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HomeMy WebLinkAboutAGREEMENT BETWEEN WAYNE CLASSEN ENGINEERING AND SURVEYING INC - RES 2007-502 6-/e67 SUPPLEMENTAL NO. 2 `Mc a"ey AGREEMENT /\J -1. ,2Oa7— 5'Oa C A E BETWEEN a OWNER AND ENGINEER <� �' FOR °ouN PROFESSIONAL SERVICES Part I. PARTIES AND PROJECT THIS AGREEMENT is made on the / Day of --)14.1n'� the City of Waterloo, Iowa in the year 2007 between the Owner and Wayne Claassen Engineering and Surveying, Inc. , the Engineer, for the following Project: Jefferson Street connection to Commercial Street Extension The Owner and the Engineer agree as follows: ACEC Owner-Engineer Agreement, Document No.4 ©THE AMERICAN CONSULTING ENGINEERS COUNCIL 1155 15th Street,N.W.,Washington,D.C.20005 Part II. ENGINEERING CHARGES: LUMP SUM A. In accordance with the Terms and Conditions of this Agreement, the ENGINEER shall provide professional services for which the OWNER shall compensate the ENGINEER as follows: A.1 Basic Services—As defined in Paragraph 1.1 on the basis of a lump sum of Thirty—two Thousand dollars($ 32 ,000.00 ), A.2 Additional Services—As defined in Paragraph 1.2, as follows: A.2.1 Principals'time at the rate of Thirty dollars($ 30.00 ) per hour times a multiple of 2.9154 ( ). For the purposes of this Agreement,the Principals are identified as: William J. Claassen A.2.2 Employees' time (other than Principals') at a multiple of ( 2.9154 times the employees' Direct Personnel Expense as defined in Article 3. A.2.3 Cost of services of other professional consultants at a multiple of (1.0 ) times the amount billed to the ENGINEER by the professional consultants for such services. A.3 Initial Payment—Execution of this Agreement shall be accompanied by an initial payment by the OWNER of None dollars($ 0.00 ), which shall be credited to the OWNER's account. One 1.0 A.4 Reimbursable Expenses—As defined in Article 4,times a multiplier of ( ). A.5 Payments made after the initial payment shall be made monthly in proportion to services performed so that compensation at the completion of each Phase shall equal the following percentages of total basic compensation: Schematic Design Phase to Design Development Phase 75 % Construction Contract Documents Phase 90 oh Bidding or Negotiating Phase 100 % Construction Phase %u 10 Page 2 of Part III.TERMS AND CONDITIONS Article 1. ENGINEERING SERVICES 1.1 Basic Services-The Engineer agrees to perform professional services in connection with the Project, as set forth below and contained within this Agreement: 1.1.1. Project Scope-This portion of the Commercial Street Extension and River Road Relocation Project consists of designing new 350'±connection for Jefferson Street to the Commercial Street Extension. The scope of this Agreement shall include the design of these improvements and assistance to the City of Waterloo in receiving bids for the construction of the Project. The tasks to be performed by the Engineer include the following: A. Design Engineering Phase Task 1. Project Administration and Meetings. This task includes coordination of the Project with the City and progress meetings during the design phase through the bidding phase. Task 2. Field Survey. This task consists of all field surveys required to obtain the necessary topographic data required for the design of the Project. Task 3. Coordination of Subsurface Investigation. This task consists of determining the scope of work required for subsurface investigation on the Project, soliciting proposals for field work from qualified firms and all coordination work required to obtain the necessary soils report. Task 4. Preliminary Design. This task includes preparation of plan and profile, detail, general note, estimated quantity and bid reference note sheets and preliminary cost estimates necessary for review of the Project by the City. Task 5. Final Design. This task includes completion of the Construction Plans and Specifications for the Project based upon the comments from the preliminary plan review and preparation of an Engineers Estimate of Probable Construction Cost. Task 6. Concept Design. This task consists of preparing alternate concepts for the project and access to the Winterbottom Condos and adjoining parking areas. Task 7. Bid Letting,Review and Award. This task includes assisting the City in obtaining and analyzing bids for the Project. Task 8. Final Design. This task includes completion of the Construction Plans and Specifications for the Project based upon the comments from the preliminary plan review and preparation of an Engineers Estimate of Probable Construction Cost. Task 9. Right-of-Way Plats and Descriptions. This task consists of determining fmal right-of-way needs for the Project and preparing necessary survey plats and descriptions for this purpose. Task 10. Bid Letting,Review and Award. This task includes assisting the City in obtaining and analyzing bids for the Project. (Folder\Commercial Street Extension\Supplemental Terms&Conditions 2.doc) Page 3 of 10' gre' ed to the point indicated; that to the best of the EN - 1.2.7 Providing special analysis of the OWNER's needs NE •'s knowledge,information and belief,the quality of he such as owning and operating analysis, OWNER's operating