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HomeMy WebLinkAboutEarthTech-Professional Services Agreement-12.04.2006 K� `'h-a• �v0� 7D93 EarthTech A two International Ltd.Company November 16, 2006 Mr.Paul Huting Leisure Services 1101 Campbell Avenue Waterloo,Iowa 50701 Subject: Wetland Delineation Proposed Bike Trail Project Waterloo,Iowa Dear Mr. Huting: Thank you for your request for a proposal to conduct a wetland delineation at the site of a proposed recreational trail at Riverview Park in Waterloo. The following outlines our proposed scope, estimated schedule and fee for conducting a wetland determination and delineation at the site. Project The project area is located in Section 31, T89N, R12W between Mitchell Avenue and Easton Avenue in Waterloo. The City of Waterloo intends to construct a recreational trail, several bollards and two shelters. The purpose of this project is to provide a delineation of wetlands and other Waters of the U.S. using currently approved methodology. A report of the findings will be completed after the fieldwork is complete. Preparation of any Section 404 Permit applications, wetland mitigation designs and any threatened and endangered species investigations are not included in this Scope of Services,but are available if requested. Discharges of dredged or fill material, excavation and mechanized land clearing in Waters of the U.S. will require authorization from the U.S. Army Corps of Engineers. Final determination of the limit of Waters of the U.S. for permitting purposes rests with the Corps of Engineers. The wetland determinations and delineations presented here may be used for planning purposes and informational purposes. For final authorization for activities in U.S. Waters,the Corps of Engineers must approve this determination. Scope of Services Services to be provided for the Project under this Agreement are as follows: EarthTech Mr.Paul Huting November 16, 2006 A Vito International Ltd.Company Page 2 The work consists of two primary tasks. Task 1 will determine the wetland boundaries, and Task 2 is preparation of a report on the findings of the delineation. Task 1. Wetland Boundary Delineation. The project wetland scientist, using the currently approved methods as defined in the 1987 Corps of Engineers Wetland Delineation Manual, will conduct an on-site delineation of existing wetlands at the project site. This work will include a field assessment of surface hydrology, observations of soil redoximorphic features and a plant community characterization. Wetland boundaries identified in the field will be mapped using a Global Positioning System (GPS). The GPS data will be transferred to aerial photography. Task 2. Wetland Delineation Report. A report of the wetland findings will be prepared and will be suitable for submittal to the Corps of Engineers as part of a Section 404 Permit application. The report will include data and documentation required by the Corps of Engineers, including aerial photographs showing wetland boundaries, data sheets for sampling locations and a description of methods used. Final delineation of wetland boundaries will be indicated on aerial photography. This task also includes drafting and clerical staff efforts in preparing the report and production of four copies of the final report. It does not include preparation or submittal of Section 404 Permit applications or coordination with the Corps of Engineers by Earth Tech. Earth Tech staff would have access to the site upon proper and timely notification of such site visit(s)to affected property owners. Earth Tech would also be furnished available information needed for the project, all of which Earth Tech may rely upon without independent verification in performing the services. Schedule Fieldwork for this project would be completed in November 2006 dependant upon receipt of Notice to Proceed by November 20, 2006, and is dependent upon snow cover. The final report would be furnished no more than 30 days after completion of the fieldwork. Compensation Compensation for the referenced work and services shall be a lump sum fee of One Thousand Eight Hundred Dollars($1,800.00). Earth Tech may bill the Client monthly for services completed at the time of billing, with net payment due in 30 days. Past-due balances shall be subject to a service charge at the rate of 1.5%per month per request by Earth Tech. Unless Client provides Earth Tech with a written statement of any objections to the bill within 15 days, Client shall be deemed to accept the bill as submitted. General Terms and Conditions Earth Tech's General Terms and Conditions are attached to this agreement and are included as part thereof. EarthTech Mr. Paul Huting November 16,2006 A two International Ltd.Company Page 3 Thank you for the opportunity to submit this agreement for your consideration. If you have any questions, please advise. If this agreement is acceptable, please return one (1) signed copy as our Notice to Proceed. We look forward to assisting you with this project. Very truly yours, rth Tech p , Dou as W. Schindel,P. . Attachment: As Noted ACCEPTED BY: CITY OF WATERLOO By Date l a -D L:\work\ADMIN\AGREE\LE RS\WatWetlands.doc STANDARD TERMS AND CONDITIONS 1. STANDARD OF CARE. Services shall be performed in accordance with the To the fullest extent permitted by law, Client shall defend, indemnify, and save standard of professional practice ordinarily exercised by the applicable profession at harmless Earth Tech from and against loss,liability,and damages sustained by Earth the time and within the locality where the Services are performed. Professional Tech,its agents,employees,and representatives by reason of claims for