HomeMy WebLinkAboutHoward R Green Company - Brownfields Initiative - 11/7/2005 //—'7—65
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HOWARD R. GREEN COMPANY
PURCHASE ORDER
THIS AGREEMENT, made this _ day of October , 2005 by and between The City of Waterloo
the CLIENT, and HOWARD R. GREEN COMPANY (hereafter"HRG"), for professional services concerning:
Waterloo Brownfields Initiative, Former Construction Machinery Company(CMC) Clean-Up
(Describe the Project).
HRG Project Number 722930J26
The CLIENT agrees to employ HRG to perform the following services:
See Scope of Services dated 10/24/2005
(Describe Services).
In consideration for these services,the CLIENT AGREES to pay HRG on the following basis: (Indicate Payment Method)
❑ Lump sum in the amount of
0 Per current Rate Schedule with an estimated fee of Seventy-five Thousand and No/100
Dollars ($75,000)
❑ Other as stated here:
The Schedule of Fees and Conditions of HOWARD R. GREEN COMPANY (attached hereto) are
incorporated into this AGREEMENT and made a part of it.
Client: CITY OF WATERLOO HOWARD R.GREEN C JP�A,N,Y
Signature: /�� Signature:
Printed Name: Tim Hurley Printed Name: R I h ussell, P.E.
Title: Mayor Title: President/CEO
Date: //- 7- 05 Date: October 24,2005
Si nature: C
Printed Name: Nancy Eck@
Title: City Clerk
Date: //- 7—o 4
0:\PR0J\722930P26\P0 102405 CMC Cleanup.doc
Howard R.Green Company
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SCHEDULE OF FEES AND CONDITIONS
HOWARD R.GREEN COMPANY
A. FEES AND PAYMENT
1. The fee for services will be based on Howard R.Green Company's(hereafter"HRG')standard hourly rates current at the time the work is done. These
standard hourly rates are subject to change upon 30 days written notice. Non-salary expenses directly attributable to the project such as:(1)living and
traveling expenses of employees when away from the home office on business connected with the project;(2)identifiable communication expenses;
(3)identifiable reproduction costs applicable to the work;and(4)outside services will be charged in accordance with the rates current at the time the work
is done.
2. Payment shall be due within thirty(30)days after date of monthly invoice describing the work performed and expenses incurred during the preceding
month.
3. CLIENT agrees that timely payment is a material term of this Agreement and that failure to make timely payment as agreed constitutes a breach hereof.
In the event payment for services rendered has not been made within thirty(30)days from the date of invoice,HRG may,after giving seven(7)days
written notice to CLIENT and without penalty or liability of any nature,and without waiving any claim against CLIENT,suspend all work on all authorized
services as set forth herein. Upon receipt of payment in full for services rendered,plus interest charges,HRG will continue with all services not
inconsistent with Article C.4 herein. Payment of all compensation due HRG pursuant to this Agreement shall be a condition precedent to CLIENT using
any of HRG's professional services work products furnished under this Agreement.
4. In order to defray carrying charges resulting from delayed payments,simple interest at the rate of eighteen percent(16%)per annum(but not exceeding
the maximum rate allowed by law)will be added to the unpaid balance of each invoice. The interest period shall commence thirty(30)days after date of
original invoice and shall terminate upon date of payment. Payments will be first credited to interest and then to principal. No interest charge will be
added during the initial thirty(30)day period following date of invoice.
B. COMMENCEMENT OF WORK. The work will be commenced immediately upon receipt of this signed purchase order. If after commencement of work the
project is delayed for any reason beyond the control of HRG for more than sixty(60)days,the terms and conditions contained herein are subject to revision.
Subsequent modifications shall be in writing and signed by the parties to this Agreement.
C. MISCELLANEOUS PROVISIONS
1. BOOKS OF ACCOUNT. HRG will maintain books and accounts of payroll costs,travel,subsistence,field,and incidental expenses. Said books and
accounts will be available at all reasonable times for examination by CLIENT at the corporate office of HRG.