Contr. tor's work is in accordance with the Constru' ion and maintenance manuals,OWNER's special operating draw- Contra Documents (subject to subsequent tests and eview ings or charts,and any other similar analysis. required . the Construction Contract Documents,t. correc 1 2 8 Providing planning surveys, site evaluations and com tion of m or deviations from the Construction ontract parative studies of prospective sites. Documents .nd to qualifications stated in the Cer ficate for Payment); an that the Contractor is entitled to he amount 1.2.9 Providing any type of field surveys for design pur- stated. The is ing of the Certificate for Pa ent by the poses,"stake out"of the location of the work,and any other ENGINEER sha not represent that he has m..a any investi- special field surveys. gation to determi - the uses made by the Co tractor of sums 1.2.10 Furnishing additional copies of reports and addi- paid to the Contractor. tional prints of Drawings and Specifications in excess of those 1.1.6.5 Make reco endations to tha OWNER on all stipulated in the Agreement. claims relating to the - ecution and pro. ess of the construc- 1.2.11 Investigations involving detailed consideration of tion work. The ENGIN.ER's decisio in matters relating to operations,maintenance and overhead expenses;the prepara- the ENGINEER's design all be fin. . tion of rate schedules,earnings and expense statements, feasi- 1.1.6.6 Notify the OW • of p- manent work which does bility studies, appraisals and valuations; detailed quantity not conform to the result re. .fired in the Construction surveys of material and labor; and material audits or inven- Contract, prepare a written r,..rt describing any apparent tories required by the OWNER. non-conforming permanent • k and make recommenda- 1.2.12 Additional services when the Project involves more tions to the OWNER for its •rr: tion and, at the request of than one Construction Contract, or separate equipment the OWNER, have recom enda •ons implemented by the contracts. Contractor. 1.2.13 Preparing special Change Orders when requested by 1.1.6.7 Review shop dr-wings, samp-s, and other submit- the OWNER which are not within the scope of Article 1, tals of the Contractor only for genera conformance to the "ENGINEER'S SERVICES,"paragraph 1.1.6.8. design concept of the roject and for gen al compliance with 1.2.14 Making a review of the Project prior to expiration of the Construction C• ract. the guarantee period and reporting observed discrepancies 1.1.6.8 Prepare Change Orders for he OWNER's under guarantees provided by the Construction Contract. approval. 1.2.15 Preparing a set of reproducible record drawings 1.1.6.9 Con•i ct a construction progress review related to conforming to construction records provided to the the Contra or's date of completion; rece e written ENGINEER,made by the Contractor during the construction guarantees :nd related data assembled by the intractor; process. and issue • the OWNER a Certificate of Final Pay nt. 1.2.16 Additional or extended services during construction 1.1.6.10 The ENGINEER shall not be responsible •r the made necessary by (1) work damaged by fire or other cause defect• or omissions in the work result of the Contracto , or during construction, (2) defective or incomplete work of the any 'ubcontractors, or any of the Contractor's or Sub(in- Contractor, (3) prolongation of the initial Construction trap or's employees, or that of any other persons or entit-s Contract time beyond the contract time, (4) acceleration of re••onsible for performing any of the work result as co the work schedule involving services beyond established office fined in the Construction Contract. working hours, and (5) the Contractor's default under Construction Contract due to delinquency or insolvency. 1.2 Additional Services 1.2.17 Providing assistance in the initial start-up, testing, If authorized in writing by the OWNER, the ENGINEER adjusting or balancing,or operation of equipment or systems, agrees to furnish or obtain from others, additional profes- or training personnel for operation or maintenance of equip- sional services in connection with the Project, as set forth ment or system. below and contained within this Agreement: 1.2.18 Providing design services relating to future facilities, 1.2.1 Preparation of applications and supporting docu- systems and equipment which are not intended to be con- ments for govenment grants,loans or advances. structed or operated as a part of the Project. 1.2.2 Making drawings from field measurements of existing 1.2.19 Providing services as an expert witness for the construction when required for planning additions or altera- OWNER in connection with litigation or other proceedings tions thereto. involving the Project. 1.2.3 Services due to changes in the scope of the Project or its design, including but not limited to, changes in size, com- plexity,schedule or character of construction. 1.2.4 Revising studies, reports, design documents, drawings or specifications which have previously been approved by the 1.2.20 Providing other services not otherwise provided for in OWNER,or when such revisions are due to causes beyond the this Agreement, including services normally furnished by the control of the ENGINEER. OWNER as described in Article 2, "OWNER'S RESPON- 1.2.5 Preparation of design documents for alternate bids or SIBILITIES." for out-of-sequence work requested by the OWNER. 