HomeMy WebLinkAboutVS Engineering, Inc.PROFESSIONAL SERVICE AGREEMENT
BETWEEN
VS ENGINEERING, INC. (ENGINEER)
AND
CITY OF JEFFERSONVILLE -SANITARY SEWER BOARD (OWNER)
WHEREAS, OWNER desires to obtain professional engineering services for the Tenth Street
Pump Station Expansion (PROJECT),
WHEREAS, OWNER wishes to obtain these services according to time requirements which
specify particular and definite deadlines,
WHEREAS, the ENGINEER has expressed its willingness to provide these services within the
specified time requirements.
NOW, THEREFORE, in consideration of the mutual promises, representations, warranties,
covenants and responsibilities, OWNER and ENGINEER agree as follows:
ARTICLE 1. AUTHORITY TO EXECUTE AGREEMENT
Each party represents and warrants to the other party that:
a. The party is duly organized and existing in good standing under the laws of Indiana and
has all requisite power and authority to carry out the obligations set forth in this
Agreement.
b. The party has the power, authority, and legal right to enter into and perform its
obligations set forth in this Agreement, and the execution, delivery, and performance
whereof, have been duly authorized by all necessary action.
This Agreement has been duly entered into and delivered and constitutes a legal, valid,
and binding obligation of the party, enforceable in accordance with its terms.
ARTICLE 2. ATTACHMENTS
The Attachments which accompany and form a part of this Agreement as of the date hereof are:
a. "Attachment A" consisting of the described services to be performed by ENGINEER.
b. "Attachment B" consisting of a list of key professional staff ENGINEER agrees to
provide for the PROJECT.
c. "Attachment C" consisting of a schedule for completion of the milestone tasks of the
PROJECT.
d. "Attachment D" consisting of a mediation process to be utilized by the parties.
e. "Attachment E" consisting of compensation for ENGINEER'S services under this
Agreement.
ARTICLE 3. INTENT AND INTERPRETATION
3.1 The "Agreement", as referred to herein, shall mean this Agreement executed by OWNER
and ENGINEER, and shall include these Terms and Conditions, the Attachments
described in Article 2 and attached hereto, and any written supplemental agreement or
modification entered into between OWNER and ENGINEER, in writing, after the date of
this Agreement.
3.2 This Agreement shall include, and incorporate by reference, any provision, covenant or
condition required or provided by law or by regulation of any state or federal regulatory
or funding agency.
ARTICLE 4. ENGINEER'S RESPONSIBILITIES
4.1 ENGINEER shall serve as OWNER'S professional representative with respect to all
services provided by ENGINEER hereunder, and will give consultation and advice to
OWNER during the performance of such services.
4.2 ENGINEER shall perform professional services as stated in "Attachment A" of this
Agreement.
4.3 ENGINEER shall perform all services under this Agreement in a skillful and competent
manner in accordance with normally accepted standards of the architectural and
engineering professions and with that degree of care and skill which a professional
engineer or architect would exercise under the same or similar circumstance. Without
modifying the above standard, ENGINEER shall be responsible for the professional
quality, technical accuracy, timely completion, and the coordination of all designs,
drawings, specifications, reports, and other services furnished by ENGINEER under this
Agreement.
4.4 ENGINEER shall perform all professional services necessary to accomplish the work
required to be performed under this Agreement, in accordance with this Agreement and
applicable local, state and federal requirements.
4.5 ENGINEER shall make all reasonable efforts to provide competent, capable, experienced
and suitably qualified personnel for the performance of all services. Any employee or
representative of ENGINEER who, in the opinion of OWNER, does not perform his
work in a proper and skillful manner, or is disrespectful, or otherwise objectionable,
shall, at the written request of OWNER, be removed from performing any further
services on behalf of O WNER.
4.6 ENGINEER'S submittals are subject to prompt monitoring and acceptance by OWNER
for general compliance with the services described in "Attachment A". In the event that
any submittal is not accepted by OWNER, OWNER shall notify ENGINEER in writing
of its reasons for non-acceptance and may make suggested revisions. Upon receipt of
said notification, the non-acceptance submittal shall be revised appropriately by
ENGINEER until accepted by OWNER. If ENGINEER does not agree with OWNER's
suggested revisions, ENGINEER shall submit its reasons therefor to OWNER in writing.
4.7 ENGINEER shall fulfill the requirements of governing regulatory agencies as may be
applicable to the work and services to be performed by ENGINEER described in this
Article or in "Attachment A".
ARTICLE 5. OWNER'S RESPONSIBILITIES
5.1 Except to the extent that such responsibilities are otherwise waived or assumed by
ENGINEER, OWNER shall take reasonable steps to:
5.1.1 Issue a written notice to proceed in a timely manner to begin work as described in
"Attachment A".
5.1.2 Designate in writing a person to act as OWNER'S representative with respect to
the services to be performed or furnished by ENGINEER under this Agreement.
Subject to Article 17, such person will have authority to transmit instructions,
receive information, interpret and define OWNER'S policies and decisions with
respect to ENGINEER'S services for the PROJECT.
5.1.3 Make available all information pertinent to the PROJECT including previous
reports and any other data relative to design and construction of the PROJECT.
5.1.4 Furnish to ENGINEER, as required by ENGINEER for performance of its
services, data prepared by or services of others.
