1k. Approve Professional Services Agreement with WSB & Associates, Inc., PW009Z
CITY OF
CHANHASSEN
7700 Market Boulevard
PO Box 147
Chanhassen, MN 55317
Administration
Phone: 952.227.1100
Fax: 952.227.1110
Building Inspections
Phone: 952.227.1180
Fax: 952.227.1190
Engineering
Phone: 952.227.1160
Fax: 952.227.1170
Finance
Phone: 952.227.1140
Fax: 952.227.1110
Park & Recreation
Phone: 952.227.1120
Fax: 952.227.1110
Recreation Center
2310 Coulter Boulevard
Phone: 952.227.1400
Fax: 952.227.1404
Planning &
Natural Resources
Phone: 952.227.1130
Fax: 952.227.1110
Public Works
1591 Park Road
Phone: 952.227.1300
Fax: 952.227.1310
Senior Center
Phone: 952.227.1125
Fax: 952.227.1110
Web Site
www.ci.chanhassen.mn.us
MEMORANDUM
TO:
FROM:
DATE:'
SUBJ:
DISCUSSION
ik
~
Todd Gerhardt, City Manager
Paul Oehme, Director of Public Works/City Engineer ~ 0
0~'
May 14,2007
Approve Professional Services Agreement with WSB &
Associates, Inc. - PW009Z
Staff is recommending approval of the professional service contract with WSB &
Associates. Since WSB & Associates is working on Lift Station No.3 it is
advisable to have a "master" service agreement with this firm. The agreement is
standard for professional services who work for the City. The agreement, in
general, covers insurance, indemnification, fees, and other basic service
requirements.
The city attorney has reviewed the agreement and finds it acceptable.
The City 01 Chanhassen · A growing communitv with clean \Iakes(joualf'tv sr.hoolst a charmioo dowotowQ, thrivino businesses, winding trails, and beautiful parks. A great place to live, work, and play.
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AGREEMENT
FOR
PROFESSIONAL ENGINEERING SERVICES
THIS IS AN AGREEMENT made between the CITY OF CHANHASSEN, a
Minnesota municipal corporation in the Counties of Carver and Hennepin, State of
Minnesota, hereinafter called the "OWNER", and WSB & ASSOCIATES, INC., a
Minnesota corporation, hereinafter called the "ENGINEER". OWNER intends to secure
professional engineering services, subject to and according to the terms of this
Agreement.
OWNER intends to secure professional consulting engineering, architectural,
and/or land survey services on an ongoing basis for multiple projects, subject to and
according to the terms of this agreement. OWNER shall issue a project specific
supplemental agreement or work order for each project, which may, by mutual agreement
between OWNER and ENGINEER, alter the terms of this agreement for a specific
project.
SECTION l.BASIC SERVICES OF ENGINEER
1.1. GENERAL
1.1.1. ENGINEER shall provide for OWNER professional engineering services in
all phases of the Project to which this Agreement applies as hereinafter provided. These
services will include serving as OWNER'S professional engineering representative for
the Project, providing engineering consultation and advice and furnishing customary
general municipal engineering, land surveying, wetlands and drainage, and traffic and
transportation engineering and other customary engineering services and architectural
services thereto. ENGINEER is an independent provider of professional engineering
and/or land surveying services, responsible for means and methods used in performing
ENGINEER'S services pursuant to this Agreement.
1.2. STUDY AND REPORT PHASE
After written authorization to proceed, ENGINEER shall, if requested by OWNER in
supplemental agreement:
1.2.1. Consult with OWNER to clarify and defme OWNER'S requirements for the
Project, review available data and attend necessary meetings and be available for general
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consultation. A Service Planner will be prepared for each project to clarify roles and
responsibilities of the OWNER and the ENGINEER.
1.2.2. Advise OWNER as to the necessity of OWNER'S providing or obtaining
from others data or services of the types described in paragraph 3.3, and assist OWNER
in obtaining such data and services.
1.2.3. Identify and analyze requirements of governmental authorities having
jurisdiction to approve the design of the Project and participate in consultations with such
authorities.
1.2.4. Provide analyses of OWNER'S needs, planning surveys, site evaluations
and comparative studies of prospective sites and solutions.
1.2.5. Provide a general economic analysis of OWNER'S requirements applicable
to various alternatives.
1.2.6. The ENGINEER shall conduct and prepare preliminary studies, layouts,
sketches, preliminary field work, preliminary cost estimates, estimates of assessment
rates, and shall assist the OWNER in obtaining required subsurface investigations as
required for the preparation of the Feasibility Reports. The Feasibility Reports shall
conform to the format presented in Appendix "A" of this Agreement. The report shall
contain schematic layouts, sketches and conceptual design criteria with appropriate
exhibits to indicate clearly the considerations involved (including applicable
requirements of governmental authorities having jurisdiction as aforesaid) and the
alternative solutions available to OWNER and setting forth ENGINEER'S fmdings and
recommendations. This Report will be accompanied by ENGINEER'S opinion of
probable costs for the Project, including the following which will be separately itemized:
construction cost and indirect cost consisting of engineering costs and contingencies, and
(on the basis of information furnished by OWNER) allowances for such other items as
charges of all other professionals and consultants, for the cost of land and rights-of-way,
for compensation for or damages to properties, for interest and fmancing charges and for
other services to be provided by others for OWNER pursuant to paragraphs 3.7 through
3.11, inclusive. The total of all construction and indirect costs are hereinafter called
"Total Project Costs".
1.2.7. Furnish fifteen (15) copies of the Study and Report documents and review
them in person with OWNER unless otherwise specified in the Supplemental Letter
Agreement for the proj ect.
1.2.8. The ENGINEER shall assist with presenting the Feasibility Reports to the
proper reviewing agencies and to the City Council. The ENGINEER shall appear at the
public hearing to present the information.
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1.3. PRELIMINARY DESIGN PHASE
After written authorization to proceed with the Preliminary Design Phase, ENGINEER
shall, if requested by OWNER in supplemental agreement:
1.3.1. In consultation with OWNER and on the basis of the accepted Study and
Report documents, determine the general scope, extent and character of the Project;
attend necessary meetings and be available for general consultation.
1.3 .2. Prepare Preliminary Design documents consisting of final design criteria,
preliminary drawings, outline specifications and written descriptions of the Project.
1.3.3. Advise OWNER if additional data or services of the types described in
paragraph 3.4 are necessary and assist OWNER in obtaining such data and services.
1.3.4. Based on the information contained in the Preliminary Design documents,
submit a revised opinion of probable Total Project Costs.
1.3.5. Furnish preliminary legal descriptions and exhibits for all permanent and
temporary easements anticipated to construct the Project.
1.3.6. Furnish three (3) copies of the above Preliminary Report documents and
present and review them in person with OWNER.
1.4. FINAL DESIGN PHASE
After authorization to proceed with the Final Design Phase, ENGINEER shall, if
requested by OWNER in supplemental agreement:
1.4.1. On the basis of the accepted Preliminary Report documents and the revised
opinion of probable Total Project Costs prepare for incorporation in the Bidding
Documents fmal drawings to show the general scope, extent and character of the work to
be furnished and penormed by Contractor( s) (hereinafter called "Plans ") and
Specifications.
1.4.2. Provide technical criteria, written descriptions and design data for use in
filing applications for permits with or obtaining approvals of such governmental
authorities as have jurisdiction to approve the design of the Project, and assist OWNER
in consultations with appropriate authorities. The ENGINEER shall submit all
applications and easement descriptions to the appropriate agencies and submit copies to
the OWNER.
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1.4.3. Provide legal descriptions and exhibits for all easements, property surveys
or related engineering services needed for the transfer of interests in real property and
field surveys for design purposes and engineering surveys and staking to enable
Contractor(s) to proceed with their work.
1.4.4. Advise OWNER of any adjustments to the latest opinion of probable Total
Project Costs caused by changes in general scope, extent or character or design
requirements of the Project or Construction Costs. Furnish to OWNER a revised opinion
of probable Total Project Costs based on the Plans and Specifications.
