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HomeMy WebLinkAboutWillett, Hoffmann & Associates, Inc. - Downtown Traffic Camera and Fiber Optic - 6.21.21 DOWNTOWN TRAFFIC CAMERA AND FIBER OPTIC INTERCONNECT PROJECT IOWA DEPT. OF TRANSPORTATION ( DOT) PROJECT NO . : STSG -SWAP -8155 ( 769 ) --SG -07 CITY OF WATERLOO PROJECT NO . : TOF -295 CITY OF WATERLOO , IOWA PROFESSIONAL SERVICES AGREEMENT for CONSTRUCTION ENGINEERING SERVICES This Agreement is made and entered by and between Willett , Hofmann & Associates , Inc . , 625 32nd Avenue SW, Cedar Rapids , Iowa , hereinafter referred to as "WHA" or " CONSULTANT" and City of Waterloo , Iowa , hereinafter referred to as " CLIENT" or " OWNER" . The effective date of this Agreement shall be the date on which it is signed by the Mayor of the City of Waterloo . IN CONSIDERATION of the covenants hereinafter set forth , the parties hereto mutually agree as follows : I . SCOPE OF SERVICES WHA shall perform professional Services (the " Services" ) in connection with CLIENT' s facilities in accordance with the Scope of Services set forth in Attachment A attached hereto . II . WHA 'S RESPONSIBILITIES WHA shall , subject to the terms and provisions of this Agreement: (a ) Appoint one or more individuals who shall be authorized to act on behalf of WHA and with whom CLIENT may consult at all reasonable times , and whose instructions , requests , and decisions will be binding upon WHA as to all matters pertaining to this Agreement and the performance of the parties hereunder. WHA' s authorized individual is Michael G . Dryden , P . E . ( b ) Use all reasonable efforts to complete the Services within the time period mutually agreed upon , except for reasons beyond its control . Schedule shall be as defined in Attachment B . ( c) Perform the Services in accordance with generally accepted professional engineering standards in existence at the time of performance of the Services . If during the two- year period following the completion of Services , it is shown that there is an error in the Services solely as a result of WHA' s failure to meet these standards , WHA shall re- perform such substandard Services as may be necessary to remedy such error at no cost to CLIENT . Since WHA has no control over local conditions , the cost of labor and materials , or over competitive bidding and market conditions , WHA does not guarantee the accuracy of any construction cost estimates as compared to contractor' s bids or the actual cost to the CLIENT. WHA makes no other warranties either express or implied and the parties ' rights , liabilities , responsibilities , and remedies with respect to the quality of Services , including claims alleging negligence , breach of warranty and breach of contract , shall be exclusively those set forth herein . (d ) WHA shall , if requested in writing by CLIENT , for the protection of CLIENT , require from all vendors and subcontractors from which WHA procures equipment, materials , or services for the project, guarantees with respect to such equipment , materials , and services . All such guarantees shall be made available to CLIENT to the full extent of the terms thereof. WHA's liability with respect to such equipment, and materials obtained from vendors or services from subcontractors , shall be limited to procuring Page 1 May 20 , 2021 guarantees from such vendors or subcontractors and rendering all reasonable assistance to CLIENT for the purpose of enforcing the same . ( e) WHA will be providing estimates of costs to the CLIENT covering an extended period of time . WHA does not have control over any such costs , including , but not limited to , costs of labor, material , equipment , or services furnished by others or over competitive bidding , marketing , or negotiating conditions , or construction contractors ' methods of determining their prices . Accordingly , it is acknowledged and understood that any estimates , projections , or opinions of probable project costs provided herein by WHA are estimates only , made on the basis of WHA' s experience and represent WHA' s reasonable judgment as a qualified professional . WHA does not guaranty that proposals , bids or actual project costs will not vary from the opinions of probable costs prepared by WHA , and the CLI ENT waives any and all claims that it may have against WHA as a result of any such variance . III . CLIENT' S RESPONSIBILITIES CLIENT shall at such times as may be required for the successful and expeditious completion of the Services ; ( a) Provide all criteria and information as to CLIENT' s requirements ; obtain all necessary approvals and permits required from all governmental authorities having jurisdiction over the project ; and designate a Project Manager with authority to act on CLIENT' s behalf on all matters concerning the Services . The CLIENT' s representative and Project Manager for this project is Mohammad Elahi , Traffic Engineer. ( b ) Furnish to WHA all existing studies , reports , and other available data pertinent to the Services , and obtain additional reports , data and services as may be required for the project . WHA shall be entitled to rely upon all such information , data , and the results of such other services in performing its Services hereunder. IV. INDEMNIFICATION WHA agrees to indemnify and hold harmless CLIENT from and against any and all suits , actions , damages , loss , liability , or costs ( including , without limitation , reasonable attorneys' fees directly related thereto ) for bodily injury or death of any person or damage to third party property if and to the extent arising from the negligent errors or omissions or willful misconduct of WHA during the performance of the Services hereunder. V. INSURANCE Commencing with the performance of the Services , and continuing until the earlier of acceptance of the Services or termination of this Agreement, WHA shall maintain standard insurance policies as follows : ( a ) Workers ' Compensation and/or all other Social Insurance in accordance with the statutory requirements of the state having jurisdiction over WHA' s employees who are engaged in the Services , with Employer' s Liability not less than One Hundred Thousand Dollars ( $ 100 , 000 ) each accident; ( b ) Commercial General Bodily Injury and Property Damage Liability and Automobile liability insurance including (owned , non -owned , or hired ) , each in a combined single limit of One Million Dollars ($ 1 , 000 , 000 ) each occurrence for bodily injury and property damage liability . This policy includes Contractual Liability coverage . WHA Page 2 May 20 , 2021 agrees to name CLIENT as Additional Insured on this policy , but only to the extent of WHA' s negligence under this Agreement and only to the extent of the insurance limits specified herein . (c) Professional Liability Insurance with limits of $ 1 , 000 , 000 per claim and in the aggregate covering WHA against all sums which WHA may become legally obligated to pay on account of any professional liability arising out of the performance of this Agreement. WHA agrees to provide CLIENT with certificates of insurance evidencing the above -described coverage prior to the start of Services hereunder and annually thereafter if required . WHA shall provide prompt notice to the CLIENT in the event of cancellation , material change , or nonrenewal per standard ISO Acord Form wording and the policy provisions . VI . COMPENSATION AND TERMS OF PAYMENT Compensation for the services shall be on an hourly basis in accordance with the hourly rates and other direct expenses in effect at the time the services are performed . Total compensation associated with the Construction Engineering services phase of the Project is a not4o-exceed fee of Thirty - Five Thousand Five Hundred Forty Dollars and Zero Cents ( $ 35 , 540 . 00) . The fee is broken down in Attachment B and the standard hourly rates are outlined in Attachment C . A contingency amount of Three Thousand One Hundred Sixty Dollars and Zero Cents ($ 3 , 160 . 00 ) has been established for this Agreement and the Maximum Amount Payable under this Agreement is Thirty - Eight Thousand Seven Hundred Dollars and Zero Cents ($ 38 , 700 . 00 ) . Written request by WHA indicating the need and written approval by the CLIENT' s Project Manager are needed prior to usage of the contingency amount. WHA may bill the CLIENT monthly for services completed at the time of billing . CLIENT agrees to pay WHA the full amount of such invoice within thirty ( 30 ) days after receipt thereof. In the event CLIENT disputes any invoice item , CLIENT shall give WHA written notice of such disputed item within ten ( 10 ) days after receipt of invoice and shall pay to WHA the undisputed portion of the invoice according to the provisions hereof. CLIENT agrees to abide by any applicable statutory prompt pay provisions currently in effect. VII . TERMINATION CLIENT may , with or without cause , terminate the Services at any time upon fourteen ( 14) days written notice to WHA. The obligation to provide further Services under this Agreement may be terminated by either party upon fourteen ( 14 ) days ' written notice in the event of substantial failure by the other party to perform in accordance with the terms hereof through no fault of the terminating party , providing such defaulting party has not cured such failure , or , in the event of a non - monetary default, commenced reasonable actions to cure such failure . In either case , WHA will be paid for all expenses incurred and Services rendered to the date of the termination in accordance with compensation terms of Article VI , VIII . OWNERSHIP OF DOCUMENTS (a ) Sealed original drawings , specifications , final project specific calculations and other instruments of service which WHA prepares and delivers to CLIENT pursuant to this Agreement shall become the property of CLIENT when WHA has been compensated for Services rendered . CLIENT shall have the right to use such instruments of service solely for the purpose of the construction , operation and maintenance of the Facilities . Page 3 May 20 , 2021 Any other use or reuse of original or altered files shall beat CLIENT' s sole risk without liability or legal exposure to WHA and CLIENT agrees to release , defend , and hold WHA harmless from and against all claims or suits asserted against WHA in the event such documents are used for a purpose different than originally prepared even though such claims or suits may be based on allegations of negligence by WHA . Nothing contained in this paragraph shall be construed as limiting or depriving WHA of its rights to use its basic knowledge and skills to design or carry out other projects or work for itself or others , whether or not such other projects or work are similar to the work to be performed pursuant to this Agreement. ( b ) Any files delivered in electronic medium may not work on systems and software different than those with which they were originally produced , and WHA makes no warranty as to the compatibility of these files with any other system or software . Because of the potential degradation of electronic medium over time , in the event of a conflict between the sealed original drawings and the electronic files , the sealed drawings will govern . IX . MEANS AND METHODS (a ) WHA shall not have control or charge of and shall not be responsible for construction means , methods , techniques , sequences , or procedures , or for safety measures and programs including enforcement of Federal and State safety requirements , in connection with construction work performed by CLIENT' s construction contractors . Nor shall WHA be responsible for the supervision of CLIENT' s construction contractors , subcontractors or of any of their employees , agents , and representatives of such contractors ; or for inspecting machinery , construction equipment and tools used and employed by contractors and subcontractors on CLIENT' s construction projects and shall not have the right to stop or reject work without the thorough evaluation and approval of the CLIENT . In no event shall WHA be liable for the acts or omissions of CLIENT' s construction contractors , subcontractors or any persons or entities performing any of the construction work , or for the failure of any of them to carry out construction work under contracts with CLIENT. ( b) In order that WHA may be fully protected against such third - party claims , CLIENT agrees to obtain and maintain for the benefit of WHA