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HomeMy WebLinkAboutWayne Claassen Eng - Brock 3rd Addition-10/2/2017AGREEMENT BETWEEN OWNER AND ENGINEER FOR PROFESSIONAL SERVICES Part I. PARTIES AND PROJECT THIS AGREEMENT is made on theDay of D in the year 20.1 between the City of Waterloo, IA and Wayne Claassen Engineering & Surveying, Inc. the Owner , the Engineer, for the following Project: Brock Third Addition Preliminary Plat, Final Plat and Sanitary Sewer Extension. The Owner and the Engineer agree as follows: Page 1 of --13 ACEC Owner -Engineer Agreement, Document No. 4 © THE AMERICAN CONSULTING ENGINEERS COUNCIL 1155 15th Street, N.W., Washington, D.C. 20005 Part II. ENGINEERING CHARGES: A. In accordance with the Terms and Conditions of this Agreement, the ENGINEER shall provide professional services for which the OWNER shall compensate the ENGINEER as follows: A.1 Basic Preliminary Engineering Phase -As defined in Article 1,1.1A not to exceed amount of $ 17 000.00 A.2 Basic Final Engineering Phase -As defined in 1.1.1.B. not to exceed amount of $ 18 000.00 A.3 Basic Construction Engineering Phase -As defined in 1.1.1.C. not to exceed amount of $ 18,000.00 B. The following rates shall be used for all additional services requested by the Owner and provided by the ENGINEER on this project: Category Hourly Rate 1. Principle/Engineer I $124.00 2. Engineer II $ 98.00 3. Land Surveyor $ 98.00 4. CADD $ 92.00 5. 2 person Survey Crew $165.00 6. Civil Tech I $ 92.00 B.1. Cost of Services of other professional consultants at a multiple of One (1.0) limes the amount billed to the ENGINEER by the professional consultants for such services. B.2 Initial Payment -Execution of this Agreement shall be accompanied by an initial payment by the OWNER of None dollars ($0.00) which shall be credited to the OWNER's account. B.3 Reimbursable Expenses -As defined in Article 4, times a multiplier of One (1.0). Page 2 of 13 Part III. TERMS AND CONDITIONS Article 1. ENGINEERING SERVICES 1.1 Basic Services - The Engineer agrees to perform professional services in connection with the Project, as set forth below and contained within this Agreement: 1.1.1. Project Scope - This Project consists of surveying and civil engineering services to prepare a preliminary and final plat of the undeveloped land owned by the City of Waterloo that is North of North Ridgeway Avenue and West of Martin Road. The scope of this Agreement shall also include the design, construction contract documents, construction staking, construction observations, Iowa DNR permit applications and asbuilt plans for the extension of sanitary sewer to this area. A. Preliminary Engineering Phase Task 1. Project Administration and Meetings. This task includes coordination of the Project with city staff. Task 2. Field Survey. This task consists of all field surveys required to obtain the necessary topographic data, ground elevations and cross sections required for the design of the Project. Task 3. Wetland Delineation. This task consists of delineating wetland area along the western side of the Project Area and recommending necessary offsite wetland mitigation. (see attached Terracon proposal) Task 4. Preliminary Plat and Design. This task includes preparation of a preliminary plat and plans for relocation of the existing drainageway along the western side of the project area, site stormwater management facilities and sanitary sewer extension to the area, along with preliminary cost estimates. B. Final Engineering Phase Task 1. Final Plat. This task includes completing a Final Subdivision Plat for the area and setting lot corners. Task 2. Final site grading and sanitary sewer extension design. This task includes completion of the Construction Plans and Specifications for the Project based upon the comments from the preliminary plan review and preparation of an Engineers Estimate of Probable Construction Cost. Task 3. Bid Letting, Review and Award. This task includes assisting the City in obtaining and analyzing bids for the Project. Page 3 _ of _13 C. Construction Engineering Phase The scope of this Agreement shall include the tasks included in Sections 1.1.6, Construction Phase and 7.3, Resident Construction Review Services of this Agreement and the tasks described in the following during the Construction of this Project: Task 7. Project Administration and Meetings. This task includes coordination of the Project with the City and, Contractor, and progress meetings during the Construction Phase as necessary to discuss the Project. Task 8. Construction Survey. This task consists of all construction staking required for the Contractor to construct the Project. Task 9. Construction Review. This task consists of reviewing the Contractor's construction and testing to verify conformance to the Construction Plans and Documents. This task is not to be completed on a full time basis. Task 10. Asbuilt Plans. This task consists of adding asbuilt information to the Construction Plans and providing these asbuilt plans to the City. Task 11. Project Closeout. This task consists of record keeping, meetings, correspondence and review with city staff as necessary to closeout the Project with the Contractor and the City. (Folder\My Documents \6 -Contract Agreements \Tens&Conditions-Brock 3' Add Preliminary Plat, Final Plat and Sanitary Sewer ext.doc) Page 4 of 13 Part III. TERMS AND CONDITIONS Article 1. ENGINEER'S SERVICES 1.1 Basic Services he ENGINEER agrees to perform professional servi 's in c.nnection with the Project, including normal civil,- true - u al, mechanical and electrical services and normal .'uchitec- ur.1 services related thereto, as set forth below and contained with this Agreement: 1.1.2 Schematic Design Phase During e Schematic Design Phase the ENGI - ER. shall: 1.1.2.1 consult with the OWNER to ascertain the OWNER's equirements for the Project. 1.1.2:2 A. 'se the OWNER as to the ncessity of his ob- taining addit .nal services such as.describ-d within Article 1, paragraph 1. "Additional Services" d if authorized by the OWNER, all provide, or assist ,m. in procuring such additional services. 1.1.2.3 Prepare a preliminary engi ;-ering study and report, which'will consist. f schematic des' ;' documents and reports of studies as nece ary for review and written approval by the OWNER. 1.1.2.4 Prepare a tatement of the ENGINEER's Opinion of the Construction . ost based : pon the preliminary designs developed under this ' hase. 1.1:2.5. Furnish copies of the Schematic Design Documents for e O NER's review and approval. 1.1.3 Design Developn en' Phase Upon receipt of the 0 R'swritten authorization to pro- ceed with the Design Delopment Phase, the ENGINEER shall: 1.1.3.1 Advise the 0 taming further addif.nal OWNER, shall proVde, or vices. 1:1.3.2 Prepare Studies, for appr ment Documents outline specifica the Project, 1.1.3.3 Prepay- a statement of th ENGINEER's Opinion of the Constru'ton Cost for the Prr'ect based upon designs established to 's point. 1.1.3.4 Fur sh c.; les of theDesignDe- velopment t ocuments for the 0 R's review and approval. R as to the necessity of his ob- ervices and if authorized by the ssist him in procuring such ser- om the al by the onsisting of ons to develop pproved „Schematic Design WNER, the Design Develop- esign criteria, drawings and nd establish the scope of 1.1.4 Cor [ruction Contract Documents Upon rece pt of the OWNER's written auth ceed wit the Construction Contract Docum ENGI R shall: 1.1.4.1 Prepare the required Contract forms in posal orms and notice to bidders; drawings, specif'' ations and other documents as required to the •nstruction Contract Documents. 