1.4.5. Prepare for review and approval by OWNER, its legal counsel and other
advisors contract agreement forms, general conditions and supplementary conditions, and
(where appropriate) bid forms, invitations to bid and instructions to bidders, and assist in
the preparation of other related documents.
1.4.6. Attend necessary meetings and be available for general consultation.
1.4.7. Furnish three (3) copies of the above documents and of the Plans and
Specifications and present and review them in person with OWNER.
1.4.8. The ENGINEER shall furnish one copy of all design calculations as
requested by OWNER.
1.5. BIDDING OR NEGOTIATING PHASE
1.5.1. The ENGINEER shall prepare and forward the Advertisement for Bids to
the designated publications, official newspaper and the OWNER. The ENGINEER shall
supply up to thirty (30) sets of full size final Plans and Specifications for use in obtaining
bids and submitting for general review unless otherwise specified in the Supplemental
Letter Agreement for the project. The ENGINEER shall maintain a record of prospective
bidders to whom Bidding Documents have been issued, attend pre-bid meetings and
receive and process deposits for Bidding Documents.
1.5.2. Issue addenda as appropriate to interpret, clarify or expand the Bidding
Documents.
1.5.3. Consult with and advise OWNER as to the acceptability of subcontractors,
suppliers, and other persons and organizations proposed by the primecontractor(s)
(herein called "Contractor(s)") for the portions of the work where acceptability is
required by the Bidding Documents.
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1.5.4. Consult with and advise OWNER concerning and determining the
acceptability of substitute materials and equipment proposed by Contractor( s) when
substitution prior to the award of contracts is allowed by the Bidding Documents.
1.5.5. Attend the bid opening, prepare bid tabulation sheets and assist OWNER in
evaluating bids or proposals and in assembling and awarding contracts for construction,
materials, equipment and services.
1.6. CONSTRUCTION PHASE
During the Construction Phase:
1.6.1. General Administration of Construction Contract. ENGINEER shall
consult with and advise OWNER and act as OWNER'S representative. All of OWNER'S
instructions to Contractor(s) will be issued through ENGINEER who will have authority
to act on behalf of Owner to the extent provided in the General Conditions except as
otherwise provided in writing. The General Conditions shall not be modified without the
written agreement of the OWNER.
1.6.2. Visits to Site and Observation of Construction. In connection with
observations of the work of Contractor(s) while it is in progress:
1.6.2.1.
1.6.2.2.
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ENGINEER shall make visits to the site at intervals appropriate to
the various stages of construction as ENGINEER and OWNER
deems necessary in order to observe as an experienced and qualified
design professional the progress and quality of the various aspects of
Contractor(s) work. In addition, if requested by OWNER,
ENGINEER shall provide the services of a Resident Project
Representative (and assistants as agreed) at the site to assist
ENGINEER and to provide more continuous observation of such
work. Based on information obtained during such visits and on such
observations, ENGINEER shall endeavor to determine in general if
the work is proceeding in accordance with the Contract Documents
and ENGINEER shall keep OWNER informed of the progress of the
work.
The Resident Proj ect Representative (and any assistants) will be
ENGINEER'S agent or employee and under ENGINEER'S
supervision. The duties and responsibilities of the Resident Project
Representative (and assistants) are set forth in Appendix B "Duties,
Responsibilities and Limitations of Authority of the Project
Representative" .
5
1.6.2.3 .
1.6.2.4.
The purpose of the ENGINEER'S visits to and representation by the
Resident Project Representative (and assistants, if any) at the site
will be to enable ENGINEER to better carry out the duties and
responsibilities assigned to and undertaken by ENGINEER during
the Construction Phase, and, in addition, by exercise of
ENGINEER'S efforts as an experienced and qualified design
professional, to provide for OWNER a greater degree of confidence
that the completed work of Contractor(s) will conform to the
Contract Documents and that the integrity of the design concept as
reflected in the Contract Documents has been implemented and
preserved by Contractor(s). On the other hand, ENGINEER shall
not, during such visits or as a result of such observations of
Contractor(s)' work in progress, supervise, direct, or have control
over Contractor(s)' work, nor shall ENGINEER have control or
charge of and shall not be responsible for the Contractor(s)' means,
methods, techniques, sequences, or procedures of construction
selected by Contractor(s), for safety precautions and programs
incident to the work of Contractor(s) or for any failure of
Contractor(s) to comply with laws, rules, regulations, ordinances,
codes, or orders applicable to Contractor(s) furnishing and
performing their work. Accordingly, ENGINEER can neither
guarantee the performance of the construction contracts by
Contractor(s) nor assume responsibility for Contractor(s)' failure to
furnish and perform their work in accordance with the Contract
Documents.
If ENGINEER observes or otherwise becomes aware of defects or
deficiencies in the work, or nonconformance to the Contract
Documents, ENGINEER shall promptly give written notice thereof
to OWNER.
1.6.3. Defective Work. During such visits and on the basis of such observation,
ENGINEER may disapprove of or reject Contractor(s) work while it is in progress if
ENGINEER believes that such work will not produce a completed Project that conforms
generally to the Contract Documents or that it will prejudice the integrity of the design
concept of the Project as reflected in the Contract Documents.
1.6.4. Interpretations and Clarifications. ENGINEER shall issue necessary
interpretations and clarifications of the Contract Documents and in connection therewith
prepare work directive changes and change orders as required for OWNER'S approval.
1.6.5. Shop Drawings. ENGINEER shall review and approve (or take other
appropriate action in respect of) Shop Drawings, samples and other data which
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Contractor(s) are required to submit, but only for conformance with the design concept of
the Project and compliance with the information given in the Contract Documents. Such
reviews and approvals or other action shall not extend to means, methods, techniques,
sequences or procedures of construction or to safety precautions and programs incident
thereto.
1.6.6. Substitutes. ENGINEER shall evaluate and determine the acceptability of
substitute materials and equipment proposed by Contractor(s), but subject to the
provision of paragraph 2.2.2.
1.6.7. Inspections and Tests. ENGINEER shall have authority, as OWNER'S
representative, to require special inspection or testing of the work, and shall receive and
review all certificates of inspections, testings and approvals required by laws, rules,
regulations, ordinances, codes, orders or the Contract Documents (but only to determine
generally that their content complies with the requirements of, and the results certified
indicate compliance with, the Contract Documents). ENGINEER shall be entitled to rely
on the results of such tests.
1.6.8. ENGINEER shall respond to all written claims submitted by Contractor in
a timely fashion. ENGINEER shall not be liable for the results of any such interpretations
or decisions rendered in good faith.
1.6.9. Applications for Payment. Based on ENGINEER'S on-site observations as
an experienced and qualified design professional, on information provided by the
Resident Project Representative and on review of applications for payment and the
accompanying data and schedules:
1.6.9.1.
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ENGINEER shall determine the amounts owing to Contractor(s) and
recommend in writing payments to Contractor(s) in such amounts.
Such recommendations of payment will constitute a representation
to OWNER, based on such observations and review, that the work
has progressed to the point indicated, and that, to the best of
ENGINEER'S knowledge, information and belief, the quality of
such work is generally in accordance with the Contract Documents
(subject to an evaluation of such work as a functioning whole prior
to or upon Substantial Completion, to the results of any subsequent
tests called for in the Contract Documents and to any other
qualifications stated in the recommendation). In the case of unit
price work, ENGINEER'S recommendations of payment will include
final determinations of quantities and classifications of such work
(subject to any subsequent adjustments allowed by the Contract
Documents ).
7
1.6.9.2.
By recommending any payment ENGINEER will not thereby be
deemed to have represented that exhaustive, continuous or detailed
reviews or examinations have been made by ENGINEER to check
the quality or quantity of Contractor(s)' work as it is furnished and
performed beyond the responsibilities specifically assigned to
ENGINEER in this Agreement and the Contract Documents.
