HomeMy WebLinkAboutAugusta Commons Project 327 - 04 -296812
Augusta Richmond GA
DOCUMENT NAME: ti ~ u S T A C (!) r'/lY}orJ r;; Pp..o .".. (;C-r "3 ;;J. '7 -04- d 9 (, 'if /?..
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DOCUMENT TYPE: CON"" It ~ CTS
YEAR: I q~ <1
BOX NUMBER: '7
FILE NUMBER: I Y -:2. '71
NUMBER OF PAGES: d. 'I
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Department of Public Works and Engineering
lack F. Murphy, Director of Public Works
Room 701,530 Greene Street
Augusta, Georgia 30911
(706) 821-1706 FAX (706) 821-1708
Clifford A. Goins, Interim Assistant Director
Public Works - Engineering Division
July 1, 1999
Mr. Tom Robertson
Cranston, Robertson & Whitehurst
452 Ellis Street
Augusta, GA 30901
RE: Augusta Commons
File Reference: 94-095A
Project Reference: 327-04-296812009
Dear Mr. Robertson:
Enclosed herewith are the executed Engineering Contracts on the above referenced project for
your records.
Please consider this as your ''Notice to Proceed" with the Engineering Services in accordance
with the enclosed contract.
Clifford A oins
Interim A sistant Director
Public Works - Engj.neering Division
cc: Mr. Jack Murphy, Director of Public Works
Ms. Teresa Smith, Pre-Construction Engineer, w/copy of Contract
Ms. Lena Bonner, Clerk of Commission, w/original of Contract
CAG/cjv
This document has impOliant legal consequences; consultation with an attorney is encouraged with respect to its use,
completion or modification. This document should be adapted to the particular circumstances ofthe contemplated Project
and the a licable la\-vs of the jurisdiction in which the rofessional services for the Project are to be erformed.
STANDARD FORM OF AGREEMENT
BETWEEN
OWNER AND ENGINEER
FOR
PROFESSIONAL SERVICES
THIS IS AN AGREEMENT made as of
June 3
,1999
between
Augusta-Richmond County
("OWNER") and
Cranston, Robertson & Whitehurst P.C.
(' ENGINEER").
OWNER intends to construct a public park or mall that will be a useful green space in downtown Augusta and establish a
connecting corridor between Broad Street and the River Walk ("Project").
OWNER and ENGINEER in consideration of their mutual covenants herein agree in respect of the performance offurnishing
of professional engineering services by ENGINEER with respect to the Project and the payment for those services by
OWNER as set fOlih 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 I of 15 pages
SECTION I--GENERAL
1.1 Standard of Care.
ENG IN EER shall perform for or furnish to OWNER professional
engineering and related services in all phases of the Project to
which this Agreement applies as hereinafter provided. ENGI-
NEER shall serve as OWNER's prime design professional and
engineering representative for the Project providing professional
engineering consultation and advice with respect thereto.
ENGINEER may employ such ENGINEER's Consultants as
ENG INEER deems necessary to assist in the perfonnance or
furnishing of professional engineering and related services
hereunder. ENGINEER shall not be required to employ any
ENGINEER's Consultant unacceptable to ENGINEER.
The standard of care for all professional engineering and related
services performed or furnished by ENG IN EER 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. ENGINEER makes no
warranties, express or implied, under this Agreement or other-
wise, 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. I Additional Sen!ices. 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 Professional
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 Construction Cost. Construction Cost means the total cost
to OWNER of those pOliions 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 ENG INEER's
independent professional associate or consultant engaged directly
on the Project.
1.3.7 Reimbursable Expenses. Reimbursable Expenses means
the expenses incurred directly in connection with the performance
or furn ish ing 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 Repre-
sentative means the authorized representative of ENGINEER who
will be assigned to assist ENG INEER 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 Represen-
tative includes any assistants of Resident Project Representation
agreed to by OWNER. The duties and responsibilities of the
Resident Project Representative 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 Condi-
tions 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 proyided by
ENGINEERand (on the basis ofinfonnation furnished qy OWN-
ER) 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 damages to propeliies, for interest
and financing charges and for other services to be provided by
others to OWNER under paragraphs 4.4, 4.5 and 4.7 through
4.14, inclusive.