2 Furnish to the OWNER engineering data and meas so that the OWNER may secure approval f go ernmental authorities having jurisdiction over the Project. ase ization to pro- s Phase, the uding pro- echnical mplete u- 1.4.3 Advise the OWNER of any adjustments to revious E . NEER's Opinion of the Construction Fost when chang- in requirements, general market condi, ons or other condition o warrant. 1.1.4.4 At 1'.e OWNER's request, as `'t the OWNER's legal counsel in .•nnection with his redew of the Construc- tion Contract Doc + ents for their le:` Ily related aspects. 1.1.4.5 Furnish ' opies of the Construction Contract Documents fo -he O. ` ER's review and approval. 1.1.5 Bidding or Negoti Phase Upon receipt of the 0.,v_ •R's ritten approval of the Con- struction Contract ,+ocuments Ph: se and latest Opinion of the Constructio ' ost, and written a-.thorization to proceed with the Bid.,hg or Negotiating Pha the ENGINEER shall: 1.1.5,1 Assist the OWNER in obtaining bi. '.or negotiating bid oposals, in analyzing bids and propo----Is, and in a rding the Construction Contract. 1,14 Construction Phase Upon award of any Construction Contract based upon the Construction Contract Documents compiled by the ENGI- NEER, the Construction Phase of this Agreement shall com- mence and the ENGINEER shall: 1.1.6.1 Act as the. OWNER's representative with duties and responsibilities and limitations of authority as described in the General Conditions to the Construction Contract. The OWNER shall not modify the Construction Contract Documents withoutthe written consent of the ENGINEER.. 1.1.6.2 Advise and consult with the:. OWNER during the Construction Phase and the ENGINEER shall issue the OWNER's authorized instructions to the Contractor. 1,1.6,3 - Make periodic visits to the site of the construction to observe the progress and quality of the construction work and to determine, in general, if the results of the construction work are in accordance with the Drawings and the Specifica- tions. On. the =basis of his on-site observations as an ENGINEER, he shall endeavor to guard the OWNER against apparent defects and deficiencies in the permanent work constructed by the Contractor but does not guarantee the performance of the Contractor. The ENGINEER shall not be required to make exhaustive or continuous on-site ob- servations to check the quality or quantity of the construc- tion work. Ile ENGINEER is not responsible for construc- tion means, methods, techniques, sequences or procedures, time of performance, programs, or for any safety precau- tions in connection with the construction work. The ENGINEER is not responsible for the Contractor's failure to execute the work in accordance with the Construction Con- tract. 1.1.6.4 Review the Contractor's request for progressive payment, and based upon said on-site observation, advise the OWNER as to the ENGINEER's opinion of the extent of the work completed in accordance with the terms of the Construc- tion Contract as of the date of the Contractor's payment request and issue, for processing by the OWNER, a Certifi- cate for Payment in the amount owed the Contractor. The issuance of Certificates for Payment shall constitute a declar- ation by the ENGINEER to the OWNER, based upon said on-site observations, review and data accompanying the request for payment, that the Contractor's work has pro - Page 5_ot 13 guessed to the point indicated; that to the best of the ENGI- NEER'S knowledge, information and belief, the quality of the Contractor's work is in accordance with the Construction Contract Documents (subject to subsequent tests and review required by the Construction Contract Documents, to correc- tion of minor deviations from the Construction Contract Documents and to qualifications stated in the Certificate for Payment); and that the Contractor is entitled to the amount stated. The issuing of the Certificate for Payment by the ENGINEER shall not represent that he has made any investi- gation to determine the uses made by the Contractor of sums paid to the Contractor. 1.1.6.5 Make recommendations to the OWNER on all claims relating to the execution and progress of the construc- tion work. The ENGINEER's decisions in matters relating to the ENOINEER's design shall be final. 1.1.6.6 Notify the OWNER of permanent work which does not conform to the result required in the Construction Contract, prepare a written report describing any apparent non -conforming permanent work and make recommenda- tions to the OWNER for its correction and, at the request of the OWNER, have recommendations implemented by the Contractor. 1.1.6.7 Review shop drawings, samples, and other submit- tals of the Contractor duly for general conformance to the design concept of the Project and for general compliance with the Construction Contract, 1,1.6.8 Prepare Change Orders for the OWNER's approval. 1,1.6.9 Conduct a construction progress review related to the Contractor's date of completion; receive written guarantees and related data assembled by the Contractor; and issue to the OWNER a Certificate of Final Payment. 1.1.6.10 The. ENGINEER shall 'not be responsible for the defects or omissions in the work result of the Contractors, or any Subcontractors, or any of the Contractor's or Subcon- tractor's employees, or that of any other persons or entities responsible for performing any of the work result as con- tained in the Construction Contract. 1.2 Additional Services If authorized in writing by the OWNER, the ENGINEER agrees to furnish or obtain from others, additional profes- sional services in connection with the Project, as set forth below and contained within this Agreement: 1.2.1 Preparation of applications and supporting docu- ments for govenment grants, loans or advances. 1.2.2 Making drawings from field measurements of existing construction when required for planning additions or altera- tionsthereto. 1.2.3 Services clue to changes in the scope of the Project or its design, including but not limited to, changes in size, com- plexity, schedule or character of construction. 1.2.4 Revising studies, reports, design documents, drawings or specifications which have previously been approved by the OWNER, or when such revisions are due to causes beyond the control of the ENGINEER. 1,2.5 Preparation of design documents for alternate bids or for out -of -sequence work requested by the OWNER. 1.2.6 Preparation of detailed renderings, exhibits or scale models for the Project. Page 1,2.7 Providing special analysis of the OWNER's needs such as owning and operating analysis, OWNER's operating and maintenance manuals, OWNER's special operating draw- ings or charts, and any other similar analysis. 1.2.8 Providing planning surveys, site evaluations and com- parative studies of prospective sites. 1.2.9 Providing any type of field surveys for design pur- poses, "stake out" of the location of the work, and any other special field surveys. 1.2.10 Furnishing additional copies of reports and addi- tional prints of Drawings and Specifications in excess of those stipulated in the Agreement. 1.2,11 Investigations involving detailed consideration of operations, maintenance and overhead expenses; the prepara- tion of rate schedules, earnings and expense statements, feasi- bility studies, appraisals and valuations; detailed quantity surveys of material and tabor; and material audits or inven- tories required by the OWNER. 1.2.12 Additional services when the Project involves more than one Construction -Contract, or separate equipment contracts. 1.2.13 Preparing special Change Orders when requested by the OWNER which are not within the scope of Article 1, "ENGINEER'S SERVICES," paragraph 1.1.6.8. 1.2.14 Making a review of the Project prior to expiration of the guarantee period and reporting observed discrepancies under guarantees provided by the Construction Contract. 