties provided by the manufacturer, to the extent they are assignable, and Client's sole resource will be against the manufacturer. NO FURTHER WARRANTIES OR GUARANTIES, EXPRESS OR IMPLIED, ARE MADE WITH RESPECT TO ANY GOODS OR SERVICES PROVIDED UNDER THIS AGREEMENT, AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE ARE EXPRESSLY DISCLAIMED. Full risk of loss of materials and equipment furnished by BOA will pass to Client upon their delivery to Client's premises, and Client will be responsible for protecting them against theft and damage. However,until BOA is paid in full, it will retain title for security purposes only and the right to repossess the materials and equipment. Article 2:Responsibilities of Client 2.1 Client requirements. Client,to the best of its ability,without cost to BOA,will: (a) Designate to BOA a person to act as Client's representative; (b) Provide or arrange for access and make all provisions for BOA to enter any site where services are to be performed; (c) Furnish BOA with all reasonably available information pertinent to the services; (d) Furnish BOA with a legal description of the site and all available surveys, site plans,and relevant information about site conditions, topography, boundaries, easements, zoning, land use restrictions, and right-of-ways, if available and as needed; (e) Furnish BOA with all approvals, permits, and consents required for performance of the services except for those BOA has expressly agreed in writing to obtain; (f) Notify BOA promptly of all known or suspected Hazardous Materials at the site,of any contamination of the site by Oil or Hazardous Material, and of any OTHER CONDITIONS REQUIRING SPECIAL CARE, and provide BOA with any available documents describing the quantity, nature, location, and extent of such materials,contamination,or conditions; (g) Comply with all laws and provide any notices required to be given to any government authorities in connection with the services,except for such notices BOA has expressly agreed in writing to give; (h) Before commencement of any drilling or excavation at a site,furnish BOA with a complete description(to the best of their ability) of all underground objects and structures at the site, including, but not limited to, wells, tanks, and utilities; and indemnify, hold harmless, and defend BOA against claims arising out of damages to underground objects or structures not properly defined; (i) Provide BOA with information concerning prior owners of the site and any current or historical uses of or activities on the site by Client,prior owners,or others,as needed; (j) Furnish to BOA any known contingency plans related to the site; (k) Furnish to BOA any previous environmental audits and/or assessments related to the site. 2.2 Hazards. Client represents and warrants that it does not have any knowledge of Hazardous Materials or Oil, or unusually hazardous conditions at the site or of contamination of the site by Oil or Hazardous Materials except as expressly disclosed to BOA in writing. 2.3 Confidentiality. Client acknowledges that the technical and pricing information contained in this Agreement is confidential and proprietary to BOA and agrees not to disclose it or otherwise make it available to others without BOA's express written consent. 2.4 Health and safety. Client acknowledges that it is now and will at all times remain in control of the project site. Except as expressly provided herein,BOA will not be responsible for the adequacy of the health or safety programs or precautions related to Client's activities or operations, Client's other contractors, the work of any other person or entity,or Client's site conditions. BOA will not be responsible for inspecting,observing,reporting,or correcting health or safety conditions or deficiencies of Client or others at Client's site. So as not to discourage BOA from voluntarily addressing health or safety issues while at Client's site, in the event BOA does address such issues by making observations, reports, suggestions, or otherwise, BOA will nevertheless have no liability or responsibility arising on account thereof. Client agrees to indemnify, hold harmless, and defend BOA to the fullest extent permitted by law Berg+Oliver Associates,Inc. BOA project number 9263 December 10,2013 against any and all claims arising out of such programs,activities,conditions,or deficiencies unless BOA is responsible for gross negligence with regard to its work. Article 3:Changes;Delays;Excused Performance 3.1 Changes. Unless this Agreement expressly provides otherwise, BOA's proposed compensation represents its best estimate of the costs, effort, and time it expects to expend in performing the services based on its reasonable assumption of the conditions and circumstances under which the services will be performed including,but not limited to, those stated in Section 3.2. As the services are performed, conditions may change or circumstances outside BOA's reasonable control (including changes of law or regulatory policy) may develop that would require BOA to expend additional costs, effort, or time to complete the services, in which case BOA will notify Client, and an equitable adjustment will be made to BOA's compensation. In the event conditions or circumstances require the services to be suspended or terminated,BOA will be compensated for services previously performed and for costs reasonably incurred in connection with the suspension or termination. 