Page 2 of 15 pages
SECTION 2--BASIC SERVICES OF ENGINEER
2.1 Study and Report Phase (Conceptual Design)
Upon this Agreement becoming effective, ENGINEER shall;
2.1.1 Consult with OWNER to understand OWNER's require-
ments for the Project and review available data.
2.1.2 Advise OWNER as to the necessity of OWNER's provid-
ing or obtaining from others data or services of the types de-
scribed in paragraph 4.4 which are not part of ENGINEER's
Basic Services, and assist OWNER in obtaining such data and
services.
2.1.3 Identify and analyze requirements of governmental
authorities having jurisdiction to approve the portions of the
Project designed or specified by ENGINEER with whom
consultation is to be undertaken in connection with the Project.
2.1.4 Evaluate various alternate solutions available to OWNER
as described in Exhibit A, and, after consultation with Owner,
recommend to OWNER those solutions which in ENGINEER's
judgment best meet OWNER's requirements for the Project. This
phase is further discussed in Exhibit A and is called the Concep-
tual Design Phase.
2.1.5 Prepare a report (the "Report") which will contain the
statement of OWNER's requirements for the Project, and, as
appropriate, will contain schematic layouts, sketches and concep-
tual design criteria with appropriate exhibits to indicate the
considerations involved and those alternate solutions available to
OWNER which ENGINEER recommends. This Report will be
accompanied by ENG INEER's opinion of Total Project Costs for
each solution which is so recommended for the Project, including
the following which will be separately itemized: opinion of
probable Construction Cost, allowances for contingencies and for
the estimated total costs of design professional and related
services provided by ENG INEER and, on the basis of informa-
tion furnished by OWNER, allowances for other items and
services included within the definition of Total Project Costs.
2.1.6 Furnish the Report to and review it with OWNER.
2.1.7 Revise the Report in response to OWNER's comments, as
appropriate, and furnish final copies of the Report in the number
set forth in Exhibit A.
2.1.8 Submit the Report within the stipulated period indicated in
Exhibit A.
2.1.9 ENGINEER's services under the Study and Report Phase
will be considered complete at the earlier of( I) the date when the
Report has been accepted by OWNER or (2) thirty days after the
date when such Report is delivered to OWNER for final accep-
tance, plus in each case such additional time as may be consid-
ered reasonable for obtaining approval of governmental authori-
ties having jurisdiction to review the portions of the Project
designed or specified by ENGINEER, if such approval is to be
obtained during the Study and Report Phase.
The duties and responsibilities of ENGINEER during the Study
and Report Phase as set forth in this paragraph 2.1 are amended
and supplemented as indicated in Exhibit A.
2.2
Preliminary Design Phase.
After acceptance by OWNER of the Conceptual Design,
selection by OWNER of a recommended solution 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 authorization from OWNER,
ENGINEER shall:
2.2.1 On the basis of the report, the recommended solution
selected by OWN ER 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
infomlation or services of the types described in paragraph 4.4
are necessary and assist OWNER in obtaining such repOlis, 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 Con-
struction 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 governmental authorities having
jurisdiction to approve the Preliminary Design documentation, if
such approval is to be obtained during the Preliminat'y Design
~~. :
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.
Page 3 of 15 pages
2.3 Final Design Phase.
After acceptance by OWNER of the Preliminary Design Phase
documents and revised opinion of probable Construction 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 authorization from
OWNER, ENGINEER shall:
2.3.1 On the basis of the accepted Preliminary Design docu-
ments, the modifications or changes in the scope, extent, charac-
ter or design requirements of the Project agreed upon by OWNER
and ENGINEER and the revised opinion of probable Construc-
tion 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 Specifica-
tions (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 appropri-
ate) bid forms, invitations to bid and instructions to bidders (all
ofwhich will be generally consistent in form and substance with
the forms and pertinent guide sheets prepared by the Engineers
Joint Contract Documents Committee), and assist in the prepara-
tion of other related documents.
2.3.5 Furnish the above documents, Drawings and Specifications
to and review them with OWNER.