ENGINEER'S review of Contractor(s)' work for the purposes of
recommending payment will not impose on ENGINEER
responsibility to supervise, direct or control such work or for the
means, methods, techniques, sequences or procedures of
construction or safety precautions or programs incident thereto or
Contractor(s)' compliance with laws, rules, regulations, ordinances,
codes or orders applicable to their furnishing and performing the
work. It will also not impose on ENGINEER responsibility to make
any examination to ascertain how or for what purposes any
Contractor has used the money paid on account of the Contract
Price, or to determine that title to any of the work, materials or
equipment has passed to OWNER free and clear of any lien, claims,
security interests or encumbrances, or that there may not be other
matters at issue between OWNER and Contractor that might affect
the amount that should be paid.
1.6.10. Contractor(s)' Completion Documents. ENGINEER shall receive and
review maintenance and operating instructions, schedules, guarantees, bonds and
certificates of insurance, tests and approvals which are to be assembled by Contractor(s)
in accordance with the Contract Documents (but such review will only be to determine
that their content complies with the requirements of, and in the case of certificates on
inspection, tests and approvals the results certified indicate compliance with, the Contract
Documents); and shall transmit them to OWNER with written comments.
1.6.11. Inspections. ENGINEER shall conduct an inspection to determine if the
work is substantially complete and a final inspection to determine if the completed work
is acceptable so that ENGINEER may recommend, in writing, final payment to
Contractor(s) and any give written notice to OWNER and the Contractor(s) that the work
is acceptable (subject to any conditions therein expressed), but any such recommendation
and notice will be subject to the limitations expressed in paragraph 1.6.9.2.
1.6.12. Limitation of Responsibilities. ENGINEER shall not be responsible for
the acts or omissions of any Contractor, or of any subcontractor or supplier, or any of the
Contractor(s)' or subcontractors' or suppliers' agents or employees of any other persons
(except ENGINEER'S own employees and agents) at the site or otherwise furnishing or
perfonning any of the Contractor(s)' work; however, nothing contained in paragraphs
1.6.1 through 1.6.11 inclusive, shall be construed to release ENGINEER from liability for
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failure to properly perform duties and responsibilities assumed by ENGINEER in the
Contract Documents.
1.7. OPERATIONAL PHASE
During Operational Phase, ENGINEER shall, when requested by OWNER:
1.7.1. Provide assistance in the closing of any financial or related transaction for
the Project.
1.7.2. Provide assistance in connection with the refining and adjusting of any
equipment or system.
1.7.3. Assist OWNER in training OWNER'S staff to operate and maintain the
Project. Extensive training shall be mutually agreed upon within the Supplemental
Agreement as Additional Services as defined in Section 2 of this agreement.
1.7.4. Assist OWNER in developing systems and procedures for control of the
operation and maintenance of and record keeping for the Project.
1.7.5. Within ninety (90) days after completion of a Project, prepare a set of
reproducible record prints of Drawings showing those changes made during the
construction process, based on the marked-up prints, drawings and other data furnished
by Contractor(s) to ENGINEER and which ENGINEER considered significant.
ENGINEER will not be responsible for any errors or omissions in the information
provided by Contractor that is incorporated in the record drawings and record documents.
Final payment will be made only after record drawings are received by the OWNER.
1.7.6. In company with OWNER, visit the Project to observe any apparent defects
in the completed construction, assist OWNER in consultations and discussions with
Contractor(s) concerning correction of such deficiencies, and make recommendations as
to replacement or correction of defective work.
1.7.7. Assist OWNER in preparation of assessment roll for City improvement
projects, and attend assessment hearings.
SECTION 2.ADDITIONAL SERVICES OF ENGINEER
2.1. SERVICES REQUIRING AUTHORIZATION IN ADVANCE
If authorized in writing by OWNER, ENGINEER shall furnish or obtain from others
Additional Services of the types listed in paragraphs 2.1.1 through 2.1.14, inclusive.
These services are not included as part of Basic Services except to the extent provided
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otherwise by attached Supplemental Agreement or Work Order and will be paid for by
OWNER as indicated in Section 5.
2.1.1. Preparation of applications and supporting documents (in addition to those
furnished under Basic Services) for private or governmental grants, loans or advances in
connection with the Project; preparation or review of environmental assessments and
impact statements; review and evaluation of the effect on the design requirements of the
Project of any such statements and documents prepared by others; and assistance in
obtaining approvals of authorities having jurisdiction over the anticipated environmental
impact of the Project.
2.1.2. Review of developer's plats, concept plans and assistance to developer in
preparing a plat; contract administration and construction observation of developer
installed improvements; review and fmalization of developer's construction record
drawings, and work performed in acquisition of easements.
2.1.3. Field Services to make measured drawings of or to investigate existing
conditions or facilities, or to verify the accuracy of drawings or other information
furnished to OWNER by others.
2.1.4. Services resulting from significant changes in the general scope, extent or
character of the Project or its design including, but not limited to, changes in size,
complexity, OWNER'S schedule, character of construction or method of fmancing; and
revising previously accepted studies, reports, design documents or Contract Documents
when such revisions are required by changes in laws, rules, regulations, ordinances, codes
or orders enacted subsequent to the preparation of such studies, reports or documents, or
are due to any other causes beyond ENGINEER'S control.
2.1.5. Providing renderings or models for OWNER'S use.
2.1.6. Preparing documents for alternate bids requested by OWNER for
Contractor(s)' work which is not executed or documents for out-of-sequence work.
2.1.7. Investigations and studies involving, but not limited to, detailed
consideration of operations, maintenance and overhead expenses; providing value
engineering during the course of design; the preparation of feasibility studies, cash flow
and economic evaluations, rate schedules and appraisals; assistance in obtaining
fmancing for the Project; evaluating processes available for licensing; assisting OWNER
in obtaining process licensing; detailed quantity surveys of material, equipment and
labor; and audits or inventories required in connection with construction performed by
OWNER.
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2.1.8. Furnishing services of independent professional associates and consultants
for other than Basic Services (which include, but are not limited to, customary civil,
structural, mechanical and electrical engineering and customary architectural design
incidental thereto); and providing data or services of the types described in paragraph 3.4
when OWNER employs ENGINEER to provide such data or services in lieu of
furnishing the same in accordance with paragraph 3.4.
2.1.9. Services during out-of-town travel required of ENGINEER other than visits
to the site or OWNER'S office as required by Section I.
2.1.10. Assistance in connection with bid protests, rebidding or renegotiating
contracts for construction, materials, equipment or services, except when such assistance
is required to complete services called for in paragraph 6.2.2.5.
2.1.11. Preparation of operating, maintenance and staffmg manuals to supplement
Basic Services under paragraph 1.7.3.
2.1.12. Preparing to serve or serving as a consultant or witness for OWNER in
any litigation, arbitration or other legal or administrative proceeding involving the Project
unless the ENGINEER is a defendant (except for assistance in consultations which is
included as part of Basic Services under paragraphs 1.2.3 and 1.4.2).
2.1.13. Additional services in connection with the Project, including services
which are to be furnished by OWNER in accordance with Article 3, and services not
otherwise provided for in this Agreement.
2.2. REQUIRED ADDITIONAL SERVICES
When required by the Contract Documents in circumstances beyond ENGINEER'S
control, ENGINEER shall furnish or obtain from others, as circumstances require during
construction and without waiting for specific authorization from OWNER, Additional
Services of the types listed in paragraphs 2.2.1 through 2.2.6, inclusive. These services
are not included as part of Basic Services except to the extent provided otherwise by
attached Supplemental Agreement or Work Order. ENGINEER shall advise OWNER
promptly after starting any such additional services which will be paid for by OWNER as
indicated in Section 5.
2.2.1. Services in connection with work directive changes and change orders to
reflect changes requested by OWNER if the resulting change in compensation for Basic
Services is not commensurate with the additional services rendered.