1.2.21 Providing Resident Project Representative services to 1.2.6 Preparation of detailed renderings, exhibits or scale give the OWNER more extensive on-site representation models for the Project. during the Construction Phase. Page 4 of 10 • Article 2. OWNER'S RESPONSIBILITIES Article 3 DIRECT PERSONNEL EXPENSE The OWNER shall: Direct Personnel Expense is defined as the direct labor costs incurred by the ENGINEER directly attributable to the 2.1 Provide to the ENGINEER all criteria, design and con- Project by the payment of the actual salaries and wages to the struction standards and full information as to the OWNER's employees of the ENGINEER, but not including indirect requirements for the Project. payroll connected costs and other non-Project related costs. 2.2 Designate in writing a person authorized to act as the OWNER'S representative.The OWNER or his representative shall receive and examine documents submitted by the ENGINEER, interpret and define the OWNER's policies and render decisions and authorizations in writing promptly to prevent unreasonable delay in the progress of the ENGINEER's services. 2.3 Furnish to the ENGINEER a complete land survey of the Project site which shall include but not be limited to service and utilities locations with depths and invert grades, easements, rights-of-way, contours, grades, streets, alleys, pavements, adjoining property, encroachments, zoning and deed restrictions, existing buildings, improvements and tree Article 4 REIMBURSABLE EXPENSES locations. 4.1 Reimbursable Expenses are in addition to compensation • 2.4 Furnish soils data including but not limited to reports, to the ENGINEER for Basic and Additional Services and test borings, test pits, probings, subsurface exploration, soil include expenditures made by the ENGINEER, his employees bearing values,percolation tests, ground corrosion and resist- or his consultants in the interest of the Project. Reimbursable ivity tests,all with appropriate professional interpretation. Expenses include but are not limited to: 4.1.1 Expense of transportation, subsistence and lodging 2.5 Furnish laboratory tests, air and water pollution tests, when traveling in connection with the Project. reports and inspections of samples, materials or other items required by law or by governmental authorities having juris 4.1.2 Expense of long distance or toll telephone calls, tele- diction over this Project. grams, messenger service, field office expenses, and fees paid for securing approval of authorities having jurisdiction over 2.6 Provide legal, accounting, and insurance counseling the Project. services necessary for the Project, legal review of the 4.1.3 Expense of all reproduction, postage and handling of Construction Contract Documents,and such auditing services Drawings, Specifications, reports or other Project-related as the OWNER may require to account for expenditures of work product of the ENGINEER. sums paid to the Contractor. 4.1.4 Expense of computer time including charges for 2.7 Furnish permits and approvals from all governmental proprietary programs. authorities having jurisdiction over this Project and from 4.1.5 When authorized in advance by the OWNER, expense others as may be necessary for completion of the Project. of overtime work requiring higher than normal rates, and 2.8 Furnish above services at the OWNER's expense and in expense of preparing perspectives,renderings or models. such manner that the ENGINEER may rely upon them in the Article 5 PAYMENTS TO THE ENGINEER performance of his services under this Agreement. • 5.1 Progress payments shall be made in proportion to 2.9 Obtain bids or proposals from contractors for work services rendered and as indicated within this Agreement and relating to this Project and bear all costs relating thereto. shall be due and owing within thirty days of the ENGINEER's 2.10 Protect and preserve all survey stakes and markers submittal of his monthly statement. Past due amounts owed at the Project site shall include a charge at the maximum legal rate of interest placedprior to the assumption of this from the thirtieth day. responsibility by the Contractor and bear all costs of replacing stakes or markers damaged or removed during said time 5.2 If the OWNER fails to make monthly payments due the. interval. ENGINEER, the ENGINEER may, after giving seven days written notice to OWNER, suspend services under this Agree- 2.11 Guarantee full and free access for the ENGINEER to ment. enter upon all property required for the performance of the 5.3 No deductions shall be made from.the ENGINEER's ENGINEER's services under this Agreement. compensation on account of penalty, liquidated damages or 2.12 Give prompt written notice to the ENGINEER when other sums withheld from payments to Contractors. ever the OWNER observes or otherwise becomes aware of any 5.4 If the Project is delayed or if the ENGINEER's services • defect in the Project or other event which may substantially for the Project are delayed or suspended for more than three affect the ENGINEER's performance of services under this months for reasons beyond the ENGINEER's control, the Agreement. ENGINEER may,after giving seven days written notice to the . OWNER, terminate this Agreement and the OWNER shall . 