2. INSURANCEANDEMNIFICATIOWRISK ALLOCATION
(a) HRG will maintain insurance for claims under the Worker's Compensation Laws,and from General Liability and Automobile claims for bodily injury,
death,or property damage arising from the negligent performance by HRG's employees of the functions and services required under this
Agreement.
(b) HRG is skilled in the professional calling necessary to the services and duties proposed to be performed,and that it shall perform such services
and duties in conformance to and consistent with the standards generally recognized as being employed by professionals of HRG's same locality,
and to that end HRG agrees to purchase insurance for HRG,its officers,and employees from and against any and all liability,claims,suits,loss,
damages,costs,and expenses arising out of or resulting from any negligent acts,errors,or omissions of HRG,its officers and employees,in the
performance of their services and duties hereunder,but not from the negligence or willful misconduct of CLIENT,its officers,and employees.
Notwithstanding the existence of professional liability insurance,the total aggregate of HRG's,its employees,officers,directors,agents,or
consultants,liability to all parties related to this Agreement shall not exceed$50,000.00,or the amount of HRG's fee,whichever is less.
(c) CLIENT hereby understands and agrees that HRG has not created nor contributed to the creation or existence of any or all types of hazardous or
toxic wastes,materials,chemical compounds,or substances,or any other type of environmental hazard or pollution,whether latent or patent,at
CLIENT's premises,or in connection with or related to this project with respect to which HRG has been retained to provide professional engineering
services. The compensation to be paid HRG for said professional engineering services is in no way commensurate with,and has not been
calculated with reference to,the potential risk of injury or loss which may be caused by the exposure of persons or property to such substances or
conditions. Therefore,to the fullest extent permitted by law,CLIENT agrees to defend,indemnify,and hold HRG,its officers,directors,employees,
and consultants,harmless from and against any and all claims,damages,and expenses,whether direct,indirect,or consequential,including,but
not limited to,attorney fees and Court costs,arising out of,or resulting from the discharge,escape,release,or saturation of smoke,vapors,soot,
fumes,acid,alkalies,toxic chemicals,liquids gases,or any other materials,irritants,contaminants,or pollutants in or into the atmosphere,or on,
onto,upon,in,or into the surface or subsurface of soil,water,or watercourses,objects,or any tangible or intangible matter,whether sudden or not.
(d) Nothing contained within this Agreement shall be construed or interpreted as requiring HRG to assume the status of a generator,storer,
transporter,treater,or disposal facility as those terms appear within the Resource Conservation and Recovery Act,42 U.S.CA.,3 6901 at seq.,as
amended,or within any State statute governing the generation,treatment,storage,and disposal of waste.
(e) Notwithstanding any provisions in this Agreement to the contrary,if this project involves construction,as that term is generally understood,and
HRG does not provide engineering services during construction,including,but not limited to,observation,site visits,shop drawing review,and
design clarifications,CLIENT agrees to defend,indemnify,and hold HRG,its consultants,agents,and employees harmless from any and all liability
arising out of this project or Agreement.
(f) HRG shall not be liable for damages arising out of or resulting from the actions or inaction of governmental agencies,including,but not limited to,
permit processing,environmental impact reports,dedications,general plans and amendments thereto,zoning matters,annexations or
consolidations,use or conditional use permits,and building permits. CLIENT agrees to defend,indemnify,and hold HRG,its consultants,agents,
and employees harmless from any and all liability,other than that caused by the negligent acts,errors,or omissions of HRG,arising out of or
resulting from the same.
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3. DOCUMENTS
(a) The CLIENT acknowledges HRGs construction documents as instruments of professional service. Nevertheless,the plans and specifications
prepared under this Agreement shall become the property of the CLIENT upon completion of the work and payment in full of all monies due to
HRG. The CLIENT shall not reuse or make any modifications to the plans and specifications without the prior written authorization of HRG. The
CLIENT agrees,to the fullest extent permitted by law,to indemnify and hold HRG harmless from any claim,liability or cost(including reasonable
attorneys fees and defense costs)arising or allegedly arising out of any unauthorized reuse or modifications of the construction documents by the
CLIENT or any person or entity that acquires or obtains the plans and specifications from or through the CLIENT without the written authorization of
HRG.