5.1.5 Monitor all studies, reports, sketches, drawings, specifications, proposals and
other documents presented by ENGINEER.
5.1.6 Pay cost for advertising and obtaining formal bids or proposals from contractors.
5.1.7 Provide such legal, accounting and insurance counseling services as may be
required for the PROJECT, and such auditing service as OWNER may require to
ascertain how or for what purpose any contractor has used the monies paid to it
under the construction contract.
5.1.8 Arrange for access to and make all provisions for ENGINEER to enter upon
public and private property as required for ENGINEER to perform services under
this Agreement.
5.1.9 Attend the pre-bid conference, bid opening and preconstruction conferences as
required.
ARTICLE 6. COMPLETION SCHEDULE
6.1 The proposed schedule for the completion of the PROJECT is presented in "Attachment
C" and is made a part hereof.
6.2 ENGINEER shall adhere to all time limits stated in this Agreement or included in any
accepted time schedule.
6.3 OWNER may at any time, by written order, make changes within the general scope of the
Agreement in the services of work to be performed. If ENGINEER believes that such a
change justifies an increase in ENGINEER'S contract time or contract price required to
perform the services under this Agreement it must assert such claim in writing within
thirty (30) days of receipt of OWNER'S written order giving rise to the claim.
6.4 ENGINEER shall not be responsible for any time delays in the PROJECT, or in the
performance of services under this Agreement, to the extent such delays are caused solely
by any act, omission, neglect or default of OWNER or anyone employed by OWNER, or
by the unreasonable delay of any review agency or utility, or for any delay or damage
caused by fire or the combined action of workers and which are in no way chargeable, in
whole or in part, to ENGINEER, or by any other conditions or circumstances beyond the
control of ENGINEER, its employees, agents, or other persons for whose acts or
omissions ENGINEER is responsible. In the event of such delay, ENGINEER shall be
entitled to an adjustment in the scheduled or agreed time limitations for the performance
of services, and this Agreement shall be modified in writing accordingly.
ARTICLE 7. INSURANCE
7.1 ENGINEER shall, as a condition precedent to this Agreement, purchase and thereafter
maintain such insurance as will protect it and OWNER from the claims set forth below
which may arise out of or result from ENGINEER'S operations under this Agreement,
whether such operations be by ENGINEER or by its subcontractors or by anyone directly
or indirectly employed by any of them, or by anyone directly for whose acts any of them
may be liable:
1) Claims under Worker's Compensation and Occupational Disease Acts, and any
other employee benefits acts applicable to the performance of the work;
2) Claims for damages because of bodily injury and personal injury, including death,
and;
3) Claims for damages to property.
ENGINEER'S commercial general liability insurance shall also provide coverage for the
following:
1) Contractual liability insurance as applicable to any hold-harmless agreements in
the contract;
2) Products and completed operations;
3) Fellow employee Claims under personal injury;
4) Broadform liability;
5) Independent Contractors.
ENGINEER'S insurance shall be not less than the amounts shown below:
A. Worker's Compensation
& Disability Statutory
B. Employer's, Liability
Bodily Injury Accident $ 100,000
each accident
Bodily Injury by Disease $ 500,000
policy limit
Bodily Injury by Disease $ 100,000
each employee
C. Commercial General Liability (Occurrence Basis)
Bodily injury, personal injury, property damage, contractual liability, products-
completed operations.
General Aggregate Limit $2,000,000
(Other Than Products/Completed
Operations)
Products/Completed Operations $2,000,000
Personal & Advertising $1,000,000
Injury Limit
Each Occurrence Limit $1,000,000
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Fire Damage (any one fire) $ 50,000
Medical Expense Limit $ 5,000
D. Comprehensive Auto Liability $1,000,000
(single limit)
(owned, hired &non-owned)
Bodily injury & property damage $1,000,000
each accident
E. Umbrella Excess Liability $1,000,000
each occurrence
and aggregate
F. Professional Liability $1,000,000 per claim
and aggregate
7.1.1 Professional liability coverage, if available to the engineering profession, shall be
in effect from the effective date of this Agreement and shall remain in effect
continuously until the applicable statute of limitations has run. (Coverage Period).
Coverage also shall extend to employees who may retire, transfer or otherwise
cease employment with ENGINEER during the Coverage Period.
7.1.2 Professional liability policies may be either claims made or per occurrence.
7.1.3 Deductibles on professional liability policies may be either per claim or per
occurrence.
7.1.4 Professional liability coverage shall only be limited by a maximum annual
aggregate. There shall be no limits on the number or amount of claims made
against a specific PROJECT.
7.2 With the prior approval of OWNER, ENGINEER may substitute different types of
coverage for those specified as long as the total amount of required protection is not
reduced.
7.3 Regardless of the nature of the policy or whether the deductible is per claim or per
occurrence, all deductibles shall be the responsibility of ENGINEER.
ARTICLE 8. COMPENSATION TO ENGINEER
8.1 For the services described in this Agreement or in "Attachment A", OWNER agrees to
pay ENGINEER, on an hourly rate basis, not to exceed amount of $338,700.00, as per
the provisions of "Attachment E", unless modified by an amendment to this Agreement.
8.2 No payment request or statement made pursuant to this Article shall exceed the estimated
amount in value of the work and services performed by ENGINEER under this
Agreement, which estimates shall be prepared by ENGINEER and supplemented or
accompanied by such supporting data as may be required by OWNER.
