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HomeMy WebLinkAboutAECOM-Professional Services Agreement-08.03.2009 8.' 3" O 9 AECOM Imo . c Oa9" 7G3 AECOM 501 Sycamore Street,Suite 222,Waterloo, Iowa 50703 T 319.232.6531 F 319.232.0271 www.aecom.com PROFESSIONAL SERVICES AGREEMENT PROJECT NAME: Flood Control Feasibility Study Waterloo Riverfront Stadium City of Waterloo, Iowa This Agreement is by and between Client City of Waterloo ("Client") 715 Mulberry Street Waterloo, Iowa 50703 and, AECOM Technical Services, Inc. (ATS) 501 Sycamore Street, Suite 222 P.O. Box 1497 Waterloo, Iowa 50704-1497 Who agree as follows: Client hereby engages ATS to perform the services described in Part I ("Services")and ATS agrees to perform the Services for the compensation set forth in Part III. ATS shall be authorized to commence the Services upon execution of this Agreement. Client and ATS agree that this signature page, together with Parts I-IV and attachments referred to therein, constitute the entire Agreement between them relating to the Project ("Agreement"). APPROVED FOR CLIENT APPROVEDAT zy By /liLr,LY By: J Printed Name r l ►rn 14 r)-ey Printed NanYe Joe Becker Title ,frliceticor Title Vice President Date 2 ' 3 - 09 Date July 29, 2009 Page 2 PART I ATS'S RESPONSIBILITIES A. PROJECT DESCRIPTION This project consists of completing a feasibility study for protecting the Waterloo Riverfront Stadium from flooding associated with the Cedar River. The study will review the possibility of a proposed levee system to protect the stadium from flooding. The proposed levee would tie into the existing City of Waterloo Local Flood Protection Project previously completed by the U.S.Army Corps of Engineers. The study will review the hydraulic impacts of the proposed levee on the Cedar River flood plain and verify the feasibility of the proposed project. In addition, the study will include a review of the conceptual alignment of the proposed levee, typical cross-section development and completion of a planning level construction estimate for the proposed project. B. SCOPE OF SERVICES The Scope of Services for Phase I Design Services will encompass and include all detailed work, services, materials,equipment, personnel and supplies necessary to provide a review of the hydraulic impacts of the proposed levee on the Cedar River flood plain, development of a preliminary levee alignment and typical sections(earthen levee,floodwall,temporary closures),completion of a summary report, including planning level construction estimates, and project administration. The Scope of Services for Phase I Design Services is further defined as follows: Hydraulic Analyses - Regulatory Model Development Tasks 1-4. These tasks include the hydraulic review of the proposed levee system. The regulatory HEC-2 hydraulic model for the Cedar River will be used to determine the potential backwater effects created by the proposed levee. Additional cross sections will be added to the model, as necessary, to determine any increase in the regulatory base flood elevations for the Cedar River. Cross sections will be developed from City of Waterloo mapping(not surveyed cross sections). If backwater is developed from the project, a review will be completed to determine if any potential conveyance improvement could be completed to offset the increase. The following tasks lead to the completion of the Hydraulic Analyses for the project: Task 1 - Review of Existing Regulatory Hydraulic Model Task 2 - Update Regulatory Model to Include Proposed Levee Improvements Task 3 -Alternative Analyses Based on Levee Alignments Task 4 - Review of Conveyance Improvements to Offset Backwater From Project Conceptual Design Development Tasks 5-7. These tasks include developing the preliminary alignment of the levee system,development of typical cross sections and calculating planning level quantities for use in developing the conceptual construction cost estimate. It is anticipated several typical sections will be reviewed for the project, including earthen levee, concrete flood wall and temporary closure systems. The following tasks lead to the completion of the Conceptual Design Development: Page 3 Task 5 - Develop Levee Alignment Concepts Task 6-Develop Typical Sections-Floodwall, Earthen Levee,Temporary Closures or Combination of Sections Task 7 - Develop Project Quantities Summary Report and Cost Estimate Tasks 8-10. These tasks include development of a planning level construction cost estimate, preparation of plan view drawing of levee alignment and typical cross sections, and completing a summary report for the feasibility study. The following tasks lead to the completion of the Summary Report: Task 8 -Summary Report Preparation Task 9 - Planning Level Corstruction Cost Estimate Task 10 - Development of Plan View Drawing and Typical Section Project Administration and Meetings Tasks 11-12. These tasks include project administration, coordination and meetings throughout the project development. It is anticipated two(2)project meetings will be held with the City throughout the project development. The following identifies tasks leading to the completion of the project administration, coordination and meetings for the project. Task 11 —Project Meetings Task 12—Project Administration Phase ll-Final Design The scope of final design services for recommended improvements will be determined at the time the services are needed and defined under a future amendment to this agreement. Phase Ill— Construction-Related Services The scope of construction-related services will be determined at the time the services are needed and defined under a future amendment to this agreement. Construction-related services include construction staking, on-site field review, materials testing and contract administration during construction. C. SCHEDULE A draft of the summary report for