(b) All computer programs,work product,inventions,patents,copyrights,software,and other like data developed during the course of the project,are
and shall remain the sole property of HRG.
(c) HRG's liability to CLIENT for any computer programs,software products,or related data furnished hereunder is limited solely to the correction of
residual errors,minor maintenance,or update(s)as agreed. HRG makes no warranties of any kind,including any implied warranty of
merchantability or of fitness for any particular purpose,or against infringement,with respect to computer programs,software products,related data,
technical information,or technical assistance provided by HRG under this Agreement. In no event shall HRG,its officers,agents,or employees be
liable under or in connection with this Agreement under any theory of tort,contract,strict liability,negligence,or other legal or equitable theory for
incidental or consequential damage relating to any work performed or not performed,services,acts or omissions,computer programs,software
products,or related data furnished hereunder.
(d) Environmental Audit/Site Assessment report(s)are prepared for CLIENT's sole use. CLIENT agrees to defend,indemnity,and hold HRG,its
consultants,agents,and employees harmless against all damages,claims,expenses,and losses arising out of or resulting from any reuse of the
Environmental Audit/Site Assessment report(s)without the written authorization of HRG.
4. TERMINATION OR ABANDONMENT.If any portion of the work is terminated or abandoned by CLIENT,the provisions of this Schedule of Fees and
Conditions in regard to compensation and payment shall apply insofar as possible to that portion of the work not terminated or abandoned. If said
termination occurs prior to completion of any phase of the project,the fee for services performed during such phase shall be based on HRG's reasonable
estimate of the portion of such phase completed prior to said termination,plus a reasonable amount to reimburse HRG for termination costs.
5. ATTORNEY FEES. If litigation arises for purposes of collecting fees or expenses due under this Agreement,the Court in such litigation shall award
reasonable costs and expenses,including attomey fees,to the party justly entitled thereto. In awarding attorney fees,the Court shall not be bound by
any Court fee schedule,but shall,in the interest of justice,award the full amount of costs,expenses,and attorney fees paid or incurred in good faith.
6. WAIVER. HRG's water of any tens,condition,or covenant or breach of any term,condition,or covenant,shall not constitute a waiver of any other term,
condition,or covenant,or the breach thereof.
7. ENTIRE AGREEMENT. This Agreement,and its attachments,constitutes the entire understanding between CLIENT and HRG relating to professional
engineering services. Any prior or contemporaneous agreements,promises,negotiations,or representations not expressly set forth herein are of no
effect. Subsequent modifications or amendments to this Agreement shall be in writing and signed by the parties to this Agreement. If the CLIENT,its
officers,agents,or employees request HRG to perform extra work or services pursuant to this Agreement,CLIENT will pay for the additional services
even though an additional written Agreement is not issued or signed.
8. SUCCESSORS AND ASSIGNS. All of the terms,conditions,and provisions hereof shall inure to the benefit of and be binding upon the parties hereto,
and their respective successors and assigns,provided,however,that no assignment of this Agreement shall be made without written consent of the
parties to this Agreement.
9. OPINION OF PROBABLE CONSTRUCTION COSTS. Opinion of probable construction costs for the facilities considered and designed under this
Agreement are prepared by HRG through exercise of its experience and judgment in applying presently available cost data,but it is recognized that HRG
has no control over costs of labor and materials,or over the construction contractors methods of determining prices,or over competitive bidding
procedures,market conditions,and unknown field conditions so that HRG cannot and does not guarantee that proposals,bids,or the project construction
costs will not vary from HRG's opinion of probable construction costs.
10. INJURY TO WORKERS. It is understood and agreed that HRG's fee is based on HRG being named as an Additional Insured on construction
contractors insurance policy for Comprehensive General Liability and Builders All Risk Liability,and CLIENT agrees to insert into all Contracts for
construction between CLIENT and construction contractor(s)arising out of this design a provision requiring the construction contractor(s)to defend,
indemnify,and hold harmless both CLIENT and HRG from any and all actions arising out of the construction project,including,but not limited to,injury to
or death of any worker on the job site,not caused by the sole negligence of CLIENT or HRG.