2.13 Compensate the ENGINEER for services rendered compensate the ENGINEER in accordance with the termina- under this Agreement. tiort provision contained hereafter in this Agreement. • Page 5 of 10 • Article 6 GENERAL PROVISIONS by written instrument signed by both the OWNER and the ENGINEER. 6.1 Ownership of Documents All Drawings, Specifications and other work product of the 6.5 Governing Law ENGINEER for this Project are instruments of service for Unless otherwise specified within this Agreement, this Agree- this Project only and shall remain the property of the ment shall be governed by the law of the principal place of ENGINEER whether the Project is completed or not. Reuse business of the ENGINEER. • of any of the instruments of service of the ENGINEER by the OWNER on extensions of this Project or on any other project 6.6 General without the written permission of the ENGINEER shall be at 6.6.1 Should litigation or arbitration occur between the two the OWNER's risk and the OWNER agrees to defend,indem- nify and hold harmless the ENGINEER from all claims, parties relating to the provisions of this Agreement, all liti- damages,and expenses including attorneys'fees arising out of gation or arbitration expenses, collection expenses, witness such unauthorized reuse of the ENGINEER's instruments of fees, court costs and attorneys fees incurred by the prevailing service by the OWNER OR BY OTHERS ACTING party shall be paid by the non-prevailing party to the pre- THROUGH THE OWNER. Any reuse or adaptation of the vailing party. ENGINEER's instruments of service occurring after the 6.6.2 Neither party shall hold the other responsible for written agreement of the ENGINEER shall entitle the or damages delayin ENGINEER to further compensation in amounts to be agreed g performance caused by acts of God, upon by the OWNER and the ENGINEER. strikes, lockouts, accidents, or other events beyond the control of the other or the other's employees and agents. 6.6.3 In the event any provisions of this Agreement shall be 6.2 Delegation of Duties held to be invalid and unenforceable, the remaining provis- ions shall be valid and binding upon the parties. One or more Neither the OWNER nor the ENGINEER shall delegate his duties under this Agreement without the written consent of waivers by either party of any provision, term, condition or the other. covenant shall not be construed by the other party as a waiver of a subsequent breach of the same by the other party. 6.6.4 The ENGINEER has not been retained or compen- 6.3 Termination sated to provide design and construction review services relating to the Contractor's safety precautions or to means, This Agreement may be terminated by either party by seven days written notice in the event of substantial failure to per- methods, techniques, sequences, or procedures required for form in accordance with the terms of this Agreement by the the Contractor to perform his work but not relating to the t. other party through no fault of the terminating party. If this final or completed structure; omitted services include but are not limited to shoring, scaffolding, underpinning, temporary Agreement is terminated, the ENGINEER shall be paid for services performed to the termination notice date including retainment of excavations and any erection methods and Reimbursable Expenses due plus Termination Expenses. temporary bracing. Termination Expenses are defined as Reimbursable Expenses 6.6.5 The ENGINEER intends to render his services under directly attributable to termination, plus 15Q/0 of the total this Agreement in accordance with generally accepted profes- compensation earned to the time of termination to account sional practices for the intended use of the Project and makes for ENGINEER's rescheduling adjustments, reassignment of no warranty either express or implied. personnel and related costs incurred due to termination. 6.6.6 Any Opinion of the Construction Cost prepared by the ENGINEER represents his judgment as a design professional 6.4 Extent of Agreement and is supplied for the general guidance of the OWNER.Since the ENGINEER has no control over the cost of labor and This Agreement represents the entire and integrated agree- material, or over competitive bidding or market conditions, ment between the OWNER and the ENGINEER and super- the ENGINEER does not guarantee the accuracy of such cedes all prior negotiations, representations or agreements, Opinions as compared to Contractor bids or actual cost to the either written or oral. This Agreement may be amended only OWNER. { 6 10 Page_of_, • Article 7. SPECIAL PROVISIONS • 7.1 Insurance and Indemnity • 7.1.1 Engineer's Insurance—The ENGINEER shall acquire and maintain statutory workmen's compensation insurance coverage, employer's liability, comprehensive general liability insurance coverage and professional liability insurance coverage. The limits and deductible applicable to both comprehensive general liability and professional liability shall he established under a separate agreement between the parties. 