HomeMy WebLinkAboutAECOM (PSA) Sanitary Sewer System Master Plan-12/19/2016AECOM
AECOM 319-232-6531 tel
501 Sycaoiore Street 319-232-0271 fax
Sulte 222
Watertoo, towa 50703
wwwaecom .com
WATERLOO SANITARY SEWER SYSTEM MASTER PLAN
CITY OF WATERLOO, IOWA
PROFESSIONAL SERVICE AGREEMENT
This Agreement is made and entered by and between AECOM Technical Services, Inc., 501
Sycamore Street, Suite 222, Waterloo, Iowa, hereinafter relerred to as "ATS" and City of Waterloo, 715
Mulberry Street, Waterlao, Iowa, hereinalter relerred to as "CLIENT."
IN CONSIDERATION 01 the covenants hereinalter set Iorth, the parties hereto mutually agree as
foliows:
SCOPE OF SERVICES
ATS shall perform prafessional Services (the "Services") in connection with CLIENT's lacilities
in accordance with the Scope of Services set forth in Exhibit A attached hereto.
11. ATS'S RESPONSIBILITIES
ATS shall, subject to the terms and provisions of this Agreement:
(a) Appont one or more individuals who shall be authorized to act an behall ol ATS and
with whom CLIENT may consult at all reasonable times, and whose instructions,
requests, and decisions wiII be binding upon ATS as to all matters pertaining to this
Agreement and the pertormance of the parties hereunder.
(b) Use aII reasonable efforts to complete the Services within the time period mutually
agreed upon, except lor reasons beyond its control.
(c) Pertorm the Services in accordance with generaily accepted professional engineering
standards in existence at the time of performance 01 the Services. If during the twa
year period following the completion of Services, it 5 shown that there 5 an error in
the Services solely as a result ol ATS's failure to meet these standards, ATS shall re-
perform such substandard Services as may be necessary to remedy such error at no
cost to CLIENT. Since ATS has no control over Iocal conditions, the cost 01 labor and
materials, or over competitive bidding and market conditions, ATS daes not guarantee
the accuracy 01 any construction cost estimates as compared to contractor's bids or
the actual cost to the CLIENT. ATS makes no ather warranties either express ar
implied and the parties' rights, Iiabilities, respansibilities and remedies with respect to
the quality al Services, including claims alleging negligence, breach af warranty and
breach af contract, shall be exclusively those set farth herein.
(d)
ATS shall, 11 requested in writing by CLIENT, far the pratection af CLIENT, require
fram all vendars and subcontractars 1 ram which ATS pracures equipment, materials
ar services far the praject, guarantees with respect to such equipment, materials and
services. All such guarantees shall be made available to CLIENT to the fuII extent af
the terms thereof. ATS's Ilability with respect to such equipment, and mateilals
obtained Iram vendars ar setvices Irom subcantractors, shall be Iimited to pracuring
guarantees Iram such vendors or subcontractors and rendering aII reasanable
assistance to CLIENT far the purpase al enlorcing the same.
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(e) ATS will be providing estimates of costs to the CLIENT covering an extended period
of time. ATS does not have control over any such costs, including, but not Iimited to,
costs of labor, material, equipment or services furnished by others or over competitive
bidding, marketing or negotiating conditions, or oonstruction contractors' methods of
determining their prices. Accordingly, it 18 aoknowledged and understood that any
estimates, projections or opinions ot probable projeot costs provided herein by ATS
are estimates only, made on the basis ot ATS's experience and represent ATS's
reasonable judgment as a qualified protessional. ATS does not guaranty that
proposals, bids or actual project costs wiII not vary from the opinions of probable costs
prepared by ATS, and the CLIENT waives any and alI claims that 1 may have against
ATS as a result of any such variance.
111. CLIENT'S RESPONSIBILITIES
CLIENT shall at such times as may be required tor the successful and expeditious completion
of the Services;
(a) Provide all eriteria 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 person with authority to act Ofl CLIENT'S behalt on
aII matters concerning the Services.
(b) Furnish to ATS aII 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. ATS shall be entitled to rely upon all such information, data and the results of
such other services in pertorming its Services hereunder.
