HomeMy WebLinkAboutCranston, Robertson and White Hurst, P.C
Augusta Richmond GA
DOCUMENTNAME Cr_QnSfDn I 12olaeftsOrl t, kI~irG-hu:v9'b p. C
_ ' J
, ,
DOCUMENTTYPE: A9 Vetl'Y1enf
YEAR: ?JfD D
FILE NUMBER:
0;
J t+& 37
BOX NUMBER:
NUMBER OF PAGES:
~Jl
/
This document has important legal consequences; consultation with an attorney is encouraged with respect
to its use, completion or modification. This document should be adapted to the particular ~ircumstances of
the contemplated Project and the applicable laws of the jurisdiction in which the professional services for the
Project are to be performed.
STANDARD FORM OF AGREEMENT
BETWEEN
OWNER AND ENGINEER
FOR
PROFESSIONAL SERVICES
THIS IS AN AGREEMENT made as of
January 26
, 2000
between
Augusta-Richmond County
("OWNER") and
Cranston. Robertson & Whitehurst. P.C.
('ENGINEER").
OWNER intends to construct a surge tank: near the abandoned raw water pumping station near the Augusta
Canal. that will provide surge protection for the existing raw water mains. The proiect will include
connections to the existing raw water mains. surge tank. any necessary appurtenances. and restoration to the
Proiect Area. (the "Project").
OWNER and ENGINEER in consideration of their mutual covenants herein agree in respect of the
performance of furnishing of professional engineering services by ENGINEER with respect to the Project
and the payment for those services by OWNER as set forth below. Execution of this Agreement by
ENGINEER and OWNER constitutes OWNER's written authorization to ENGINEER to proceed on the date
first above written with the first phase of the Basic Services described in Section 2 below and as further set
forth in Exhibit A, "Further Description of Basic Engineering Services and Related Matters" ("Exhibit A")
and in the other exhibits listed in Section 9 below. This Agreement will become effective on the date first
above written. "
Page 1 of 15 pages
"t
.,{
SECTION I--GENERAL
1.1 Standard of Care.
ENGINEER shall perform for or furnish to OWNER profes-
sional engineering and related services in all phases of the
Project to which this Agreement applies as hereinafter
provided. ENGINEER shall serve as OWNER's prime design
professional and engint<ering representative for the Project
providing professional engineering consultation and advice
with respect thereto. ENGINEER may employ such ENGI-
NEER's Consultants as ENGINEER deems necessary to assist
in the performance or furnishing of professional engineering
and related services hereunder. ENGINEER shall not be
required to employ any ENGINEER's Consultant unaccept-
able to ENGINEER.
The standard of care for all professional engineering and
related services performed or furnished by ENGINEER under
this Agreement will be the care and skill ordinarily used by
members of ENGINEER 's profession practicing under similar
conditions at the same time and in the same locality. ENGI-
NEER makes no warranties, express or implied, under this
Agreement or otherwise, in connection with ENGINEER's
services.
1.2 Coordination with Other Documents.
It is the intention of the parties that the Standard General
Conditions will be used as the General Conditions for the
. Project and that all amendments thereof and supplements
thereto will be generally consistent therewith. Except as
otherwise defined herein, the terms which have an initial
capital letter in this Agreement and are defined in the standard
General Conditions will be used in this Agreement as defined
in the Standard General Conditions. The term "defective"
will be used in this Agreement as defined in the Standard
General Conditions.
1.3 Definitions.
Wherever used in this Agreement the following terms have
the meanings indicated which are applicable to both the
singular and plural thereof:
1.3.1 Additional Services. Additional Services means the
services to be performed for or furnished to OWNER by
ENGINEER described in Section 3 of this Agreement.
1.3.2 Agreement. Agreement means this Standard Form of
Agreement between OWNER and ENGINEER for Profes-
sional Services including those exhibits listed in Section 9 of
this Agreement.
1.3.3 Basic Services. Basic Services means the services to be
performed for or furnished to OWNER by ENGINEER
described in Section 2 of this Agreement.
1.3.4 Constructjon Cost. Construction Cost means the total
cost to OWNER of those portions of the entire Project
designed or specified by ENGINEER. Construction cost does
not include ENGINEER's compensation and expenses, the
cost of land, rights-of-way, or compensation for or damages
to properties, or OWNER's legal, accounting, insurance
counseling or auditing services, or interest and financing
charges incurred in connection with the Project or the cost of
other services to be provided by others to OWNER pursuant
to Section 4 of this Agreement. Construction Cost is one of
the items comprising Total Project Costs.
1.3.5 Contractor. Contractor means the person or entity with
whom OWNER enters into a written agreement covering
construction work to be performed or furnished with respect
to the Project.
1.3.6 ENGINEER's Consultant. ENGINEER's Consultant
means a person or entity having a contract with ENGINEER
to perform or furnish Basic or Additional Services as
ENGINEER's independent professional associate or consul-
tant engaged directly on the Project.
1.3.7 Reimbursable Expenses. Reimbursable Expenses
means the expenses incurred directly in connection with the
performance or furnishing of Basic and Additional Services
for the Project for which OWNER shall pay ENGINEER as
indicated in Exhibit B, "Payments to Engineer for Services
and Reimbursable Expenses" ("Exhibit B").
1.3.8 Resident Project Representative. Resident Project
Representative means the authorized representative of
ENGINEER who will be assigned to assist ENGINEER at the
site during the Construction Phase. The Resident Project
Representative will be ENGINEER's agent or employee and
under ENGINEER's supervision. As used herein, the term
Resident Project Representative includes any assistants of
Resident Project Representation agreed to by OWNER. The
duties and responsibi]ities of the Resident Project Representa-
tive are set forth in Exhibit C, "Duties, Responsibilities and
Limitations of Authority of Resident Project Representative"
("Exhibit C").
1.3.9 Standard General Conditions. Standard General
Conditions means the Standard General Conditions of the
Construction Contract (No. 1910-8) (1990 Edition) of the
Engineers Joint Contract Documents Committee.
1.3.10 Total Project Costs. Total Project Costs means the
sum of the Construction Cost, allowances for contingencies,
the total costs of design professional and related services
provided by ENGINEER and (on the basis of information
furnished by OWNER) allowances for such other items as
charges of all other professionals and consultants, for the cost
of land and rights-of-way, for compensation for or damagesfto properties, for interest and financing charges and for other
Page 2 of 15 pages
\
services to be provided by others to OWNER under para-
graphs 4.4, 4.5 and 4.7 through 4.14, inclusive.
SECTION 2--BASIC SERVICES OF ENGINEER
~
2.1 Stlltt, and I<<part Phase (Caneeptual Design)
Up6ft this Agreement bee6ming eWeeti.e, ENGINEER shall.
2.1.1 ConSt:dt ..;th OWNER t6 tlflderstMd OWNER's
reqtiirements fOf the Pr6jeet Md re.ie..' a (ailable data.
2.1.2 Ad.ise OWNER as to the neeessit) of OWNER's
pro.iding Of obtaining fr6m otherJ data or se~iees of the
types tkseribed in pftf'ftgfaph 4..4 ..hieh Me ft8t part 6f
HJGmEER's Basie Sen iees, and assist O\'nmR in obtaining
stieh data and se~ iees.
2.1.3 Identi!) and anal)ze reqtiirements of go.emmental
authorities ha.ingjttrisdietion tOllflpl'6\e the portions of the
Pr6jeet designed 6f speeiikd b) HJGINEER ..ith ..hom
eoftsultatioft is to be tlfldertaken in e6flfteetioft .. ith the
Pr6jeet.
2.1 A E. aIt:tftte . srious altemate soltltions a. ailllble to
OWNER as deJeribed in Exhibit A, and, after e6ftsultati6n
.f'ith o.mer, reeommend to OWNER th63e s61utions whieh in
ENGINEER'sjudgmentbcst meet OWNER's requirements for
the Pl'6jeet. This phase is further disetlSsed in Exhibit A md
i3 ealled the C6neeptttal Design Phase.
2.1.5 PrepMe a report (the "R-eport") .. hieh .. ill eontain the
Mfttement of OWNER's reqtiire:ments for the Pr6jeet, Md, as
appropriate, will e6fttftin sehematie la)otlts, sketehes md
eoneeptttal desigt\ eriteria .. ith al'f'l'6flri!lte exhibits to indieate
the eonsidel'8tions in.ol.ed Md th6se aItemate soltltions
a.ailable to OWNER ..hieh ENGINEER reeommeft~. This
Report ..'ill be aeeompMied 6) ENGINEER'sol'inion of Total
Pr6jeet CO!lts for each s61ttti8n ..hieh i3 S6 recommended for
the Pr6jeet, ineluding the follo..ing ..hieh .';11 be separate!)
itemized. 61'18ion ofl'1'66able C6n:Rmeti6n C6:R, all6..anees
for e6ntingeneies md fur the e!ltimated total eO:RS of deJign
J'fofe!l!li6ftal and related !leniee!l pro.ided b:) ENGINEER
and, 6n the basis of information fttmi3hed by OWNER,
allo.vMees fur 6ther items and se~iees ine:luded ..ithili the
definition of Total Pr6jeet Costs.
2.1.6 fttmi3h the Report to alid re.ie.. it ..ith OVn~ER.
2.1.7 R-c. ise t-he Report ifl. response to OWNER's eommmts,
as apl'n~l'riate, 8.fld fumi3h final eopie!l 6f the Rel'6rt in the
litlffiber set forth in Exhibit t..
2.1.8 Submit the Report ..ithin the stipulated period indi
eated in Exhibit A.
2.1.9 ENGINEER's se~iees tIflder the Smd, and Report
Ph~e .till be e6ft3idered eOffll'lete at the earlier of (1 ) the date
..hen the R6i'6rthas been aeeepted by OWNER or (2) thil't)
days after the date ..hen sueh Report is deli .ered to OW}-.tER
fur fift8l aeeeptMee, plu3 in eaeh ease sueh additional time ~
may be eonsidered reasonable for obtaining appl'6. al of
go.emmental attthorities ha.ing jttrisdietion to re.ie.. the
porti6ns of the Projeet designed or speeified by ENGINEER.,
if sueh afJpl'6. al is to be obtained dttring the Stud) and R-e:port
Phase.
~
fiJ
The dtlties and resl'onsibilities of ENGINEER dttring the
Study Md Rep6rt Pflase a3 set f6rth in thi3 pMagmph 2.1 are
amended Md sttl'l'lemented a3 indieated in Exhibit A.