8.3 Payment requests by ENGINEER shall be submitted no more often than monthly. The
payment request shall be accompanied by a signed voucher and such supporting data as
may be required by OWNER.
8.4 OWNER shall pay ENGINEER for the professional services supported by invoices and
documentation. OWNER will pay the amount of the invoice within thirty (30) days of
OWNER'S acknowledgement that invoice and documentation are acceptable. OWNER
will give ENGINEER written notice within five (5) working days of receipt of the
invoice and documentation if the invoice or documentation is not acceptable.
8.5 If, prior to the satisfactory completion of services under this Agreement, the total costs
incurred by ENGINEER are within 25% of the maximum amount payable, ENGINEER
shall notify OWNER in writing. ENGINEER shall cease all work when the total costs
incurred equal 95% of the maximum amount payable. Work will not recommence until
ENGINEER receives written notice from OWNER and an adjusted maximum amount
payable has been negotiated, if in the sole judgment of OWNER, such an adjustment is
required. The ENGINEER shall not be entitled to compensation for unauthorized work
over the maximum amount payable. This section shall not apply when the method of
compensation described in Article 8.1 is lump sum.
ARTICLE 9. TERMINATION BY OWNER
9.1 If ENGINEER becomes insolvent, or if it refuses or fails to perform the work and
services provided by this Agreement, or if it refuses to perform disputed work or services
as directed pending resolution of such dispute, or if it fails to make payments to
subcontractors or consultants employed by it, or if it otherwise materially violates or fails
to perform any term, covenant or provision of this Agreement, ENGINEER shall be
considered in default, and OWNER may, without prejudice to any other right or remedy,
terminate this Agreement in whole or in part, in writing, provided that ENGINEER shall
be given; (1) not less then ten (10) calendar days written notice (delivered by certified
mail, return receipt requested) of OWNER'S intent to terminate; and (2) an opportunity
for consultation with OWNER prior to termination, and a reasonable opportunity to cure
the default. In determining the amount of final payment to be made to ENGINEER upon
such termination for default, if any, no amount shall be allowed for anticipated profit on
unperformed services or other work.
9.2 This Agreement may be terminated in whole or in part in writing by OWNER for
OWNER'S convenience; provided that ENGINEER is given: (1) not less than TEN (10)
calendar days written notice (delivered certified mail, return receipt requested) of intent
to terminate; and (2) an opportunity for consultation with OWNER prior to termination.
If termination for convenience is effected by OWNER, ENGINEER'S compensation shall
be equitably adjusted to include a reasonable profit for services or other work performed,
and shall provide for payment to ENGINEER for services rendered and expenses
incurred prior to the termination. No amount shall be allowed for anticipated profit on
unperformed services or other work.
9.3 Upon receipt of a termination action for default or for the OWNER'S convenience,
ENGINEER shall: (1) promptly discontinue all services affected, unless the termination
notice directs otherwise, and (2) deliver or otherwise make available to OWNER all data,
drawings, specifications, reports, estimates, summaries, and such other information,
materials or documents as may have been accumulated by ENGINEER in performing this
Agreement, whether completed or in process.
9.4 Notwithstanding any other provision of this Agreement, if funds for the continued
fulfillment of this Agreement by OWNER are at any time insufficient or not forthcoming
through failure of any entity to appropriate funds or otherwise, then OWNER shall have
the right to terminate this Agreement without penalty by giving written notice
documenting the lack of funding, in which instance unless otherwise agreed to by the
parties, this Agreement shall terminate and become null and void on the last day of the
fiscal period for which appropriations were received. OWNER agrees that it will make
its best efforts to obtain sufficient funds, including, but not limited to, requesting in its
budget for each fiscal period during the term hereof-sufficient funds to meet its
obligations hereunder in full.
ARTICLE 10. TERMINATION BY ENGINEER
10.1 If OWNER fails to pay ENGINEER within sixty (60) days after payment is due,
ENGINEER may, after having given fifteen (15) days written notice, and if OWNER has
not made payment, terminate this Agreement. In the event of such termination, OWNER
shall compensate ENGINEER in accordance with the provisions of Paragraphs 8.4 and
9.2 of this Agreement.
10.2 If OWNER requests ENGINEER to furnish or perform services contrary to
ENGINEER'S responsibilities as a licensed design professional, ENGINEER shall notify
OWNER of this request within three (3) days of the request being made. If OWNER
renews request and request actually requires ENGINEER to act contrary to
ENGINEER'S responsibilities as a licensed design professional, ENGINEER may
terminate this Agreement upon seven (7) days written notice to OWNER. In the event of
such termination, OWNER shall compensate ENGINEER in accordance with the
provisions of Paragraph 9.2 of this Agreement.
ARTICLE 1 I. SUCCESSORS AND ASSIGNS
11.1 OWNER and ENGINEER each binds itself and its partners, successors, executors,
administrators and assigns to the other party of this Agreement and to the partners,
successors, executors, administrators and assigns of such other party, in respect to the
promises, representations, acknowledgements, covenants and responsibilities contained
in this Agreement.
11.2 Except as otherwise provided herein, ENGINEER shall not assign, sublet or transfer his
interest in this Agreement without the written consent of OWNER.
11.3 Nothing herein shall be construed as creating any personal liability on the part of any
officer or agent of OWNER.