injury or death services are not subject to,and Earth Tech can not provide,any warranty or guarantee, to persons,damages to tangible property,to the extent caused directly by any of the express or implied, including warranties or guarantees contained in any uniform following:(a)any substance,condition,element,or material or any combination of the commercial code. Any such warranties or guarantees contained in any purchase foregoing(I)produced,emitted or released from the Project or tested by Earth Tech orders,requisitions or notices to proceed issued by Client are specifically objected to. under this Agreement, or(b) operation or management of the Project. Client also agrees to require its construction contractor, if any, to include Earth Tech as an 2. CHANGE OF SCOPE. The scope of Services set forth in this Agreement is indemnitee under any indemnification obligation to Client based on facts known at the time of execution of this Agreement, including, if applicable,information supplied by Client For some projects involving conceptual or 12. LIMITATIONS OF LIABILITY. No employee or agent of Earth Tech shall process development services,scope may not be fully definable during initial phases. have individual liability to Client. As the Project progresses,facts discovered may indicate that scope must be redefined. Client agrees that,to the fullest extent permitted by law,Earth Tech's total liability to 3. SAFETY. Earth Tech has established and maintains corporate programs and Client for any and all injuries,claims,losses,expenses or damages whatsoever arising procedures for the safety of its employees. Unless specifically included as a service to out of or in any way related to the Project or this Agreement from any causes including, be provided under this Agreement,Earth Tech specifically disclaims any authority or but not limited to,Earth Tech's negligence,errors,omissions,strict liability,or breach responsibility for general job site safety and safety of persons other than Earth Tech of contract and whether claimed directly or by way of contribution shall not exceed the employees. total compensation received by Earth Tech under this Agreement. If Client desires a limit of liability greater than that provided above,Client and Earth Tech shall include in 4. DELAYS. If events beyond the control of Client or Earth Tech,including,but not Part III of this Agreement the amount of such limit and the additional compensation to limited to,fire,flood,explosion,riot,strike,war,process shutdown,act of God or the be paid to Earth Tech for assumption of such additional risk. public enemy,and act or regulation of any government agency,result in delay to any schedule established in this Agreement,such schedule shall be amended to the extent IN NO EVENT AND UNDER NO CIRCUMSTANCES SHALL EARTH TECH BE necessary to compensate for such delay. In the event such delay exceeds 60 days, LIABLE TO CLIENT FOR CONSEQUENTIAL, INCIDENTAL, INDIRECT, Earth Tech shall be entitled to an equitable adjustment in compensation. SPECIAL,OR PUNITIVE DAMAGES. 5. TERMINATION/SUSPENSION. Either party may terminate this Agreement 13. ACCESS. Client shall provide Earth Tech safe access to any premises necessary upon 30 days written notice to the other party. Client shall pay Earth Tech for all for Earth Tech to provide the Services. Services, including profit relating thereto, rendered prior to termination, plus any expenses of termination. 14. REUSE OF PROJECT DELIVERABLES. Reuse of any documents or other deliverables, including electronic media,pertaining to the Project by Client for any In the event either party defaults in its obligations under this Agreement(including purpose other than that for which such documents or deliverables were originally Client's obligation to make the payments required hereunder),the non-defaulting party prepared,or alteration of such documents or deliverables without written verification or may,after 7 days written notice stating its intention to suspend performance under the adaptation by Earth Tech for the specific purpose intended,shall be at the Client's risk. Agreement if cure of such default is not commenced and diligently continued,and Further,all title blocks and the engineer's seal,if applicable,shall be removed if and failure of the defaulting party to commence cure within such time limit and diligently when Client provides deliverables in electronic media to another entity. Client agrees continue,suspend performance under this Agreement. that relevant analyses,findings and reports provided in electronic media shall also be provided in"hard copy"and that the hard copy shall govern in the case of a discrepancy 6. OPINIONS OF CONSTRUCTION COST. Any opinion of construction costs between the two versions,and shall be held as the official set of drawings,as signed and prepared by Earth Tech is supplied for the general guidance of the Client only. Since sealed. Client shall be afforded a period of 30 days in which to check the hard copy Earth Tech has no control over competitive bidding or market conditions,Earth Tech against the electronic media. In the event that any error or inconsistency is found as a cannot guarantee the accuracy of such opinions as compared to contract bids or actual result of this process, Earth Tech shall be advised and the inconsistency shall be costs to Client corrected at no additional cost to Client Following the expiration of this 30-day period, Client shall bear all responsibility for the care,custody and control of the electronic 7. RELATIONSHIP WITH CONTRACTORS. Earth Tech shall serve as Client's media. In addition,Client represents that it shall retain the necessary mechanisms to