1.2.15' Preparing a set of reproducible record drawings conforming to .construction records provided to the ENGINEER, made by the Contractor during the construction process. 1.2.16 Additional or extended services during construction made necessary by (1) work damaged by fire or other cause during construction, (2) defective or incomplete work of the Contractor, (3) prolongation of the initial Construction Contract time beyond_the contract time, (4) acceleration of the work schedule involving services beyond established office working hours, and (5) the Contractor's default under Construction Contract due to delinquency or insolvency. 1.2.17 Providing assistance in the initial start-up, testing, adjusting or balancing, or operation of equipment or systems, or training personnel for operation or maintenance of equip- ment or system. 1.2.18 Providing design services relating to future facilities, systems and equipment which are not intended to be con- structed or operated as a part of the Project. 1.2.19 Providing services as an expert witness for the OWNER in connection with litigation or other proceedings involving the Project. 1.2.20 Providing other services not otherwise provided for in this Agreement, including services normally furnished by the OWNER as described in Article 2., "OWNER'S RESPON- SIBILITIES." 1.2.21 Providing Resident Project Representative services to give the OWNER more extensive on-site representation during the Construction Phase. 6' 13 _of Article 2. OWNER'S RESPONSIBILITIES The OWNER shall: 2.1 Provide to the ENGINEER all criteria, design and con- struction standards and full information as to the OWNER's requirements for the Project. 2.2 Designate in writing a person authorized to act as the OWNER'S representative. The OWNER or his representative shall receive and examine documents submitted by the ENGINEER, interpret and define the OWNER's policies and renderdecisionsand authorizations in writing promptly to prevent 'unreasonable delay in the progress of the ENOINEBR's services. Furnish to the ENGINEER a complete lanr ey of the r>"<,;te which shall include but e limited to service and un i" cations wt =}3 s and invert grades,. easements, rights -of -wad,<_ --=:':urs, grades, streets, alleys,. pavements, ad'o' 'moperty,°` �-��+-_chments, zoning and deed rest' - ,AT, existing buildings, imand tree oil test borings, tes bearing values ivit 2.5 repdrts and inspections required by las lack die'"isProject, s data._incidding butedto reports, 's - o. e.e; •0 6' rface exploration, soil °1 en-`' and corrosion and resist- th appropriate profI%s%sai anon. tory tests, air and w vernmen p61IQt�on tests, erials or other items res having juris- 2.6 Provide legal, accounting, and insurance counseling services necessary for the Project, legal review of the Construction Contract Docuinents, and such auditing services as the OWNER may require to account for expenditures of sums paid to the Contractor. • 2.7 Furnish permits and approvals from all goveinmental authorities having jurisdiction over this Project and from others as may be necessary for completion of theProject. 2.8 Furnish above services at the OWNER's expense and in • such manner that the ENGINEER may rely upon fhem in the performance of his services under this Agreement, 2.9 .Obtain bids or proposals from contractors for work relating to this Project and bear oncosts relating:thereto. 2,10 Protect and preserve all survey stakes and markers ,placed at the Project site prior to the assumption of this responsibility by the Contractor and bear all costs of replacing stakes or -markers damaged or removed during said time interval. 2.11 Guarantee full and free access for the ENGINEER to enter upon all property required for the performance of the ENGINEER's services under this Agreement. 2,12 Give prompt written notice to the ENGINEER when- ever the OWNER observes or otherwise becomes aware of any defect in the Project or other event which may substantially affect the ENGINEER's performance of services under this Agreement. 2.13 Compensate the ENGINEER for services rendered under this Agreement. Page Article 3 DIRECT PERSONNEL EXPENSE Direct Personnel Expense is defined as the direct labor costs incurred by the ENGINEER directly attributable to the Project by the payment of the actual salaries and wages to the employees of the ENGINEER, but riot including indirect Payroll connected costs and other non -Project related costs. Article el REIMBURSABLE EXPENSES 4.1 Reimbursable Expenses are in addition to compensation to the ENGINEER for Basic and Additionai.Sexvices and include expenditures made by the ENGINEER, his employees or his consultants in the interest of the Pr'o'ject. Reimbursable Expenses includebut are not limited Co: 4.1.1 Expense of transportation, subsistence and lodging when traveling in connection with the Project, 4.1.2 Expense of long distance or toll telephone calls, tele- grams, messenger service, field office expenses, and fees paid for securing approval of authorities having jurisdiction over theProject, 4.1.3 • Expense of all,reproduction, postage, and handling of Drawings, Specifications, 'reports or other Project -related work product of the ENGINEER. 4,1.4 . Expense of computer time, including charges for proprietary programs. 4,1:5 ':When authorized in advance by the OWNER, expense of overtime work requiring higher than normal rates, and expense of preparing.perapectives, renderings or models. Article 5 PAYMENTS TO THE ENGINEER 5.1 Progress payments shall be made in proportion to services rendered and as indicated within this Agreement and shall be due and owing within thirty days'of the ENGINEER's submittal of his monthly statement. Past due amounts owed shall include a charge at the'rnaximurn legal rate of interest from the thirtieth day, 5.2 If the OWNER fails to make monthly payments due the ENGINEER, the ENGINEER may, after giving seven days written notice to OWNER, suspend services under this Agree- ment. 5.3 No deductions shall be madefrom the ENGINEER's compensation on account of penalty, liquidated damages or other sums withheld from payments to Contractors. 5.4 If the Project is delayed or if the ENGINEER's services for the Project are delayed or suspended for more than three months for reasons beyond the ENGINEER's control, the ENGINEER may, after giving seven days written notice to the OWNER, terminate this Agreement and the OWNER shall compensate the ENGINEBR in accordance with the termina- tion provision contained hereafter in this Agreement. 7of 13 Article 6 GENERAL PROVISIONS 6.1 Ownership of Documents All Drawings, Specifications and other work product of the ENGINEER for this Project are instruments of service: for this Project only and shall remain the property of the ENGINEER whether the Project is completed or not. Reuse of any of the instruments of service of the ENGINEER by the OWNER on extensions of this Project or on any other project without the written permission of the ENGINEER shall be at the OWNER's risk and the OWNER agrees to defend, indem- nify and hold harmless the ENGINEER from all claims, damages, and expenses including attorneys' fees arising out of such unauthorized reuse of the ENGINEER's instruments of service by the OWNER OR BY OTHERS ACTING THROUGH THE OWNER. Any reuse or adaptation of the ENGINEER's instruments of service occurring after the written agreement of the ENGINEER shall entitle the ENGINEER to further compensation in amounts to be agreed upon by the OWNER and the ENGINEER. 6.2 Delegation of Duties Neither theOWNERnor the ENGINEER shall delegate his duties under this Agreement without the written consent of the other. 