2.2 Preliminary Design Phase.
After aeeeptftnee b) o'.'nJER of the ConeefJmal Design, .AJf/
seleetion b) OVlNER of a reeommen6ed s6htti6n llfld'l f'\'
indieation of any 3f'et:ifie modifieati6ns or ehllflges in the ;r'
seope, extent, ehftffleter or design requirements of the Projeet .
desired b) O\'1NER, and ufJon written authorization fr6m
OWNER, ENGll-JEER shall.
2.2.1 On the basis of the report, the recommended solution
selected by OWNER and the specific modifications or
changes in the scope, extent, character or design requirements
of the Project agreed upon by OWNER and ENGINEER,
prepare Preliminary Design documents consisting of final
design criteria, preliminary drawings, outline specifications
and written descriptions of the Project.
2.2.2 Advise OWNER if additional reports, data or other
information or services of the types described in paragraph 4.4
are necessary and assist OWNER in obtaining such reports,
data or other information and services.
2.2.3 Based on the information contained in the Preliminary
Design documents, submit a revised opinion of probable
Construction Cost and any adjustments to Total Project Costs
known to ENGINEER, which will be itemized as provided in
paragraph 2.1.5.
2.2.4 Furnish the Preliminary Design documents to and
review them with OWNER.
2.2.5 Submit the Preliminary Design documents and revised
opinion of probable Construction Cost within the stipulated
period indicated in Exhibit A.
2.2.6 ENGINEER's services under the Preliminary Design
Phase will be considered complete at the earlier of (I ) the date
when the Preliminary Design documents have been accepted
by OWNER or (30) thirty days after the date when such
Preliminary Design documents are delivered to OWNER for
final acceptance, plus in each case such additional time as
may be considered reasonable for obtaining approval of
Page 3 of 15 pages
\:
governmental authorities having jurisdiction to approve the
Preliminary Design documentation, if such approval is to be
obtained during the Preliminary Design Phase.
The duties and responsibilities of ENGINEER during the
Preliminary Design Phase as set forth in this paragraph 2.2 are
amended and supplemented as indicated in Exhibit A.
2.3 Final Design Phase.
After acceptance by OWNER of the Preliminary Design
Phase documents and revised opinion of probable Construc-
tion Cost and indication of any specific modifications or
changes in the scope, extent, character or design requirements
of the Project desired by OWNER, and upon written authori-
zation from OWNER, ENGINEER shall:
2.3.1 On the basis of the accepted Preliminary Design
documents, the modifications or changes in the scope, extent,
character or design requirements of the Project agreed upon
by OWNER and ENGINEER and the revised opinion of
probable Construction Cost, prepare for incorporation in the
Contract Documents final Drawings showing the scope, extent
and character of the work to be performed and furnished by
Contractor and Specifications (which will be prepared, where
appropriate, in general conformance with the sixteen division
format of the Construction Specifications Institute).
2.3.2 Provide technical criteria, written descriptions and
design data for OWNER's use in filing applications for
permits with or obtaining approvals of such governmental
authorities as have jurisdiction to review or approve the final
design of the Project, and assist OWNER in consultations
with appropriate authorities.
2.3.3 Advise OWNER of any adjustments to the opinion of
probable Construction Cost and any adjustments to Total
Project Costs known to ENGINEER, itemized as provided in
paragraph 2.1.5, as a result of changes in scope, extent or
character or design requirements of the Project.
2.3.4 Prepare for review and approval by OWNER, its legal
counsel and other advisors, contract agreement forms, general
conditions and supplementary conditions, and (where appro-
priate) bid forms, invitations to bid and instructions to bidders
(all of which will be generally consistent in form and sub-
stance with the forms and pertinent guide sheets prepared by
the Engineers Joint Contract Documents Committee), and
assist in the preparation of other related documents.
2.3.5 Furnish the above documents, Drawings and Specifica-
tions to and review them with OWNER.
2.3.6 Submit the above documents, Drawings and Specifica-
tions and a revised opinion of probable Construction Cost
within the stipulated period indicated in Exhibit A.
2.3.7 ENGINEER's services under the Final Design Phase
will be cons.idep::d complete at the earlier of (1) the date when
the submittals hllVe been accepted by OWNER or (2) thirty
days after the date when such submittals are delivered to
OWNER for final acceptance, plus in each case such addi-
tional time as may be considered reasonable for obtaining
approva] of governmental authorities having jurisdiction to
approve the portions of the Project designed or specified by
ENGINEER, if such approval is to be obtained during the
Fina] Design Phase.
The duties and responsibilities of ENGINEER during the
Final Design Phase as set forth in this paragraph 2.3 are
amended and supplemented as indicated in Exhibit A.
2.4 Bidding or Negotiating Phase.
After acceptance by OWNER of the ENGINEER's Drawings,
Specifications and other Final Design Phase documentation
(including the most recent opinion of probable Construction
Cost), and upon written authorization to proceed. ENGINEER
shall :
2.4.1 Assist OWNER in advertising for and obtaining bids or
negotiating proposals for the contract for construction,
materials, equipment and services; and, where applicable,
maintain a record of prospective bidders to whom Bidding
Documents have been issued, attend pre-bid conferences, if
any, and receive and process deposits for Bidding Documents.
2.4.2 Issue Addenda as appropriate to clarify, correct or
change the Bidding Documents.
2.4.3 Consult with OWNER as to the acceptability of
subcontractors, suppliers and other persons and entities
proposed by Contractor for those portions of the work as to
which such acceptability is required by the Bidding Docu-
ments.
2.4.4 Attend the bid opening, prepare bid tabulation sheets
and assist OWNER in evaluating bids or proposals and in
assembl ing and awarding contracts for construction, materia]s,
equipment and services.
2.4.5 The Bidding or Negotiating Phase will terminate and
the services to be performed or furnished thereunder will be
considered complete upon commencement ofthe Construction
Phase or upon cessation of negotiations with prospective
Contractors (except as may otherwise be required to complete
the services called for in paragraph E7.2.5, if Exhibit E is a
part of this Agreement).
The duties and responsibilities of ENGINEER during the
Bidding or Negotiating Phase are set forth in this paragraph
2.4 as amended and supplemented as indicated in Exhibit A.
2.5 Construction Phase
Page 4 of 15 pages
During the Construction Phase:
2.5.1 General Administration of Construction Contract.
ENGINEER shall consult with and advise OWNER and act as
OWNER's representative as provided in the standard General
Conditions. The extent and limitations of the duties, responsi-
bilities and authority of ENGINEER as assigned in said
Standard General Conditions shall not be modified, except to
the extent provided in Exhibit A and except as ENGINEER
may otherwise agree in writing. All of OWNER's instruc-
tions to Contractor will be issued through ENGINEER who
shall have authority to act on behalf of OWNER in dealings
with Contractor to the extent provided in this Agreement and
said Standard General Conditions except as otherwise
provided in writing.
2.5.2 Visits to Site and Observation of Construction. In
connection with observations of the work of Contractor while
it is in progress:
2.5.2.1 ENGINEER shall make visits to the site at inter-
vals appropriate to the various stages of construction as
ENGINEER deems necessary in order to observe as an
experienced and qualified design professional the progress
and quality of the various aspects of Contractor's work. m
additi6ft, ENGINEER shall pl'6.idt: tftt: st:....iees 6f a
Rt:sident Pr6jet:t Rt:prest:ntati. e at tftt: sitt: t6 assist
A ~ ENGINEER llftd t6 pf6.idt: mort: e6ntmtl6tlS 6bsenati6ns
0/ 6f stleh nark. The fttmishing af stleh Residt:nt Pf6jt:et
Reprt:sentati.t: se....iees nill not t:xtt:nd ENGINEER's
reJp6ftsibilities aT amh6ri!) bt:y6ftd the speeifie ]imitJ Jt:t
fafih dsenhere ift this p!tf'8gfaph 2.5. Such visits and
observations by ENGINEER llftd tht: Rt:sideftt Pr6jet:t
Rt:presefttati.e are not intended to be exhaustive or to
extend to every aspect of the work in progress, or to
involve detailed inspections of the work beyond the
responsibilities specifically assigned to ENGINEER in this
Agreement and the Contract Documents, but rather are to
be limited to spot checking, se]ective samp]ing and simi]ar
methods of general observation of the work based on
ENGINEER's exercise of professional judgment 8S
assi.sted b:y tftt: Rt:sideflt Pr6jt:t:t R-eprest:ftt8ti .e. Based on
information obtained during such visits and such observa-
tions, ENGINEER shall endeavor to determine in general
ifsuch work is proceeding in accordance with the Contract
Documents and ENGINEER shall keep OWNER informed
of the progress of the work. The responsibilities of
ENGINEER contained in this paragraph are expressly
subject to the limitations set forth in paragraph 2.5.2.2 and
other express or general limitations in this Agreement and
elsewhere.
~
~
~
2.5.2.2 The purpose of ENGINEER's visits to--aflti
rel'rest:fttatiaft by the Resideftt Pf6jeet Represefttati. t: at
the site will be to enable ENGINEER to better carry out
the duties and responsibilities assigned to and undertaken
by ENGINEER during the Construction Phase, and, in
addition, by)he exercise of ENGINEER's efforts as an
experienced 'and qualified design professional, to provide
for OWNER a greater degree of confidence that the
completed work of Contractor will conform in general to
the Contract Documents and that the integrity of the
design concept of the completed Project as a functioning
who]e as indicated in the Contract Documents has been
implemented and preserved by Contractor. On the other
hand, ENGINEER shall not, during such visits or as a
result of such observations of Contractor's work in prog-
ress, supervise, direct or have control over Contractor's
work nor shall ENGINEER have authority over or respon-
sibility for the means, methods, techniques, sequences or
procedures of construction selected by Contractor, for
safety precautions and programs incident to the work of
Contractor or for any failure of Contractor to comply with
laws, rules, regulations, ordinances, codes or orders
applicable to Contractor's furnishing and performing the
work. Accordingly, ENGINEER neither guarantees the
performance of any Contractor nor assumes responsibility
for any Contractor's failure to furnish and perform its
work in accordance with the Contract Documents.
2.5.3 Defective Work. During such visits and on the basis of
such observations, ENGINEER shall have authority to
disapprove of or reject Contractor's work while it is in
progress if ENGINEER believes that such work will not
produce a completed Project that conforms generally to the
Contract Documents or that it will prejudice the integrity of
the design concept of the comp]eted Project as a functioning
whole as indicated in the Contract Documents.