7.1.2 Contractor's Insurance—Prior to the commencement of the work, the OWNER shall require the Contractor and any Sub- contractors to submit evidence that he(they) have obtained for the period of the Construction Contract and the guarantee period comprehensive general liability insurance coverage (including completed operations coverage). This coverage shall provide for bodily injury and property damage arising directly or indirectly out of, or in connection with, the performance of the work under the Construction Contract, and have a limit of not less than $ 5,000,000.00 for all damages arising out of bodily injury,sickness or death of one person and an aggregate of$ 5,000,000.00 for damages arising out of bodily injury, sickness and death of two or more persons in any one occurrence. The property damage portion will provide for a limit of not less than $ 5,000,000.00 for all damages arising out of injury to or destruction of property of others arising directly or indirectly out of or in connection with the performance of the work under the Construction Contract and in any one occurrence including explosion,collapse and underground exposures. Included in such coverage will be contractual coverage sufficiently broad to insure the provision of paragraph 7.1.4"Indemnity". The comprehensive general liability insurance will include as additional named insureds: the OWNER; the ENGINEER; and each of their officers,agents and employees. 7.1.3 Builders Risk "All Risk"Insurance—Before commencement of the work, the OWNER will require that the Contractor and any Subcontractors submit written evidence that he (they) have obtained for the period of the Construction Contract, Builders Risk "All Risk" Completed Value Insurance Coverage (including earthquake and flood) upon the entire Project which is the subject of the Construction Contract. Such insurance shall include as additional named insureds: the OWNER; the ENGINEER; and each of their officers, agents, employees and any other persons with an insurable interest as maybe designated by the OWNER. Such insurance may have a deductible clause but not to exceed $5,000, except that the earthquake deductible may be in accordance with generally accepted insurance practices in the locale where the coverage is issued. 7.1.4 Indemnity—The OWNER will require that any Contractor or Subcontractors performing work in connection with Drawings and Specifications produced under this Agreement to hold harmless, indemnify and defend, the OWNER and the ENGINEER, their consultants, and each of their officers, agents, and employees from any and all liability claims, losses or damage arising out of or alleged to arise from the Contractor's (or Subcontractor's) negligence in the performance of the work described in the Construction Contract Documents, but not including liability that may be due to the sole negligence of the OWNER, the ENGINEER, their consultants or their officers,agents and employees. • • • • • Page 7 of 10 7.3 Resident Construction Review Services 7.3.1 If requested by the OWNER or recommended by the ENGINEER and approved in writing by the OWNER, the ENGINEER shall provide one or more full time Resident Project Representatives to assist the ENGINEER in order to render more extensive representation at the Project site during the Construction Phase. Such Resident Construction Review Services shall be paid for by.the OWNER as Additional Services as defined within this Agreement. The limits of the authority, duties and responsibilities of a Resident Project Representative shall be described before such services begin by written instruments labeled Exhibit A,attached to, and made a part of this Agreement. 7.3.2 By means of the more extensive on-site observations of the work in progress, the ENGINEER will endeavor to provide further protection for the OWNER against defects and deficiencies in the Contractor's work, but the furnishing of such services shall not include construction review of the Contractor's construction means,methods, techniques, sequences or procedures, or of any safety precautions and programs in connection with the work, and the ENGINEER shall not be responsible for the Con- tractor's failure to carry out the work in accordance with the Construction Contract. • Page 8 of 1 0 7.4 Limitation of Liability The OWNER agrees to limit the ENGINEER's liability to the OWNER and to all Construction Contractors and Subcontractors on the Project, due to the ENGINEER's professional negligent acts, errors or omissions, such that the total aggregate liability of the ENGINEER to those named shall not exceed fifty thousand ($50,000) dollars or the ENGINEER's total fee for services rendered on this Project, whichever is greater. • Page 9 of 10 This Agreement executed the day and year written at the beginning of the Agreement. OWNER: ENGINEER: City of Waterloo, Iowa Wayne Claassen Engineering and Surveying, Inc. /41/6A.44---- Timothy J. Hur ey, Mayor William J. Claass� , President Attest By: Attest By: C _St_\1*\/U\L_.. \c c_LrYft.kCj, Nancy E ert, City Clerk Deborah K. Schumacher "`a DEBORAH K.SHUMACHER ° , COMMISSION NO.188160 a a MY COMMISSION EXPIRES °w JANUARY 6,2009 Page 10 of 10