the same indemnities and insurance benefits obtained for the protection of the CLIENT from any contractor or subcontractor working on the project and shall obtain from that contractor/subcontractor insurance certificates evidencing WHA as an additional named insured . X. INDEPENDENT CONTRACTOR WHA shall be an independent contractor with respect to the Services to be performed hereunder. Neither WHA nor its subcontractors , nor the employees of either, shall be deemed to be the servants , employees , or agents of CLIENT . XI . PRE- EXISTING CONDITIONS Anything herein to the contrary notwithstanding , title to , ownership of, legal responsibility and liability for any and all pre-existing contamination shall at all times remain with CLIENT. " Preexisting contamination " is any hazardous or toxic substance present at the site or sites concerned which was not brought onto such site or sites by WHA. CLIENT agrees to release , defend , indemnify , and hold WHA harmless from and against any and all liability which may Page 4 May 20 , 2021 in any manner arise in any way directly or indirectly caused by such pre-existing contamination except if such liability arises from WHA' s sole negligence or willful misconduct. CLIENT shall , at CLIENT' s sole expense and risk, arrange for handling , storage , transportation , treatment and delivery for disposal of pre -existing contamination . CLIENT shall be solely responsible for obtaining a disposal site for such material . CLIENT shall look to the disposal facility and/or transporter for any responsibility or liability arising from improper disposal or transportation of such waste . WHA shall not have or exert any control over CLIENT in CLIENT' s obligations or responsibilities as a generator in the storage , transportation , treatment , or disposal of any pre -existing contamination . CLIENT shall complete and execute any governmentally required forms relating to regulated activities including , but not limited to generation , storage , handling , treatment, transportation , or disposal of pre-existing contamination . In the event that WHA executes or completes any governmentally required forms relating to regulated activities including but not limited to storage , generation , treatment, transportation , handling , or disposal of hazardous or toxic materials , WHA shall be and be deemed to have acted as CLIENT' s agent. For WHA' s Services requiring drilling , boring , excavation or soils sampling , CLIENT shall approve selection of the contractors to perform such services , all site locations , and provide WHA with all necessary information regarding the presence of underground hazards , utilities , structures , and conditions at the site . XII . LIMITATION OF LIABILITY CLIENT agrees that WHA' s liability for the act, error, or omission in its performance of services under this Agreement shall in no event exceed the amount of the total compensation received by WHA . It is intended by the parties to this Agreement that WHA' s services in connection with the project anticipated herein shall not subject WHA' s individual employees , officers , or directors to any personal legal exposure for the risks associated with this project. XIII . DISPUTE RESOLUTION If a dispute arises out of, or relates to , the breach of this Agreement and if the dispute cannot be settled through negotiation , then WHA and the CLIENT agree to submit the dispute to mediation . In the event WHA or the CLIENT desires to mediate any dispute , that party shall notify the other party in writing of the dispute desired to be mediated . If the parties are unable to resolve their differences within 10 days of the receipt of such notice , such dispute shall be submitted for mediation in accordance with the procedures and rules of the American Arbitration Association ( or any successor organization ) then in effect. The deadline for submitting the dispute to mediation can be changed if the parties mutually agree in writing to extend the time between receipt of notice and submission to mediation . The expenses of the mediator shall be shared 50 percent by WHA and 50 percent by the CLIENT. This requirement to seek mediation shall be a condition required before filing an action at law or in equity . However, prior to or during the negotiations or the mediation either party may initiate litigation that would otherwise be barred by a statute of limitations , and WHA may pursue any property liens or other rights it may have to obtain security for the payment of its invoices . XIV. MISCELLANEOUS ( a) This Agreement constitutes the entire agreement between the parties hereto and supersedes any oral or written representations , understandings , proposals , or communications heretofore entered into by or on account of the parties and may not be changed , modified , or amended except in writing signed by the parties hereto . In the event of any conflict between this contract document and any of the attachments Page 5 May 20 , 2021 hereto, the terms and provisions of this contract document shall control. In the event of any conflict among the attachments, the attachment of the latest date shall control. (b) This Agreement shall be governed by the laws of the State of Iowa. (c) WHA may subcontract any portion of the Services to a subcontractor approved by CLIENT. In no case shall CLIENT's approval of any subcontract relieve WHA of any of its obligations under this Agreement. (d) In no event shall either party be liable to the other for indirect or consequential damages, including, but not limited to, loss of use, loss of profit or interruption of business, whether arising in contract, tort (including negligence), statute, or strict liability. (e) In the event CLIENT uses a purchase order form to administer this Agreement, the use of such form shall be for convenience purposes only, and any typed provision in conflict with the terms of this Agreement and all preprinted terms and conditions contained in or on such forms shall be deemed stricken and null and void. (f) This Agreement gives no rights or benefits to anyone other than CLIENT and WHA and does not create any third-party beneficiaries to the Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year written below. APPROVED FOR