2.5.4 Clarifications and Interpretations; Field Orders,
ENGINEER shall issue necessary clarifications and interpre-
tations of the Contract Documents as appropriate to the
orderly completion of the work. Such clarifications and
interpretations will be consistent with the intent of and
reasonab]y inferable from the Contract Documents. ENGI-
NEER may issue Fie]d Orders authorizing minor variations
from the requirements of the Contract Documents.
2.5.5 c.'ra'tge Ordas and W",k Orange Di,ectives. ENeI
NEER shall rt:t:ammend Chllftgt) Orders llftd Wark Chlltlge; J!f
Dirt:t:ti. t:J t6 OWNER as ltJ'pl'6priate, and shall prt:pare I J \
Change Orders and W 6rk Cnllftge Direeti. t:s as reqtlired.
2.5.6 Shop Drawings. ENGINEER shall review and approve
(or take other appropriate action in respect of) Shop Drawings
and Samples and other data which Contractor is required to
submit, but only for conformance with the information given
in the Contract Documents and compatibility with the design
concept of the Completed Project as a functioning whole as
indicated in the Contract Documents. Such reviews and
approvals or other action will not extend to means, methods,
techniques, sequences or procedures of construction or to
safety precautions and programs incident thereto.
Page 5 of 15 pages
2.5.7 Substitutes. ENGINEER shall evaluate and determine
the acceptability of substitute or "or-equal". materials and
equipment proposed by Contractor, but subject to the provi-
sions of paragraph 3.2.2.
2.5.8 Inspections and Tests. ENGINEER may require special
inspections or tests of the work, and shall receive and review
all certificates of inspections, tests and approvals required by
laws, rules, regulations, ordinances, codes, orders or the
Contract Documents. ENGINEER's review of such certifi-
cates will be for the purpose of determining that the resu]ts
certified indicate compliance with the Contract Documents
and will not constitute an independent evaluation that the
content or procedures of such inspections, tests or approvals
comply with the requirements of the Contract Documents.
ENGINEER shall be entitled to rely on the results of such
tests.
2.5.9 Disagreements between OWNER and Contractor.
ENGINEER shall render the initial decisions on all claims of
OWNER and Contractor relating to the acceptability of the
work or the interpretation of the requirements ofthe Contract
Documents pertaining to the execution and progress of the
work. In rendering such decisions, ENGINEER shall be fair
and not show partiality to OWNER or Contractor and shall
not be liable in connection with any decision rendered in good
faith in such capacity.
2.5.19 AptJ:icatio1fsj-J, Payment. Bast:d 6n ENGInEER's
~ on sitt: 6bst:~ations as 811 expt:rit:need 8I1d qttfllified design
pl'6ressional8ftd on rt:.it:.. 6f ^l'plieatiens fur Pa)mt:nt and
tht: aeeomp8ft) ing data 8ftd seheduks:
2.5.19.1 ENGINEER shall determint: the am6tmts that
ENGINEER reeommenM Contraeter bt: paid. 8tteh
rt:eommentifttiefts of plt)'fl'lent ..ill be in writing 8I1d will
t:onMittltt: ENGINEER's rt:prt:sentati6n to OWNER, based
6n stich ebst:n atiens 8ftd rt:. ie.., that, to tht: best ef tht:
ENGINEER's lm.6wledgt:, inf61'fflation 8ftd belief, tht:
..ork has progtesst:d to tht: point iftdieated, tht: quality of
such ..ork is gent:1'8ll) in aeeord8nee; ..ith tht: C6nt1'8et
DoeWftents (sttbjt:et to 8ft t:.alttation 6f sut:h ..ork as a
functioning wh6k prior to or tlf'on Sl!bst8fttial Complt:
ti6n, to tht: rt:sults of an) subst:qtit:nt tt:~ ealled fur in tht:
Contraet Doettments 8:ft616 8ft) other qttflIifieations Matea
in tht: ree6mmeftdfttion), 8I1d tht: eonditions preet:dt:nt t6
Contraetor's being t:ntitled to sueh pa) ment 8fJpear to ha. t:
bet:n ftdfilled in S6 faf as it is ENGINEER's rt:sponsibilit)
to obsent: the ./ork. In tht: east: of tlfI.it price ..6rk,
ENGINEER's rt:eommendations ofpa)mt:ftt ..ill ineludt:
final determinations of qtlftfttitit:s and elassifit:ations of
sueh ..ork (sl!bjt:et t88ft) subst:qut:nt adjuMmt:nts all8..ed
b) tht: Contrtlet Dot:ttmt:nts). Tht: rt:sponsibilitit:s of
ENGINEER eontaiftt:d in paragr8fJh 2.5.19.1 are t:xl'ressl)
sl:lbjeet to tht: limitations st:t forth in pal'8graph 2.5.10.2
Md otht:r t:xprt:ss or gent:l'8llimitations in this Agreement
Md dst:where.
2.5.19.2'" Bj rt:eommending MY I'a)ment ENGINEER
sflall not thereb) bt: det:med to ha. t: rt:prest:ftted that on
sitt: obst:nations madt: b) ENGINEER to cheek the
qttfllit) Of qttfttltit) ofContrae16r's ~ork as it is perf6rmea
8:ftd fttrnished ha.e been t:xhal:lsti.e, extended to e.el')
aspeet of the \\ork in pregrt:ss, or in.ol.ed dt:tailea
insl'eetions of the ..ork be)ond the responsibilities sl'eeifi
eall) assigned to ENGINEER in this Agret:ment 8ftd the
Contraet Doel:lmt:nts. Nt:ither ENGINEER's re.ie.. of ~
Contrtletor's ..6rk f6r tht: pl:tl'l'ost:s 6f reeommt:ftding r\~J
I'a)mt:nts Mr ENGINEER's reeommt:ndati8n of MY .
pft)ment (including final pa)ment) .';11 impost: on ENGI
NEER responsibilit) to sttpenise, dirt:et or eontl'6l sl:leh
..ork or for the meMS, mt:thods, tt:elmiql:les, sequenees Of
proeedures of eonstmetion or saret) precautions Of 1'1'6
grams incident tht:rt:to, or C8ftt1'8etor's e8mpli8ftet: ..ith
la..s, fl:tlt:s, regulations, erdinMet:s, eodes or orders
al't'lieablt: to Contraetor's furnishing 8ftd perfarmi1\g tht:
..ork. It ..fill also not impose rt:sp8nsibilit) on ENGI
NEER to make 8ft) t:xamination to aset:rtain ho.. 6r fur
..hat I'l:tI'I'ost:s Cofttrtletor has used tht: m8ne;)S paid on
aeeotlfl.t of the; C8nt1'8et Priee;, oTto de;te;rmine; that title to
8ft) of the; ..ork, mate;rials or equipme;nt has passed to
OWNER free 8ftd elear of 8ft) liens, elaims, seettrit)
intereMs or enettmbranees, or that tht:re may n6t be 6t-nt:r
matters at issl:le beh.een OW~.fER 8ft.d Centraetor that
might aWeet the amotlftt that sftOl:lld be paid.
2.5.11 Contractor's Completion Documents. ENGINEER
shall receive, review and transmit to owner with written
comments maintenance and operating instructions, schedules,
guarantees, Bonds, certificates or other evidence of insurance
required by the Contract Documents, certificates of inspec-
tion, tests and approvals, and marked-up record documents
(including Shop Drawings, Samples, and other data approved
as provided under paragraph 2.5.6 and marked-up record
Drawings) which are to be assemb]ed by Contractor in
accordance with the Contract Documents to obtain final
payment. ENGINEER's review of such documents will only
be to determine generally that their content complies with the
requirements of, and in the case of certificates of inspections,
tests and approvals that the results certified indicate compli-
ance with, the Contract Documents.
2.5.12 Substantial Completion. Following notice from
Contractor that Contractor considers the entire work ready for
its intended use, ENGINEER and OWNER, accompanied by
Contractor, shall conduct an inspection to determine if the
work is substantially complete. If after considering any
objections of OWNER, ENGINEER considers the work
substantially complete, ENGINEER shall deliver a certificate
of Substantial Completion to OWNER and Contractor.
Page 6 of 15 pages
~
~
2.5.13 Final Notice of Acceptability of the Work. ENGI-
NEER shall conduct a final inspection to determine if the
completed work of Contractor is acceptable so that ENGI-
NEER may recommend, in writing, final payment to Contrac-
tor. Accompanying the recommendation for final payment,
ENGINEER shall also provide a notice ift the, form aKllehed
hereto llS Exltibit D (Hie "Notiee of Aeeeptability of '.'Iork")
that the work is acceptable (subject to the provisions of
paragraph 2.5.10.2) to the best of ENGINEER's knowledge,
information and belief and based on the extent of the services
performed and furnished by ENGINEER under this Agree-
ment.
2.5.14 Limitation of Responsibilities. ENGINEER shall not
be responsible for the acts or omissions of any Contractor, or
of any subcontractor, any supplier, or of any other person or
organization performing or furnishing any of the work.
ENGINEER shall not be responsible for Contractor's failure
to perform or furnish the work in accordance with the Con-
tract Documents.
2.5.15 Duration of Construction Phase. The Construction
Phase will commence with the execution of the construction
contract for the Project or any part thereof and will terminate
upon written recommendation by ENGINEER of final
payment. If the Project involves more than one prime
contract as indicated in paragraph 5.5, Construction Phase
services may be rendered at different times in respect of
separate prime contracts.
The duties and responsibilities of ENGINEER during the
Construction Phase as set forth in this paragraph 2.5 are
amended and supplemented as indicated in Exhibit A.
2.6 Operatianal Pha3f
Dttring the Operational Phase, ENGINEER shall, when
~qtte3ted by OWNER:
2.6.1 Pro.ide assi3tlUlee in eonneetion with the refining 8ftd
adjmting 6f 8fty eqtiipmtnt or system.
2.6.2 AJsist OWNER in training OV{NER's staff to opel'ftte
8fld maintain the Pr6jeet.
2.6.3 Assist OWNER in de.doping systems Mid proeed~s
fur eontl'61 of the operation 8ftd mainten8ftee of 8ftd reeoM
lreeping fur the Projeet.
2.6..4 Prepftfe s set ofreprodtieible reeord dra..ings 3flo.ltng
reeord infermation ..hieh ENGINEER eonsiders signifielUlt
based 00 the Dra.tings, Shop DrawiogJ, aod other reeord
doet1fflents furnished b) Cootl'ftetor to ENGINEER \\hieh
..e~ 8ftftotated b) Cootl'ftetor to sho.. all eh8ftges olade
dttriog eonstmeti6n. ENGINEER .till net be respoosible fur
8ft) ef'f6f3 in ef 6mi]si6ns in the information pro.ided b)
Contraetor thftt is ioeerperftted io the reeerd Ma.. ings or ether
reeera doel1ments.