ARTICLE 12. RECORDS; AUDITS
ENGINEER shall maintain books, records, documents and other evidence directly pertinent to
performance of services under this Agreement in accordance with generally accepted accounting
principles and practices consistently applied. ENGINEER shall maintain the financial
information for a period of THREE (3) years after final payment under this Agreement has been
made.
ARTICLE 13. OWNERSHIP OF DOCUMENTS
All drawings, specifications, computations, sketches, test data, survey results, models,
photographs, renderings and other material relating to this PROJECT, developed in the
performance of this Agreement or prepared in connection therewith, are the property of OWNER
and shall be delivered to OWNER, if requested by OWNER, upon completion of services or
upon termination of this Agreement. The OWNER will not change or reuse any document for
any project or purpose other than as described in the Agreement without the written consent of
the ENGINEER. However, the ENGINEER expressly acknowledges that the OWNER is a
public agency and is subject to public access, disclosure and distribution laws, regulations and
policies. Use by the public of any document or the information contained therein, shall not be
considered an act of the OWNER.
ARTICLE 14. NOTICES
When written notice is required by this Agreement, it shall be sufficiently given, in the absence
of a specific provision to the contrary, when delivered or sent by United States first-class mail to
ENGINEER at its business address, or to OWNER or OWNER'S representative, or by personally
delivering such notice to the party to be in receipt thereof.
ARTICLE I5. NONDISCLOSURE
Unless required by law, ENGINEER shall not divulge information concerning this PROJECT to
anyone, unless prior written approval is received from OWNER, and shall obtain similar
agreements from persons and firms employed by it. OWNER reserves the right to release all
information as well as to time its release, form and content. This requirement shall survive the
expiration of this Agreement.
ARTICLE 16. NON-DISCRIMINATION
16.1 ENGINEER and subcontractor shall not discriminate against any employees or applicant
for employment, to be employed in the performance of this Agreement, with respect to
hire, tenure terms, conditions or privileges of employment or any matter directly or
indirectly related to employment, because of race, religion, color, age, sex, handicap,
national origin, ancestry, disabled veteran status or Vietnam era veteran status. Breach of
this covenant may be regarded as a material breach of the Agreement.
16.2 ENGINEER represents for itself and all its subcontractors compliance with existing laws
of the State of Indiana and the United States regarding:
1) Prohibition of discrimination in employment practices on the basis of race, sex, creed,
color, religion, national origin, ancestry, age, handicap, disabled veteran status and
Vietnam era veteran status; and
2) The utilization of Minority and Women Business Enterprises.
ARTICLE 17. AMENDMENTS
This Agreement may be amended only by written instrument and signed by both OWNER and
ENGINEER.
ARTICLE 18. SEVERABILITY
In the event any provision of this Agreement is determined by a court of competent jurisdiction
or by the laws of the State of Indiana to be null and void, such provision shall be stricken and all
other provisions which can be given effect independently of the stricken provision shall remain
in full force and effect.
ARTICLE 19. CONFLICT OF INTEREST
ENGINEER certifies and warrants to OWNER that neither it, nor its agents, representatives or
employees who will participate in any way in the performance of ENGINEER'S obligations
hereunder has, or will have during the PROJECT, any conflict of interest relative to the
PROJECT, direct or indirect, with OWNER. ENGINEER shall immediately notify OWNER if a
conflict of interest should arise during the PROJECT. Upon being so notified, OWNER may
either:
a. waive the conflict
b. terminate the Agreement according to Paragraph 9.1
ARTICLE 20. REQUIRED DOCUMENTATION
20.1 ENGINEER shall furnish OWNER any documentation, certification, authorization,
license, permit or registration required by the laws or rules and regulations of Clark
County, the State of Indiana, and the United States.
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20.2 ENGINEER further represents that it is now and shall remain in good standing with such
governmental agencies and that it will keep its license, permit, registration, authorization
or certification in force during the term of this Agreement, to perform the services
described in "Attachment A" and in this Agreement.
ARTICLE 21. INDEPENDENT CONTRACTOR STATUS
ENGINEER expressly understands and agrees that it is an independent contractor and that it is
not an employee of the OWNER, and the OWNER is not to provide Worker's Compensation,
health or accident insurance coverage or indemnification agreement of any kind which would
cover ENGINEER or its employees, if any, in and under the terms of this Agreement.
ARTICLE 22. ALLOCATION OF RISK
ENGINEER agrees to indemnify and hold harmless the OWNER and its officers, agents,
officials and employees for any and all claims, actions, causes of action, judgments and liens
only to the extent they arise out of any negligent act or omission by ENGINEER or any of its
officers, partners, agents, employees or subcontractors regardless of whether or not they are
caused in part by the negligence of a party indemnified hereunder. Such indemnity shall include
attorney's fees and all costs and other expenses arising therefrom or incurred in connection
therewith and shall not be limited by reason of the enumeration of any insurance coverage
required herein.
ARTICLE 23. TAXES
OWNER is exempt from state, federal and local taxes. OWNER will not be responsible for any
taxes levied on ENGINEER as a result of this Agreement.
ARTICLE 24. MAINTAINING ADRUG-FREE WORKPLACE
24.1 ENGINEER hereby covenants and agrees to make a good faith effort to provide and
maintain during the term of this Agreement adrug-free workplace, and that it will give
written notice to OWNER within ten (10) days after receiving actual notice that an
employee of ENGINEER has been convicted of a criminal drug violation occurring in
ENGINEER'S workplace.