2.2.2. Services in making revisions to Plans and Specifications occasioned by the
acceptance of substitutions proposed by Contractor(s); and services after the award to
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each contract in evaluating and determining the acceptability of an unreasonable or
excessive number of substitutions proposed by Contractor.
2.2.3. Services resulting from significant delays, changes or price increases
occurring as a direct or indirect result of material, equipment or energy shortages.
2.2.4. Additional or extended services during construction made necessary by (1)
work damaged by fIre or other cause during construction, (2) a significant amount of
defective or neglected work of any Contractor, (3) acceleration of the progress schedule
involving services beyond normal working hours, and (4) default by any Contractor.
2.2.5. Services (other than Basic Services during the Operational Phase) in
connection with any partial use of any part of the Proj ect by OWNER prior to Substantial
Completion.
2.2.6. Evaluating an unreasonable or extensive number of claims submitted by
Contractor(s) or others in connection with the work.
SECTION 3.0WNER'S RESPONSIBILITIES
OWNER shall do the following in a timely manner so as not to delay the services of
ENGINEER:
3.1. Designate in writing a person to act as OWNER'S representative with respect to
the services to be rendered under this Agreement, such person shall have complete
authority to transmit instructions, receive information, interpret and define OWNER'S
policies and decisions with respect to ENGINEER'S services for the Project.
3.2. Provide criteria and information as to OWNER'S requirements for the Project,
including design objectives and constraints, space, capacity and performance
requirements, flexibility and expandability, and any budgetary limitations; and furnish
copies of design and construction standards OWNER will require to be included in the
Plans and Specifications.
3.3. Assist ENGINEER by placing at ENGINEER'S disposal all available information
pertinent to the Project including previous reports and any other data relative to design or
construction of the Proj ect.
3.4. Furnish to ENGINEER as required for performance of ENGINEER'S Basic
Services except to the extent provided otherwise by attached amendment, the following:
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3.4.1. Data prepared by or services of others, including without limitation,
borings, probings and subsurface explorations, hydrographic surveys, laboratory tests and
inspections of samples, materials and equipment;
3.4.2. Appropriate professional interpretations of all the foregoing;
3.4.3. Environmental assessment and impact statements;
3.4.4. Property, boundary, easement, right-of-way, topographic and utility
surveys;
3.4.5. Property descriptions;
3.4.6. Zoning, deed and other land use restrictions; and
3.4.7, Other special data or consultations not covered in Section 2;
all of which ENGINEER may use and rely upon in performing services under this
Agreement.
3.5. Provide engineering surveys or authorize ENGINEER to establish reference points
for construction to enable Contractor(s) to proceed with the layout of the work.
3.6. Arrange for access to and make all provisions for ENGINEER to enter upon
public and private property as required for ENGINEER to perform services under this
Agreement.
3.7. Examine all studies, reports, sketches, Drawings, Specifications, proposals and
other documents presented by ENGINEER. Obtain advice of an attorney, insurance
counselor and other consultants as OWNER deems appropriate for such examination and
render in writing decisions pertaining thereto within a reasonable time so as not to delay
the services of ENGINEER.
3.8. Furnish approvals and permits from all governmental authorities having
jurisdiction over the Project and such approvals and consents from others as may be
necessary for completion of the Project.
3.9. Provide such accounting, independent cost estimating and insurance counseling
services as may be required for the Project, such legal services as OWNER may require
or ENGINEER may reasonably request with regard to legal issues pertaining to the
Project including any that may be raised by Contractor(s), such auditing service as
OWNER may require to ascertain how or for what purpose any Contractor has used the
monies paid under the construction contract, and such inspection services as OWNER
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may require to ascertain that Contractor(s) are complying with any law, rule, regulations,
ordinance, code or order applicable to their furnishing and performing the work.
3.10. If OWNER designates a person to represent OWNER at the site who is not
ENGINEER or ENGINEER'S agent or employee, the duties, responsibilities and
limitations of authority of such other person and the affect thereof on the duties and
responsibilities of ENGINEER and the Resident Project Representative (and any
assistants) will be set forth in an exhibit that is to be identified, attached to and made a
part of this Agreement before such services begin.
3.11. If more than one prime contract is to be awarded for construction, materials,
equipment and services for the entire Project, designate a person or organization to have
authority and responsibility for coordinating the activities among the various prime
contractors.
3.12. Furnish to ENGINEER data or estimated figures as to OWNER'S anticipated costs
for services to be provided by others for OWNER (such as services pursuant to
paragraphs 3.7 through 3.11, inclusive, and other costs of the types referred to in
paragraph 1.2.6) so that ENGINEER may make the necessary findings to support
opinions of probable Total Project Costs.
3.13. Attend the pre-bid meeting, bid opening, pre-construction meetings, construction
progress and other job related meetings and substantial completion inspections and final
payment inspections.
3.14. Give prompt written notice to ENGINEER whenever OWNER observes or
otherwise becomes aware of any development that affects the scope of timing of
ENGINEER'S services, or any defect or nonconformance in the work of any Contractor.
3.15. Furnish, or direct ENGINEER to provide, Additional Services as stipulated in
paragraph 2.1 of this Agreement or other services as required.
3.16. Bear all costs incident to compliance with the requirements of this Section 3.
SECTION 4.PERIODS OF SERVICE
4.1. The provisions of Section 4 and the various rates of compensation for
ENGINEER'S services provided for elsewhere in this Agreement have been agreed to in
anticipation of the orderly and continuous progress of the Project through completion of
the Construction Phase. ENGINEER'S obligation to render services hereunder will
extend for a period which may reasonably be required for the design, award of contracts,
construction and initial operation of the Project including extra work and required
extensions thereto.
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4.2. The services called for in the Study and Report Phase will be completed and the
Report submitted within the agreed period after written authorization to proceed with that
phase of services which will be given by OWNER.
4.3. After acceptance by OWNER of the Study and Report Phase documents indicating
any specific modifications or changes in the general scope, extent or character of the
Project desired by OWNER, and upon written authorization from OWNER, ENGINEER
shall proceed with the performance of the services called for in the Preliminary Design
Phase, and shall submit preliminary design documents and a revised opinion of probable
Total Project Costs within the agreed period.
4.4. After acceptance by OWNER of the Preliminary Design Phase documents and
revised opinion of probable Total Project Costs, indicating any specific modifications or
changes in the general scope, extent or character of the Project desired by OWNER, and
upon written authorization from OWNER, ENGINEER shall proceed with the
performance of the services called for in the Final Design Phase; and shall deliver
Contract Documents and a revised opinion of probable Total Project Costs for all work of
Contractor(s) on the Project within the agreed period.
4.5. ENGINEER'S services under the Study and Report Phase, Preliminary Design
Phase, and Final Design Phase, shall each be considered complete at the earlier of (1) the
date when the submissions for that phase have been accepted by OWNER, or (2) thirty
(30) days after the date when such submissions are delivered to OWNER for fmal
acceptance, plus in each case such additional time as may be considered reasonable for
obtaining approval of governmental authorities having jurisdiction to approve the design
of the Project.
4.6. After a~ceptance by OWNER of the ENGINEER'S Drawings, Specifications and
other Final Design Phase documentation including the most recent opinion of probable
Total Project Costs and upon written authorization to proceed, ENGINEER shall proceed
with performance of the services called for in the Bidding or Negotiating phase. This
Phase shall terminate and the services to be rendered thereunder shall be considered
complete upon commencement of the Construction Phase or upon cessation of
negotiations with prospective Contractor(s) (except as may otherwise be required to
complete the services called for in paragraph 6.2.2.5).
4.7. The Construction Phase will commence with the execution of the first prime
contract to be executed for the work of the Project or any part thereof, and will terminate
upon written recommendation by ENGINEER of fmal payment on the last prime contract
to be completed. Construction Phase services may be rendered at different times in
respect of separate plime contracts if the Proj ect involves more than one prime contract.