6.3 Termination This Agreement may be terminated by either party by seven days written notice in the event of substantial failure to per- form in accordance with the terms of this Agreement by the other party through no fault of the terminating party. If this Agreement is terminated, the ENGINEER shall be paid for services performed to the termination notice date including Reimbursable Expenses due plus Termination Expenses. Termination Expenses are defined as Reimbursable Expenses directly attributable to termination, plus 153/4 of the total compensation earned to the time of termination to account for ENGINEER's rescheduling adjustments, reassignment of personnel and related costs incurred due to termination. 6.4 Extent of Agreement This Agreement represents the entire and integrated agree- ment between the OWNER and the ENGINEER and super - cedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both the OWNER and the ENGINEER. 6.5 Governing Law Unless otherwise specified within this Agreement, this Agree- ment shall be governed by the law of the principal place of business of the ENGINEER. 6.6 General 6.6.1 Should litigation or arbitration occur between the two parties relating to the provisions of this Agreement, all liti- gation or arbitration expenses, collection expenses, witness fees, court costs and attorneys fees incurred by the prevailing party shall be paid by the non -prevailing party to the pre- vailing party. 6.6.2. Neither party shall hold the other responsible for damages or delay in performance caused by acts of God, strikes, lockouts, accidents, or other events beyond the control of the other or the other's employees and agents. 6.6.3 In the event any provisions of this Agreement shall be held to be invalid and unenforceable, the remaining provis- ions shall be valid and binding upon the parties. One or more waivers by either party of any provision, term, condition or covenant shall not be construed by the other party as.a waiver of a subsequent breach of the same by the other party. 6.6.4 The ENGINEER has not been retained or compen- sated to provide design and construction review services relating to the Contractor's safety precautionsor to means, methods, techniques, sequences, or procedures required for the Contractor to perform his work but not relating to the final or completed structure; omitted services include but are not limited to shoring, scaffolding, underpinning, temporary retainment of excavations and any erection methods and temporary bracing. 6.6.5 The ENGINEER intends to render his services under this Agreement in accordance with generally accepted profes- sional practices for the intended useof the Project and makes no warranty either express or implied. 6.6.6 Any Opinion of the Construction Cost preparedby the ENGINEER represents his judgment as a design professional and is supplied for the general guidance of the OWNER. Since the ENGINEER has no control over the cost of labor and material, or over competitive bidding or market conditions, the ENGINEER does not guarantee the accuracy of such Opinions as compared to Contractor bids or actual cost to the OWNER. Page 8 of 13 Article 7. SPECIAL PROVISIONS 7.1 Insurance and Indemnity 7.1.1 Engineer's Insurance—The ENGINEER shall acquire and maintain statutory workmen's compensation insurance coverage, employer's liability, comprehensive general liability insurance coverage and professional liability insurance coverage. The limits and deductible applicable to both comprehensive general liability and professional liability shall be established under a separate agreement between the parties. 7.1.2 Contractor's Insurance—Prior to the commencement of the work, the OWNER shall require the Contractor and any Sub- contractors to submit evidence that he (they) have obtained for the period of the Construction Contract and the guarantee period comprehensive general liability insurance coverage (including completed operations coverage). This coverage shall provide for bodily injury and property damage arising directly or indirectly out of, or in connection with, the performance of the work under the Construction Contract, and have a limit of not less than $5 000 000.00 for all damages arising out of bodily injury, sickness or death of one person and an aggregate of $ 5,000,000.00 for damages arising out of bodily injury, sickness and death of two or more persons in any one occurrence. The property damage portion will provide for a limit of not less than $ 5 ,000, 000.00 for all damages arising out of injury to or destruction of property of others arising directly or indirectly out of or in connection with the performance of the work under the Construction Contract and in any one occurrence including explosion, collapse and underground exposures. Included in such coverage will be contractual coverage sufficiently broad to insure the provision of paragraph 7.1.4 "Indemnity". The comprehensive general liability insurance will include as additional named insureds: the OWNER; the ENGINEER• and each of their officers, agents and employees. 7.1.3 Builders Risk "All Risk" Insurance—Before commencement of the work, the OWNER will require that the Contractor and any Subcontractors submit written evidence that he (they) have obtained for the period of the Construction Contract, Builders Risk "All Risk" Completed Value Insurance Coverage (including earthquake and flood) upon the entire Project which is the subject of the Construction Contract. Such insurance shall include as additional named insureds: the OWNER; the ENGINEER; and each of their officers, agents, employees and any other persons with an insurable interest as maybe designated by the OWNER. Such insurance may have a deductible clause but not to exceed $5,000, except that the earthquake deductible may be in accordance with generally accepted insurance practices in the locale where the coverage is issued. 7.1.4 Indemnity—The OWNER will require that any Contractor or Subcontractors performing work in connection with Drawings and Specifications produced under this Agreement to hold harmless, indemnify and defend, the OWNER and the ENGINEER their consultants, and each of their officers,' agents, and employees from any and all liability claims, losses or damage arising out of or alleged to arise from the Contractor's (or Subcontractor's) negligence in the performance of the work described in the Construction Contract Documents, but not including liability that may be due to the sole negligence of the OWNER, the ENGINEER, their consultants or their officers, agents and employees. Page 9 of 13 7.3 Resident Construction Review Services 7.3.1 If requested by the OWNER or recommended by the ENGINEER and approved in writing by the OWNER, the ENGINEER shall provide one or more full time Resident Project Representatives to assist the ENGINEER in order to render more extensive representation at the Project site during the Construction Phase. Such Resident Construction Review Services shall be paid for by the OWNER as Additional Services as defined within this Agreement. The limits of the authority, duties and responsibilities of a Resident Project Representative shall be described before such servicesbegin by written instruments labeled Exhibit A, attached to, and made a part of this Agreement. 