2.6.5 10 eempa'H .f'ith OWNER, . isit the Pr6jeet to obsene
8ft) !tpp!trent difeets in the eompleted ..ork, assist O'JlNER
io eoosl1ltatioos !tod di3el1Jsions with Contraetor e6fteemil\g
eorrcetian of stieh defeets, Ilf\d mltke reeommendations as to
replaeement or eorreetion of defeeti. e ..ork.
2.6.6 Pro.ide miJedl8fteol1s seniees as reql1eJted b)
OWNER io eonneetioo Mth Pr6jeet doseoltt.
2.6.7 The Opel'fttiooal PhaJe ma) eommeoee dttriog the
Coo3truetioo Phase 8ftd ..ill terminate one )eftf after the date
of Sl1bstltfttial Completion.
~
The ditties 8ftd ~spol\sibilities of HIGINEER dttring the
Operational Ph!tJe aJ Jet forth in this paragraph 2.6 are
amended and sl:tl'plemented as indieated in Exhibit A.
SECTION 3--ADDITIONAL SERVICES OF ENGINEER
3.1 Additional Services Requiring Authorization in
Advance.
If authorized in writing by OWNER, ENGINEER shall
furnish or obtain from others Additional Services of the types
listed in paragraph 3.1.1 through 3.1.19, inclusive, as
amended and supplemented as indicated in Exhibit A. These
services are not included as part of Basic Services except to
the extent otherwise provided in Exhibit A. These services
will be paid for by OWNER as indicated in Section 6.
3.1.1 Preparation of applications and supporting documents
(in addition to those furnished under Basic Services) for
private or governmental grants, loans or advances in connec-
tion with the Project; preparation or review of environmental
assessments and impact statements; review and evaluation of
the effect on the design requirements of the Project of any
such statements and documents prepared by others; and
assistance in obtaining approvals of authorities having
jurisdiction over the anticipated environmental impact of the
Project.
o 3.1.2 Services to make measured drawings of or to investi-
gate existing conditions or facilities, or to verifY the accuracy
of drawings or other information furnished by OWNER.
3.1.3 Seniees reJI11tiog fr6m e.alttation by ENGINEER
duriog the Stl1d) 8ftd Report Phase ftt OWNER's reqtlest OffJ
altemftti-.e soll1tionJ in addition to those speeified in Exhibit
fir:
3.1.4 Services resulting from significant changes in the
scope, extent or character of the portions of the Project
designed or specified by ENGINEER or its design require-
ments including, but not limited to, changes in size, complex-
ity, OWNER's schedule, character of construction or method
Page 7 of 15 pages
of financing; and revismg previously accepted studies,
reports, Drawings, Specifications or Contract Documents
when such revisions are required by changes in laws, rules,
regulations, ordinances, codes or orders enacted subsequent to
the preparation of such studies, reports, Drawings, Specifica-
tions, or Contract Documents, or are due to any other causes
beyond ENGINEER's control.
3.1.5 Services resulting from facts revealed about conditions:
3.1.5.1 which are different from information about such
conditions that OWNER previous]y provided to ENGI-
NEER under paragraph 4.4 and upon which ENGINEER
was entitled to rely; or
3.1.5.2 as to which OWNER had responsibility to provide
information under paragraph 4.4 if such information was
not previously provided.
3.1.6 Providing renderings or models for OWNER's use.
3.1.7 Preparing documents for alternate bids requested by
OWNER for Contractor's work which is different from the
Conceptual Design.
3.1.8 Undertaking investigations and studies including, but
not limited to, detailed consideration of operations, mainte-
nance and overhead expenses; the preparation of feasibility
studies, cash flow and economic evaluations, rate schedules
and appraisals; assistance in obtaining financing for the
Project; evaluating processes available for licensing and
assisting OWNER in obtaining process licensing; detailed
quantity surveys of materials, equipment and labor; and audits
or inventories required in connection with construction
performed by OWNER.
3.1.9 Furnishing services of ENGINEER's Consultants for
other than Basic Services; and furnishing data or services of
the types described in paragraph 4.4 when OWNER employs
ENGINEER to provide such data or services in lieu of
furnishing the same under paragraph 4.4.
3.1.10 Services attributable to a variation in the number of
prime contracts from the number specified in Exhibit A for
work designed or specified by ENGINEER.
3.1.11 Services during out-of-town travel required of ENGI-
NEER other than visits to the site or OWNER's office as
required by Section 2.
rr
3.1.12 Preparing for, coordinating with, participating in and
responding to structured independent review processes,
including, but not limited to, C6n3treetion Mtmagement, Cost
Estimating, Project Peer Review, Value Engineering and
ConstructabiIity Review requested by OWNER; and perform-
ing or furnishing services required to revise studies, reports,
Drawings, Specifications or Contract Documents as a result of
such review pro,cesses.
3.1.13 Determining the aeeel'tabilit~ 6f 3t1bMitttte mttkria13 ~
llfld eqt1il'ment I'rOl'63ed dttring the Bidding 6t' ~kgobftting
Pha3e ..hen 3~3titttti6ft prior t6 the award of e6fttfaet3 i3
a1l6\\ed b~ the Bidding D6et1ment3. .
3.1.14 Assistance in connection with bid protests, rebidding
or renegotiating contracts for construction, materials, equip-
ment or services, except when such assistance is required to
comp]ete services called for in paragraph E7.2.5, if Exhibit E
is a part of this Agreement.
3. I .1 S Pro. iding fie:ld 3m . e) 3 fur de3ign I'tlt'J'e3e3, engineer ~ .
ing sm .e)3 and Making to enable C6fttraetor tOl'reeeed ..ith 1'1'\.... /
it3 work, and 8ft) type of prepcl't) sttr. C) 3 6r related engineer
ing 3er. iees needed fur the transfer of intere3ts in real pt'61'
ert), and pre. iding other special fie:ld sm . ey 3.
3.1.16 Preparation of operating, maintenance and staffing
manuals to supplement Basic Services under paragraph 2.6.3.
3.1.17 Preparing to serve or serving as a consultant or witness
for OWNER in any litigation, arbitration or other legal or
administrative proceeding involving the Project (except for
assistance in consultations which is included as part of Basic
Services urider paragraphs 2.1.3 and 2.3.2).
3.1.18 Providing more extensive services required to enable
ENGINEER to issue notices or certifications requested by
OWNER under paragraph 4.12.
3.1.19 Other additional services performed or furnished by
ENGINEER in connection with the Project, including services
which are to be furnished by OWNER under Section 4, and
services not otherwise provided for in this Agreement.
3.2 Required Additional Services.
When required by the Contract Documents in connection with
the performance or furnishing of ENGINEER's services
during the Construction Phase, ENGINEER shall perform or
furnish, without waiting for specific authorization from
OWNER, Additional Services of the types listed in paragraphs
3.2.1. through 3.2.6, inclusive. These services are not
included as part of Basic Services except to the extent
provided in Exhibit A. Required Additional Services will be
paid for by OWNER as indicated in Section 6. ENGINEER
shall advise OWNER in writing promptly after starting any
such Additional Services.
3.2.1 Services in connection with Work Change Directives
and Change Orders to reflect changes requested by OWNER
if, because of the method of compensation agreed upon by
OWNER and ENGINEER, the resulting change in compensa-
Page 8 of 15 pages
tion for Basic Services is not commensurate with the extent of
the additional services rendered.
3.2.2 Services in making revisions to Drawings and Specifi-
cations occasioned by the acceptance of substitute materials
or equipment other than "or-equal" items; and services after
the award of the construction contract in evaluating and
determining the acceptability of a substitution which is
inappropriate for the Project or an excessive number of
substitutions.
3.2.3 Services resulting from significant delays, changes or
price increases occurring as a direct or indirect result of
materials, equipment or energy shortages.
3.2.4 Additional or extended services during construction
made necessary by (I) work damaged by fire or other cause
during construction, (2) a significant amount of defective,
neglected or delayed work of Contractor, (3) acceleration of
the progress schedule involving services beyond normal
working hours, or (4) default by Contractor.
3.2.5 Services (other than Basic Services during the Opera-
tional Phase) in connection with any partial utilization of any
part of the Project by OWNER prior to its Substantial Com-
pletion.
3.2.6 Evaluating an unreasonable claim or an excessive
number of claims submitted by Contractor or others in
connection with the work.
SECTION 4--0WNERS RESPONSIBILITIES
Except as otherwise provided in Exhibit A, OWNER shall do
the following in a timely manner so as not to delay the
services of ENGINEER and shall bear all costs incident
thereto:
4.1 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. Such person
will have complete authority to transmit instructions, receive
information, interpret and define OWNER's policies and
decisions with respect to ENGINEER's services for the
Project.
4.2 Provide all criteria and full information as to OWNER's
requirements for the Project, including design objectives and
constraints, space, capacity and performance requirements,
flexibility and expendability, and any budgetary limitations;
and furnish copies of all design and construction standards
which OWNER will require to be included in the Drawings
and Specifications.
4.3 Assist ENGINEER by placing at ENGINEER's disposal
all available information pertinent to the Project including
previous reports and any other data relative to design or
construction of the Project.
4.4 Furnish to ENGINEER, as requested by ENGINEER for
performance of Basic Services or as required by the Contract
Documents, the following:
4.4. I data prepared by or services of others, including
without limitation exploratiorts and tests of subsurface
conditions at or contiguous to the site, drawings of physical
conditions in or relating to existing surface or subsurface
structures at or contiguous to the site, or hydrographic
surveys;
4.4.2 the services of an independent testing laboratory to
perform all inspections, tests and approvals of samples,
materials and equipment prior to and after installation, or to
evaluate the performance of materials, equipment and
facilities of OWNER, prior to specification, and during
construction;
4.4.3 appropriate professional interpretations of all of the
foregoing;
4.4.4 environmental assessments, audits, investigations and
impact statements, and other relevant environmental or
cultural studies as to the Project, the site and adjacent areas;
4.4.5 field surveys for design purposes and property,
boundary, easement, right-of-way, topographic and utility
surveys or data, including relevant reference points;
4.4.6 property descriptions;
4.4.7 zoning, deed and other land use restrictions; and
4.4.8 other special data or consultations not covered in
Section 2.
OWNER shan be responsible for, and ENGINEER may re]y
upon, the accuracy and completeness of all reports, data and
other information furnished pursuant to this paragraph.