CLIENT APPROVED FOR WILLETT, HOFMA ASSO jATES, INC. 7 B0-114i, H �+ By: Y� Printed Name: Quentin Hart Printed Name: Steven J. McElmeel For: City of Waterloo, Iowa For: Willett, Hofmann &Associates, Inc. Title: Mayor Title: General Manager for Cedar Rapids Office 711 Date: 6/21/2021 Date: Page 6 May 20, 2021 Downtown Traffic Camera and Fiber Optic Interconnect Project Iowa DOT Project No . : STBG -SWAP-8155 ( 769 ) --SG-07 City of Waterloo Project No . : TOF -295 May 20 , 2021 Page 7 ATTACHMENT A Scope of Services The scope of services to be performed by the CONSULTANT shall be completed in accordance with generally accepted standards of practice and shall include the services and supplies to perform tasks listed below . It is understood by the OWNER and the CONSULTANT that the level and frequency of Progress Reporting shall be mutually established for each project, considering the complexity and duration of the work to be performed . For this specific project it is agreed that progress reporting will be provided monthly . The Project involves : project management; utility coordination ; and construction - related services including on -site field reviews ; construction observation and documentation ; record drawings , and construction administration including project close-out — for the proposed improvement . Project Identification The Project involves the installation of a ) traffic monitoring cameras and fiber optic communication network components at , and b) fiber optic communication network cable and conduit between signalized intersections in downtown Waterloo in an area bounded by Walnut Street , Mullan Avenue , southbound Washington Street, and 6th Street . Maior Proiect Tasks • Project Management • Construction Phase Services The following provides a description of the tasks to be performed and identification of the proposed work. I . Construction -Related Services Construction Phase Services are based upon a maximum Construction Contract Length for the Project Contractor of one- hundred seventy ( 170 ) working days . A. The CONSULTANT shall perform construction administration for the OWNER during the Construction Phase of the Project . The CONSULTANT shall perform part-time construction observation for the OWNER during the Construction Phase of the Project . Part-time construction observation is defined to be approximately four (4 ) hours per week , on average , at select times ( but not at all times ) when the Contractor is on -site performing construction activities during the construction period . 1 . General Administration of Construction Contract — Consult with OWNER and act as OWNER ' s representative . The extent and limitations of the duties , responsibilities and authority of CONSULTANT as assigned shall not be modified , except as CONSULTANT may otherwise agree in writing . All of OWNER ' s instructions to Contractor will be issued through CONSULTANT , who shall have authority to act on behalf of OWNER in dealings with Contractor to the extent provided in this Agreement except as otherwise provided in writing . 2 . Resident Project Representative ( RPR ) — Provide the services of an RPR at the Site to assist the CONSULTANT and to provide more extensive observation of Contractor' s work. Duties , responsibilities , and authority of the RPR are as set forth in Attachment D . The furnishing of such RPR ' s services will not extend CONSULTANT' s responsibilities or authority beyond the specific limits set forth elsewhere in this Agreement. 3 . Pre -Construction Conference — Conduct a Pre-Construction Conference prior to commencement of Work at the Site . Downtown Traffic Camera and Fiber Optic Interconnect Project Iowa DOT Project No . : STBG-SWAP - 8155 (769 ) --SG -07 City of Waterloo Project No . : TOF-295 May 20 , 2021 Page 8 4 . Communicate and consult with the OWNER regarding any issues , problems or decisions that arise on the Project during construction . 5 . Visits to Site and Observation of Construction — In connection with observations of Contractor' s work in progress while it is in progress : a . Make visits to the Site at intervals appropriate to the various stages of construction , as CONSULTANT deems necessary , to observe , as an experienced and qualified design professional , the progress and quality of the Work . Such visits and observations by CONSULTANT , and the Resident Project Representative , if any , are not intended to be exhaustive or to extend to every aspect of Contractor' s work in progress or to involve detailed inspections of Contractor' s work in progress beyond the responsibilities specifically assigned to CONSULTANT in this Agreement and the Contract Documents , but rather are to be limited to spot checking , selective sampling , and similar methods of general observation of the Work based on CONSULTANT' s exercise of professional judgment as assisted by the Resident Project Representative , if any . Based on information obtained during such visits and such observations , CONSULTANT will determine , in general , if Contractor' s work is proceeding in accordance with the Contract Documents , and CONSULTANT shall keep OWNER informed of the progress of the Work. b . The purpose of CONSULTANT' s visits to , and representation by the Resident Project Representative , if any , at the Site , will be to enable CONSULTANT to better carry out the duties and responsibilities assigned to and undertaken by CONSULTANT during the Construction Phase , and , in addition , by the exercise of CONSULTANT' s efforts as an experienced and qualified design professional , to provide for OWNER a greater degree of confidence that the completed Work will conform in general to the Contract Documents and that the integrity of the design concept of the completed Project as a functioning whole as indicated in the Contract Documents has been implemented and preserved by Contractor. CONSULTANT 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 CONSULTANT have authority over or responsibility for the means , methods , techniques , sequences , or procedures of construction selected by Contractor, for safety precautions and programs incident to Contractor' s work, or for any failure of Contractor to comply with Laws and Regulations applicable to Contractor' s furnishing and performing the Work. Accordingly , CONSULTANT neither guarantees the performance of any Contractor nor assumes responsibility for any Contractor' s failure to furnish and perform its work in accordance with the Contract Documents . 