7.3.2 By means of the more extensive on-site observations of the work in progress, the ENGINEER will endeavor to provide further protection for the OWNER against defects and deficiencies in the Contractor's work, but the furnishing of such services shall not include construction review of the Contractor's construction means, methods, techniques, sequences or procedures, or of any safety precautions and programs in connection with the work, and the ENGINEER shall not be responsible for the Con- tractor's failure to carry out the work in accordance with the Construction Contract. Page 10 of 13 7.3 Resident Construction Review Services 7.3.1 If requested by the OWNER or recommended by the ENGINEER and approved in writing by the OWNER, the ENGINEER shall provide one or more full time Resident Project Representatives to assist the ENGINEER in order to render more extensive representation at the Project site during the Construction Phase. Such Resident Construction Review Services shall be paid for by. the OWNER as Additional Services as defined within this Agreement. The limits of the authority, duties and responsibilities of a Resident Project Representative shall be described before such services begin by written instruments labeled Exhibit A, attached to, and made a part of this Agreement. 7.3.2 By means of the more extensive on-site observations of the work in progress, the ENGINEER will endeavor to provide further protection for the OWNER against defects and deficiencies in the Contractor's work, but the furnishing of such services shall not include construction review of the Contractor's construction means, methods, techniques, sequences or procedures, or of any safety precautions and programs in connection with the work, and the ENGINEER shall not be responsible for the Con- tractor's failure to carry out the work in accordance with the Construction Contract. Page 11 13 of EXHIBIT "A" This Exhibit is attached to and made a part of the Agreement between the OWNER, and the ENGINEER, Wayne Claassen Engineering and Surveying Inc. dated , 2017, for the Project known as Brock Third Addition Preliminary Plat, Final Plat and Sanitary Sewer Extension. LIMITATIONS OF AUTHORITY, DUTIES AND RESPONSIBILITIES OF THE RESIDENT PROJECET REPRESENTATIVE 1. The Resident Project Representative shall act under the direct supervision of the ENGINEER, shall be the ENGINEER's agent in all matters relating to on-site construction review of the Contractor's work, shall communicate only with the ENGINEER and the Contractor (or Contractors), and shall communicate with subcontractors only through the Contractor or his authorized superintendent. The OWNER shall communicate with the Resident Project Representative only through the ENGINEER. 2. The resident Project Representative shall review and observe on-site construction activities of the Contractor relating to portions of the Project designed and specified by the ENGINEER as contained in the Construction Contract Documents. 3. Specifically omitted from the Resident Project Representative's duties are any review of the Contractor's safety precautions, or the means, methods, sequences, or procedures required for the Contractor to perform the work but not relating to the final or completed Project. Omitted design or review services include but are not limited to shoring, scaffolding, underpinning, temporary retainment of excavations and any erection methods and temporary bracing. 4. The specific duties and responsibilities of the Resident Project Representative are enumerated as follows: a. Review Contractor's general compliance with Project Contract Documents. b. Keep records of water main testing results. c. Prepare monthly pay estimates for work performed by the Contractor. d. Closeout the Project with the City and the Contractor. Page 12 of 13 This Agreement executed the day and year written at the beginning of the Agreement. OWNER: By: Quentin Hart, Mayor of Waterloo ATTEST BY: Kelley j-Ichee, City Clerk ENGINEER: Wayne Claassen Engin ering & Surveying, Inc. c ,4. By: William laassen, President ATTEST BY: se DeLeon, Secretary Page 13 o f 13 September 18, 2017 Wayne Claassen Engineering & Surveying, Inc. PO Box 898 2705 University Ave. Waterloo, Iowa 50701 Attn: Mr. Bill Claassen, P.E. P: (319) 235-6294 E:claassen@wcesinc.com Re: Proposal for Wetland Delineation Southwest Portion of Parcel 8913-32-476-010 Waterloo, Black Hawk County, Iowa Terracon Proposal No. P13177087R Dear Mr. Claassen: lFerracon Terracon appreciates the opportunity to submit this proposal for environmental services for the above referenced site. A. PROJECT INFORMATION We understand that Wayne Claassen Engineering & Surveying, Inc. is preparing plans for the development of the referenced parcel located north of West Ridgeway Avenue in Waterloo, Black Hawk County, Iowa. Terracon is please to submit this proposal to prepare a wetland delineation for the approximate 7.7 acres located in the southwest corner of the referenced parcel. A.1 Site Location ITEM DESCRIPTION Location Southwest portion of Black Hawk County Parcel 8913-32-476-010 located in the SE corner of the SE corner of Section 32, Township 89 North, Range 13 West. Total Site Acreage Approximately 7.5 acres Existing improvements None Existing topography/water bodies An intermittent creek traverses the site from south to north which empties into an on-site pond. Terracon Consultants, Inc. 3105 Capital Way, Suite 5 Cedar Falls, IA 50613 P [319) 277-4016 F [319] 277-4320 terracon.com echnicaa Environmental Construction Materials Facilities i+ Proposal for Wetland Delineation SW Portion of Parcel 8913-32-476-010 ® Waterloo, Iowa September 18, 2017 ® Terracon Proposal No. P13177087R 1 Terracon Should any of the above information or assumptions be inconsistent with the planned construction, please let us know so that we may make any necessary modifications to this proposal. B. SCOPE OF SERVICES Wetland and Waters of the U.S. Delineation Tributaries, creeks, wetlands, or ponds identified on the site may be considered Waters of the United States (WUS) under the jurisdiction of the USACE. Proposed impacts to a jurisdictional waterbody, including draining, filling, crossing, relocating, or discharging into the waterbody may require a Section 404 Permit from the USACE and a Section 401 Water Quality Certification from Iowa Department of Natural Resources (IDNR). Please note that only the USACE can make the final determination on the jurisdictional status of WUS, and on the need for permit processing and compensatory mitigation. Terracon will perform a wetland and WUS delineation of the project area. The delineation will use mandatory technical criteria, field indicators, and other sources of information to assess whether the project area has jurisdictional wetlands or WUS. The classification will be performed by an experienced biologist, environmental scientist, or wetland technician. If wetlands are present, the upper boundaries within the project area will be identified. WUS will also be identified and mapped during the delineation. The methods Terracon will use in the delineation generally follow the Regional Supplement to the Corps of Engineers Wetland Delineation Manual: Midwest Region (2010) and the Federal Manual for Identifying and Delineating Jurisdictional Wetlands (1987). Jurisdictional wetlands generally have three essential characteristics: hydrophilic vegetation, hydric soils, and wetland hydrology. Our proposed Scope of Work includes the following: ▪ Assemble application information (i.e., aerial maps, soil classifications, site hydrology, vegetation type, etc.). ▪ Perform on-site visit to gather data pertaining to the hydrophytic vegetation community, surface hydrology, and hydric soil characteristics. The following items will be performed at discrete data point locations within suspect wetland areas on- site. o Assess each stratum of vegetation (i.e., trees, saplings/shrubs, herbs, and woody vines). Vegetation will be classified by Genus species and dominance will be assessed. • Classify soil types and evaluate hydric soil indicators