2.3.6 Submit the above documents, Drawings and Specifications
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 considered complete at the earlier of (I) the date when the
submittals have 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 additional time as may be
considered reasonable for obtaining approval of governmental
authorities having jurisdiction to approve the pOl1ions of the
Project designed or specified by ENGINEER, if such approval is
to be obtained during the Final 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, ifany, 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 subcon-
tractors, 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 Documents.
2.4.4 Attend the bid opening, prepare bid tabulation sheets and
assist OWN ER in evaluating bids or proposals and in assembling
and awarding contracts for construction, materials, equipment and
services.
2.4.5 The Bidding or Negotiating Phase will terminate and the
services to be performed or furnished thereunder will be consid-
ered complete upon commencement of the 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
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, responsibili-
ties 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 instructions to Contractor will
be issued through ENG IN EER who shall have authority to act on
behalf of OWNER in dealings with Contractor to the extent
Page 4 of 15 pages
provided in th is Agreement and said Standard General Conditions
except as otherwise provided in writing.
2.5.2 Visits to Site and Observation olConstructiol1. In connec-
tion with observations of the work of Contractor while it is in
progress:
2.5.2.1 ENG INEER shall make visits to the site at intervals
appropriate to the various stages of construction as ENG 1-
NEER 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. III additiol"
CNGINCCR .0;111\11 plCv ide the m vices of a Rc.o;idcIlt rlojc.ct
ReplGsGI,tati vG "t tk .0;;[(, to assist eNGINeCR alId to plovide
~:~~~~~:~:3~~~~~~~~;Z~:~':
c~tGiId CNGINCCR ~ ,G~pOl.~lbilrtIC5 01 l\uthOllt} bcy 01 1.:1 thc
spGcific lilllits set fodh c1sc"helc il. tl,i.o; IJill<\5Idpl. :Z.5. Such
visits and observations by ENGINEER alId tllG Rc.o;idcnt
rl ojcct RC(lI c5ciItati vG 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, selective sampling and similar methods of general
observation of the work based on ENGINEER's exercise of
L'I'\~rofessional judgment .1S a%i.o;tcd bJ ti,e RG5idGI.t rl6jCGt
\~~~Cpl e5Gl.tati vG. Based on information obtained during such
visits and such observations, 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 ofthe work. The responsi-
bilities 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 aiId IGplGSCiI
-4 t"tiOIl b) ti,e ResideiIt Project RCp.C6(,lItat;vc at the site will
be to enable ENG lNEER to better carry out the duties and
responsibilities assigned to and undeltaken by ENGINEER
during the Construction Phase, and, in addition, by the
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 whole as indicated in the Contract
Documents has been implemented and preserved by Contrac-
tor. On the other hand, ENGINEER shall not, during such
visits or as a result of such observations of Contractor's work
in progress, supervise, direct or have control over Contractor's
work nor shall ENGINEER have authority over or responsi-
bility 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 Contrac-
tor's furnishing and performing the work. Accordingly,
ENG IN EER 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, ENG IN EER shall have authority to disapprove
of or reject Contractor's work while it is in progress if ENGI-
NEER 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
completed Project as a functioning whole as indicated in the
Contract Documents.
2.5.4 Clar{fications and Interpretations; Field Orders. ENG 1-
NEER shall issue necessary clarifications and interpretations 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 reasonably inferable from the
Contract Documents. ENG IN EER may issue Field Orders
authorizing minor variations from the requ irements of the
Contract Documents.
2.5.5 Change Orders and Work Change Directives. ENGINEER
shall recommend Change Orders and Work Change Directives to
OWNER as appropriate, and shall prepare Change Orders and
Work Change Directives as required.
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.
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 provisions of para-
graph 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
celtificates of inspections, tests and approvals required by laws,
rules, regulations, ordinances, codes, orders or the Contract
Documents. ENGINEER's review of such celtificates will be for
the purpose of determining that the results 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. ENG INEER shall be entitled to rely on
the results of such tests.
Page 5 of 15 pages
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 of the Contract Docu-
ments pertaining to the execution and progress of the work. In
rendering such decisions, ENG INEER shall be fair and not show
p311iality to OWNER or Contractor and shall not be liable in
connection with any decision rendered in good faith in such
capacity.