ARTICLE 25. TERM OF AGREEMENT
This Agreement shall become effective on the latest date of execution by any required
signatories, and shall expire upon the successful completion and final acceptance of
ENGINEER'S services, as set forth in this Agreement or "Attachment A", and OWNER'S
payment therefore.
ARTICLE 26. NOTICE TO PROCEED
ENGINEER shall not begin work pursuant to this Agreement until it receives a Notice to
Proceed from OWNER and a corresponding purchase order from OWNER.
1t
ARTICLE 27. INTEGRATION
This Agreement and the documents incorporated herein represent the entire understanding
between and among the parties hereto. The signing of this Agreement by the parties constitutes
their mutual recognition that no other contracts or agreements regarding any of the services to be
provided herein, oral or written, except as attached hereto or specifically incorporated herein,
exists between them, and that if such oral or written contracts or agreements exist, such are
hereby cancelled. Each party hereby represents to the other that it will not rely upon any
agreement, contract or understanding not reduced to writing and incorporated in this Agreement
prior to the execution thereof or not reduced to writing and incorporated in written amendments
to this Agreement.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as follows:
ENGINEER
VS ENGINEERING, INC.
By:
Printed: Sanjay B. Patel, P.E.
OWNER
CITY OF JEFFERSONVILLE
SANITARY SEWER BOARD
By: ~
Printed: Ma or Thomas R. Galli
Title: President Title: President, Jeffersonville Sewer Board
Date: ~~v /,$", Zaoq Date; l f~ ~~q
T~ ~- ~ --r
ATTEST ATTEST
By: By:
Printed: Bhagwan C. Patel, P.E.
Title: Chairman
Date: Tuc.y /„S~ LOo9
--~
Printed:
Title: Jeffersonville Sewer Board Attorney
Date; ~~ ~ L! r~
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R. Scott Lewis
ATTACHMENT A
SERVICES BY ENGINEER
I. PROJECT INTENT
Project Name: TENTH STREET PUMP STATION EXPANSION
Overview: The City of Jeffersonville (OWNER) is implementing a Long Term Control Plan
(LTCP) to address combined sewer overflow (CSO). Included in this plan are provisions for
implementation of various control measures to significantly reduce volumes and frequencies of
CSOs into receiving waters. The Tenth Street Pump Station (TSPS) service area includes
combined sewer basins within the City of Jeffersonville and mainly includes downtown area.
Existing Conditions: The TSPS existing hydraulic capacity of 16 million gallons per day (MGD)
is provided by three (3), 3 MGD submersible pumps and one (1) 7 MGD submersible pump. A
fifth 7 MGD submersible pump at the station is meant to be a back-up or a redundant pump, even
though, reportedly was included in the pump sequence by the prior operator to maximize the
pumping capacity of the station.
Actually, the maximum capacity of the station is governed by the size of an existing header and
force main, which is estimated at 12 to 15 MGD. The OWNER has documented that the
upstream sections of sewers experience surcharge conditions during extreme wet weather events.
The major design goals for the project are summarized as follows:
Expand the hydraulic capacity of the TSPS by replacing existing pumps, and installing
new force main to maximize the flow rate of CSO that the station can pump to the
Downtown Wastewater Treatment Plant (DTWWTP), which when expanded 100%, will
be able to treat 50 MGD peak flow, including the peak flow of 35 MGD from the TSPS.
Design the following improvements of the TSPS to accomplish the 35 MGD peak flow:
1. New Pump(s)
2. Evaluation of existing force mains to determine the optimum force main sizes
and arrangement to the existing DTWWTP
3. Replacement of manifold and discharge piping
4. Electrical system upgrades
5. New discharge flow meter(s)
6. Structural analysis of existing lift station that may be affected
7. Electrical and communication systems upgrade
Preparation of final design plans, specifications and contract documents for bidding the
Project.
I. SCOPE OF SERVICES
The project scope includes six tasks and shall be as follows to accomplish the Project
goals previously described:
TASK 1-PRELIMINARY DESIGN ANALYSIS
A. Data Collection and Analysis
ENGINEER shall collect and evaluate all pertinent data from the
OWNER, including but not limited to, existing planning, engineering and
design reports, record (as-designed or as-built drawings), LTCP report,
modeling reports and all relevant information from previous and ongoing
engineering efforts. OWNER has arranged for Jacobi, Toombs and Lanz
(JTL) to be available to discuss and assist the ENGINEER during the
design of the lift station. ENGINEER shall meet and use JTL Engineer
representatives as a resource. Owner shall provide field survey
information
2. ENGINEER shall collect the hydraulic model from the OWNER for the
design of the TSPS. The model shall include all hydraulic modeling
data pertinent to expansion of the TSPS, including new sewer system
data and operational strategies, as necessary. The model shall also
include the updated future conditions for all tributary areas from 20-year
growth conditions to "ultimate built-out" conditions and CSO flow rates to
be pumped to the Downtown Wastewater Treatment Plant. The model
shall have all hydraulic scenarios evaluated, including potential surcharge
and sewage back-up and surcharge conditions upstream of the TSPS.
The model shall provide the minimum, average and maximum design flow
rates for the TSPS.
3. ENGINEER shall review existing as-built drawings for TSPS, current
public and private utility records, and pertinent project information.