using shallow soil probes or space holes. o Observe site characteristics for wetland hydrology indicators. Responsive n Resourceful m Reliable 2 Proposal for Wetland Delineation SW Portion of Parcel 8913-32-476-010 a Waterloo, Iowa September 18, 2017 ® Terracon Proposal No, P13177087R 1Ferracon ▪ Terracon will utilize a Trimble GeoXT GPS (sub -meter accuracy) hand-held unit to map the location and boundaries of delineated wetlands. If heavy tree cover is present, a non -GPS survey may be needed to identify wetland boundaries. Fees for a standard, non -GPS ground survey of the wetland areas have not been included in this proposal. • Prepare maps showing the delineated wetland and WUS area(s). a Prepare a Wetland and Waters of the U.S. Delineation Report containing the applicable data, wetland jurisdictional rationale, and proposed project information. • Review available potential stream and wetland mitigation banks in the appropriate service area and provide a summary of estimated costs to compensate proposed impacts of jurisdictional areas at the site. Additional Services Beyond Base Services The cost of completing an NPDES Permit is not included in this proposal. The scope of this proposal includes one site visit to conduct a baseline delineation. Under the Midwest Supplement, on specific sites the USACE may request that the three wetland criteria be evaluated over time to provide additional information regarding seasonal changes in the wetland boundaries and/or characteristics. If the USACE requests additional information, we will provide additional scope for your approval prior to conducting the work. The fees in this proposal do not include additional meetings or data collection/evaluation that may be required by the USAGE. Fees do not include preparing a Wetland Mitigation Plan and Alternative Analysis or other services that may be required if wetland or WUS impacts are proposed. Additional services will be necessary if compensatory mitigation is required for impacts to jurisdictional waterbodies or wetlands. Our specific involvement in these phases of the project is not known at this time. If necessary, budget estimates for additional services will be provided as the project scope evolves. Schedule According to the Midwest Supplement, the end of the growing season occurs when woody deciduous species lose their leaves and/or the last herbaceous plants cease flowering and their leaves become dry or brown. The growing season generally begins when two or more different non -evergreen vascular plant species growing in a wetland or surrounding area emerge from the ground, show new growth, bud, or flower. For classification, the wetland delineation should be performed when vegetation is actively growing (generally May -October). If the wetland delineation will be performed outside of the growing season, surveying of any identified wetlands will be conservative. A follow-up visit may be necessary in the vegetative growing season to confirm plant species. Please note that the wetland delineation cannot be performed when the ground is covered in snow or when frozen ground conditions exist. The delineation report will be completed two weeks following the field visit or receipt of surveyed wetland. The schedule for the Responsive ® Resourceful ® Reliable 3 Proposal for Wetland Delineation SW Portion of Parcel 8913-32-476-010 ® Waterloo, lowa September 18, 2017 ® Terracon Proposal No. P13177087R 1 Ferracon wetland delineation is dependent on weather conditions and the timing of receipt of notice to proceed for the project. In order to comply with the proposed schedule, the following items are required to be provided by the client at the time of notification to proceed in order to meet the client's required project completion date. Please include the following requested items along with the notification to proceed: • Right of entry to conduct the field services • Notification of any restrictions or special requirements (such as safety) regarding accessing the site a Any available design drawings which primarily include existing and proposed topography, grading, utility and drainage plans and their details. • A signed Agreement for Services evidencing acceptance of this scope of services Scope and Report Limitations The findings and conclusions presented in the report will be based on the site's current utilization and the information collected as discussed in this proposal. Please note that we do not warrant database or third party information or regulatory agency information used in the compilation of plans or reports. No warranties, express or implied, are intended or made. C. COMPENSATION Based on the proposed Scope of Work, our estimated fees are listed below: Wetland Delineation Wetland Field Assessment $1,850 GPS Mapping $ 800 Wetland Delineation Report $1,500 Review of stream and wetland mitigation banks $ 750 Total $4,900 The fees presented are based on performing only the services discussed in this proposal and will be invoiced on a unit price. Any changes beyond the Scope of Work of this proposal will be charged in accordance with our current unit fee schedule. Interim invoices will be submitted regularly and are due upon receipt. Invoices will reflect the units performed in accordance with the above discussion. Responsive El Resourceful M Reliable 4 Proposal for Wetland Delineation SW Portion of Parcel 8913-32-476-010 n Waterloo, Iowa September 18, 2017 0 Terracon Proposal No. P13177087R D. AUTHORIZATION 1Ferracon This proposal may be accepted by executing both originals of the attached Agreement for Services, and returning both executed copies along with this proposal to Terracon. One fully executed copy will be returned to you for your files, This Agreement, including the limitations it contains, shall constitute the exclusive terms, conditions, and services to be performed for this project. Terracon's fee is due within thirty days following receipt of invoice. This proposal is valid only if authorized within 90 days from the listed proposal date. We appreciate the opportunity to submit this proposal and look forward to being part of your construction team. Should you have any questions or require additional information, feel free to contact us at (319) 277-4016. We appreciate the opportunity to provide this proposal and look forward to working with you. Sincerely, Terracon Consultants, Inc. Dave C. Cleary, REM Environmental Department Manager Attachments: Agreement for Services Copies to: Addressee (email only) Gerald T. Hengtes,-P.G. Senior Associate Responsive n Resourceful e Reliable 5 1(erracon- Reference Number: P13177087R AGREEMENT FOR SERVICES This AGREEMENT is between CES -Wayne Claassen Engineering & Surveying Inc. ("Client") and Terracon Consultants, Inc. ("Consultant") for Services to be provided by Consultant for Client on the SW portion of Parcel 8913-32-476-010 project ("Project"), as described in the Project Information section of Consultant's Proposal dated 09/18/2017 ("Proposal") unless the Project is otherwise described in Exhibit A to this Agreement (which section or -Exhibit is incorporated into this Agreement). 1. Scope of Services. The scope of Consultant's services is described in the Scope of Services section of the Proposal ("Services"), unless Services are otherwise described in Exhibit B to this Agreement (which section or exhibit is incorporated into this Agreement). Portions of the Services may be subcontracted. Consultant's Services do not include the investigation or detection of, nor do recommendations in Consultant's reports address the presence or prevention of biological pollutants (e.g., mold, fungi, bacteria, viruses, or their byproducts) or occupant safety issues, such as vulnerability to natural disasters, terrorism, or violence. If Services include purchase of software, Client will execute a separate software license agreement. Consultant's findings, opinions, and recommendations are based solely upon data and information obtained by and furnished to Consultant at the time of the Services. 