6 . Defective Work — Recommend to OWNER that Contractor' s work be disapproved and rejected while it is in progress if, based on such observations , CONSULTANT 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 completed Project as a functioning whole as indicated in the Contract Documents . 7 . Clarifications and Interpretations ; Field Orders — Issue necessary clarifications and interpretations of the Contract Documents as appropriate to the orderly completion of Contractor' s work . Such clarifications and interpretations will be consistent with the intent of and reasonably inferable from the Contract Documents . CONSULTANT may issue Field Orders authorizing minor variations from the requirements of the Contract Documents . 8 . Change Orders and Work Change Directives — Recommend Change Orders and Work Change Directives to OWNER , as appropriate , and prepare Change Orders and Work Change Directives as required . 9 . Inspections and Tests — Require such special inspections or tests of Contractor' s work as deemed reasonably necessary , and receive and review all certificates of inspections , tests , and approvals required by Laws and Regulations or the Contract Documents . CONSULTANT' s review of such certificates will be for the purpose of determining that the results certified indicate compliance with the Contract Documents Downtown Traffic Camera and Fiber Optic Interconnect Project Iowa DOT Project No . : STSG -SWAP -8155 ( 769 ) -- SG -07 City of Waterloo Project No . : TOF-295 May 20 , 2021 Page 9 and will not constitute an independent evaluation that the content or procedures of such inspections , tests , or approvals comply with the requirements of the Contract Documents . CONSULTANT shall be entitled to rely on the results of such tests . 10 . Disagreements between OWNER and Contractor — Render formal written decisions on all claims of OWNER and Contractor relating to the acceptability of Contractor' s work or the interpretation of the requirements of the Contract Documents pertaining to the execution and progress of Contractor' s work . In rendering such decisions , CONSULTANT shall be fair and not show partiality to OWNER or Contractor and shall not be liable in connection with any decision rendered in good faith in such capacity . 11 . Applications for Payment — Based on CONSULTANT' s observations as an experienced and qualified design professional and on review of Applications for Payment and accompanying supporting documentation : a . Determine the amounts that CONSULTANT recommends Contractor be paid . Such recommendations of payment will be in writing and will constitute CONSULTANT' s representation to OWNER , based on such observations and review , that, to the best of CONSULTANT' s knowledge , information and belief, Contractor' s work has progressed to the point indicated , the quality of such work is generally in accordance with the Contract Documents ( subject to an evaluation of the 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 ) , and the conditions precedent to Contractor' s being entitled to such payment appear to have been fulfilled in so far as it is CONSULTANT' s responsibility to observe Contractor' s work . In the case of unit price work , CONSULTANT' s recommendations of payment will include final determinations of quantities and classifications of Contractor' s work ( subject to any subsequent adjustments allowed by the Contract Documents ) . b . By recommending any payment, CONSULTANT shall not thereby be deemed to have represented that observations made by CONSULTANT to check the quality or quantity of Contractor' s work as it is performed and furnished have been exhaustive , extended to every aspect of Contractor' s work in progress , or involved detailed inspections of the Work beyond the responsibilities specifically assigned to CONSULTANT in this Agreement and the Contract Documents , Neither CONSULTANT' s review of Contractor' s work for the purposes of recommending payments nor CONSULTANT' s recommendation of any payment including final payment will impose on CONSULTANT responsibility to supervise , direct , or control Contractor' s work in progress or for the means , methods , techniques , sequences , or procedures of construction or safety precautions or programs incident thereto , or Contractor' s compliance with Laws and Regulations applicable to Contractor' s furnishing and performing the Work . It will also not impose responsibility on CONSULTANT to make any examination to ascertain how or for what purposes Contractor has used the moneys paid on account of the Contract Price , or to determine that title to any portion of the work in progress , materials , or equipment has passed to OWNER free and clear of any liens , 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 . 12 . Contractor' s Completion Documents . a . Receive and review maintenance and operating instructions , schedules , and guarantees . b . CONSULTANT shall transmit these documents to OWNER . 13 . Substantial Completion — Promptly after notice from Contractor that Contractor considers the entire Work ready for its intended use , in company with OWNER and Contractor, conduct an inspection to determine if the Work is Substantially Complete . If after considering any objections of OWNER , CONSULTANT considers the Work Substantially Complete , CONSULTANT shall deliver a certificate of Substantial Completion to OWNER and Contractor. Downtown Traffic Camera and Fiber Optic Interconnect Project Iowa DOT Project No . : STBG-SWAP -8155 ( 769 ) --SG -07 City of Waterloo Project No . : TOF -295 May 20 , 2021 Page 10 14 . Additional Tasks . Perform or provide the following additional Construction Phase tasks or deliverables : a . Attend weekly (or bi -monthly or monthly , if appropriate) progress meetings with Contractor and prepare and circulate copies of minutes . b . Prepare and furnish to OWNER Record Drawings showing appropriate record information based on Project annotated record documents received from Contractor. c . Provide one reproducible and correctable printed copy of as - built record drawings and electronic media in AutoCAD format of the as - built record drawings . d . Assemble necessary documentation for and assist Iowa Department of Transportation with post- construction final Project review and materials audit. Submit necessary documents for final Project review , materials audit , and Project close-out to applicable regulatory agencies upon completion of construction . 