the Flood Control Feasibility Study will be submitted for review to City staff by August 31, 2009. AECOM Page 4 PART II CLIENT'S RESPONSIBILITIES Client, at its expense, shall do the following in a timely manner so as not to delay the Services. A. INFORMATION/REPORTS Furnish ATS necessary information/reports, all of which ATS may rely upon without independent verification in performing the Services. B. REPRESENTATIVE Designate a representative for the Project who shall have the authority to transmit instructions, receive information, interpret and define Client's policies and make decisions with respect to the Services. C. DECISIONS Provide all criteria and full information as to Client requirements for the Project, obtain (with ATS's assistance, if applicable) necessary approvals and permits, attend Project-related meetings, provide interim reviews on an agreed-upon schedule, make decisions on Project alternatives, and generally participate in the Project to the extent necessary to allow ATS to perform the Services. PART III COMPENSATION, BILLING, AND PAYMENT Client shall pay ATS for the Services in accordance with the following: A. COMPENSATION Compensation for the services shall be on an hourly basis in accordance with the hourly fees and other direct expenses in effect at the time the services are performed. Total compensation is an estimated fee of Twenty Thousand Dollars ($20,000.00) and shall not be exceeded without authorization of the Client. B. BILLING AND PAYMENT ATS Tech may bill the Client monthly for services completed at the time of billing,with net payment due in 20 days. Past due invoices will be subject to a service charge at the rate of 1% per month per request by ATS. Unless Client provides ATS with a written statement of any objections to the bill within 15 days of receipt, Client shall be deemed to accept the bill as submitted. L:\work\ADMIN\AGREE\PROF\RiverfrontStadium-FloodControlFeas.doc AECOM PART IV STANDARD TERMS AND CONDITIONS 1. STANDARD OF CARE. Services shall be performed in accordance with the danger to the public health,safety or the environment. Client shall execute any standard of professional practice ordinarily exercised by the applicable profession manifests or forms in connection with transportation, storage and disposal of at the time and within the locality where the Services are performed. Professional hazardous materials resulting from the site or work on the site or shall authorize services are not subject to,and ATS can not provide,any warranty or guarantee, ATS to execute such documents as Client's agent. Client waives any claim against express or implied,including warranties or guarantees contained in any uniform ATS and agrees to defend,indemnify,and save ATS harmless from any claim or commercial code. Any such warranties or guarantees contained in any purchase liability for injury or loss arising from ATS's discovery of unanticipated hazardous orders,requisitions or notices to proceed issued by Client are specifically objected materials or suspected hazardous materials. to. 11. INDEMNITY.ATS agrees to defend,indemnify and save harmless the Client, 2. CHANGE OF SCOPE. The scope of Services set forth in this Agreement is its agencies,agents,employees and assignees from all claims and liabilities due to based on facts known at the time of execution of this Agreement, including, if design error,omission or negligent act of ATS,its members,agents,stockholders applicable,information supplied by Client. For some projects involving conceptual or employees in connection with performance of this Agreement. or process development services,scope may not be fully definable during initial phases. As the Project progresses,facts discovered may indicate that scope must be redefined. 12.ACCESS. Client shall provide ATS safe access to any premises necessaryfor ATS to provide the Services. 3. SAFETY. ATS has established and maintains corporate programs and procedures for the safety of its employees. Unless specifically included as a 13. REUSE OF PROJECT DELIVERABLES. Reuse of any documents or other service to be provided under this Agreement, ATS specifically disclaims any deliverables,including electronic media,pertaining to the Project by Client for any authority or responsibility for general job site safety and safety of persons other purpose other than that for which such documents or deliverables were originally than ATS employees. prepared, or alteration of such documents or deliverables without written verification or adaptation by ATS for the specific purpose intended,shall be at the 4. DELAYS. If events beyond the control of Client or ATS, including, but not Client's risk. Further,all title blocks and the engineer's seal,if applicable,shall be limited to,fire,flood,explosion,riot,strike,war,process shutdown,act of God or removed if and when Client provides deliverables in electronic media to another the public enemy,and act or regulation of any government agency,result in delay entity. Client agrees that relevant analyses, findings and reports provided in to any schedule established in this Agreement,such schedule shall be amended to electronic media shall also be provided in"hard copy"and that the hard copy shall the extent necessary to compensate for such delay. In the event such delay govern in the case of a discrepancy between the two versions,and shall be held as exceeds 60 days, ATS shall be entitled to an equitable adjustment in the official set of drawings,as signed and sealed. Client shall be afforded a period compensation. of 30 days in which to check the hard copy against the electronic media. In the event that any error or inconsistency is found as a result of this process,ATS shall 5. TERMINATION/SUSPENSION. Either party may terminate this Agreement be advised and the inconsistency shall be corrected at no additional cost to