4. Plan and conduct interviews with the OWNER's Engineering and
Operations staff, teaming partner staff, and other knowledgeable officials
to gain their input on a broad spectrum of subjects including existing
conditions of lift stations and tributary sewer systems, existing and
historical maintenance programs, problem areas in and around the project
site, etc.
B. TSPS Preliminary Desi n Anal
ENGINEER shall visit the pump station to ascertain conformance of
actual facility to existing plans, note any known hydraulic problems, note
conditions of equipment and structures and any electrical, instrumentation
and control system needs.
2. ENGINEER shall develop and evaluate pump alternatives to include
supplementing the existing pumps with replacements of selected pumps or
replacing all existing pumps with new pumps to provide required design
flow capacity. ENGINEER shall recommend specific new pumps or
required existing pumps modifications to provide the additional capacity.
The replacement pumps may be Flyght pumps or equal with variable
frequency drives (VFDs).
y 3. ENGINEER shall evaluate piping changes within the pump station and
evaluate alternative force main alignment routes for new force main and/or
an additional parallel force main from TSPS TO DTWWTP that can
provide required design flow capacity. ENGINEER shall verify if two 36"
sluice gate influent piping are adequate to support new pumps.
ENGINEERR shall also evaluate needs for replacement of manifold and
discharge piping.
~'~ 4. ENGINEER shall evaluate needs for relocating electrical conduits and
other items to make room for new piping and improvements.
f 5. ENGINEER shall evaluate the capacity and size of the existing hoist for
pump maintenance and recommend improvements.
,f 6. ENGINEER shall evaluate screening and grit removal needs of the facility
and recommend any improvements. The existing screening facility is
determined to be adequate by the OWNER.
ENGINEER shall consider existing odor conditions and recommend
whether odor control facilities are needed. ENGINEER shall specifically
evaluate needs for hydrogen sulfide controls.
8. ENGINEER shall propose specific electrical, structural, mechanical, and
instrumentation improvements. The new improvements shall be connected
to the existing SCADA, which is determined to be sufficient by the
OWNER. ENGINEER shall recommend electrical upgrades, new
discharge flow meters, electrical and communication system upgrades, and
other improvements.
9. ENGINEER shall evaluate the needs for a new generator.
10. ENGINEER shall evaluate possibility of providing an emergency relief
t ~ • sewer from the existing manhole outside the station on south side to the
~~ junction box on the west side of the station, to reduce surcharging
conditions within the existing 24-inch influent sewer.
11. ENGINEER shall make recommendations for further future station
improvements.
12. ENGINEER shall provide an estimate of construction costs of alternatives
and the recommended improvements.
13. ENGINEER shall meet with the OWNER as follows:
a. Kick-off Meeting
b. Meeting after evaluation of the existing facility and existing
hydraulics.
c. Meeting after pump alternatives are developed prior to making
specific recommendations.
d. Meeting after screen, grit and odor evaluations are complete to
determine City desired component incorporations within design.
14. ENGINEER shall prepare a Preliminary Engineering Report to document
the above described work. ENGINEER shall develop the next steps in the
final design of the TSPS based on the Preliminary Engineering Report
(See Detailed Design below).
TASK 2 -DETAILED DESIGN
ENGINEER shall conduct final design of the TSPS based on the approved Preliminary
Engineering Report developed in Task 1 above. For basis of the development of the
scope of services it as been assumed that the design shall include modification /
replacement of the existing pumps, controls, installation of a new force main, and all
other equipment and/or systems necessary to assure the station is adequately sized to
meet the required pumping rates. It also has been assumed any modifications to the wet
well, dry well, force main, screen or trash rack, design of an odor control facility, design
of new lift station, or design of a new electrical service is outside this scope of services
and if determined required based on the Preliminary Design, shall be incorporated as an
"Additional Service".
A. ENGINEER shall plan, coordinate, monitor and document final design activities.
B. Complete 30% Design and provide five (5) sets of project descriptions,
preliminary design criteria, preliminary drawings, and preliminary opinion of
probable construction costs to the OWNER and any appropriate regulatory agency
for review. ENGINEER shall allow a minimum of Two (2) weeks in the schedule
for review and comment by OWNER. The 30% completion shall, at a minimum,
include process design drawings, electrical one-line diagrams, and any HVAC
improvements
C. Meetings and coordination tasks as outlined elsewhere in this Attachment.
D. Complete 60% Design and provide five (5) sets of project descriptions, final
design criteria, updated drawings, and updated opinion of probable construction
costs to the OWNER and any appropriate regulatory agency and utilities for
review. ENGINEER shall allow a minimum of two (2) weeks in the schedule for
review and comment by OWNER. The 60% completion shall, at a minimum,
include process, structural, and electrical design. ENGINEER shall advise
OWNER of any adjustments to the probable construction costs and provide
design options, if any, to remain within budget.