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4.8. The Operational Phase will commence during the Construction Phase and will
terminate one year after the date of Substantial Completion, as defined in the Contract
Documents, if the last prime contract for construction, materials and equipment on which
substantial completion is achieved.
4.9. If OWNER has request for significant modifications or changes in the general
scope, extent or character of the Project, the time of performance of ENGINEER'S
services shall be adjusted equitably.
4.10. OWNER shall give prompt authorization to proceed or not proceed with any phase
of services after completion of the immediately preceding phase.
4.11. If ENGINEER'S services for design or during construction of the Project are
delayed or suspended in whole or in part by OWNER for more than three (3) months for
reasons beyond ENGINEER'S control, ENGINEER shall on written demand to OWNER
(but without termination of this Agreement) be paid as provided in paragraph 5.3.2. If
such delay or suspension extends for more than one year for reasons beyond
ENGINEER'S control, or if ENGINEER for any reason is required to render Construction
Phase services in respect of any prime contract for construction, materials or equipment
more than one year after Substantial Completion is achieved under that contract, the
various rates of compensation provided for elsewhere in this Agreement shall be subject
to equitable adjustment.
4.12. In the event that the work designed or specified by ENGINEER is to be furnished
or performed under more than one prime contract, or if ENGINEER'S services are to be
separately sequenced with the work of one or more prime contractors (such as in the case
of fast-tracking), OWNER and ENGINEER shall, prior to commencement of the Final
Design Phase, develop a schedule for performance of ENGINEER'S services during the
Final Design, Bidding or Negotiating and Construction Phases in order to sequence and
coordinate properly such services as are applicable to the work under such separate
contracts.
SECTION 5.P A YMENTS TO ENGINEER
5.1. METHODS OF PAYMENT FOR SERVICES AND EXPENSES OF
ENGINEER
5.1.1. For Basic Services. OWNER shall pay ENGINEER for Basic Services
rendered under Section I by one of the following methods, or as specified by
Supplemental Agreement or Work Order for each project:
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5.1.1.1.
5.1.1.2.
5.1.1.3.
The fee for all Basic Services (except services of ENGINEER;S
Resident Project Representative and assistants furnished under
paragraph 1.6.2.1) shall mean a fee based upon Schedule "A".
Upon request of the OWNER, the ENGINEER shall submit a written
not to exceed cost for the Study and Report Phase. If the project
proceeds, the amount paid for this phase will be deducted from the
overall fee charged. The maximum amount to be deducted will not
exceed twenty percent (20%) of the total possible fee for the project.
Resident Project Services. For services of ENGINEER'S Resident
Project Representative (and assistants) furnished under paragraph
1.6.2.1 on the basis of Hourly Costs in accordance with Schedule B
for services rendered by principals and employees assigned to
resident Project representation.
5.1.2. For Additional Services. OWNER shall pay ENGINEER for Additional
Services rendered under Section 2 as follows:
5.1.2.1.
5.1.2.2.
General. For Additional Services of ENGINEER'S principals and
employees engaged directly on the Project and rendered pursuant to
paragraph 2.1 or 2.2 on the basis of ENGINEER'S Hourly Costs in
accordance with Schedule B.
Professional Associates and Consultants. For services and
Reimbursable Expenses of independent professional associates and
consultants employed by ENGINEER to render Additional Services
pursuant to paragraph 2.1 or 2.2, the amount billed to ENGINEER
therefor times a factor of 1.0, unless otherwise specified in the
Supplemental Agreement.
5.1.3. For Reimbursable Expenses. In addition to payments provided for in
paragraphs 5.1.1 and 5.1.2, OWNER shall pay ENGINEER the actual costs of all
Reimbursable Expenses incurred in connection with all Basic and Additional Services.
5.1.4. As used in this paragraph 5.1, the terms "Hourly Costs" and "Reimbursable
Expenses" have the meanings assigned to them in paragraph 5.4, and the term
"Construction Cost" has the meaning assigned to it in paragraph 6.1. When Construction
Cost is used as a basis for payment it will be based on one of the following sources with
precedence in the order listed for work designed or specified by ENGINEER:
5.1.4.1.
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F or completed construction work, the total construction cost of all
work performed as designed or specified by ENGINEER, unless
17
otherwise specified in the Supplemental Agreement to include the
mathematical average of the lowest two responsible bids received..
5.1.4.2.
For work designed or specified but not constructed, the lowest bona
fide bid received from a qualified bidder for such work; or, if the
work is not bid, the lowest bona fide negotiated proposal for such
work.
5.1.4.3.
F or work designed or specified but not constructed upon which no
such bid or proposal is received, the most recent estimate of
Construction Cost, or if none is available, ENGINEER'S most recent
opinion of probable Construction Cost.
No deduction is to be made from Construction Costs on account of any penalty,
liquidated damages, or other amounts withheld from payments to Contractor(s).
5.2. TIMES OF PAYMENTS
5.2.1. ENGINEER shall submit monthly statements for Basic and Additional
Services rendered and for Reimbursable Expenses incurred. The statements will be based
upon ENGINEER'S estimate of the proportion of the total services actually completed at
the time of billing. OWNER shall make prompt monthly payments in response to
ENGINEER'S monthly statements.
5.2.2. Upon conclusion of each phase of Basic Services, OWNER shall pay such
additional amount, if any, as may be necessary to bring total compensation paid on
account of such phase to the following percentages of total compensation payable for all
phases of Basic Services:
Phase
Percentage
Study and Report
Preliminary Design (incl. Field Surveys)
Final Design
Bidding or Negotiating
Construction
Operational (incl. Record Drawings)
10%
40%
28%
2%
10%
10%
100%
5.2.3. ENGINEER shall comply with Minnesota Statute ~ 471.425. ENGINEER
must pay Subcontractor for all undisputed services provided by Subcontractor within ten
days of ENGINEER'S receipt of payment from OWNER. ENGINEER must pay interest
of 1.5 percent per month or any part of a month to Subcontractor on any undisputed
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amount not paid on time to Subcontractor. The minimum monthly interest penalty
payment for an unpaid balance of $100 or more is $10.
5.3. OTHER PROVISIONS CONCERNING PAYMENTS
5.3.1. If OWNER fails to make any payment due ENGINEER for services and
expenses within thirty (30) days after receipt of ENGINEER'S statement therefor, the
amounts due ENGINEER will be increased at the rate of one-half percent (1/2%) per
month from said thirtieth day, and in addition, ENGINEER may, after giving seven (7)
days' written notice to OWNER, suspend services under this Agreement until
ENGINEER has been paid in full all amounts due for services, expenses and charges.
5.3.2. In the event of termination by OWNER under paragraph 7.1 upon the
completion of any phase of the Basic Services, progress payments due ENGINEER for
services rendered through such phase shall constitute total payment for such services. In
the event of such termination by OWNER during any phase of the Basic Services,
ENGINEER will be paid for services actually and necessarily rendered during that phase
by ENGINEER'S principals and employees engaged directly on the Project, on the basis
of ENGINEER'S Hourly Costs on Schedule B to date of termination.
In the event of any such termination, ENGINEER also will be reimbursed for the
reasonable charges of independent professional associates and consultants employed by
ENGINEER to render Basic Services, and paid for all unpaid Additional Services and
unpaid reimbursables.
5.3.3. Records of ENGINEER'S Hourly Costs pertinent to ENGINEER'S
compensation under this Agreement will be kept in accordance with generally accepted
accounting principles. Copies will be made available to OWNER at cost on request prior
to fmal payment for ENGINEER'S services.
5.3.4. Whenever a factor is applied to Hourly Costs in determining compensation
payable to ENGINEER that factor will be adjusted periodically and equitably to reflect
changes in the various elements that comprise such factor. All such adjustments will be in
accordance with generally accepted accounting practices as applied on a consistent basis
by ENGINEER and consistent with ENGINEER'S overall compensation practices and
procedures.