2.5.10 Applicationsfor Payment. Based on ENGINEER's on-
site observations as an experienced and qualified design profes-
sional and on review of Applications for Payment and the
accompanying data and schedules:
2.5.10.1 ENGINEER shall determine the amounts that
ENGINEER recommends Contractor be paid. Such recom-
mendations of payment will be in writing and will constitute
ENGINEER's representation to OWNER, based on such
observations and review, that, to the best ofthe ENGINEER's
knowledge, information and belief, the work has progressed
to the point indicated, the quality of such work is generally in
accordance with the Contract Documents (subject to an
evaluation of such work as a functioning whole prior to or
upon Substantial Completion, to the results of any subsequent
tests called for in the Contract Documents and to any other
qualifications stated in the recommendation), and the condi-
tions precedent to Contractor's being entitled to such payment
appear to have been fulfilled in so far as it is ENGINEER's
responsibility to observe the work. In the case of unit price
work, ENGINEER's recommendations of payment will
include final determinations of quantities and classifications
of such work (subject to any subsequent adjustments allowed
by the Contract Documents). The responsibilities ofENGI-
N EER contained in paragraph 2.5.10.1 are expressly subject
to the limitations set forth in paragraph 2.5.10.2 and other
express or general limitations in this Agreement and else-
where.
2.5.10.2 By recommending any payment ENGINEER shall
not thereby be deemed to have represented that on-site
observations made by ENGINEER to check the quality or
quantity of Contractor's work as it is performed and furnished
have been exhaustive, extended to every aspect of the work in
progress, or involved detailed inspections of the work beyond
the responsibilities specifically assigned to ENGINEER in
this Agreement and the Contract Documents. Neither ENGI-
NEER's review of Contractor's work for the purposes of
recommending payments nor ENG INEER's recommendation
of any payment (including final payment) will impose on
ENG INEER responsibility to supervise, direct or control such
work or for the means, methods, techniques, sequences or
procedures of construction or safety precautions or programs
incident thereto, or Contractor's compliance with laws, rules,
regulations, ord inances, codes or orders applicable to Contrac-
tor's furnishing and performing the work. It will also not
impose responsibility on ENGINEER to make any examina-
tion to ascertain how or for what purposes Contractor has
used the moneys paid on account of the Contract Price, or to
determ ine that title to any of the work, materials or equipment
has passed to OWNER free and clear of any liens, claims,
security interests or encumbrances, or that there may not be
other matters at issue between OWNER and Contractor that
might affect the amount that should be paid.
2.5.11 Contractor's Completion Documents. ENG IN EER shall
receive, review and transm it 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 inspection, 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
assembled 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
cel1ified indicate compliance with, the Contract Documents.
2.5.12 Substantial Completion. Following notice from Contrac-
tor 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.
2.5.13 Final Notice (JfA cceptability of the Work. ENG INEER
shall conduct a final inspection to determine if the completed
work of Contractor is acceptable so that ENGINEER may
recommend, in writing, final payment to Contractor. Accompa-
nying the recommendation for final payment, ENGINEER shall
also provide a notice in the form attached hereto as Exhibit D (the
"Notice of Acceptability of Work") 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 ENGI-
NEER under this Agreement.
2.5.14 Limitation of Responsibilities. ENG IN EER shall not be
responsible for the acts or omissions of any Contractor, or of any
subcontractor, any supplier, or of any other person or organiza-
tion perform ing or furnishing any of the work. ENG INEER shall
not be responsible for Contractor's failure to perform or furnish
the work in accordance with the Contract 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.
Page 6 of 15 pages
The duties and responsibilities of ENGINEER during the
Construction Phase as set fOlih in this paragraph 2.5 are amended
and supplemented as indicated in Exhibit A.
12.6
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Illl\;lltllin tLc Ploja,t.
2.6.::; Assist O\VNCR ill dGvcloping, s}stcnls alld plocedlllGS fol
COIIIlol of tllc opclatioll allJ 11l11intcnancG of cll1d I ceo I d keepillg
WI tl.c Ploject.