2. Acceptance/ Termination. Client agrees that execution of this Agreement is a material element of the consideration Consultant requires to execute the Services, and if Services are initiated by Consultant prior to execution of this Agreement as an accommodation for Client at Client's request, both parties shall consider that commencement of Services constitutes formal acceptance of all terms and conditions of this Agreement. Additional terms and conditions may be added or changed only by written amendment to this Agreement signed by both parties. In the event Client uses a purchase order or other form to administer this Agreement, the use of such form shall be for convenience purposes only and any additional or conflicting terms it contains are stricken. This Agreement shall not be assigned by either party without prior written consent of the other party. Either party may terminate this Agreement or the Services upon written notice to the other. In such case, Consultant shall be paid costs incurred and fees earned to the date of termination plus reasonable costs of closing the Project. 3. Change Orders. Client may request changes to the scope of Services by altering or adding to the Services to be performed. If Client so requests, Consultant will return to Client a statement (or supplemental proposal) of the change setting forth an adjustment to the Services and fees for the requested changes. Following Client's review, Client shall provide written acceptance. If Client does not follow these procedures, but instead directs, authorizes, or permits Consultant to perform changed or additional work, the Services are changed accordingly and Consultant will be paid for this work according to the fees stated or its current fee schedule. If project conditions change materially from those observed at the site or described to Consultant at the time of proposal, Consultant is entitled to a change order equitably adjusting its Services and fee. 4. Compensation and Terms of Payment. Client shall pay compensation for the Services performed at the fees stated in the Compensation section of the Proposal unless fees are otherwise stated in Exhibit C to this Agreement (which section or Exhibit is incorporated into this Agreement). If not stated in either, fees will be according to Consultant's current fee schedule. Fee schedules are valid for the calendar year in which they are issued. Fees do not include sales tax. Client will pay applicable sales tax as required by law. Consultant may invoice Client at least monthly and payment is due upon receipt of invoice. Client shall notify Consultant in writing, at the address below, within 15 days of the date of the invoice if Client objects to any portion of the charges on the invoice, and shall promptly pay the undisputed portion. Client shall pay a finance fee of 1.5% per month, but not exceeding the maximum rate allowed by law, for all unpaid amounts 30 days or older. Client agrees to pay all collection -related costs that Consultant incurs, including attorney fees. Consultant may suspend Services for lack of timely payment. It is the responsibility of Client to determine whether federal, state, or local prevailing wage requirements apply and to notify Consultant if prevailing wages apply. If it is later determined that prevailing wages apply, and Consultant was not previously notified by Client, Client agrees to pay the prevailing wage from that point forward, as well as a retroactive payment adjustment to bring previously paid amounts in line with prevailing wages. Client also agrees to defend, indemnify, and hold harmless Consultant from any alleged violations made by any governmental agency regulating prevailing wage activity for failing to pay prevailing wages, including the payment of any fines or penalties. 5. Third Party Reliance. This Agreement and the Services provided are for Consultant and Client's sole benefit and exclusive use with no third party beneficiaries intended. Reliance upon the Services and any work product is limited to Client, and is not intended for third parties other than those who have executed Consultant's reliance agreement, subject to the prior approval of Consultant and Client. 6. LIMITATION OF LIABILITY. CLIENT AND CONSULTANT HAVE EVALUATED THE RISKS AND REWARDS ASSOCIATED WITH THIS PROJECT, INCLUDING CONSULTANT'S FEE RELATIVE TO THE RISKS ASSUMED, AND AGREE TO ALLOCATE CERTAIN OF THE ASSOCIATED RISKS. TO THE FULLEST EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF CONSULTANT (AND ITS RELATED CORPORATIONS AND EMPLOYEES) TO CLIENT AND THIRD PARTIES GRANTED RELIANCE IS LIMITED TO THE GREATER OF $10,000 OR CONSULTANT'S FEE, FOR ANY AND ALL INJURIES, DAMAGES, CLAIMS, LOSSES, OR EXPENSES (INCLUDING ATTORNEY AND EXPERT FEES) ARISING OUT OF CONSULTANT'S SERVICES OR THIS AGREEMENT. PRIOR TO ACCEPTANCE OF THIS AGREEMENT AND UPON WRITTEN REQUEST FROM CLIENT, CONSULTANT MAY NEGOTIATE A HIGHER LIMITATION FOR ADDITIONAL CONSIDERATION IN THE FORM OF A SURCHARGE TO BE ADDED TO THE AMOUNT STATED IN THE COMPENSATION SECTION OF THE PROPOSAL. THIS LIMITATION SHALL APPLY REGARDLESS OF AVAILABLE PROFESSIONAL LIABILITY INSURANCE COVERAGE, CAUSE(S), OR THE THEORY OF LIABILITY, INCLUDING NEGLIGENCE, INDEMNITY, OR OTHER RECOVERY. THIS LIMITATION SHALL NOT APPLY TO THE EXTENT THE DAMAGE IS PAID UNDER CONSULTANT'S COMMERCIAL GENERAL LIABILITY POLICY. 7. Indemnity/Statute of Limitations. Consultant and Client shall indemnify and hold harmless the other and their respective employees from and against legal liability for claims, losses, damages, and expenses to the extent such claims, losses, damages, or expenses are legally determined to be caused by their negligent acts, errors, or omissions. In the event such claims, losses, damages, or expenses are legally determined to be caused by the joint or concurrent negligence of Consultant and Client, they shall be borne by each party in proportion to its own negligence under comparative fault principles. Neither party shall have a duty to defend the other party, and no duty to defend is hereby created by this indemnity provision and such duty is explicitly waived under this Agreement. Causes of action arising out of Consultant's Services or this Agreement regardless of cause(s) or the theory of liability, including negligence, indemnity or other recovery shall be deemed to have accrued and the applicable statute of limitations shall commence to run not later than the date of Consultant's substantial completion of Services on the project. 8. Warranty. Consultant will perform the Services in a manner consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing under similar conditions in the same locale. EXCEPT FOR THE STANDARD OF CARE PREVIOUSLY STATED, CONSULTANT MAKES NO WARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED, RELATING TO CONSULTANT'S SERVICES AND CONSULTANT DISCLAIMS ANY IMPLIED WARRANTIES OR WARRANTIES IMPOSED BY LAW, INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. 9. Insurance. Consultant represents that it now carries, and will continue to carry: (i) workers' compensation insurance in accordance with the laws of the states having jurisdiction over Consultant's employees who are engaged in the Services, and employer's liability insurance ($1,000,000); (H) Page 1 of 2 Rev. 10-16 1 Ferracon Reference Number: P1317708TR commercial general liability insurance ($1,000,000 occ / $2,000,000 agg); (iii) automobile liability insurance ($1,000,000 B.I. and P.D. combined single limit); and (iv) professional liability insurance ($1,000,000 claim / agg). Certificates of insurance will be provided upon request. Client and Consultant shall waive subrogation against the other party on all general liability and property coverage. 