3.2 Assumptions. Unless specified in writing, BOA's compensation is based on the assumption that: (a)there is no impact spoil or excavation of natural resources on or adjacent to the site that has not been disclosed to BOA by the client; (b)there is no contamination of soil or groundwater at the site by Oil or Hazardous Materials that has not been disclosed to BOA by Client, (c) BOA will not encounter any underground structures, utilities, boulders, rock, water, running sand, or other unanticipated conditions in the course of drilling or excavation; (d) tank installations will not require dewatering by BOA; and (e) if BOA's scope of services includes services related to petroleum facilities or storage tanks,groundwater will not cause tanks to float or require the use of Ballast. BOA will be compensated for any additional efforts expended or costs incurred in addressing such conditions. 3.3 Force majeure. BOA will not be responsible for any delay or failure of performance caused by fire or other casualty, labor dispute, government or military action, transportation delay, inclement weather, Act of God, act or omission of Client or its contractors, failure of Client or any government authority to timely review or to approve the services or to grant permits or approvals, or any other cause beyond BOA's reasonable control. In the event of such delay or failure,the time for performance will be extended by a period equal to the time lost plus a reasonable recovery period, and the compensation will be equitably adjusted to compensate for any additional costs BOA incurs due to any such delay. 3.4 Disputes. If any claim or dispute arises out of this Agreement or its performance, the parties agree to endeavor in good faith to resolve it equitably through negotiation or, if that fails, through nonbinding mediation under the rules of the American Arbitration Association, before having recourse to the courts. However, prior to or during negotiation or mediation, either party may initiate litigation that would otherwise become barred by a statute of limitation, and BOA may pursue any property liens or other rights it may have to obtain security for the payment of its invoice. Article 4:Compensation 4.1 Rates. Unless otherwise agreed in writing,BOA will be compensated for its services at its standard rates and will be reimbursed for costs and expenses (plus reasonable profit and overhead) incurred in its performance of the services. 4.2 Invoices. BOA may invoice Client on a monthly or other progress billing basis. Invoices are due and payable upon receipt by Client. On amounts not paid within 30 days of invoice date,Client will pay interest from invoice date until payment is received at the lesser of 1.5%per month or the maximum rate allowed by law. If Client disagrees with any portion of an invoice, it will notify BOA in writing of the amount in dispute and the reason for its disagreement within 21 days of receipt of the invoice,and will pay the portion not in dispute. 4.3 Suspension,etc. BOA may suspend or terminate the services at any time if payment is not received when due and will be entitled to compensation for the services previously performed and for costs reasonably incurred in connection with the suspension or termination. 4.4 Collection. Client will reimburse BOA for BOA's costs and expenses (including reasonable attorneys' and witnesses'fees)incurred for collection under this Agreement. 4.5 Taxes, etc. Except to the extent expressly agreed in writing, BOA's fees do not include any taxes, excises, fees,duties,or other government charges related to the goods or services provided under this Agreement,and Client will pay such amounts or reimburse BOA for any amounts it pays. If Client claims that any goods or services are subject to a tax exemption or direct payment permit,it will provide BOA with a valid exemption or permit certificate and indemnify, defend,and hold BOA harmless from any taxes,costs,and penalties arising out of the use or acceptance of same. Berg•Oliver Associates,Inc. BOA project number 9263 December 10,2013 Article 5: Insurance and Allocation of Risk 5.1 Insurance. During the performance of the services,BOA will maintain the following insurance: Workers'Compensation Statutory limits Employers'Liability $1,000,000 each accident Commercial General $1,000,000 per occurrence&aggregate Automobile Liability $1,000,000 per occurrence&aggregate Professional Liability $1,000,000 per claim&aggregate Insurance certificates will be furnished upon request. 