Client. upon 30 days written notice to the other party. Client shall pay ATS for all Following the expiration of this 30-day period,Client shall bear all responsibility for Services,including profit relating thereto,rendered prior to termination,plus any the care,custody and control of the electronic media. In addition,Client represents expenses of termination. that it shall retain the necessary mechanisms to read the electronic media,which Client acknowledges to be of only limited duration. Client agrees to defend, In the event either party defaults in its obligations under this Agreement(including indemnify, and hold harmless ATS from all claims, damages, and expenses, Client's obligation to make the payments required hereunder),the non-defaulting (including reasonable litigation costs),arising out of such reuse or alteration by party may,after 7 days written notice stating its intention to suspend performance Client or others acting through Client. under the Agreement if cure of such default is not commenced and diligently continued,and failure of the defaulting party to commence cure within such time 14. AMENDMENT. This Agreement,upon execution by both parties hereto,can limit and diligently continue,suspend performance under this Agreement. be amended only by a written instrument signed by both parties. 15. ASSIGNMENT. Except for assignments(a)to entities which control,or are 6. OPINIONS OF CONSTRUCTION COST. Any opinion of construction costs controlled by,the parties hereto or(b)resulting from operation of law,the rights prepared by ATS is supplied for the general guidance of the Client only. Since and obligations of this Agreement cannot be assigned by either party without ATS has no control over competitive bidding or market conditions,ATS cannot written permission of the other party. This Agreement shall be binding upon and guarantee the accuracy of such opinions as compared to contract bids or actual inure to the benefit of any permitted assigns. costs to Client. 16. STATUTES OF LIMITATION. To the fullest extent permitted by law,parties 7. RELATIONSHIP WITH CONTRACTORS. ATS shall serve as Client's agree that,except for claims for indemnification,the time period for bringing claims professional representative for the Services,and may make recommendations to under this Agreement shall expire one year after Project completion. Client concerning actions relating to Client's contractors, but ATS specifically disclaims any authority to direct or supervise the means,methods,techniques, 17. DISPUTE RESOLUTION. Parties shall attempt to settle disputes arising sequences or procedures of construction selected by Client's contractors. under this agreement by discussion between the parties senior representatives of management. If any dispute can not be resolved in this manner, within a 8. CONSTRUCTION REVIEW. For projects involving construction, Client reasonable length of time,parties agree to attempt non-binding mediation or any acknowledges that under generally accepted professional practice,interpretations other method of alternative dispute resolution prior to filing any legal proceedings. of construction documents in the field are normally required,and that performance In the event any actions are brought to enforce this Agreement,the prevailing party of construction-related services by the design professional for the project permits shall be entitled to collect its litigation costs from the other party. errors or omissions to be identified and corrected at comparatively low cost. Client agrees to hold ATS harmless from any claims resulting from performance of 18. NO WAIVER. No waiver by either party of any default by the other party in the construction-related services by persons other than ATS. performance of any particular section of this Agreement shall invalidate any other section of this Agreement or operate as a waiver of any future default,whether like or different in character. 9. INSURANCE. ATS will maintain insurance coverage for Professional, Comprehensive General,Automobile,Worker's Compensation,and Employer's 19. NO THIRD-PARTY BENEFICIARY. Nothing contained in this Agreement,nor Liability in amounts in accordance with legal,and ATS's business requirements. the performance of the parties hereunder,is intended to benefit,nor shall inure to Certificates evidencing such coverage will be provided to Client upon request. For the benefit of,any third party,including Client's contractors,if any. projects involving construction,Client agrees to require its construction contractor, if any,to include ATS as an additional insured on its policies relating to the Project. 20. SEVERABILITY. The various terms, provisions and covenants herein ATS's coverages referenced above shall, in such case, be excess over contained shall be deemed to be separate and severable,and the invalidity or contractor's primary coverage. unenforceability of any of them shall not affect or impair the validity or enforceability of the remainder. 10. HAZARDOUS MATERIAL. Hazardous materials may exist at a site where there is no reason to believe they could or should be present. ATS and Client 21.AUTHORITY.The persons signing this Agreement warrant that they have the agree that the discovery of unanticipated hazardous materials constitutes a authority to sign as,or on behalf of,the party for whom they are signing. changed condition mandating a renegotiation of the scope of work. ATS agrees to notify Client as soon as practically possible should unanticipated hazardous materials or suspected hazardous materials be encountered.Client acknowledges L:\WORK\ADMIN\AGREE\SAVE\WaterlooTC.doc Dec 2008 and agrees that it retains title to all hazardous material existing on the site and shall report to the appropriate federal,state or local public agencies,as required,any conditions at the site that may present a potential