ENGINEER may use such reports, data and information in
performing or furnishing services under this Agreement.
4.5 Provide, as required by the Contract Documents, engi-
neering surveys and staking to enable Contractor to proceed
with the layout of the work, and other: special field surveys.
4.6 Arrange for access to and make all provisions for ENGI-
NEER to enter upon public and private property as required
for ENGINEER to perform services under this Agreement.
4.7 Examine all alternate solutions, studies, reports,
sketches, Drawings, Specifications, proposals and other
documents presented by ENGINEER (including obtaining
advice of an attorney, insurance counselor and other consul-
Page 9 of 15 pages
tants as OWNER deems appropriate with respect to such
examination) and render in writing decisions pertaining
thereto.
4.8 Provide approvals and permits from al1 governmental
authorities having jurisdiction to approve the portions of the
Project designed or specified by ENGINEER and such
approvals and consents from others as may be necessary for
completion of such portions of the Project.
4.9 Provide, as may be required for the Project:
4.9.1 accounting, bond and financial advisory, independent
cost estimating and insurance counseling services;
4.9.2 such legal services as OWNER may require or ENGI-
NEER may reasonably request with regard to legal issues
pertaining to the Project, including any that may be raised by
Contractor; and
4.9.3 such auditing services as OWNER may require to
ascertain how or for what purpose Contractor has used the
moneys paid on account of the Contract Price.
4.10 Provide such inspection or monitoring services by an
individual or entity other than ENGINEER as OWNER may
desire to verify:
4.10.1 that Contractor is complying with any law, rule,
regulation. ordinance, code or order applicable to Contractor's
performing and furnishing the work; or
4. 10.2 that Contractor is taking all necessary precautions for
safety of persons or property and complying with any special
provisions of the Contract Documents applicable to safety.
ENGINEER does not undertake in this Agreement to perform
the services referred to in 4.10.1 and 4.10.2 above. The
identity of any individua] or entity emp]oyed to perform such
services and the scope of such services wil1 be disclosed to
ENGINEER.
4.11 Advise ENGINEER of the identity and scope of services
of any independent consultants employed by OWNER to
perform or furnish services in regard to the Project, including,
but not limited to, Construction Management, Cost Estimat-
ing, Project Peer Review, Value Engineering and
Constructability Review. If OWNER designates a person or
entity other than, or in addition to, ENGINEER to represent
OWNER at the site, OWNER shal1 define and set forth in an
exhibit that is to be mutual1y agreed upon and attached to and
made a part of this Agreement before such services begin, the
duties, responsibilities and limitations of authority of such
other party and the relation thereof to the duties, responsibili-
ties and authority of ENGINEER.
4.12 Prior to the commencement of the Construction Phase,
notify ENGINEER of any variations in the language of the
Notice of Acceptability of Work, or of any notice or certifica-
tion other than such Notice that ENGINEER will be requested
to provide to OWNER or third parties in connection with the
financing or completion of the Project. OWNER and ENGI-
NEER shal1 reach agreement on the terms of any such
requested notice or certification and OWNER shal1 authorize
such Additional Services as are necessary to enable ENGI-
NEER to provide the notice or certification requested under
this paragraph.
4.13 If more than one prime contract is to be awarded for
work designed or specified by ENGINEER, designate a
person or entity to have authority and responsibility for
coordinating the activities among the various prime contrac-
tors, and define and set forth the duties, responsibilities and
limitations of authority of such persons or entity and the
relation thereof to the duties, responsibilities and authority of
ENGINEER in an exhibit that is to be mutual1y agreed upon
and attached to and made a part of this Agreement before
such services begin.
4.14 Furnish to ENGINEER data or estimated figures as to
OWNER's anticipated costs for services to be provided by
others for OWNER (such as services pursuant to paragraphs
4.4,4.5 and 4.7 through 4.14, inclusive) and other costs of the
types referred to in paragraph 2. 1.5 so that ENGINEER may
make the necessary calculations to develop and periodical1y
adjust ENGINEER's opinion of Total Project Costs.
4.15 Attend the pre-bid conference, bid opening, pre-con-
struction conferences, construction progress and other job
related meetings and Substantial Completion and final
payment inspections.
4.16 Give prompt written notice to ENGINEER whenever
OWNER observes or otherwise becomes aware of any
development that affects the scope or time of performance or
furnishing of ENGINEER's services, or any defect ornoncon-
formance in ENGINEER's services or in the work of any
Contractor.
4.17 Furnish, or direct ENGINEER to provide, Additional
Services as stipulated in paragraph 3.1 ofthis Agreement or
other services as required.
SECTION 5--TIMES FOR RENDERING SERVICES
5.1 ENGINEER's services and compensation under this
Agreement have been agreed to in anticipation of the orderly
and continuous progress of the Project through completion of
the Construction Phase. Unless specific periods of time or
specific dates for providing services are specified in this
Agreement, ENGINEER's obligation to render services
hereunder wil1 extend for a period which may reasonably be
Page 10 of 15 pages
required for the design, award of construction contracts,
construction and initial operation of the Project including
extra work and required extensions thereto.
5.2 If in this Agreement specific periods oftime for rendering
services are set forth or specific dates by which services are
to be completed are provided and if such periods of time or
dates are changed through no fault of ENGINEER, the rates
and amounts of compensation provided for herein shall be
subject to equitable adjustment. If OWNER has requested
changes in the scope, extent or character of the Project, the
time of performance of ENGINEER's services shall be
adjusted equitably.
5.3 If OWNER fails to give prompt written authorization to
proceed with any phase of services after completion of the
immediately preceding phase, or if the Construction Phase has
not commenced within the stipulated period identified in this
Agreement (Plus such additional time as may be required to
complete the services called for under paragraph E7.2.5 of
Exhibit E is a part of this Agreement) after completion ofthe
Final Design Phase or does not proceed in an orderly and
continuous progression, ENGINEER may, after giving seven
days' written notice to OWNER, suspend services under this
Agreement.
5.4 If ENGINEER's services for design or during construc-
tion of the Project are delayed or suspended in whole or in
part by OWNER:
5.4.1 for more than three months through no fault of ENGI-
NEER, ENGINEER shall be entitled to equitable adjustment
of rates and amounts of compensation provided elsewhere in
this Agreement to reflect a~ong other things, reasonable costs
incurred by ENGINEER in connection with such delay or
suspension and reactivation and the fact that the time for
performance under this Agreement has been revised; or
5.4.2 for more than one year through no fault of ENGINEER,
or if ENGINEER for any reason is required to render Con-
struction Phase services more than one year after Substantial
Completion is achieved, the rates and amounts of compensa-
tion provided for elsewhere in this Agreement will be subject
to equitable adjustment to reflect, among other things,
changes in the various elements that comprise such rates of
compensation.
5.5 In the event that the work designed or specified by
ENGINEER is to be performed or furnished under more than
one prime contract, or if ENGINEER's services are to be
separately sequenced with the work of one or more prime
contractors (such as in the case offast-tracking), OWNER and
ENGINEER shall, prior to commencement of the Final
Design Phase, develop a schedule for performance of
ENGINEER's services during the Final Design, Bidding or
Negotiating and Construction Phases in order to sequence and
coordinate properly such services as are applicable to the
work under such separate prime contracts. This schedule is to
be prepared and included in Exhibit A whether or not the
work under such contracts is to proceed concurrently.
SECTION6--PA YMENTS TO ENGINEER FOR SERVICES
AND REIMBuRSABLE EXPENSES
6.1 Metbods of Payment for Services and Expenses of
ENGINEER
6.1.1 For Basic Services. OWNER shall pay ENGINEER for
Basic Services performed or furnished under Section 2 on the
basis set forth in Exhibit B.
6.1.2 For Additional Services. OWNER shall pay ENGI-
NEER for Additional Services performed or furnished under
Section 3 on the basis set forth in Exhibit B.
6.1.3 For Reimbursable Expenses. In addition to payments
provided for in paragraphs 6.1.1 and 6.1.2, OWNER shall pay
ENGINEER for Reimbursable Expenses incurred by ENGI-
NEER and ENGINEER's Consultants as set forth in Exhibit
B. The amount payable for Reimbursable Expenses will
include a factor to the extent so indicated in Exhibit B.
6.2 Otber Provisions Concerning Payments.
6.2.1 Preparation of Invoices. Invoices for Basic and Addi-
tional Services and Reimbursable Expenses will be prepared
in accordance with ENGINEER's standard invoicing practices
and will be submitted to OWNER by ENGINEER at least
monthly. The amount billed for Basic Services and Addi-
tional Services in each invoice will be calculated on the basis
set forth in Exhibit B. Invoices are due and payable on
receipt.
6.2.2 Unpaid Invoices. If OWNER fails to make any
payment due ENGINEER for services and expenses within
thirty days after receipt of ENGINEER's invoice therefor, the
amounts due ENGINEER will be increased at the rate of 1.0%
per month (or the maximum rate of interest permitted by law,
ifless) from said thirtieth day; and, in addition, ENGINEER
may, after giving seven days' written notice to OWNER,
suspend services under this Agreement until ENGINEER has
been paid in full all amounts due for services, expenses and
charges. Payment will be credited first to interest and then to
principal. In the event of a disputed or contested billing, only
that portion so contested may be withheld from payment, and
the undisputed portion will be paid.
6.2.3 Payments Upon Termination.
6.2.3.1 Termination by OWNERfor Cause. In the event
of termination by OWNER for cause under paragraph
8.1.1 :
Page 11 of 15 pages
6.2.3.1.1 Upon the completion of any phase of Basic
Services, progress payments due ENGINEER in
accordance with this Agreement for all such services
performed or furnished by ENGINEER and ENGI-
NEER's Consultants through the completion of such
phase will constitute total payment for such services.
ENGINEER also will be paid for all unpaid Addi-
tional Services and unpaid Reimbursable Expenses.
6.2.3.1.2 During any phase of the Basic Services,
ENGINEER also will be paid for such services per-
formed or furnished in accordance with this Agree-
ment by ENGINEER during that phase through the
date of termination on the basis specified in Exhibit B.
ENGINEER also will be paid for the charges of
ENGINEER's Consultants employed to perform or
furnish Basic Services to the extent such services have
been performed or furnished in accordance with this
Agreement through the effective date of the termina-
tion. ENGINEER also will be paid for all unpaid
Additional Services and unpaid Reimbursable Ex-
penses.