15 . Final Notice of Acceptability of the Work — Conduct a final inspection to determine if the completed Work of Contractor is acceptable so that CONSULTANT may recommend , in writing , final payment to Contractor. Accompanying the recommendation for final payment, CONSULTANT shall also provide a notice that the Work is acceptable to the best of CONSULTANT' s knowledge , information , and belief and based on the extent of the services provided by CONSULTANT under this Agreement . Assist the Iowa Department of Transportation on the final Project audit to close the Project . B . Duration of Construction Phase — The Construction Phase will commence with the execution of the first Construction Agreement for the Project or any part thereof and will terminate upon written recommendation by CONSULTANT for final payment to Contractors . If the Project involves more than one prime contract, Construction Phase services may be rendered at different times in respect to the separate contracts . C . Limitation of CONSULTANT' s Authority and Responsibilities — Neither CONSULTANT' s authority or respon - sibility under this Agreement or under any other provision of the Contract Documents nor any decision made by CONSULTANT in good faith either to exercise or not exercise such authority or responsibility or the undertak- ing , exercise , or performance of any authority or responsibility by CONSULTANT shall create , impose , or give rise to any duty in contract , tort , or otherwise owed by CONSULTANT to CONTRACTOR , any Subcontractor, any Supplier, any other individual or entity , or to any surety for or employee or agent of any of them . CONSULTANT shall not be responsible for the acts or omissions of any Contractor, or of any of their subcontractors , suppliers , or of any other individual or entity performing or furnishing any of the Work . CONSULTANT shall not be responsible for failure of any Contractor to perform or furnish the Work in accordance with the Contract Documents . The limitations upon authority and responsibility set forth above shall also apply to CONSULTANT' s sub- Consultants , Resident Project Representative , and assistants . II . Deliverables A . CONSULTANT Deliverables 1 . Minutes of project review meetings to meeting attendees . 2 . Monthly progress reports (submitted with project invoices ) to OWNER . 3 . Weekly Report of Working Days 4 . Change Orders and/or Work Change Directives 5 . Applications for Payment 6 . Record Drawing (s ) , prepared by Contractor, signed and sealed by a licensed professional engineer or architect, licensed to practice in the State of Iowa , in accordance with the current Code of Iowa , and delivered as an electronic file in AutoCAD format Downtown Traffic Camera and Fiber Optic Interconnect Project Iowa DOT Project No . : STBG - SWAP- 8155 ( 769 ) --SG -07 City of Waterloo Project No . : TOF-295 May 20 , 2021 Page 11 7 . Other deliverables indicated in the Scope of Services tasks listed above , as appropriate . III . Owner' s Responsibilities MATERIAL AND INFORMATION TO BE PROVIDED BY THE OWNER : The OWNER shall provide the following material and information related to the project : A . Permit applications that are only available from the OWNER that are necessary to commence with the construction of the proposed improvements . TASKS TO BE PERFORMED BY THE OWNER : The OWNER shall perform the following tasks related to the project: A. Attend pre-construction conference , construction progress and other job - related meetings , and Substantial Completion and final payment inspections . B . Shop Drawings and Samples — Review and approve or take other appropriate action in respect to Shop Drawings and Samples and other data which Contractor is required to submit, but only for conformance with the information given in the Contract Documents and compatibility with the design concept of the completed Project as a functioning whole as indicated in the Contract Documents . Such reviews and approvals or other action will not extend to means , methods , techniques , sequences , or procedures of construction or to safety precautions and programs incident thereto . OWNER has an obligation to meet any Contractor' s submittal schedule that has earlier been acceptable to OWNER . C . Substitutes and " or-equal . " — Evaluate and determine the acceptability of substitute or " or-equal" materials and equipment proposed by Contractor. D . Develop and maintain daily diary of Contractor' s construction activities . E . For each week during the construction period , determine the days for which a full working day , half working day , or no working day will be charged and notify the CONSULTANT so that CONSULTANT can prepare a Weekly Report of Working Days for each of these weeks . F . Prepare and submit reimbursement claims to Iowa Department of Transportation . IV. Additional Services The following are additional services that are NOT included in the Scope of Services for this Project. The CONSULTANT can provide these services , but they are not a part of the Agreement at this time . 