E. Conduct final field inspection with the OWNER's representatives to review
proposed improvements
F. Resolve and/or incorporate review comments of all agencies and utilities.
G. Complete 90% Design and incorporate changes identified by OWNER from the
previous design completion reviews and field inspection, if any, and develop and
provide five (5) sets of plans and specifications with finalized opinions of
constructions costs for review and comments by OWNER at the 90% design
completion stage. ENGINEER shall allow a minimum of two (2) weeks in the
schedule for review and comment by OWNER. The 90% completion shall, at a
minimum, include the following tasks:
1. Finalize all calculations, quantities;
2. Include all reports;
3. Finish all plan details;
4. Complete all specifications and manuals;
H. ENGINEER shall incorporate changes identified by the OWNER from the 90%
design completion reviews, if any, and prepare and provide five (5) sets of the
final plans and specifications with the final opinions of probable construction
costs. ENGINEER shall advise OWNER of any adjustments to the probable
construction costs and provide design options, if any, to remain within the total
project budget. ENGINEER shall submit final plans and documents to agencies
for review and shall revise final plans based upon regulatory and OWNER
review.
I. Prepare all necessary permit and/or approval documents and submit to IDEM,
EPA, DNR, COE and other regulatory agencies and utilities. Respond to
concerns and comments of all consulting parties and acquire all necessary permits
and approvals.
J. Review front end contract documents and General Conditions supplied by the
OWNER and resolve conflicts with plans, technical specifications and special
provisions.
K. ENGINEER shall deliver to OWNER the following items as final design
documents that shall become the property of OWNER:
1. One (1) set of original As-Bid Reproducible tracings of the contract plans
including addenda on standard 36" X 24" sheets prepared with ink on
approved ink medium sheets.
2. ENGINEER shall conduct meeting with OWNER's CAD Technician to
review the digital submittal standards prior to actual submittal.
3. Two (2) sets of digital CAD data of contract plans and proposed and
existing infrastructure data in an OWNER specified format for use by
OWNER and inspection ENGINEER to create "As Builts".
4. A minimum of 15 printed sets of bid plans, 15 sets of standards, and 15
final contract books.
5. Set of design calculations used to prepare the Itemized Proposal and
ENGINEER' S Estimate.
6. Electronic set of specifications with any addenda in an OWNER specified
format.
TASK 3 -BIDDING RELATED SERVICES
A. ENGINEER shall assist the OWNER during the bidding of this project. Engineer
shall conduct the pre-bid conference, prepare pre-bid conference meeting minutes,
issue addenda and attend the bid opening.
B. ENGINEER shall answer questions during bidding as they pertain to the plans
and specifications and shall prepare any necessary Addenda, which may be
required.
C. ENGINEER shall review and evaluate the bids received and provide a certified
tabulation of bids along with his recommendation of the apparent lowest
responsive and responsible bidder to the OWNER.
D. ENGINEER shall review and prepare recommendation for "or equal" products
only for the apparent lowest responsive and responsible bidder following bid
opening if the bidder elects to provide an "or equal" product.
TASK 4 -OPERATION & MAINTENANCE MANUAL
A. ENGINEER shall prepare draft Operation and Maintenance (O&M) Manual
immediately after approval of all project shop drawings. The O&M Manual shall
address all major items for the design of the Tenth Street Lift Station including
valves, pumping equipment and instrumentation and controls. ENGINEER shall
submit five (5) copies of the draft O&M Manual for review and comments by
OWNER, and OWNER's Maintenance staff. ENGINEER shall allow a minimum
of two (2) weeks in the schedule for draft document review. ENGINEER shall
resolve and/or incorporate review comments and finalize the O&M Manual.
ENGINEER shall deliver ten (10) copies of the final O&M Manual to the
OWNER.
II. OTHER SERVICES
Additional services as may be identified during the course of the project, which are not
listed in Section I above, shall be performed by the ENGINEER only upon written
authorization by the OWNER.
ATTACHMENT B
KEY STAFF OF ENGINEER
Key staff anticipated to be assigned to the project and who will be available for the project
are listed below. Additional staff which may be required will be utilized as necessary.
Should any of the staff identified not be available for work ENGINEER shall notify the
OWNER and identify alternative personnel with similar qualifications.
Principal-in-Charge - Sanjay Patel
Sr. Project Manager - Naren Patel
Project Engineer I - Amy Moore
Project Engineer II - Leela Rajendran
Project Engineer III - Nicholas Jahn
Sr. CADD Technician - Eric Black
ATTACHMENT C
PROJECT SCHEDULE
ENGINEER shall complete the work as described in Attachment A, within the schedule
identified below. ENGINEER shall coordinate early and often with OWNER and submit
periodic reports to each on project progress, issues/concerns, and upcoming work activities.
ENGINEER shall meet or exceed all project milestones. Minimally, the schedule shall
include the following milestone calendar days from Notice-to-Proceed:
/ Notice-to-Proceed 0 Days from NTP
/ Kick-off Meeting 14
/ Complete Data Collection 45
/ Submit Preliminary Engineering Report 105
/ OWNER Review 120
/ Submit 30% Design Plans 150
/ OWNER Review 165
/ Submit 60% Design Plans 210
/ OWNER Review 225
/ Submit 90% Design Plans 260
/ Submit to IDEM for Review /Permit 260
/ OWNER Review 275
/ Submit Final Plans and Specifications 310
/ Bidding Services 335
The above schedule is dependent upon reviews and/or unanticipated delays by others.
ATTACHMENT D
MEDIATION PROCESS
A. Purpose of Mediation. This clause provides for the use of Mediation as an alternative means
of resolving disputes, which may arise under this Agreement. The Mediation allows parties
to make an educated assessment of their respective cases, and then engage in a negotiated
settlement discussion. Such a procedure can save both parties valuable time, resources, and
legal costs. Should a Mediator be utilized, a Mediation Agreement shall be drafted and
adopted which will set forth the governing procedures and terms.