6.2.3.2 Termination by OWNERfor Convenience. In the
event of termination by OWNER under paragraph 8.1.2.:
6.2.3.2.1 Upon the completion of any phase of Basic
Services, progress payments due ENGINEER in
accordance with this Agreement for all such services
performed or furnished by ENGINEER and ENGI-
NEER's Consultants through the completion of such
phase will constitute total payment for such services.
ENGINEER also will be paid for all unpaid Additional
Services and unpaid Reimbursable Expenses, and for
termination expenses under subparagraph 6.2.3.2.3
below.
6.2.3.2.2 During any phase of Basic Services, ENGI-
NEER a]so will be paid for such services performed or
furnished by ENGINEER during that phase through
the date of termination on the basis. specified in
Exhibit B. In addition, ENGINEER will be paid for
the charges of ENGINEER's Consultants employed to
perform or furnish Basic Services through the effec-
tive date of the termination. ENGINEER also will be
paid for all unpaid Additional Services and unpaid
Reimbursable Expenses, and for termination expenses
under subparagraph 6.2.3.2.3 below.
6.2.3.2.3 In the event of termination by OWNER for
convenience during or at completion of any phase of
Basic Services, OWNER shall pay ENGINEER's
reasonable expenses directly attributable to termina-
tion in accordance with rates applicable to the various
categories of Additional Services measured from the
date of termination, including other fair and reason-
able sums for overhead and profit, and costs oftermi-
nating contracts with ENGINEER's Consultants.
6.2.3.3 Termination By ENGINEER for Cause. lnthe
event of termination by ENGINEER for cause under
paragraph 8.1.1, ENGINEER shall be entitled to receive
compensation calculated as set forth in paragraph 6.2.3.2.
6.2.4 Records of ENGINEER's Costs. Records of ENGI-
NEER's costs pertinent to ENGINEER's compensation under
this Agreement will be kept in accordance with generally
accepted accounting practices. Copies wiIl be made available
to OWNER at cost on request prior to final payment for
ENGINEER's services.
SECTION 7--0PINIONS OF COST
7.1 Opinions of Probable Construction Cost.
ENGINEER's opinions of probable Construction Cost
provided for herein are to be made on the basis of ENGI-
NEER's experience and qualifications and represent ENGI-
NEER's best judgment as an experienced and qualified
professional engineer generally familiar with the construction
industry. However, since ENGINEER has no control over the
cost of labor, materials, equipment or services furnished by
others, or over the Contractor's methods of determining
prices, or over competitive bidding or market conditions,
ENGINEER cannot and does not guarantee that proposals,
bids or actual Construction Cost will not vary from opinions
of probable Construction Cost prepared by ENGINEER. If
OWNER wishes greater assurance as to probable Construction
Cost, OWNER shall employ an independent cost estimator as
provided in paragraph 4.9.1.
7.2 Designing to Construction Cost Limit
If a Construction Cost limit is established between OWNER
and ENGINEER, such Construction Cost ]imit and a state-
ment of ENGINEER's rights and responsibi]ities with respect
thereto will be specifically set forth in Exhibit E, "Construc-
tion Cost Limit," to this Agreement.
7.3 Opinions of Total Project Costs.
ENGINEER assumes no responsibility for the accuracy of
opinions of Total Project Costs provided for in Section 2.
SECTION 8--GENERAL CONSIDERATIONS
8.1 Termination
The obligation to provide further services under this Agree-
ment may be terminated:
8.1. I For cause,
Page 12 of 15 pages
8.1.1.1 by either party upon thirty days' written notice in
the event of substantial failure by the other party to
perfonn in accordance with the tenns hereof through no
fault of the tenninating party. Notwithstanding the
foregoing, this Agreement will not tenninate as a result of
such substantial failure if the party receiving such notice
begins, within seven days of receipt of such notice, to
correct its failure to perfonn and proceeds diligently to
cure such failure within no more than thirty days of receipt
thereof; provided, however, that if and to the extent such
substantial failure cannot be reasonably cured within such
thirty-day period, and if such party has diligently at-
tempted to cure the same and thereafter continues dili-
gently to cure same, then the cure period provided from
herein shall extend up to, but in no case more than, sixty
days after the date of receipt of the notice.
8.1.1.2 by ENGINEER:
8.1.1.2.1 upon seven days' written notice if ENGI-
NEER believes that ENGINEER is being requested by
OWNER to furnish or perfonn services contrary to
ENGINEER's responsibilities as a licensed design
professional; or
8.1.1.2.2 upon seven days' written notice if the
ENGINEER's services for design or during the con-
struction ofthe Project are delayed or suspended for
more than ninety days for reasons beyond ENGI-
NEER's control.
8. I. I .2.3 In the case of tennination under this para-
graph 8.1.1.2, ENGINEER shall have no liability to
OWNER on account of such tennination.
8.1.2 For convenience, by OWNER effective upon the
receipt of notice by ENGINEER.
8.2 Reuse of Documents.
All documents including Drawings and Specifications
provided or furnished by ENGINEER (or ENGINEER's
Consultants) pursuant to this Agreement are instruments of
service in respect of the Project, and ENGINEER and
ENGINEER's Consultants, as appropriate, shall retain an
ownership and property interest therein (including the right of
reuse by and at the discretion of ENGINEER and ENGI-
NEER ' s Consultants, as appropriate) whether or not the
Project is completed. OWNER may make and retain copies
for infonnation and reference in connection with the use and
occupancy of the Project by OWNER and others; however,
such documents are not intended or represented to be suitable
for reuse by OWNER or others on extensions of the Project
or on any other project. Any such reuse without written
verification or adaptation by ENGINEER and ENGINEER's
Consultants, as appropriate, for the specific purpose intended
will be at OWNER's sole risk and without liability or legal
exposure to ENGINEER, or to ENG INEER' s Consultants;ilftfi
OWNER Mlall ifukmnit) and h61d hllt'mless ENGINEER llt\d ;po
[NGI~mER's C6ftstlitant~ fr6m all elaims, damages, 16sses
Il11d eXflenses ineltlding att6me) s' fees ft1'ising OtH of 6r
resttlting therefr6m. Any such verification or adaptation will
entitle ENGIN~ER to further compensation at rates to be
agreed upon by OWNER and ENGINEER.
8.3 Insurance.
8.3. I ENGINEER shall procure and maintain insurance as set
forth in Exhibit F, "Insurance," for protection from claims
under workers compensation acts, claims for damages because
of bodily injury including personal injury, sickness or disease
or death of any and all employees or of any person other than
such employees, and from claims or damages because of
injury to or destruction of property including loss of usef
resulting therefrom. ENGINEER shall list OVlNER as llt\
additional insltfed on ENGINEER's generalliabili~ insltfllt\ee
pottey-:
8.3.2 OWNER shall list ENGINEER llt\d ENGINEER's
Consttltllt\ts as additional insttf'eds on an) generalliabilit) 6r
flrofler!) insttranee fl6lities camed b) OWNER ..hieh are
aflfllieable to the Pf'6jcet. O'NNER shall reqttire Contraetor
t6 flttf'ehase Ma maintain generalliabilit} llt\d 6ther inStlfttt1ee~'
as sfleeified in the C6ntraet Docttments and to list ENGI
NEER Il11d ENGINEER's C6nsttltll11ts as additional insttreds 'Ai
.iith resfleet to stleh liabili~, flrofler!) llfld other insltfllt\ee vp
flltfehased llt\d maintained by Contraet6r. All fl61ieies 6f
flrofler!~ inSl:l:t'Mee shall eontain flro. isions t6 the effeet that
ENGINEER's Md ENGfNEER's Consttltllt\ts' interests Me
eo.ered and that in the e.ent 6f fla)ment of an) loss or
dttmage the insttfers .(ill ha.e no rights 6freeo.el) against
llt\) of the iftsttred or additioftal iflsl:lt'eds theret:lflder.
8.3.3 At any time OWNER may request that ENGINEER, at
OWNER's sole expense, provide additional insurance
coverage, different ]imits or revised deductibles in excess of
those specified in Exhibit F. If so requested by OWNER, and
if commercially available, ENGINEER shall obtain and shall
require ENGINEER's Consultants to obtain such additional
insurance coverage, different limits or revised deductibles, for
such periods of time as requested by OWNER, at OWNER's
sole expense, and Exhibit F will be supplemented to incorpo-
rate these requirements.
8.4 Controlling Law.
This Agreement is to be governed by the law of the principal
place of business of ENGINEER.
8.S Successors and Assigns.
8.5.1 OWNER and ENGINEER each is hereby bound and the
partners, successors, executors, administrators and legal
representatives of OWNER and ENGINEER (and to the
Page 13 of IS pages
extent permitted by paragraph 8.5.2 the assigns of OWNER
and ENGINEER) are hereby bound to the other party of this
Agreement and to.the partners, successors, executors, admin-
istrators and legal representatives (and said assigns) of such
other party, in respect of all covenants, agreements and
obligations of this Agreement.
8.5.2 Neither OWNER nor ENGINEER may assign, sublet or
transfer any rights under or interest (including, but without
limitation, moneys that may become due or moneys that are
due) in this Agreement without the written consent of the
other, except to the extent that any assignment, subletting or
transfer is mandated by law or the effect of this limitation
may be restricted by law. Unless specificaIly stated to the
contrary in any written consent to an assignment, no assign-
ment will release or discharge the assignor from any duty or
responsibility under this Agreement.
8.5.3 Unless expressly provided otherwise in this Agreement:
8.5.3.1 Nothing in this Agreement shall be construed to
create, impose or give rise to any duty owed by ENGI-
NEER to any Contractor, Subcontractor, Supplier, other
person or entity, or to any surety for or employee of any of
them, or give any rights in or benefits under this Agree-
ment to anyone other than OWNER and ENGINEER.
8.5.3.2 All duties and responsibilities undertaken pursuant
to this Agreement will be for the sole and exclusive
benefit of OWNER and ENGINEER and not for the
benefit of any other party. The OWNER agrees that the
substance of the provisions of this paragraph shall appear
in the Contract Documents.
8.6 Dispute Re1l61uti6D.
I
If llftd t6 the extent that O'.'INER llftd ENGINEER ha. e
a~ed 6ft a method llftd proeedtlfe fur re1l61. ing disptttes
hct...et:ft them. arising out 6f 6r rc:lating t6 thi3 Agree;me;nt,
31:leh displ:lte fes6luti6ft m.ethod and proeedtlfe;, if any, i3 set
forth in Exhibit G, "DisptHe Resohttion." OWNER 8fta
ENGINEER agree t6 negotiate in g60d faith fer a period of
thilt) days from the date of notiee af all disl'tttes bet'neen
them prior t6 exereising their rights Meier E~ibit G or 6ther
pf6. isi6ns of this Agreement, 6r tlftder the Ian.