5.2 Client indemnification. For separate consideration of$10 and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, Client agrees to indemnify, hold harmless, and defend BOA from and against any and all liabilities, demands, claims, fines,penalties,damages, forfeitures,and suits,together with reasonable attorneys' and witness' fees and other cost and expenses of defense and settlement, which BOA may incur, become responsible for, or pay out as a result of death or bodily injury or threat thereof to any person, destruction,or damage to any property, contamination of or adverse effect on natural resources or the environment, any violation of local, state or federal laws, regulations or orders,or any damages claimed by third parties(collectively, "Damages")to the extent arising in whole or in part out of Client's violation of law or breach of this Agreement or out of the negligence or willful misconduct of Client,its other contractors,agents,suppliers,or employees. 5.3 BOA indemnification. For separate consideration of$10 and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, and subject to the limitations set forth in paragraph 5.4,BOA agrees to indemnify, hold harmless, and defend Client from and against any and all liabilities, demands, claims, fines, penalties, damages, forfeitures and suits, together with reasonable attorneys' and witness' fees and other costs and expenses of defense and settlement, which Client may incur, become responsible for or pay out as a result of death or bodily injury or threat thereof to any person,destruction or damage to any property,contamination of or adverse effect on natural resources or the environment, any violation of local, state or federal laws, regulations or orders, or any damages claimed by third parties (collectively, "Damages") to the extent arising in whole or in part out of BOA's violation of law or breach of this Agreement or out of the negligence or willful misconduct of BOA, its other contractors,agents,suppliers,or employees. 5.4 Limitation of liability. BOA's aggregate liability for any and all claims arising out of this Agreement or out of any goods or services furnished under this Agreement, whether based in contract, negligence, strict liability, agency, warranty,tort,trespass,or any other theory of liability,will be limited to$10,000 or the total compensation received by BOA from Client under this Agreement, whichever is the lesser. In no event will BOA be liable for special, indirect, incidental, or consequential damages, including commercial loss, loss of use, or lost profits, however caused, even if BOA has been advised of the possibility of such damages. Any claim will be deemed waived unless made by Client in writing and received by BOA within one year after completion of the services with respect to which the claim is made. 5.5 Employee injury. Client agrees not to impede or to bring an action against BOA based on any claim or personal injury or death occurring in the course or scope of the injured or deceased person's employment with BOA and related to the services performed under this Agreement. 5.6 Defense. Any defense of BOA required to be provided by Client under this Agreement will be with counsel selected by BOA and reasonably acceptable to Client. Article 6:Hazardous Materials Provisions 6.1 Hazardous Materials. Except to the extent expressly agreed in writing, BOA's services do not include directly or indirectly performing or arranging for the detection, monitoring, handling, storage, removal,transportation, disposal, or treatment of petroleum or petroleum products (collectively called "Oil") or of any hazardous, toxic, radioactive, or infectious substances, including any substances regulated under RCRA or any other federal or state environmental laws (collectively called "Hazardous Materials"). The discovery or reasonable suspicion of Hazardous Materials or hazardous conditions at a site where BOA is to perform services or of contamination of the site by Oil or Hazardous Materials not previously disclosed to BOA in writing will entitle BOA to suspend its services immediately, subject to mutual agreement of terms and conditions applicable to any further services,or to terminate its services and to be paid for services previously performed. In no event will BOA be required or construed to take title, ownership,or responsibility for such Oil or Hazardous Materials. 