5.4. DEFINITIONS
5.4.1. The Hourly Costs used as a basis for payment mean salaries and wages
(basic and incentive) paid to all ENGINEER'S personnel engaged directly on the Project,
including, but not limited to, engineers, architects, surveyors, designers, draftsmen,
specification writers, estimators, other technical and business personnel; plus the cost of
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customary and statutory benefits including, but not limited to, social security
contributions, unemployment, excise and payroll taxes, workers' compensation, health
and retirement benefits, sick leave, vacation and holiday and other group benefits. For the
purposes of this Agreement, the principals of ENGINEER and their Hourly Costs are as
shown on Schedule B. The Hourly Costs of principals of ENGINEER will be adjusted
equitably to reflect changes in personnel and in ENGINEER'S overall compensation
procedures and practices.
5.4.2. Reimbursable Expenses means the actual reasonable expenses incurred by
ENGINEER or ENGINEER'S independent professional associates or consultants, directly
or indirectly in connection with the Project, such as expenses for: transportation and
subsistence incidental thereto; obtaining bids or proposals from Contractor(s); providing
and maintaining field office facilities including furnishings and utilities; subsistence and
transportation of Resident Project Representatives and their assistants; toll telephone calls
and telegrams; reproduction of reports, Drawings, Specifications, Bidding Documents,
and similar Project-related items in addition to those required under Section 1; and, if
authorized in advance by OWNER, overtime work requiring higher than regular rates.
SECTION 6.CONSTRUCTION COST AND OPINIONS OF COST
6.1. CONSTRUCTION COST
The construction cost of the entire Project (herein referred to as "Construction Cost")
means the total cost to OWNER of those portions of the entire Project designed and
specified by ENGINEER, but it will not include indirect costs such as ENGINEER'S
compensation and expenses, the cost of land, rights-of-way, or compensation for or
damages to, properties unless this Agreement so specifies, nor will it include OWNER'S
legal, accounting, insurance counseling or auditing services, or interest and fmancing
charges incurred in connection with the Project or the cost of other services to be
provided by others to OWNER pursuant to paragraphs 3.7 through 3.11, inclusive.
(Construction Cost is one of the items comprising Total Project Cost which is defmed in
paragraph 1.2.6).
6.2. OPINIONS OF COST
6.2.1. Since ENGINEER has no control over the cost of labor, materials,
equipment or services furnished by others, or over the Contractor(s) methods of
determining prices, or over competitive bidding or market conditions, ENGINEER'S
opinions of probable Total Project Costs and Construction Cost provided for herein are to
be made on the basis of ENGINEER'S experience and qualifications and represent
ENGINEER'S best judgment as an experienced and qualified professional engineer,
familiar with the construction industry; but ENGINEER cannot and does not guarantee
that proposals, bids or actual Total Project or Construction Costs will not vary from
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opinions of probable cost prepared by ENGINEER. If prior to the Bidding or Negotiating
Phase OWNER wishes greater assurance as to Total Project or Construction Costs,
OWNER shall employ an independent cost estimator as provided in paragraph 3.9.
6.2.2. If a Construction Cost limit is established by a written agreement between
OWNER and ENGINEER and specifically set forth in this Agreement as a condition
thereto, the following will apply:
6.2.2.1.
6.2.2.2.
6.2.2.3.
6.2.2.4.
6.2.2.5.
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The acceptance by OWNER at any time during the Basic
Services/Additional Services of a revised opinion of probable Total
Project or Construction Costs in excess of the then established cost
limit will constitute a corresponding revision in the Construction
Cost limit to the extent indicated in such revised opinion.
Any Construction Cost so established will include a contingency of
ten percent (10%) unless another amount is agreed upon in writing.
ENGINEER will be permitted to determine what types of materials,
equipment and component systems are to be included in the Plans
and Specifications and to make reasonable adjustments in the
general scope, extent and character of the Project to bring it within
the cost limit.
If the Bidding or Negotiating Phase has not commenced within six
(6) months after completion of the Final Design Phase, the
established Construction Cost limit will not be binding on
ENGINEER, and OWNER shall consent to an adjustment in such
cost limit commensurate with an applicable change in the general
level of prices in the construction industry between the date of
completion of the Final Design Phase and the date on which
proposals or bids are sought.
If the lowest bona fide proposal or bid exceeds the established
Construction Cost limit, OWNER shall (1) give written approval to
increase cost limit, (2) authorize negotiating or rebidding the Project
within a reasonable time, or (3) cooperate in revising the Project's
general scope, extent or character to the extent consistent with the
Project's requirements and with sound engineering practices. In the
case of (3), ENGINEER shall modify the Contract Documents as
necessary to bring the Construction Cost within the cost limits. In
lieu of other compensation for services in making such
modifications, OWNER shall pay ENGINEER, ENGINEER'S
Reimbursable Expenses, but without profit to ENGINEER on
21
account of such services. The providing of such service will be the
limit of ENGINEER'S responsibility in this regard and, having done
so, ENGINEER shall be entitled to payment for services in
accordance with this Agreement and will not otherwise be liable for
damages attributable to the lowest bona fide proposal or bid
exceeding the established Construction Cost.
SECTION 7.GENERAL CONSIDERATION
7.1. TERMINATION
The obligation to provide further services under this Agreement may be terminated by
OWNER without cause upon two (2) days' written notice to the ENGINEER.
7.2. REUSE OF DOCUMENTS
All documents including Plans and Specifications prepared or furnished by ENGINEER
(and ENGINEER'S independent professional associates and consultants) pursuant to this
Agreement are instruments of service in respect of the Project and the OWNER will be
provided with original record drawing copies for information and reference in connection
with the use and occupancy of the Project by OWNER and others; however, such
documents are not intended or represented to be suitable for reuse by OWNER or others
on extensions of the Project or on any other project. Any reuse without written
verification or adaptation by ENGINEER for the specific purpose intended will be at
OWNER'S sole risk.
7.3 MINNESOTA GOVERNMENT DATA PRACTICES ACT.
The ENGINEER must comply with the Minnesota Government Data Practices Act,
Minnesota Statutes Chapter 13, as it applies to (1) all data provided by the City pursuant
to this Agreement, and (2) all data, created, collected, received, stored, used, maintained,
or disseminated by the ENGINEER pursuant to this Agreement. The ENGINEER is
subject to all the provisions of the Minnesota Government Data Practices Act, including
but not limited to the civil remedies of Minnesota Statutes Section 13.08, as if it were a
government entity. In the event the ENGINEER receives a request to release data, the
ENGINEER must immediately notify the OWNER. The OWNER will give the
ENGINEER instructions concerning the release of the data to the requesting party before
the data is released. ENGINEER agrees to defend, indemnify, and hold the OWNER, its
officials, officers, agents, employees, and volunteers harmless from any claims resulting
from ENGINEER'S officers', agents', owners', partners', employees', volunteers',
assignees' or subcontractors' unlawful disclosure and/or use of protected data. The terms
of this paragraph shall survive the cancellation or termination of this Agreement.
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7.4. INSURANCE
7.4.1. ENGINEER shall secure and maintain such insurance as will protect
ENGINEER from claims under the Worker's Compensation Acts and from claims for
bodily injury, death, or property damage which may arise from the performance of
services under this Agreement. Such general liability insurance shall be written for
amounts not less than the following:
Bodily Injury
General & Automobile
General & Automobile
$1,000,000 Each Person
$1,000,000 Each Occurrence
Property Damage
General & Automobile
General
$1,000,000 Each Occurrence
$1,000,000 Aggregate
The OWNER shall be named as an additional insured on the policy.
7.4.2. Professional Liability Insurance. The ENGINEER shall secure and
maintain a professional liability insurance policy. Said policy shall insure payment of
damages for legal liability arising out of the performance of professional services for the
OWNER, in the insured's capacity as ENGINEER, if such legal liability is caused by an
error, omission, or negligent act of the insured or any person or organization for whom
the insured is legally liable. Said policy shall provide minimum limits of $1,000,000 with
a deductible maximum of $125,000; and shall state that such insurance cannot be
cancelled until thirty (30) days after the OWNER has received written notice (upon
request) of the insurer's intention to cancel this insurance. The OWNER shall be named
as an additional insured on the policy.