8.7 Allocation of Risks-Indemnification.
8.7.1 To the fullest extent permitted by law, ENGINEER shall
indemnify and hold harmless OWNER, OWNER's officers,
directors, partners, employees and agents from and against
any and all claims, costs, losses and damages (including but
not limited to all fees and charges of engineers, architects,
attorneys and other professionals and all court or arbitration
or other dispute resolutions costs) caused solely by the
negligent acts or omissions of ENGINEER or ENGINEER's
officers, directors, partners, employees, agents and ENGI-
NEER's Consultants in the performance and furnishing of
ENGINEER's services under this Agreement. The indemnifi-
cation provision of the preceding sentence is subject to and
limited by the provisions agreed to by OWNER and ENGI-
NEER in Exhibit H, "AIlocation of Risks," if any.
..
8.7.2 T6 the ruIlest extent permitted b) lan, OWNER shaIl
indemnii) and hald hft1"mless HJG~mER, E~JGINEER'S
offieers, direetor3, partners, empl6) ee3 Md agents llfta
HJGINEER's Cansl:lltllftts fram and againM an) llftd all .....t1
e1aim3, ea313, 163ses and damages (ineltlding btlt not limited '\l'.~y ./1
t6 all fee3 Md eharges of engineers, al'ehiteets, att6rney 3 llftd fYbvJ
6ther profes3i6fta!3 and all eotl1't or arbitration or other di31'ttte I.f~
re36h:ttion e6Ms) ea~ed 36ldy b) the negligent set~ 6r
omissi6ns 6f OWNER 6r OWNER's 6ffieen, direet6rs,
psrtners, empI6)ees, agents llftd OWNER'3 eon3tlltant3 .lith
respeet t6 this Agreement 6r the Pl'6jeet.
8. 7.3 In aaditi6ft to the indemnit) pro. ided tmder pSI'8gt'ftf'h tP
8.7.2 6fthisA~ement, and t6 the fulleM extent permitted by ~IJ /,
Ian, OWNER 3hsll indemniry and h61d harmless ENGINEER
and it3 6ffieers, direct6rs, plU'tfter3, emplo) ees, ftfId ageftt3 llftd
ENG~mER'3 C6n3tlItllftts iTem llftd againM all claims, C6MS,
103ses, and damage3 (ifleh:tding 6tH flo1 limited 16 all fees llftd
eharges 6f engineers, arehiteet:~, att6rney s llftd other pr6fe3
3iona13 ftfId all e6M 6r arbitrati6ft or 6ther di3ptlte res61tttion
e6st3) eatl3ed by, arising em of 6r relating t6 the pl'e3enee,
disehllf'ge, relea3e, 6r eseape of Asbest03, PCBs, Petmlettm,
I1azardotls Wa3te, 6r Radi6aeti. e Material at, 6n, Mder or
iT6m the Pr6jeet 3ite.
8.8 Notices.
Any notice required under this Agreement will be in writing,
addressed to the appropriate party at the address which
appears on the signature page to this Agreement (as modified
in writing from time to time by such party) and given person-
ally, by registered or certified mail, return receipt requested,
by facsimile, or by a nationally recognized overnight courier
service. AIl notices shaIl be effective upon the date of
receipt.
8.9 Survival.
AIl express representations, indemnifications or limitations of
liability made in or given in this Agreement wiIl survive the
completion of all services of ENGINEER under this Agree-
ment or the termination of this Agreement for any reason.
8.10 Severability.
Any provision or part of the agreement held to be void or
unenforceable under any law or regulation shall be deemed
stricken, and all remaining provisions shall continue to be
valid and binding upon OWNER and ENGINEER, who agree
that the Agreement shall be reformed to replace such stricken
provision or part thereof with a valid and enforceable provi-
Page 14 of 15 pages
sion that comes as close as possible to expressing the intention
of the stricken provision.
SECTION 9--EXHIBITS AND SPECIAL PROVISIONS
9.1 This Agreement is subject to the provisions of the
following Exhibits which are attached to and made a part of
the Agreement:
9.1.1 Exhibit A, "Further Description of Basic Engineering
Services and Related Matters," consisting of ~ pages.
9.1.2 Exhibit B, "Payments to Engineer for Services and
Reimbursable Expenses," consisting of -L Pages.
9.1.3 Exhibit F, "Insurance," consisting of -1. Pages.
9.2 This Agreement (consisting of pages I to..l.2..., inclusive
and the Exhibits identified above) constitutes the entire
agreement between OWNER and ENGINEER and supersedes
all prior written or oral understandings. This Agreement may
only be amended, supplemented, modified or canceled by a
duly executed written instrument.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement to be effective as of the date first above written.
Municipal Building
Augusta. Georgia 30911
ENGINEER:
Title: President
Address for giving notices:
452 Ellis Street
Post Office Box 2546
Augusta. Georgia 30903
Page 15 of 15 pages
This is EXHIBIT A, consisting of2-. pages, referred to
in the agreement between OWNER and ENGINEER
for Professional Services, dated January 26 , 20QQ....
Initial: ~I
OWNER
Further Description of Basic Engineering Services and Related Matters ENGINEER
Sections 2,3,4 and 5 of the Agreement are amended and supplemented and the time periods for the performance of the Basic
Services as indicated in Section 5 of the Agreement are established, all as indicated below:
A2.0 General
The Basic Services are premised on the following general
scope of professional services:
The work will begin with making a design base map by
utilizing existing planimetric and topographic maps. Base
maps will be prepared in both digital and hard copy format for
use in subsequent design phases.
Upon completion of the base map, the conceptual design
Phase will be commenced. Concepts and layouts will be
developed in consultation with the Owner. Budget cost
estimates will be prepared. Initial plans requiring approvals
or permits of other agencies, such as EPD, GAOOT, Augusta
Public Works, and Augusta Canal Authority, will be shared
early, so that their comments can be taken into account. The
preliminary layouts will be prepared for review and approval
by the OWNER.
Upon completion and approval of the conceptual plan, the
Preliminary Design Phase will be undertaken. Field surveys
of the proposed surge tank area in sufficient detail to locate
the roads, fences, valves, structures, and all visible improve-
ments in the area will be completed. The conceptual plan will
be refined and further worked out with the advice and input of
the OWNER.
The Final Design Phase will begin upon approval of the
preliminary plans. Final design plans will show the horizontal
alignment, structures, and miscellaneous details. The work
will include incorporating comments received on the prelimi-
nary submittal. Specifications and project documents will be
prepared. Any required utility permits or encroachment
permits will be completed and forwarded to the Georgia
D.O.T. or other governing authority. Construction cost
estimates and a bid schedule will be provided. These plans
and documents will be submitted to the OWNER for approval.
The bidding phase will follow the receipt of approvals of
the final design documents. The work will generally consist
of assisting your department with obtaining competitive bids
for the construction work, reviewing the bids, recommending
an award and issuing a Notice to Proceed.
Construction phase engineering services will consist of
periodic site visits to observe the progress and general quality
of the work as it progresses; reviewing shop drawings;
preparing any change orders required; reviewing contractor's
monthly applications for partial payment; and making a pre-
final and a final site visit to determine whether or not the
work has been completed in substantial conformity with the
plans and specifications. Site visits will generally be at
varying intervals no less frequently than weekly, or when
called upon to observe a particular area. While more intense
on-site observation services are beyond the scope of this
proposal, we have the capability for furnishing more frequent
observation or resident project representation, if those services
should be desired.
Any observation services will be for the purpose of
monitoring compliance with the plans, specifications and
contract documents, and will not in any manner be a guaran-
tee of the schedule, materials, appliances, or methods of the
contractor, nor for the safety of the job.
A2.I Final Products
Deliverables under this proposa] will generally consist of
ten sets of detailed construction p]ans, technical specifica-
tions, contract documents, and cost estimates. One reproduc-
ible "as-built" will be prepared and provided upon the
completion and acceptance of the work. Additional copies
will be available at the cost of reproduction.
Drawings will be prepared in ink on Mylar film at suitable
scales, using matched sheets where necessary. Drawings can
also be finished in digital format in Intergraph MicroStation
or AutoCAD Release 14 format, if desired, at no additional
cost. In the case of difference between the drawings and the
electronically produced images, the hard copy tracings will
govern.
Page I of 2.. pages
(Exhibit A--Basic Services and Related Matters)
A2.2 Time of Completion
The design and bidding phases will be completed according to the following estimated schedule, exclusive oftimes required
for review of the work at various stages:
Phase
Survey
SiteIFinal Design
Total
Estimated Time
30 days
30 days
60 days
Bidding and Award Phase
(If needed)
45 days
A2.3 PROPOSAL
The general scope of work, a breakdown of the proposed lump sum fee, and the time of completion are stated in the
following proposal letter dated May 20, 1999, which is incorporated herein:
Page 2 of...i... pages
(Exhibit A--Basic Services and Related Matters)
("
..
<'
.~.....
,." - ,'" .,. . r ~
. .
Cranston, Robertson & Whitehurst, PC.
ENGDNEERS PLANNERS SURVEYORS
OLD ENGlNE COMPANY NO.1
452 ELLIS STREET
POST OFFICE BOX 2546
AUGUSTA, GEORGIA 30903.2546
J. CRAIG CRANSTON, P.E., R.L.S.
THOMAS H. ROBERTSON, P.E., R.L.S.
ELDRIDGE A. WHITEHURST, JR., P.E.
JAMES B. CRANFORD, JR., P.E.
DENNIS J. WELCH, P.E.
TELEPHONE (706) 722.1588
TELECOPIER (706) 722.8379
E.MAIL CRWPC0CRWPC.COM
May 20, 1999
JOHN T. ATrAWAY, R.L.S.
WAYNE SWANN, R.L.S.
MaCRAELS.BERGLUND
STEVEN M. BRYANT
DWlGHT E. FUl'o"DERBURK, II
PATRICK W. HUTTO
KEITH A. LAWRENCE
KELVIN G. OGLESBY
Augusta Utilities Department
2760 Peach Orchard Road
Augusta, Georgia 30906
Attn: Mr. Jim Rush
Re: 60-inch Raw \Vater Transmission Main
Surge Tank
Our File No. 97-280. ~o
Gentlemen:
In accordance \\'ith your request, we are pleased to offer the following proposal for
accomplishing additional surveying and engineering design services for the surge tank to be
constructed in conjunction with the neVl 60 inch ra\\' water main. This letter \viJ1 present our
understanding of the scope of work, our fees, and the time required to accomplish the \-vork.