11. SITE VISITS. Visits to the construction site and observations made by HRG as part of services during construction under this Agreement shall not make
HRG responsible for,nor relieve the construction contractor(s)of the obligation to conduct comprehensive monitoring of the work sufficient to ensure
conformance with the intent of the Contract Documents,and shall not make HRG responsible for,nor relieve the construction contractor(s)of the full
responsibility for all construction means,methods,techniques,sequences,and procedures necessary for coordinating and completing all portions of the
work under the construction oontract(s),and for all safety precautions incidental thereto. Such visits by HRG are not to be construed as part of the
observation duties of the on-site observation personnel defined below.
12. ON-SITE OBSERVATION. When HRG provides on-site observation personnel as part of services during construction under this Agreement,the on-site
observation personnel will make reasonable efforts to guard CLIENT against defects and deficiencies in the work of the contractor(s),and to help
determine if the provisions of the Contract Documents are being fulfilled. Their day-to-day observation will not,however,cause HRG to be responsible for
those duties and responsibilities which belong to the construction contractor(s),including,but not limited to,full responsibility for the means,methods,
techniques,sequences,and progress of construction,and the safety precautions incidental thereto,and for performing the construction work in
accordance with the Contract Documents.
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13. SEVERABILITY. If any provision of this Agreement is declared invalid,illegal,or incapable of being enforced by any Court of competent jurisdiction,all of
the remaining provisions of this Agreement shall nevertheless continue in full force and effect,and no provision shall be deemed dependent upon any
other provision unless so expressed herein.
14. DISPUTE RESOLUTION.
(a) Mediation. In an effort to resolve any conflicts that arise during the design or construction of the project or following the completion of the project,
the CLIENT and HRG agree that all disputes between them arising out of or relating to this Agreement shall be submitted to non-binding mediation
unless the parties mutually agree otherwise.The CLIENT and HRG further agree to include a similar mediation provision in all agreements with
independent contractors and consultants retained for the project and to require all independent contractors and consultants also to include a similar
mediation provision in all agreements with subcontractors,sub-consultants,suppliers or fabricators so retained,thereby providing for mediation as
the primary method for dispute resolution between the parties to those agreements.
(b) Arbitration. In the event the parties to this Agreement are unable to reach a settlement of any dispute arising out of the services under this
Agreement,involving an amount of less than $50,000,in accordance with Paragraph 14(a)Mediation,then such disputes shall be settled by
binding arbitration by an arbitrator to be mutually agreed upon by the parties,and shall proceed in accordance with the Construction Industry
Arbitration Rules of the American Arbitration Association currently in effect. If the parties cannot agree on a single arbitrator,then the arbitrators)
shall be selected in accordance with the above-referenced rules.
EXHIBIT A
SCOPE OF SERVICES
City of Waterloo
Brownfield Site Clean-Up
for the former Construction Machinery Company (CMC) Site
October 24, 2005
CONSULTANT SCOPE OF SERVICES
Below is a breakdown of tasks and estimated associated fees. Howard R. Green Company may
reallocate fees between tasks as needed to facilitate project implementation without exceeding the
total contract fee. The estimated $75,000.00 associated with this Scope of Services will be
incurred under the attached Contract.
I. BACKGROUND AND PURPOSE
The former Construction Machinery Company (CMC) site was determined, to have soil and
groundwater contamination exceeding Iowa standards. The City of Waterloo (City) enrolled
the CMC site in the state voluntary cleanup program known as the Land Recycling Program
(LRP). Investigation required by the LRP has been completed and the next step of the LRP
is evaluating risk and designing a response action (clean-up) for the site so that it may be
returned to productive use. In this Scope of Services, Howard R. Green Company will
develop a Quality Assurance Project Plan (QAPP), assist the City in determining an
appropriate future use for the site, conduct an Analysis of Brownfields Cleanup Alternatives
(ARCA) and Risk Evaluation/Response Action (RE/RA) Plan, implement the environmental
cleanup, administer the grant budget and develop, implement a public facilitation plan and
educate potential occupants about brownfields indemnification and the remediation
process.