IV. IPIDEMNIFICATION
ATS agrees to indemnify and hold harmless CLIENT from and against any and aII suits,
actions, damages, Ioss, Iiability 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 ATS 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, ATS 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 ATS's employees who are
engaged in the Services, with Employers Liability not Iess than One Hundred
Thousand Dollars ($100,000) each accident;
(b) Commercial General Bodily Injury and Property Damage Liability and Automobile
Iiability insurance including (owned, non -owned, or hired), each in a combined single
limit of One MilIlon Dollars ($1 000,000) each occurrence for bodily injury and property
damage Iiability. This policy includes Contractual Liability coverage. ATS agrees to
name CLIENT as Additional Insured on this policy, but only to the extent of ATS's
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negligence under this Agreement and only to the extent 01 the insurance limits
specified herein.
(c) Professional Liability Insurance with Iimits of $1 1000,000 per claim and in the
aggregate covering ATS against aII sums which ATS may become legaily obligated to
pay on account oI any professional Iiability arising out of the performance of this
Agreement.
ATS agrees to provide CLIENT with certificates oI insurance evidencing the above described
coverage prior to the start of Services hereunder and annually thereafter if required. ATS shall
provide prompt notice to the CLIENT in the event of cancellation, material change, or non-
renewal 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
fees and other direct expenses in effect at the time the services are performed. Total
compensation is a not -to -exceed fee of One Hundred Eighty Thousand Dollars
($1 80,000.00).
ATS may bill the Client monthly for servioes completed at the time of billing. CLIENT agrees
to pay ATS the full amount 01 such invoioe within thirty (30) days after receipt thereof. In the
event CLIENT disputes any invoioe item, CLIENT shall give ATS written notice of such
disputed item within ten (10) days after receipt of invoice and shall pay to ATS the undisputed
portion 01 the invoioe according to the provisions hereof. CLIENT agrees to abide by any
applicable statutory prornpt 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 ATS. 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, ATS wilI 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 speoific caloulations and other
instruments of service which ATS prepares and delivers to CLIENT pursuant to this
Agreement shall become the property of CLIENT when ATS 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.
Any other use or reuse 01 original or altered files shall be at CLIENT's sole risk
without Iiability or legal exposure to ATS and CLIENT agrees to release, detend and
hold ATS harmless 1 rom and against all claims or suits asserted against ATS in the
event such doouments are used for a purpose different than originally prepared even
though such claims or suits may be based on allegations of negligence by ATS.
Nothing contained in this paragraph shall be construed as limiting or depriving ATS of
its rights to use its basic knowledge and skills to design or cany out other projects or
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work for itself or others, whether ar not such other projects or work are similar to the
work to be pertormed 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 ATS 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 METI-IODS
(a)
ATS shall not have control or charge of and shall not be responsible for construction
means, methods, techniques, sequences or prooedures, 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 ATS be responsible for the supervision of CLIENTs 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 ATS be liabIe 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 ATS may be fully protected against such third party claims, CLIENT
agrees to obtain and maintain for the benefit of ATS 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 ATS as an additional
named insured.
X. INDEPENDENT CONTRACTOR
ATS shall be an independent contractor with respect to the Services to be performed
hereunder. Neither ATS 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
Iiability for any and all pre-existing contamination shall at all times remain with CLIENT. 'Pre-
existing contamination" is any hazardous or toxic substance present at the site or sites
concerned which was not brought onto such site or sites by ATS. CLIENT agrees to release,
defend, indemnify and hold ATS harmless from and against any and aII Ilability which may in
any manner arise in any way directly or indirectly caused by such pre-existing contamination
except if such Iiability arises from ATSs 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 Iook to the
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disposal facility and/or transporter for any responsibility or Iiability arising from improper
disposal or transportation 01 such waste. ATS 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 af any pre-existing oontamination. CLIENT shall complete and execute
any governmentally required forms relating to regulated activities including, but not Iimited to
generation, storage, handling, treatment, transportation, or disposal of pre-existing
contamination. In the event that ATS executes or completes any governmentally required
forms relating to regulated activities including but not Iimited to storage, generation, treatment,
transportation, handling or disposal of hazardous or toxic materials, ATS shall be and be
deemed to have acted as CLIENT's agent.
For ATS's Services requiring drilling, boring, excavation or soils sampling, CLIENT shall
approve selection of the contractors to perform such services, all site Iocations, and provide
ATS with all necessary information regarding the presence of underground hazards, utilities,
structures and conditions at the site.