6.2 Manifests. In the event that the scope of services includes the remediation of any Oil or Hazardous Materials, before BOA removes from a site any Oil or Hazardous Materials, Client will sign any required waste manifests in conformance with all DOT and other government regulations, listing Client as the generator of the waste. If someone other than Client is the generator of the waste, Client will arrange for such other person to sign such manifests. BOA Berg•Oliver Associates,Inc. BOA project number 9263 December 10,2013 will not directly or indirectly assume title to or own or be deemed to possess any materials handled or removed form any site, including Oil or Hazardous Materials. Nothing in this Agreement will be construed to make BOA a"generator"as defined in RCRA or any similar laws governing the treatment,storage,or disposal of waste. Except to the extent BOA's responsibilities expressly include identification of the waste, Client will provide waste material profiles, which accurately characterize the waste. If the services include transportation of Hazardous Materials or Oil, BOA may evaluate and recommend possible disposal sites for Client's use. However, under RCRA and CERCLA,the client, as generator, has ultimate responsibility for selection of the disposal site. Client acknowledges and agrees that it will evaluate and select the proper disposal site and be solely responsible therefore. 6.3 Hazardous Materials indemnification. Client acknowledges that BOA does not have any responsibility for preexisting Oil and Hazardous Materials at the site, any resultant contamination there from, or, except as expressly agreed in writing, for previous detection, monitoring, handling, storage, transportation, disposal, or treatment, that BOA's compensation is not commensurate with the unusually high risks associated with such materials, and that insurance is not reasonably available to protect against such risks. Therefore, for separate consideration of$10 and other good and valuable consideration,the receipt and adequacy of which are hereby acknowledged, and in addition to the indemnification provided in Section 5.2, Client agrees to indemnify, hold harmless, and defend BOA against all damages arising out of or related to Oil or Hazardous Materials located at or removed from the site, including damages such as the cost of response or remediation arising out of application of common law or statues such as CERCLA or other"Superfund"laws imposing strict liability. Article 7:Miscellaneous Provisions 7.1 Confidential information. Although BOA generally will not disclose without Client's consent information provided by Client or developed by BOA in the course of its services and designated by Client as confidential(but not including information which is publicly available, is already in BOA's possession,or obtained form third parties),BOA will not be liable for disclosing such information if it in good faith believes such disclosure is required by law or is necessary to protect the safety, health, property, or welfare of human beings. BOA will advise Client (in advance, except in emergency)of any such disclosure. 7.2 Notices. Notices between the parties will be in writing and will be hand delivered or sent by certified mail or acknowledged telefax properly addressed to the appropriate party. 7.3 Assignment, etc. Neither the Client nor BOA will assign or transfer any rights or obligations under this Agreement,except that BOA may assign this Agreement to its affiliates and may use subcontractors in the performance of its services. Nothing contained in this Agreement will be construed to give any rights or benefits to anyone other that the Client and BOA,without the express written consent of both parties. The relationship between Client and BOA is that of independent contracting parties,and nothing in this agreement or the parties'conduct will be construed to create a relationship of agency,partnership,or joint venture. 7.4 Governing law and Headings. This Agreement will be governed by and construed in accordance with the laws of the State of Texas.The headings in this Agreement are for convenience only and are not a part of the agreement between the parties. 7.5 Entire agreement. This Agreement supersedes all prior agreements and, together with any work release document issued under this Agreement and signed by both parties,constitutes the entire agreement between the parties. Any amendments to this Agreement will be in writing and signed by both parties. In no event will the printed terms on any purchase order, work order, or other document provided by Client modify or amend this Agreement, even if it is signed by BOA, unless BOA signs a written statement expressly indicating that such terms supersede the terms of this Agreement. In the event of an inconsistency between these General Conditions and any other writings,which comprise this Agreement,the other writings will take precedence. 7.6 Survival. All obligations arising prior to this Agreement and all provisions of this Agreement allocating responsibility or liability between the parties will survive the completion of the services and the termination of this Agreement. Berg*Oliver Associates,Inc. BOA project number 9263 December 10,2013