II. SCOPE OF SERVICES
Task 1 Develop a Quality Assurance Project Plan (QAPP).
Howard R. Green Company will develop Data Quality Objectives (DQO) and a
QAPP to document procedures to be used during the project that will ensure that
adequate quality and quantity of data is collected. The DQO/QAPP will document
sample handling and custody procedures, sample preservation requirements, field
and laboratory quality assurance/quality control procedures, data management,
validation and reporting procedures, and corrective action procedures to be
implemented in the event quality control limits are exceeded in the field or
laboratory. EPA must approve the DQO/QAPP prior to and data collection for the
project.
The estimated cost for this task is $5,000.
Howard R.Green Company
Task 2 Assist with the City's site development plan.
Howard R. Green Company will assist the City of Waterloo in preparing a plan for
redevelopment of the former CMC site. For this task, Howard R. Green Company
will
■ Evaluate the site for potential futures uses based on contamination and
potential land use restrictions.
■ Facilitate risk analysis.
The estimated cost for this task is $5,000.
Task 3 Conduct an Analysis of Brownfields Clean-Up Alternatives (ABCA) and
prepare a Risk Evaluation/Response Action (RE/RA) Plan.
Prior to designing a cleanup, EPA requires that cleanup alternatives be evaluated
for cost and feasibility. The format for that comparison is an ABCA. In addition, the
Iowa Department of Natural Resources (IDNR) requires that a RE/RA Plan be
prepared which describes how the contamination at the site could impact health and
the environment and the necessary responses to address those risks. For this task
Howard R. Green Company will
■ Complete sample collection required by IDNR on the west property line.
■ Complete a risk evaluation of the contamination present at the site.
■ Prepare an ABCA for approval by EPA
• Prepare an RE/RA for approval by IDNR
The estimated cost for this task is $15,000.
Task 4 Implement the Clean-Up Design approved by EPA and IDNR.
Upon approval of the ABCA and the RE/RA, Howard R. Green Company will design
and facilitate implementation of the recommended cleanup to the extent that grant
funds are available. Howard R. Green Company will
■ Prepare plans and specifications for the clean-up.
■ Assist the City with bidding and contractor selection.
• Provide clean-up observation and compliance sampling.
■ Prepare a report to IDNR on the implementation.
Note that Contractor costs remain the obligation of the City.
The estimated cost for this task is $30,000.
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Howard R.Green Company
Task 5 Administer the grant budget.
Howard R. Green Company will work with the City to manage the project and
prepare the documentation required by EPA and IDNR to demonstrate progress.
Specifics included in this task are
■ Prepare Final Report summarizing all site activities completed.
• Assist City with institutional controls if necessary.
■ Prepare Quarterly Reports for EPA.
■ Prepare Final Report for EPA.
The estimated fee for this task is $10,000.
Task 6 Development and implementation of a public facilitation plan.
Howard R. Green Company will design and implement a public communication
process which may include
• Support of Waterloo's Internet Website www.waterloobrownfields.com.
■ Hosting public meetings for area residents and stakeholders.
■ Prepare and submit Public Notice of cleanup per LRP requirements.
• Respond to inquiries arising from Public Notice.
The estimated fee for this task is$5,000.
Task 7 Educate potential occupants of the site.
Howard R. Green Company will assist the City in breaking the negative perception
of the former CMC site. We will engage numerous segments of the community to
provide educational information on the site. Specifics may include
■ Designing and producing informational brochures or other materials.
■ Press releases.
■ Attending and/or speaking at property transaction forums.
The estimated fee for this task is $5,000.
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Howard R.Green Company
III. ESTIMATED PROJECT COST AND SCHEDULE
The following costs are proposed on a cost-plus, not to exceed basis in accordance with
Howard R. Green Company's 2005 Rate Schedule.