1 . Construction Surveys 2 . Materials Testing 3 , Shop Drawings and Samples Review 4 . Substitutes and " Or- Equal" Evaluation and Determination of Acceptability 5 . Weekly inspections of Storm Water Pollution Prevention Plan Elements 6 . PCC Plant Monitoring Downtown Traffic Camera and Fiber Optic Interconnect Project Iowa DOT Project No . : STSG - SWAP -8155 ( 769 ) --SG -07 City of Waterloo Project No . : TOF-295 May 20 , 2021 Page 12 ATTACHMENT B Schedule The CONSULTANT will begin its services immediately after receipt of the executed Agreement, which will serve as a notice to proceed . The CONSULTANT will complete its services within one ( 1 ) year after substantial completion of the Project by the Contractor, or within any authorized time extensions mutually agreed to by both the OWNER and the CONSULTANT , unless delayed by events , which are beyond the CONSULTANT' s reasonable control . The schedule below is based on the Contractor starting Project construction no later than July 5 , 2021 and utilizing a maximum of one- hundred seventy ( 170 ) working days to substantially complete Project construction . Letting Date - May 18 , 2021 Construction Start - July 5 , 2021 Construction Completion - July 1 , 2022 COMPENSATION BREAKDOWN The CONSULTANT will provide the above Scope of Services using Specific Rates of Compensation for a Not4o- Exceed Fee amount as indicated in the Agreement. The breakdown for this fee is as follows : Civil Labor Hours Class CEI I SPP CE IV CE IV CE MGR AA Initials JMT LDB MGD SJM BLS TOTAL TOTAL Task HOURS LABOR COST 104 Clerical 6 6 $ 450 110 Project Management 2 12 6 20 $ 3,252 202 Record Drawings 12 2 0 0 14 $ 1, 530 207 Construction Observation ( RPR) 136 0 0 136 $ 13 ,872 218 Meetings ( Pre-Construction Meeting) 4 8 0 0 12 $ 1 ,632 218 Meetings ( Construction Review) 14 0 0 14 $ 2 ,142 246 Change Orders 21 6 0IM 0 8 $ 1,122 247 Pay Requests 8 2 1 0 11 $ 1 , 275 249 Construction Phase Services ( Final Project Review) 8 8 1 0 17 $ 2 , 193 249 Construction Phase Services ( Iowa DOTAudit) 41 8 21 0 14 $ 1 ,938 249 Construction Phase Services ( Weekly Report of Working Days ) 16 4 0 V272 $ 2 ,244 Labor Hours `.: 190 50 20 6 6Labor Cost ; $ 19,380 $ 7,650 $ 3 ,060 $ 1 , 110 $ 450 $ 31,650 a SUBCONSULTANT: Communications Engineering Company (CEC) $ 3 ,890 TOTAL NOT-TO - EXCEED FEE AMOUNT ] $ 35, 540 Contingency Amount (^'10 %) $ 3 , 160 I TOTAL ( MAXIMUM AMOUNT PAYABLE ) ! $ 38, 700 Downtown Traffic Camera and Fiber Optic Interconnect Project Iowa DOT Project No . : STSG -SWAP -8155 ( 769 ) --SG-07 City of Waterloo Project No . : TOF-295 May 20 , 2021 Page 13 ATTACHMENT C Standard Hourly Rates Technician I $ 94 . 00/hour Civil Engineering Intern I $ 102 . 00/ hour Civil Engineering Intern II $ 112 . 00/ hour Architecture Intern $ 100 . 00/ hour Professional Land Surveyor ( SIT) II $ 100 . 00/hour Professional Land Surveyor III $ 125 . 00/hour Civil Engineer III $ 125 . 00/hour Civil Engineer IV $ 153 . 00/hour SPP Civil Engineer IV $ 153 . 00/hour SPP Professional Architect IV $ 153 . 00/hour Engineer Manager $ 185 . 00/hour Professional Land Survey Manager $ 165 . 00/hour Administrative Assistant $ 75 . 00/hour Downtown Traffic Camera and Fiber Optic Interconnect Project Iowa DOT Project No . : STBG -SWAP -8155 ( 769 ) --SG -07 City of Waterloo Project No . : TOF-295 May 20 , 2021 Page 14 ATTACHMENT D DUTIES , RESPONSIBILITIES , AND LIMITATIONS OF AUTHORITY OF RESIDENT PROJECT REPRESENTATIVE Resident Project Representative A. CONSULTANT shall provide a Resident Project Representative (" RPR" ) , assistants , and other field staff to assist CONSULTANT in observing progress and quality of the Work . The RPR , assistants , and other field staff under this Exhibit D may provide full -time representation or may provide representation to a lesser degree . SOME OF THE DUTIES AND RESPONSIBILITIES OF THE RPR LISTED BELOW MAY NOT BE PERFORMED IN ALL INSTANCES BECAUSE OF THE PROPOSED PART-TIME REPRESENTATION OF THE RPR AT THE PROJECT SITE , B . Through such additional observations of Contractor' s work in progress and field checks of materials and equipment by the RPR and assistants , CONSULTANT shall endeavor to provide further protection for OWNER against defects and deficiencies in the Work. However, CONSULTANT shall not, during such visits or as a result of such observations of Contractor' s work in progress , supervise , direct , or have control over the Contractor' s Work nor shall CONSULTANT have authority over or responsibility for the means , methods , techniques , sequences , or procedures selected by Contractor, for safety precautions and programs incident to the Contractor' s work in progress , for any failure of Contractor to comply with Laws and Regulations applicable to Contractor' s performing and furnishing the Work , or responsibility of construction for Contractor' s failure to furnish and perform the Work in accordance with the Contract Documents . In addition , the specific limitations set forth in Attachment A of the Agreement are applicable . C . The duties and responsibilities of the RPR are limited to those of CONSULTANT in the Agreement with the OWNER and in the Contract Documents , and are further limited and described as follows : 1 . General : RPR is CONSULTANT' s agent at the Site , will act as directed by and under the supervision of CONSULTANT, and will confer with CONSULTANT regarding RPR ' s actions . RPR ' s dealings in matters pertaining to the Contractor' s work in progress shall in general be with CONSULTANT and Contractor, keeping OWNER advised , as necessary . RPR ' s dealings with subcontractors shall only be through or with the full knowledge and approval of Contractor. RPR shall generally communicate with OWNER with the knowledge of and under the direction of CONSULTANT . 2 , Schedules : Review the progress schedule , schedule of Shop Drawing and Sample submittals , and schedule of values prepared by Contractor and consult with CONSULTANT concerning acceptability . 3 . Conferences and Meetings : Attend meetings with Contractor, such as preconstruction conferences , progress meetings , job conferences and other project- related meetings , and prepare and circulate copies of minutes thereof. 4 . Liaison : a . Serve as CONSULTANT' s liaison with Contractor, working principally through Contractor' s superintendent and assist in understanding the intent of the Contract Documents . b . Assist CONSULTANT in serving as OWNER ' s liaison with Contractor when Contractor' s operations affect OWNER' s on -site operations . C * Assist in obtaining from OWNER additional details or information , when required for proper execution of the Work. Downtown Traffic Camera and Fiber Optic Interconnect Project Iowa DOT Project No . : STBG -SWAP-8155 ( 769 ) --SG -07 City of Waterloo Project No . : TOF-295 May 20 , 2021 Page 15 5 . Interpretation of Contract Documents : Report to CONSULTANT when clarifications and interpretations of the Contract Documents are needed and transmit to Contractor clarifications and interpretations as issued by CONSULTANT . 