7.4.3. Before commencing work the ENGINEER shall provide the OWNER a
certificate of insurance evidencing the required insurance coverage in a form acceptable
to OWNER.
7.5. INDEMNIFICATION
The ENGINEER agrees, to the fullest extent permitted by law, to indemnify and hold
OWNER harmless from any damage, liability, or cost (including reasonable attorney's
fees and costs of defense) to the extent caused by ENGINEER's negligent acts, errors, or
omissions in the performance of professional services under this Agreement and those of
. his or her subcontractors or anyone for whom the ENGINEER is liable.
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7.6. CONTROLLING LAW
This Agreement is to be governed by the laws of the State of Minnesota.
7.7. SUCCESSORS AND ASSIGNS
7.7.1. OWNER and ENGINEER each is hereby bound and the partners,
successors, executors, administrators and legal representatives of OWNER and
ENGINEER (and to the extent permitted by paragraph 7.6.2, the assigns of OWNER and
ENGINEER) are hereby bound to the other party, to this Agreement and to the partners,
successors, executors, administrators and legal representatives (and said assigns) of such
other party, in respect of all covenants, agreements, and obligations of this Agreement.
7.7.2. Neither OWNER nor ENGINEER shall assign, sublet or transfer any rights
under or interest in (including, but without limitation, monies that may become due or
monies that are due) this Agreement without the written consent of the other, except to
the extent that any assignment, subletting or transfer is mandated by law or the effect of
this limitation may be restricted by law. Unless specifically stated to the contrary in any
written consent to an assignment, no assignment will release or discharge the assignor
from any duty or responsibility under this Agreement. Nothing contained in this
paragraph shall prevent ENGINEER from employing such independent professional
associates and consultants as ENGINEER may deem appropriate to assist in the
perfonnance of services hereunder.
7.7.3. Nothing under this Agreement shall be construed to give any rights or
benefits in this Agreement to anyone other than OWNER and ENGINEER, and all duties
and responsibilities undertaken pursuant to this Agreement will be for the sole and
exclusive benefit of the OWNER and ENGINEER and not for the benefit of any other
party.
7.8. COPYRIGHT
Copyright or Patent Infringement. ENGINEER shall defend actions or claims charging
infringement of any copyright or patent by reason of the use or adoption of any designs,
Drawings or Specifications supplied by it, and it shall hold harmless the OWNER from
loss or damage resulting therefrom.
7.9. MEDIATION
7.9.1. In an effort to resolve any conflicts that arise during the design or
construction of the project or following the completion of the project, the OWNER and
ENGINEER agree that all disputes between them arising out of or relating to this
Agreement shall be submitted to nonbinding mediation unless the parties agree otherwise.
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The OWNER and ENGINEER further agree to consider including a similar mediation
provision in all agreements with independent contractors and consultants retained for the
proj ect and to require all independent contractors and consultants also to include a similar
provision in all agreements with subcontractors, subconsultants, suppliers, or fabricators
so retained.
SECTION 8.SPECIAL PROVISIONS. EXHIBITS AND SCHEDULES
8.1. The following exhibits are attached to and made a part of this Agreement:
8.1.1. Schedule A "Fee Schedule for Basic Services".
8.1.2. Schedule B "Per Diem Hourly Rate Schedule for Additional Services"
8.1.3. Appendix A - Feasibility Report Outline
8.1.4. Appendix B - Duties, Responsibilities and Limitations of Authority of the
Resident Project Representative.
8.2. This Agreement together with the Appendix and Schedules identified above
constitute the entire agreement between OWNER and ENGINEER and supersede all
prior written or oral understandings. This Agreement, Appendix and Schedules may only
be amended, supplemented, modified or cancelled by a duly executed written instrument.
[The remainder of this page has been intentionally left blank.
Signature pages follow.)
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IN WITNESS WHEREOF, the parties hereto have made and executed this
Agreement as of the day and year first above written.
Its Mayor
ENGINEER:
WSB & ASSOCIATES, INC.
BY:~~
Its P~/iu;'iJa {
OWNER:
CITY OF CHANHASSEN
BY:
AND
Its City Manager/Clerk
ADDRESS FOR GIVING NOTICES:
ADDRESS FOR GIVING NOTICES:
Chanhassen City Hall
7700 Market Boulevard
P.O. Box 147
Chanhassen, Minnesota 55317
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SCHEDULE A
FEE SCHEDULE FOR BASIC SERVICES
(To Be Supplied by Consultant)
27
A
WSB
2007 Rate Schedule
& Associates, Inc.
Billing
Rate/Hour
Principal
Associate
Sr. Project Manager
Project Manager II
Project Manager/Engineering Specialist III
Registered Engineer/Registered Land Surveyor/Engineering Specialist II
Project Engineer/Engineering Specialist I/Sr. Construction Observer
Engineering Technician V/Construction Observer/Grad Engineer
Engineering Technician IV/Scientist III
Engineering Technician IIUScientist II
Engineering Technician IUScientist I
Engineering Technician I
Office Technician II
Office Technician I
Survey (Two-Person Crew/GPS Crew)
Survey (Three-Person Crew/Expanded GPS Crew)
$130.00
$122.00
$117.00
$109.00
$102.00
$93.00
$83.00
$74.00
$66.00
$60.00
$55.00
$48.00
$61. 00
$32.00
$136.00
$162.00
Costs associated with word processing, vehicle mileage, cell phones, reproduction of common
correspondence and mailing are included in the above hourly rates.
Reimbursable expenses include costs associated with plan, specification and report
reproduction, permit fee, delivery cost, etc.
Rate Schedule is adjusted annually.
SCHEDULE B
PER DIEM HOURLY RATE SCHEDULE FOR ADDITIONAL SERVICES
(To Be Supplied by Consultant)
~e..c(,,. -lo S~eJ.vle J!.. t1
7qJ;t
. ...
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APPENDIX "A"
FEASIBILITY REPORT OUTLINE
I. THE REPORT SHALL CONTAIN ALL THE INFORMATION, OPINIONS,
AND CONCLUSIONS REQUIRED BY MINN. STAT. ~ 429.031.
II. COVER
A. Project Number
B. Brief Project Description and Location
C. Date
D. Engineering Firm Preparing Report
E. Professional Engineer's Certification
III. REPORT
A. Proj ect History
I. Feasibility Report Initiation
a. Petitions Received
b. Dates of City Council Action
2. Previous Reports with Estimated Costs
a. Assessment in Software
b. Environmental Issues
c. Traffic
3. Previous Action
A-I
B. Description of Construction Elements
1. Sanitary Sewer
2. Watermain
3. Storm Sewer
4. Streets
5. Street Lighting
6. Other
7. Etc.
a. Alternates for Each Element
b. Details Unique to the Project
I) Constraints
2) Effects on Overall Systems
3) Alternatives
C. Maintenance Impact
1. Unusual Maintenance Requirements
2. Operations and Maintenance Cost of Alternates
D. General Estimated Costs
I. Breakdown of Each Element (project to time of construction)
a. Sanitary
b. Watermain
c. Etc.