XII. LIMITATION OF LIABILITV
CLIENT agrees that ATS's Iiability for the act, error or omission in its pertormance 01 services
under this Agreement shall in no event exceed the amount 01 the total compensation received
by ATS. It 15 intended by the parties to this Agreement that ATS's services in connection with
the project anticipated herein shall not subject ATS's individual employees, officers, or
directors to any personal Iegal exposure for the risks associated with this project.
XIII. DISPUTE RESOLIJTION
11 a dispute arises out of, or relates to, the breach of this Agreement and 11 the dispute cannot
be seftled through negotiati�n, then ATS and the CLIENT agree to submit the dispute to
mediation. In the event ATS or the CLIENT desires to mediate any dispute, that party shall
notify the other party in writing of the dispute desired to be mediated. 11 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 01 the American
Arbitration Association (or any successor organization) then in effect. The deadline for
submitting the dispute to mediation can be changed 11 the parties mutually agree in writing to
extend the time between receipt of notice and subniission to mediation. The expenses of the
mediator shall be shared 50 percent by ATS and 50 percent by the CLIENT. This requirement
to seek mediation shall be a condition required before filing an action at Iaw or in equity.
However, prior to or during the negotiations or the mediation either parly may initiate Iitigation
that would otherwise be barred by a statute of Iimitations, and ATS may pursue any property
Iiens or other rights it may have to obtain security for the payment of its invoices.
XIV. MISCELLANEOIJS
(a) This Agreenient constitutes the entire agreement between the parties hereto and
supersedes any oral or written representations, understandings, proposals, ar
communications heretofore entered into by or on account of the parties and rnay 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 01 the exhibits
hereto, the terms and provisions of this contract document shall control. In the event
of any conflict among the exhibits, the exhibit of the Iatest date shall control.
(b) This Agreement shall be governed by the laws of the State of Iowa.
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(c) ATS may subcontract any portion of the Services to a subcontractor approved by
CLIENT. In no case shall CLIENT's approval of any subcontract relieve ATS 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 ATS 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 CITY OF WATERLOO
•-• -
Printed Name: Quentin Hart
Title: Mayor
I2/II/[(�
-• • FOR AECOM
. .
Printed Name: Douglas W. Schindel, P.E
Title: Associate Vice President
Date: December 14. 2016
WATERLOO SANITARY SEWER SYSTEM MASTER PLAN
CITY OF WATERLOO, IOWA
EXHIBIT A
A. PROJECT DESCRIPTION
On October 26, 2015, the City of Waterloo entered into a Consent Decree with the State of
Iowa and the United States of America. The express purpose of this was for the City of
Waterloo to take necessary measures to achieve full compliance with the provisions of the
Clean Water Act (CWA), the Iowa pollution control laws, and applicable federal and state
regulations, as implemented by the City's National Pollutant Discharge Elimination System
(NPDES) Permit, with the goal of eliminating sanitary sewer overflows (SSOs), building
back-ups, and prohibited bypasses. The City of Waterloo is continuing to move torward in a
positive direction to fully comply with the requirements of the Consent Decree.
One ot the requirements of the Consent Decree is that the City of Waterloo must study the
wastewater collection and pumping systems and prepare a Master PIan ot improvements to
the system as described in Appendix 9 of the Decree. The Master PIan must:
• Present the results of the Sanitary Sewer and Pumping Stations Condition
Assessment described in Section V.E of the Decree,
• Present the results of the Hydraulic Model described in Section V.F of the Decree,
• Present the resulis of the Sanitary Sewer and Pumping Stations Capacity
Assessment described in Section V.G of the Decree,
• Identity the specific remedial measures the City will undertake to address significant
structural issues in the Sanitary Sewer System identified by the Condition
Assessment,
• Identity the specific remedial measures the City will undertake to ensure that there
is adequate capacity in the Sanitary Sewer System as defined by the Capacity
Assessment,
• Provide a schedule for implementation of remedial measures in accordance with the
Schedule of Remedial Measures requirements contained in the Decree, giving
priority to actions which will address known SSOs, building backups and prohibited
discharges, and
• Provide estimated capital, operation and maintenance (O&M), and present -value
costs for each identified remedial measure.