10. CONSEQUENTIAL DAMAGES. NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR LOSS OF PROFITS OR REVENUE; LOSS OF USE OR OPPORTUNITY; LOSS OF GOOD WILL; COST OF SUBSTITUTE FACILITIES, GOODS, OR SERVICES; COST OF CAPITAL; OR FOR ANY SPECIAL, CONSEQUENTIAL, INDIRECT, PUNITIVE, OR EXEMPLARY DAMAGES. 11. Dispute Resolution. Client shall not be entitled to assert a Claim against Consultant based on any theory of professional negligence unless and until Client has obtained the written opinion from a registered, independent, and reputable engineer, architect, or geologist that Consultant has violated the standard of care applicable to Consultant's performance of the Services. Client shall provide this opinion to Consultant and the parties shall endeavor to resolve the dispute within 30 days, after which Client may pursue its remedies at law. This Agreement shall be governed by and construed according to Kansas law. 12. Subsurface Explorations. Subsurface conditions throughout the site may vary from those depicted on logs of discrete borings, test pits, or other exploratory services. Client understands Consultant's layout of boring and test locations is approximate and that Consultant may deviate a reasonable distance from those locations. Consultant will take reasonable precautions to reduce damage to the site when performing Services; however, Client accepts that invasive services such as drilling or sampling may damage or alter the site. Site restoration is not provided unless specifically included in the Services. 13. Testing and Observations. Client understands that testing and observation are discrete sampling procedures, and that such procedures indicate conditions only at the depths, locations, and times the procedures were performed. Consultant will provide test results and opinions based on tests and field observations only for the work tested. Client understands that testing and observation are not continuous or exhaustive, and are conducted to reduce - not eliminate - project risk. Client shall cause all tests and inspections of the site, materials, and Services performed by Consultant to be timely and properly scheduled in order for the Services to be performed in accordance with the plans, specifications, contract documents, and Consultant's recommendations. No claims for loss or damage or injury shall be brought against Consultant by Client or any third party unless all tests and inspections have been so performed and Consultant's recommendations have been followed. Unless otherwise stated in the Proposal, Client assumes sole responsibility for determining whether the quantity and the nature of Services ordered by Client is adequate and sufficient for Client's intended purpose. Client is responsible (even if delegated to contractor) for requesting services, and notifying and scheduling Consultant so Consultant can perform these Services. Consultant is not responsible for damages caused by Services not performed due to a failure to request or schedule Consultant's Services. Consultant shall not be responsible for the quality and completeness of Client's contractor's work or their adherence to the project documents, and Consultant's performance of testing and observation services shall not relieve Client's contractor in any way from its responsibility for defects discovered in its work, or create a warranty or guarantee. Consultant will not supervise or direct the work performed by Client's contractor or its subcontractors and is not responsible for their means and methods. The extension of unit prices with quantities to establish a total estimated cost does not guarantee a maximum cost to complete the Services. The quantities, when given, are estimates based on contract documents and schedules made available at the time of the Proposal. Since schedule, performance, production, and charges are directed and/or controlled by others, any quantity extensions must be considered as estimated and not a guarantee of maximum cost. 14. Sample Disposition, Affected Materials, and Indemnity. Samples are consumed in testing or disposed of upon completion of the testing procedures (unless stated otherwise in the Services). Client shall furnish or cause to be furnished to Consultant all documents and information known or available to Client that relate to the identity, location, quantity, nature, or characteristic of any hazardous waste, toxic, radioactive, or contaminated materials ("Affected Materials") at or near the site, and shall immediately transmit new, updated, or revised information as it becomes available. Client agrees that Consultant is not responsible for the disposition of Affected Materials unless specifically provided in the Services, and that Client is responsible for directing such disposition. In no event shall Consultant be required to sign a hazardous waste manifest or take title to any Affected Materials. Client shall have the obligation to make all spill or release notifications to appropriate governmental agencies. The Client agrees that Consultant neither created nor contributed to the creation or existence of any Affected Materials conditions at the site and Consultant shall not be responsible for any claims, losses, or damages allegedly arising out of Consultant's performance of Services hereunder, or for any claims against Consultant as a generator, disposer, or arranger of Affected Materials under federal, state, or local law or ordinance. 15. Ownership of Documents. Work product, such as reports, logs, data, notes, or calculations, prepared by Consultant shall remain Consultant's property. Proprietary concepts, systems, and ideas developed during performance of the Services shall remain the sole property of Consultant. Files shall be maintained in general accordance with Consultant's document retention policies and practices. 16. Utilities. Client shall provide the location and/or arrange for the marking of private utilities and subterranean structures. Consultant shall take reasonable precautions to avoid damage or injury to subterranean structures or utilities. Consultant shall not be responsible for damage to subterranean structures or utilities that are not called to Consultant's attention, are not correctly marked, including by a utility locate service, or are incorrectly shown on the plans furnished to Consultant. 17. Site Access and Safety. Client shall secure all necessary site related approvals, permits, licenses, and consents necessary to commence and complete the Services and will execute any necessary site access agreement. Consultant will be responsible for supervision and site safety measures for its own employees, but shall not be responsible for the supervision or health and safety precautions for any other parties, including Client, Client's contractors, subcontractors, or other parties present at the site. Consultant: Terracon Consultants, Inc. By: Name/Title: oCl �X^� Dale: 9/18/2017 Dave C. Cleary, REM / Environmental Department Manager Address: 3105 Capital Way Ste 5 Phone: Email: Cedar Falls, IA 50 61 3-7 03 0 (319) 277-4016 Fax: (319) 277-4320 Dave.Cleary@terracon.com Client: By: CES -Wayne Claassen Engineering & Surveying Inc. Name/Title: Bill Claassen / Date: Address: 2705 University Ave PO Box 898 Waterloo, IA 50704 Phone: (319) 235-6294 Fax: Email: claassen@wcesinc.com Page 2 of 2 Rev. 10-16