A-2
E. Right-of-Way and Easements
1. General Description of Possible Easements
2. Cost Estimates for Easements
F. Financing
I. Special Assessments
2. State Aid
3. County Aid
4. Effects on City Accounts
a. Sanitary Sewer Trunk Account
b. Water Trunk, Source and Storage Accounts
G. Projected Timetable
1. Public Hearing
2. Plans and Specifications
3. Advertising Requirements
4. Bid Receipt Date
5. Anticipated Construction Schedule
6. Anticipated Assessment Date
H. Non-Petitioning Properties Affected
I. Estimated Assessments
1. Rates
2. Maps and Drawings Showing Benefited Areas
3. Legal Descriptions of Benefited Area as Required by State Statute
for Public Hearing Notice
A-3
4. Preparation of "Preliminary Assessment Roll"
5. Assessment Analysis for Typical Property
J. Controversial Aspects
1. Unusually High Assessment Rates
2. BuildablelNon-buildable Property Involved
3. Percentage Petitioned/Non-petitioned
K. Conclusion
I. Statement
L. Recommendations
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APPENDIX "B"
DUTIES, RESPONSIBILITIES AND LIMITATIONS OF
AUTHORITY OF THE RESIDENT PROJECT REPRESENTATIVE
ENGINEER shall furnish a Resident Project Representative ("RPRn), assistants
and other field staff to assist ENGINEER in monitoring performance of the work of
Contractor( s).
Through more extensive on-site observations of the work in progress and field
checks of materials and equipment by the RPR and assistants, ENGINEER shall provide
further protection for OWNER against defects and deficiencies in the work of
Contractor(s); but, the furnishing of such services will not make ENGINEER responsible
for or give ENGINEER control over construction means, methods, techniques,
sequences, or procedures, or for safety precautions or programs, or responsibility for
Contractor(s)' failure to perform the work in accordance with the Contract Documents
and in particular the specific limitations set forth in paragraph 1.6 of the Agreement are
applicable.
The duties and responsibilities of the RPR are limited to those of ENGINEER in
ENGINEER'S agreement with the OWNER and in the construction Contract Documents,
and are further limited and described as follows:
A. GENERAL
RPR is ENGINEER'S agent at the site, will act as directed by and under the
supervision of ENGINEER, and will confer with ENGINEER regarding RPR's actions.
RPR's dealings in matters pertaining to the on-site work shall in general be with
ENGINEER and Contractor(s) keeping OWNER advised as necessary. RPR's dealings
with subcontractors shall only be through or with the full knowledge and approval of
Contractor(s). RPR shall generally communicate with OWNER with the knowledge of
and under the direction of ENGINEER.
B. DUTIES AND RESPONSIBILITIES OF RPR
1. Schedules. Review the progress schedule, schedule of Shop Drawing
submittals and schedule of values prepared by Contractor(s) and consult
with ENGINEER concerning acceptability.
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2. Conferences and Meetings. Attend meetings with Contractor(s), such as
pre-construction conferences, progress meetings, job conferences and other
Project-related meetings, and prepare and circulate copies of minutes
thereof.
3. Liaison.
a. Serve as ENGINEER'S liaison with Contractor(s), working
principally through Contractor(s)' superintendent and assist in
understanding the intent of the Contract Documents; and assist
ENGINEER in serving as OWNER'S liaison with Contractor(s)
when Contractor(s)' operations affect OWNER'S on-site operations.
b. Assist in obtaining from OWNER additional details or information,
when required for proper execution of the work.
4. Shop Drawings and Samples.
a. Record date of receipt of Shop Drawings and samples.
b. Receive samples which are furnished at the site by Contractor(s),
and notify ENGINEER of availability of samples for examination.
c. Advise ENGINEER and Contractor(s) of the commencement of any
work requiring a Shop Drawing or sample if the submittal has not
been approved by ENGINEER.
5. Review of Work, Rejection of Defective Work, Inspections and Tests.
a. Conduct on-site observations of the work in progress to assist
ENGINEER in determining if the work is in general proceeding in
accordance with the Contract Documents.
b. Report to ENGINEER whenever RPR believes that any work is
unsatisfactory, faulty or defective or does not conform to the
Contract Documents, or has been damaged, or does not meet the
requirements of any inspection, test or approval required to be made;
and advise ENGINEER of work that RPR believes should be
corrected or rejected or should be uncovered for observation, or
requires special testing, inspection or approval.
B-2
c. Verify that tests, equipment and systems start-ups and operating and
maintenance training are conducted in the presence of appropriate
personnel, and that Contractor( s) maintain adequate records thereof;
and observe, record and report to ENGINEER appropriate details
relative to the test procedures and start-ups.
d. Accompany visiting inspectors representing public or other agencies
having jurisdiction over the Project, record the results of these
inspections and report to ENGINEER.
6. Interpretation of Contract Documents. Report to ENGINEER when
clarifications and interpretations of the Contract Documents are needed and
transmit to Contractor( s ) clarifications and interpretations as issued by
ENGINEER.
7. Modifications. Consider and evaluate Contractor(s)' suggestions for
modifications in Drawings or Specifications and report with RPR's
recommendations to ENGINEER. Transmit to Contractor(s) decisions as
issued by ENGINEER.
8. Records.
a. Maintain at the job site orderly files for correspondence, reports of
job conferences, Shop Drawings and samples, reproductions of
original Contract Documents including all Work Directive Changes,
Addenda, Change Orders, Field Orders, additional Drawings issued
subsequent to the execution of the Contract, ENGINEER'S
clarifications and interpretations of the Contract Documents,
progress reports, and other Project related documents.
b. Keep a diary or log book, recording Contractor(s)' hours on the job
site, weather conditions, data relative to questions of Work Directive
Changes, Change Orders or changed conditions, list of job site
visitors, daily activities, decisions, observations in general, and
specific observations in more detail as in the case of observing test
procedures; and send copies to ENGINEER.
c. Record names, addresses and telephone numbers of all
Contractor(s), subcontractors and major suppliers of materials and
equipment.
9. Reports.
B-3
a. Furnish ENGINEER periodic reports as required of progress of the
work and of Contractor(s)' compliance with the progress schedule
and schedule of Shop Drawing and sample submittals.
b. Consult with ENGINEER in advance of scheduled major tests,
inspections or start of important phases of the work.
c. Draft proposed Change Orders and Work Directive Changes,
obtaining backup material from Contractor(s) and recommend to
ENGINEER Change Orders, Work Directive Changes, and Field
Orders.
d. Report immediately to ENGINEER and OWNER upon the
occurrence of any accident.
10. Payment Requests. Review applications for payment with Contractor(s) for
compliance with the established procedure for their submission and forward
with recommendations to ENGINEER, noting particularly the relationship
of the payment requested to the schedule of values, work completed and
materials and equipment delivered at the site but not incorporated in the
work.
11. Certificates, Maintenance and Operation Manuals. During the course of the
work, verify that certificates, maintenance and operation manuals and other
data required to be assembled and furnished by Contractor(s) are applicable
to the items actually installed and in accordance with the Contract
Documents, and have this material delivered to ENGINEER for review and
forwarding to OWNER prior to [mal payment for the work.
12. Completion.
a. Before ENGINEER issues a Certificate of Substantial Completion,
submit to Contractor(s) a list of items requiring completion or
correction.
b. Conduct final inspection in the company of ENGINEER, OWNER
and Contractor(s) and prepare a final list of items to be completed or
corrected.
c. Observe that all items on final list have been completed or corrected
and make recommendations to ENGINEER concerning acceptance.
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c. LIMITATIONS OF AUTHORITY
Resident Project Representative:
1. Shall not authorize any deviation from the Contract Documents or
substitution of materials or equipment unless authorized by ENGINEER.
2. Shall not exceed limitations of ENGINEER'S authority as set forth in the
Agreement or the Contract Documents.
3. Shall not undertake any of the responsibilities of Contractor(s),
subcontractors or Contractor( s)' superintendent.
4. Shall not advise on, issue directions relative to or assume control over any
aspect of the means, methods, techniques, sequences or procedures of
construction unless such advice or directions are specifically required by
the Contract Documents.
5. Shall not advise on, issue directions regarding or assume control over safety
precautions and programs in connection with the work.
6. Shall not accept Shop Drawing or sample submittals from anyone other
than Contractor(s).
7. Shall not authorize OWNER to occupy the Project in whole or in part.
8. Shall not participate in specialized field or laboratory tests or inspections
conducted by others except as specifically authorized by ENGINEER.
B-5