SCOPE OF \VORK
The additional work includes field surveys to update a site map of the area near the
abandoned pumping station on the Augusta Canal located generally between River Watch Parkway,
the Canal, and the CSX Railroad in sufficient detail to locate existing roads, fences, valves,
structures, and all visible improvements in the area. This field surveying will be utilized to produce
a base map of the overaJ1 area for not only the construction of the proposed surge tank, but also for
your use in having a more accurate drawing of this general area.
At the same time th~lt the surge tank is being designed, general improvements to "restore"
the area will be unde11aken to include installing valve pits at several locations v,ihere open excavated
holes currently exist, removal ofmmecessary debris, and general clean~up and fencing of the area.
Thus, in addition to the surge tank at the end of the project, you v,'ill have an improved valve pit area
to facilitate maintenance and operation for the various lines.
Page 3 of 5 pages
(Exhibit A-Basic Services and Related Matters)
"
..
Mr. Jini Rush
May 20, 1999
Page 2
We will prepare plans, specifications, and contract documents for the surge tank and
proposed improvements such that the work can be negotiated \\lith Chandler Utility Contractors, Inc.,
contractor for the 60-inch water line. Drawings will be prepared in ink on mylar film at an
appropriate scale. We can also fumish the drawing in AutoCAD computer disk format, if desired,
at no additional fee. In the event of difference between the disk-reproduced drawing and the original
tracing, the hard copy tracing will govern.
FEE PROPOSAL
Our fee for this additional work \\,'ill be based upon five percent of the attached preliminary
cost estimate of$3 73,311.00 plus surveying, for a total of$22,065.00. The total fee is broken down
as follows:
Description of Service Fee
1. Surveying, updating and compiling of base $ 3.400.00
map
2. Site design $ 3,200.00
.., Surge tank design $ 11,700.00
.J.
4. Negotiating Phase $ 950.00
5. Construction Phase $ 2,815.00
Total $ 22,065.00
We expect to submit periodic invoices covering the design work as it progresses and to
receive payment within fifteen days thereafter.
TIME OF COMPLETION
We are prepared to begin \\lork at your direction and expect to complete the surveying phase
in 30 days and the design phase 30 days after completion of the surveying. Pursuant to your
direction, we will accelerate a portion of the design so that the connection sizes for the existing and
new pipes are established so that the fittings can be installed while Chandler is working in this area.
Page 4 of 5 pages
(Exhibit A-Basic Services and Related Matters)
Mr. Jim Rush
May 20, 1999
Page 3
We appreciate the opp0J1unity of making this proposal and trust that you find it satisfactory.
We \vill prepare an Exhibit I, Contract Amendment, to our existing contract with you for the 60-inch
raw water main when you notify us that our proposal has been accepted. Should you have any
questions concerning the scope of services offered, or the fee, please do not hesitate to contact us at
your convel1lence.
Sincerely,
CRANSTON, ROBERTSON & WHITEHURST, P.e.
T~OeS~
Eldridge A. Whitehurst, Jr., P.E.
THR/EA \\1 Itmr
\\Server\crw\A A-COR R ESPONDENCE\ 199 7\9 i 280-20A 1I~lIs1a WalerMJinSlIrge T ankILETTER S\pl'Opos.1Inlsh 5. 20-99. "1)(1
Page 5 of 5 pages
(Exhibit A-Basic Services and Related Matters)
-.
This is EXHIBIT B, consisting of..l pages, referred to
in the Agreement between OWNER and ENGINEER
for Professional Services, dated January 26 , 2000
Payments to ENGINEER for Services and Reimbursable Expenses
Initial:
OWNER
ENGINE~
Section 6 of the Agreement is amended and supplemented to include the following agreement of the parties:
Lump Sum Method of Payment
(With additional payments on a Salary Costs basis for
Resident Project Representative and Operational Phase Services
and additional payments for Reimbursable Expenses)
86.1 Methods of Payment for Services and Expenses of
ENGINEER.
B6.1.2.1 General. For services of ENGINEER's
principals and employees engaged directly on the
Project performed or furnished pursuant to paragraph
3. I or 3.2 (except services as a consultant or witness
under paragraph 3.1.1.17), an amount equal to
ENGINEER's Salary Costs times a factor of2.15.
B6.1.1 For Basic Services. OWNER shall pay ENGINEER
for Basic Services as follows:
B6.1.1.1 General. A lump sum fee of $22,065.00
for all services of ENGINEER (except for services of
ENGINEER's Resident Project Representative
performed or furnished under paragraph 2.5.2.1,
Operational Phase sen iees perf6rmed 6r fl1mished
tinder Pllt'8grllflh 2.6, and 3eniees t6 fttmish ea3e
ment plltts.) including services of ENGINEER's
Consultants. See paragraph B6.3 for breakdown.
B6.1.2.2 ENGINEER's Consultants. For services of
ENGINEER's Consultants performed or furnished
pursuant to paragraph 3.1 or 3.2, the amount billed
to ENGINEER therefor times a factor 1.15.
B6. I .2.3 This section has been intentionally omit-
ted.
B6. I .1.2 Resident Project Representative Services.
For services of ENGINEER's Resident Project
Representative performed or furnished under para-
graph 2.5.2.1, an amount equal to ENGINEER's
Salary Costs time a factor of 2. I 5 for services per-
formed or furnished by principals and employees
engaged directly in resident Project Representation.
B6.1.2.4 It is anticipated that the contract for con-
struction will be let in one (I) prime contract.
B6.1.1.3 Operation Phase Services. For Operation
Phase Services performed or furnished under para-
graph 2.6, an amount equal to the ENGINEER's
Salary Costs times a factor of 2.15 for services
performed or furnished by principals and employees
engaged directly on the Project.
B6.1.2.5 Serving as a Witness. For services per-
formed by ENGINEER's principals and employees
as consultants or witnesses in any litigation, arbitra-
tion or other legal or administrative proceeding
under paragraph 2.1.17, at the rate of$I.200.00 per
day 6r Ml) porti6n there6f (but compensation for
time spent in preparing to appear in any such litiga-
tion, arbitration or proceeding will be on the basis
provided in paragraph B6.1.2.2.
B6.1.3 For Reimbursable Expenses. OWNER shall pay
ENGINEER for Reimbursable Expenses such as:
B6.1.1.4 Eau",elftJ Pklts. For easement plats, Ml
amol1ftt 6f$299.99 for eaeh plitt. Surveying services
are part of the basic services.
Out of town travel. ifanv.
B6.1.2 For Additional Services OWNER shall pay ENGI-
NEER for Additional Services as follows:
Page 1 of .l pages
(Exhibit B--Lump Sum Method)
:.
The amount payable to ENGINEER for Reimbursable
Expenses will be the charge actually incurred or the imputed
cost allocated by ENGINEER therefor times a factor of 1.15.
B6.1.4. Salary Costs. Salary Costs means salaried and wages
(basic, premium and incentive) paid to personnel plus the cost
of customary and statutory benefits including, but not limited
to, social security contributions, unemployment, excise and
payroll taxes, worker's compensation, health and retirement
benefits, bonuses, sick leave, vacation and holiday pay
applicable thereto.
The principals of ENGINEER and the imputed current hourly
Salary Costs of such principals are as follows:
Imputed Hourly
Principal (name and title) Salary Costs
As substantiated by pavroll records $
$
$
$
B6.1.5 Adjustment of Salary Costs. The Salary Costs and the
factor applied to Salary Costs in determining compensation
payable to ENGINEER will be adjusted annually and equita-
bly to reflect changes in the various elements that comprise
such Salary Costs and factor. All such adjustments will be in
accordance with generally accepted accounting practices as
applied on a consistent basis by ENGINEER and consistent
with ENGINEER's overall compensation practices and
procedures.
B6.2 Other Provisions Concerning Payments.
B6.2.1 Preparation of Invoices. The portion of the amount
billed for ENGINEER's services which is on account of the
Lump sum will be based upon ENGINEER's estimate of the
proportion oftl]e total services actually completed at the time
of billing. The portion related to services rendered on a
Salary Costs basis will be bilIed based on the Salary Costs
(multiplied by a factor, if any, as stated above) incurred at the
time of billing.
B6.2.3 Payments Upon Termination.
B6.2.3.4 In the event of termination during any
phase of the Basic Services, ENGINEER will be
paid for services performed or furnished in accor-
dance with this Agreement during that phase on the
basis of ENGINEER's Salary Costs times a factor of
2.15 for services performed or furnished during that
phase to date of termination by ENGINEER's
principals and employees engaged directly on. the
Project.
B6.3 See page 3
(The remainder of this page was left blank intentionally.)
Page 2 of .l pages
(Exhibit B--Lump Sum Method)
..
.-
B6.3 Breakdown of Lump Sum
B6.2.1 The following is a breakdown of the lump sum fee given in paragraph B6. 1. 1.1 :
Phase Percentage Fee
Surveying, updating, and compil- 15% $ 3,400.00
ing of base map
Preliminary Design 15% $ 3,200.00
Final Design 53% $ 11,700.00
BiddinglNegotiation 4% $ 950.00
Construction 13% $ 2,815.00
TOTAL 100% $ 22,O65.~
Page 3 of .l pages
(Exhibit B--Lump Sum Method)
.
Insurance
~
.
This is EXHmIT F, consisting of --1- pages, referred to in
the Agreement between OWNER and ENGINEER for
Professional Services dated January 26 , 20Q!L.
Initial:
OWNER
ENGINE~
Paragraph 8.3 of the Agreement is amended and supplemented to include the following agreement of the parties.
F8.3 Insurance
A. The limits ofliability for the insurance required by paragraph 8.3.1 of the Agreement are as follows:
l.
2.
By ENGINEER:
a. Workers' Compensation:
Statutory
b.
Employer's Liability --
1) Each Accident:
2) Disease, Policy Limit:
3) Disease, Each Employee:
$ 100,000
$ 500,000
$ 100,000
c.
General Liability--
1) Each occurrence (Bodily Injury and property Damage):
2) General Aggregate
$ 500,000
$1,000,000
d.
Excess or Umbrella Liability--
1) Each Occurrence:
2) General Aggregate:
$1,000,000
$1,000,000
e.
Automobile Liability--
1) Combined Single Limit
(Bodily Injury and Property Damage):
Each Accident
$ 500,000
f.
Other (specify): Professional Liabilitv
$1,000,000
By OWNER: Self-Insured.
Page I of -L Pages
(Exhibit F--Insurance)