For each remedial measure, the schedule in the Master PIan will indicate the designated 3 -
year time biock in which the project will be compteted; i.e., 2018-2020, 2021-2023, 2024-
2026, 2027-2029, 2030-2032. The Master PIan will contain estimated dates to complete
initial design, start construction, complete construction and (where applicable) place into
service.
in proposing the timing and order of remedial measures, the Master PIan witi set priorities
based upon potential for human health and environmental impact risks, frequency and
volume of 5505, building backups, prohibited bypasses and technical engineering
judgment.
The Master PIan document is due by December 31, 2017. The remedial measures Iisted in
the Master PIan must be completed by the City no later than December 31, 2032.
B. SCOPE OF SERVICES
The Scope of Services by AECOM will encompass and include detailed work, servioes,
materials, equipment, personnel and supplies necessary to prepare, present and submit the
Waterloo Sanitary Sewer System Master PIan as described in Appendix 9 of the Consent
Decree.
The Scope of Service is turther detined as toliows:
Sanitary Sewer System Master PIan Services by AECOM:
Task 1 - Compile Results of Condition Assessment. Work with Waste Management
Services Department (WMSD) statf to compile the results of the Sanitary Sewer and
Pumping Stations Condition Assessment (completed by WMSD statf) described in Section
V.E of the Consent Decree. Prepare maps, tabies and narrative as necessary to present a
summary version ot the Condition Assessment in the Master PIan.
Task 2 - Present Summary ot Hvdraulic Model. Prepare maps, tabies and narrative as
necessary to present a summary version ot the Sanitary Sewer System Hydraulic Model
described in Section V.F of the Consent Decree. This intormation will be reported within the
Capacity Assessment portion ot the Master PIan.
Task 3 - CorniIe Results ot Capacity Assessment. Work with WMSD staff to compile the
results of the Sanitary Sewer and Pumping Stations Capacity Assessment described in
Section V.G ot the Decree. Prepare maps, tabies and narrative, as necessary, to present a
summary version of the Capacity Assessment in the Master Plan.
Task 4 - Identity Remedial Measures For Structural Condition Deticiencies. Work with
WMSD staff to identify the specitic remedial measures needed to address any signiticant
structural condition -related issues in the sanitary sewer system identitied by the Condition
Assessment. Document structural condition -related remedial measures completed prior to
the publication of the Master PIan and those the City need to undertake in the tuture.
Prepare maps, tabies and narrative, as necessary, to present the specitic structural
condition -related remedial measures in the Master PIan.
Task 5 - dentifv Remedial Measures For Capacitv Deticiencies. Work with WMSD statf to
identity the specitic remedial measures needed to address any signiticant capacity -related
issues in the sanitary sewer system identified by the Capacity Assessment. Document
capacity -related remedial measures completed prior to the publication ot the Master PIan
and those the City need to undertake in the tuture. Prepare maps, tabies and narrative, as
necessary, to present the specitic capacity -related remedial measures in the Master PIan.
Task 6 - DeveloQ Schedule For Implementation Ot Remedial Measures. Work with WMSD
staff and the Citys Chiet Financial Officer (CFO) to develop a schedule for implementation
ot remedial measures in accordance with the Schedule of Remedial Measures requirements
Iisted in the Consent Decree.
Task 7 - Provide Cost Estimates. Provide estimated construction, operation and
maintenance (O&M) and present -value costs for each identified remedial measure.
Tasks 8-10. These tasks nclude project administration, coordination and meetings
throughout the project. These tasks also include general project administration.
Task 8 - Meetinqs wfth US EPNIDNR on Master PIan Activities
Task 9 - Project Meetinqsiwork Sessions With City Statf/Elected Officials
Task 10 - Project Administration
Master PIan Format
The Master PIan will contain individual sections to present the City's plan to address the
issues identified in the targeted Sanitary Sewer System Condition Assessment (Appendix 6
ot the Consent Decree) and the Sanitary Sewer Capacity Assessment (Appendix 8 of the
Consent Decree) and will provide the information outlined in the Master PIan Template
found in Appendix 9 of the Decree.
Each of these sections will include a description of the guidelines applied in performing
analysis of remedial measures alternatives, including those used to select monitoring or
maintenance results using the cost -benefit approach for the targeted storm conditions
outlined in the Sanitary Sewer Capacily Assessment (Appendix 8 of the Consent Decree).
The Master PIan will include a summary of remedial work already performed at the time of
the report, as well as a schedule for the proposed work described in the Master PIan.
O:\Administration\AGREE\PROF\Wat San Sewer System Master PIan.doc