B. When to Invoke Mediation. If a dispute arises under the Agreement, either party may
invoke this Mediation clause which will compel participation in Mediation for the purpose
of resolving the dispute, provided all of the following conditions have been fulfilled:
a. The amount in controversy exceeds twenty five thousand dollars ($25,000), such
amount having been determined by both parties as being the minimum disputed claim to
justify use of the Mediation procedure;
b. Personnel from each party who were directly involved in the dispute at the operational
level met and discussed the claim in good faith, but were unable to resolve the matter.
The personnel of each party shall prepare and forward to the persons identified in the
subparagraph 2(c) memorandum detailing the areas of dispute, why impasse was
reached and that it is beyond their ability to resolve the dispute.
After complying with the subparagraph above, personnel from each party at a higher
management level who were not directly involved in the dispute met and discussed the
claim in good faith, but were unable to resolve the matter. The personnel of each party
shall prepare and forward to the persons identified in paragraph 3 a memorandum
detailing the areas of dispute, why impasse was reached and that it is beyond their ability
to resolve the dispute; and
d. Written notice was given to the other party stating that the above three subparagraphs
were complied with, and that the Mediation procedure is being invoked for the purpose
of resolving the dispute.
C. Notice of Mediation. Notice of Mediation shall identify the dispute at issue and designate
an executive officer or other management official who will represent the party at the
proceeding. The designated official must possess the authority to settle the matter and have
not been involved in the underlying facts in dispute.
D. Response to Notice of Mediation. Within 10 business days, the other party shall designate
an appropriate official with authority to settle the dispute who will be its representative at
the Mediation.
E. Scheduling. No later than 30 days from the date of the notice of the Mediation, the parties'
designated representatives and/or their attorneys shall meet to discuss the following:
a. Settlement status of the dispute;
b. Schedule by which drafts of a Mediation Agreement are to be submitted, and a date by
which the Mediation Agreement will be finalized;
c. Schedule for Mediation discovery and other preparatory matters the parties deem
necessary;
b. Whether a neutral advisor shall be employed in the Mediation and, if so, by what means
he shall be selected; and
c. Time, place, and schedule of the Mediation hearing.
The Mediation Agreement will be finalized and executed by both parties no later than 60 days
after the notice of the Mediation. The Mediation hearing will be held within 120 days after the
notice of the Mediation unless extended by mutual consent of the parties.
F. Mediation As Condition Precedent To Arbitration or Litigation. Submission of a dispute
under this Agreement to a Mediation procedure shall be a condition precedent to filing
arbitration or litigation on any dispute exceeding the amount specified above. Failure to
comply with this condition precedent shall be in contravention of the parties' express
intention to implement this alternative means of dispute resolution and constitute a breach of
this clause.
G. Refusal To Participate In Mediation. Refusal of a party to participate in mediation in good
faith shall not be established unless:
a. All of the specified conditions set forth in paragraph 2 herein have been fulfilled, and
b. 30 days have lapsed since initial written notice of the Mediation was given without an
affirmative response.
c. Refusal to participate in the Mediation shall be in contravention of the parties' express
intention to implement this alternative means of dispute resolution and constitutes a
breach of this clause.
H. Filing Arbitration or Litigation. No litigation or arbitration or any other binding action shall
be initiated by either party unless:
a. The amount in controversy is less than or equal to the amount specified paragraph 2
above; or
b. Despite compliance with this Mediation clause, one party is deemed to have refused
(paragraph 7 above) to participate in the Mediation; or
b. Both parties agree in writing that they intend not to implement the Mediation for the
particular dispute in question; or
c. The Mediation procedure has been completed and 30 days have elapsed since the actual
Mediation hearing; or
d. Litigation must be filed before the Mediation to comply with the Statute of Limitations
on a disputed issue.
I. Dismissal/Stay Of Litigation. If one party has filed litigation on a dispute which is
otherwise covered by this Mediation clause and which does not meet the exceptions set forth
in paragraph 8 herein, the other party may properly seek to dismiss the litigation at its
discretion for the purpose of conducting the Mediation as a condition precedent to litigation.
If litigation was filed for the purpose set forth in subparagraph 8(e) herein, the filing party
shall seek a stay for the purpose of conducting a Mediation. The stay provided for in this
Paragraph shall continue for a period of 30 days after completion of the Mediation hearing.
The purpose of this 30-day period is to permit the parties full opportunity to discuss
settlement.
ATTACHMENT E
COMPENSATION FOR ENGINEER'S SERVICE
The ENGINEER shall receive as payment for the Services performed under this Contract
the total amount not to exceed $338,700.00, on an hourly billing rate basis unless an
amendment is executed by the parties which increases the maximum amount payable.
The ENGINEER shall be paid for the Services performed under this Contract on an hourly
rate basis in accordance with the following rates:
Employee Classification Billing Rate
Principal $215.00
Sr. Project Manager $189.00
Project Engineer I $159.00
Project Engineer II $138.00
Project Engineer III $119.00
Sr. CADD Technician $93.00
CADD Technician $76.00
Administrative Assistant $62.00
Direct Proiect Costs (Reimbursable
Electrical /Mechanical Subconsultant $25,000.00
Transportation $2,500.00
Printing & Reproduction $2,000.00