professional representative for the Services,and may make recommendations to Client read the electronic media,which Client acknowledges to be of only limited duration. concerning actions relating to Client's contractors, but Earth Tech specifically Client agrees to defend, indemnify, and hold harmless Earth Tech from all claims, disclaims any authority to direct or supervise the means, methods, techniques, damages,and expenses,(including reasonable litigation costs),arising out of such reuse sequences or procedures of construction selected by Client's contractors. or alteration by Client or others acting through Client 8. CONSTRUCTION REVIEW. For projects involving construction, Client 15. AMENDMENT. This Agreement,upon execution by both parties hereto,can be acknowledges that under generally accepted professional practice,interpretations of amended only by a written instrument signed by both parties. construction documents in the field are normally required,and that performance of construction-related services by the design professional for the project permits errors 16. ASSIGNMENT. Except for assignments (a)to entities which control, or are or omissions to be identified and corrected at comparatively low cost. Client agrees to controlled by,the parties hereto or(b)resulting from operation of law,the rights and hold Earth Tech harmless from any claims resulting from performance of obligations of this Agreement cannot be assigned by either party without written construction-related services by persons other than Earth Tech. permission of the other party. This Agreement shall be binding upon and inure to the benefit of any permitted assigns. 9. INSURANCE. Earth Tech will maintain insurance coverage for Professional, Comprehensive General, Automobile, Worker's Compensation, and Employer's 17. STATUTES OF LIMITATION. To the fullest extent permitted by law,parties Liability in amounts in accordance with legal,and Earth Tech's business requirements. agree that,except for claims for indemnification,the time period for bringing claims Certificates evidencing such coverage will be provided to Client upon request For under this Agreement shall expire one year after Project completion. projects involving construction,Client agrees to require its construction contractor,if any,to include Earth Tech as an additional insured on its policies relating to the 18. DISPUTE RESOLUTION. Parties shall attempt to settle disputes arising under Project Earth Tech's coverages referenced above shall,in such case,be excess over this agreement by discussion between the parties senior representatives of management contractor's primary coverage. If any dispute can not be resolved in this manner,within a reasonable length of time, parties agree to attempt non-binding mediation or any other method of alternative 10. HAZARDOUS MATERIAL. Hazardous materials may exist at a site where dispute resolution prior to filing any legal proceedings. In the event any actions are there is no reason to believe they could or should be present Earth Tech and Client brought to enforce this Agreement,the prevailing party shall be entitled to collect its agree that the discovery of unanticipated hazardous materials constitutes a changed litigation costs from the other party. condition mandating a renegotiation of the scope of work. Earth Tech agrees to notify Client as soon as practically possible should unanticipated hazardous materials or 19. NO WAIVER. No waiver by either party of any default by the other party in the suspected hazardous materials be encountered. Client acknowledges and agrees that it performance of any particular section of this Agreement shall invalidate any other retains title to all hazardous material existing on the site and shall report to the section of this Agreement or operate as a waiver of any future default,whether like or appropriate federal,state or local public agencies,as required,any conditions at the different in character. site that may present a potential danger to the public health,safety or the environment. Client shall execute any manifests or forms in connection with transportation,storage 20. NO THIRD-PARTY BENEFICIARY. Nothing contained in this Agreement,nor and disposal of hazardous materials resulting from the site or work on the site or shall the performance of the parties hereunder,is intended to benefit,nor shall inure to the authorize Earth Tech to execute such documents as Client's agent. Client waives any benefit of,any third party,including Client's contractors,if any. claim against Earth Tech and agrees to defend, indemnify, and save Earth Tech harmless from any claim or liability for injury or loss arising from Earth Tech's 21. SEVERABILITY. The various terms,provisions and covenants herein contained discovery of unanticipated hazardous materials or suspected hazardous materials. shall be deemed to be separate and severable,and the invalidity or unenforceability of any of them shall not affect or impair the validity or enforceability of the remainder. 11. INDEMNITIES. To the fullest extent permitted by law, Earth Tech shall indemnify and save harmless Client from and against loss, liability,and damages 22. AUTHORITY. The persons signing this Agreement warrant that they have the sustained by Client,its agents,employees,and representatives by reason of injury or authority to sign as,or on behalf of,the party for whom they are signing. death to persons or damage to tangible property to the extent caused directly by the L:rwoRx4ADMINNAGREE\SAVE\PROFSERVTct.etl,r.doc Nov 1995 willful misconduct or failure to adhere to the standard of care described in Paragraph I above of Earth Tech,its agents or employees.