Task 1: Develop a Quality Assurance Project Plan (QAPP) $ 5,000.00
Task 2: Assist with the City's site development plan $ 5,000.00
Task 3: Conduct an Analysis of Brownfields Clean-Up
Alternatives (ABCA) and prepare a Risk
Evaluation/Response Action (RE/RA) Plan $ 15,000.00
Task 4: Implement the Clean-Up Design approved
by EPA and IDNR $ 30,000.00
Task 5: Administer the grant budget $ 10,000.00
Task 6: Development and implementation of a public
facilitation plan $ 5,000.00
Task 7: Educate potential occupants of the site $ 5,000.00
Total Estimate of Probable Cost: $ 75,000.00
Estimated Schedule:
Est. Completion Date
Task 1: Develop a Quality Assurance Project Plan (QAPP) Oct 2005
Task 2: Assist with the City's site development plan Apr 2006
Task 3: Conduct an Analysis of Brownfields Clean-Up
Alternatives (ABCA) and prepare a Risk
Evaluation/Response Action (RE/RA) Plan Feb 2006
Task 4: Implement the Clean-Up Design approved
by EPA and IDNR Aug 2006
Task 5: Administer the grant budget Ongoing
Task 6: Development and implementation of a public
facilitation plan Ongoing
Task 7: Educate potential occupants of the site Ongoing
IV. ASSUMPTIONS AND NOTES
EPA will approve QAPP no later than 12 weeks after submittal.
IDNR will approve RE/RA Plan no later than 12 weeks after submittal.
It is unlikely that the funds available are sufficient to achieve a no further action (NFA) at the
site. Howard R. Green Company will work with the City to explore means that enable the
site to be occupied such as subdividing and requesting an NFA on a portion of the site.
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Howard R.Green Company
EXHIBIT B
HOWARD R. GREEN COMPANY
2005 RATE SCHEDULE
CLASSIFICATION HOURLY RATE
Principal-In-Charge $161.00
Senior Project Manager 146.00
Senior Project Planner 128.00
Project Manager 123.00
Senior Project Architect 123.00
Senior Project Scientist 123.00
Senior Technical Advisor 123.00
Senior Project Engineer 107.00
Construction Manager 107.00
Project Architect 102.00
Project Engineer 97.00
Project Planner 97.00
Project Scientist 97.00
Staff Engineer 85.00
Staff Architect 64.00
Senior Engineering Technician 92.00
Engineering Technician II 85.00
Engineering Technician 1 73.00
CADD Technician II 72.00
CADD Technician 1 61.00
Registered Senior Land Surveyor 102.00
Registered Land Surveyor 88.00
1 - Person w/GPS or Robotic Equipment 92.00
2 - Person Crew 120.00
2 - Person w/GPS or Robotic Equipment 135.00
Field Services Manager 92.00
Senior Field Technician 80.00
Field Technician II 75.00
Field Technician 1 60.00
Administrative Assistant 54.00
REIMBURSABLE EXPENSES
1. All materials and supplies used in the performance of work on this project will be billed at cost
Plus 10%.
2. Auto mileage will be reimbursed on the basis of $0.40 per mile. Service vehicle mileage will be
reimbursed on the basis of $0.65 per mile.
3. Charges for outside services such as soils and materials testing, fiscal, legal will be billed at
their invoice cost plus 15%.
4. A rate of $6.00 will be charged per Howard R. Green labor hour for computer and
communication fee.
5. All other direct expenses will be invoiced at cost plus 10%.
ADJUSTMENTS TO FEE SCHEDULE
1. All expert testimony work in cases of litigation or anticipated litigation will be billed based on the
type of work. For advisory work and consultation where the Howard R. Green Company
personnel is not under oath, our fees shall be established by applying a multiplier of 1.25 times
the standard rate schedule. For depositions and testimony during trial our fees shall be
established using a multiplier of 1.50 times the standard rate schedule.
2. Fee schedule effective January 1, 2005. Rates subject to change upon 30 days' written notice.
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Howard R.Green Company