6 , Arehdcp C� QNIRI 11 TANIT nnd (2tgniernotgr mf thin pt pf omit p nn r%f thin Work 7 . Modifications : Consider and evaluate Contractor' s suggestions for modifications in Drawings or Specifications and report with RPR' s recommendations to CONSULTANT. Transmit to Contractor in writing decisions as issued by CONSULTANT . 8 . Review of Work and Rejection of Defective Work: a . Conduct on -site observations of Contractor' s work in progress to assist CONSULTANT in determining if the Work is in general proceeding in accordance with the Contract Documents . b . Report to CONSULTANT whenever RPR believes that any part of Contractor' s work in progress will not produce a completed Project that conforms generally to the Contract Documents or will prejudice the integrity of the design concept of the completed Project as a functioning whole as indicated in 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 CONSULTANT of that part of work in progress that RPR believes should be corrected or rejected or should be uncovered for observation , or requires special testing , inspection or approval . 9 . Inspections , Tests , and System Startups : a . Consult with CONSULTANT in advance of scheduled major inspections , tests , and systems startups of important phases of the Work . b . Verify that tests , equipment , and systems start-ups and operating and maintenance training are conducted in the presence of appropriate OWNER ' s personnel , and that Contractor maintains adequate records thereof. c . Observe , record , and report to CONSULTANT appropriate details relative to the test procedures and systems startups . d . Accompany visiting inspectors representing public or other agencies having jurisdiction over the Project, record the results of these inspections , and report to CONSULTANT. 10 . Records : a . Maintain orderly files for correspondence , reports of job conferences , reproductions of original Contract Documents including all Change Orders , Field Orders , Work Change Directives , Addenda , additional Drawings issued after the execution of the Contract , CONSULTANT' s clarifications and interpretations of the Contract Documents , progress reports , Shop Drawing and Sample submittals received from and delivered to o #ra6t� OWNER , and other Project related documents . Downtown Traffic Camera and Fiber Optic Interconnect Project Iowa DOT Project No . : STBG -SWAP-8155 ( 769 ) --SG -07 City of Waterloo Project No . : TOF -295 May 20 , 2021 Page 16 b . recording R C , Record names , addresses and telephone numbers of all Contractors , subcontractors , and major suppliers of materials and equipment . d . Maintain records for use in preparing Project documentation . e . Upon completion of the Work , furnish original set of all RPR Project documentation to CONSULTANT. 11 . Reports : a . Furnish to CONSULTANT 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 . Draft and recommend to CONSULTANT proposed Change Orders , Work Change Directives , and Field Orders . Obtain backup material from Contractor. c . Furnish to CONSULTANT and OWNER copies of all inspection , test, and system startup reports . d . Report immediately to CONSULTANT the occurrence of any Site accidents , any Hazardous Environmental Conditions , emergencies , or acts of God endangering the Work, and property damaged by fire or other causes . 12 . Payment Requests : Review Applications for Payment with Contractor for compliance with the established procedure for their submission and forward with recommendations to CONSULTANT , 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 . 13 , Certificates , Operation and Maintenance Manuals : During the course of the Work , verify that materials and equipment certificates , operation and maintenance manuals and other data required by the Specifications to be assembled and furnished by Contractor are applicable to the items actually installed and in accordance with the Contract Documents , and have these documents delivered to CONSULTANT for review and forwarding to OWNER prior to payment for that part of the Work . 14 . Completion : a . Before CONSULTANT issues a Certificate of Substantial Completion , submit to Contractor a list of observed items requiring completion or correction . b . Observe whether Contractor has arranged for inspections required by Laws and Regulations , including but not limited to those to be performed by public agencies having jurisdiction over the Work . C , Participate in a final inspection in the company of CONSULTANT, OWNER , and Contractor and prepare a final list of items to be completed or corrected . Downtown Traffic Camera and Fiber Optic Interconnect Project Iowa DOT Project No . : STSG -SWAP-8155 ( 769 )--SG-07 City of Waterloo Project No . : TOF-295 May 20 , 2021 Page 17 d . Observe whether all items on final list have been completed or corrected and make recommendations to CONSULTANT concerning acceptance and issuance of the Notice of Acceptability of the Work . D . Resident Project Representative shall not: 1 . Authorize any deviation from the Contract Documents or substitution of materials or equipment ( including " or-equal " items ) . 2 . Exceed limitations of CONSULTANT' s authority as set forth in the Agreement or the Contract Documents . 3 . Undertake any of the responsibilities of Contractor, subcontractors , suppliers , or Contractor' s superintendent . 4 . Advise on , issue directions relative to or assume control over any aspect of the means , methods , techniques , sequences , or procedures of Contractor' s work unless such advice or directions are specifically required by the Contract Documents , 5 . Advise on , issue directions regarding , or assume control over safety precautions and programs in connection with the activities or operations of OWNER or Contractor. 6 . Participate in specialized field or laboratory tests or inspections conducted off-site by others except as specifically authorized by CONSULTANT . 7 . Accept Shop Drawing or Sample submittals from anyone other than Contractor. 8 , Authorize OWNER to occupy the Project in whole or in part.