2.6.4 PIC-paIG S SGt of ,GPloducibk lCCOld dlll\~ill5S sho"ing
I GCOI d illfollllatiol. "I,ich CNG lNCCR cOIlsidos sighifical.t
bascd Oil tl.G Dla~il.gs, Shop DIIlI'. illgs, Illld otllcl IGcold
dOClIIllGlltS fUlllisl.Gd b) COI.tIIlGt\'>1 to CNGINCeR ~hid. ~c.c
IlI.J.otatGd by COlltIIlGtO. to sl.o" 1111 cl.llIlg.c!> Illildc JtII illg.
consttuction. CNGINCCR v. illllot be IcspOllsibk fOI any WOIS
ill 01 olllissiollS ill tl,G illfollllatioll Plovided by COllttactOl tllllt is
illCOlpOI"tGd ill tllG IGGold dl<h~illgs 01 othGI Iccold dOCUIllGILt~.
2.6.5 III GOlllpellly II itl. OWNCR, vis;t tllG Plojcct to obscl vC all}
appalGllt dGfcGts ill tl.c cOlllpktcd vvolk, Ilssist O\VNCR ill
cOIIsultatiollS alld discussions \\ itl. ContlaGtol COl1eclllillg
COil cetioll of sucl. defects, al.d Illakc IGeOllln,cndatiolls as to
Icplaccn.cnt 01 cOllection of dcfectivc vvolk.
2.6.6 Plovidc IllisecllelllGOUS S(.I vicGS as lequcstcd by OWNCR
ill GOhnGctioll vv;tl. Plojcct cloSGout.
2.6.7 Tllc OP('llltiol",1 PI.asc Illay GOllIIllCIICC dUI ill!!, tl.c COI.-
...t.LJG(;Oll ]",1",.5(; "lId II ill tGllllilil\tG 011(. )(.", aft... I (11(. date of
Substantial COlllpktioll.
Tile. dutics al.d IGspollsibilitiGS of CNGINCCR ddl;.lg tl.c.
OpCI "tiollal PI.asc a!> 5Gt WI tll ill tlli... pili agl aph 2.6 III C alllGlldGd
"lid SUppklllcntcd as indicatcd il. c'<hibit A.
SECTION 3--ADDITlONAL 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. I. I 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 connection 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.
3.1.2 Services to make measured drawings of or to investigate
existing conditions or facilities, or to verify the accuracy of
drawings or other information furnished by OWNER.
3.1.3 Services resulting from evaluation by ENGINEER during
the Study and Report Phase at OWNER's request of alternative
solutions in addition to those specified in Exhibit A.
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 requirements including,
but not limited to, changes in size, complexity, OWNER's
schedule, character of construction or method of financing; and
revising previously accepted studies, reports, Drawings, Specifi-
cations 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, Specifications, 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 previously provided to ENGINEER
under paragraph 4.4 and upon which ENG INEER was entitled
to rely; or
3.1.5.2 as to which OWNER had responsibility to provide
information under paragraph 4.4 ifsuch 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, maintenance 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 materi-
als, equipment and labor; and audits or inventories required in
connection with construction performed by OWNER.
Page 7 of 15 pages
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-
N EER other than visits to the site or OWNER's office as required
by Section 2.
3.1.12 Preparing for, coordinating with, paliicipating in and
responding to structured independent review processes, including,
~ but not limited to, Constluetion M"I,agGI"O,I, Cost Estimating,
Project Peer Review, Value Engineering and Constructability
Review requested by OWNER; and performing or furnishing
services required to revise studies, reports, Drawings, Specifica-
tions or Contract Documents as a resu It of such review processes.
#
3.1.1 J DetGlI,1il,ing tLe "ecGptabilit) of stlbstitute I""tel ials alld
equiplllent plOposed dlll il'lS tile Diddil'!:; 01 Ncgotiating, rl,Me.
whGl, stlbstittltioll pliol to tl,G "waId ofGonll"Gts is "lIo~ed by
the Didding DoeunlGllts.
3.1.14 Assistance in connection with bid protests, rebidding or
renegotiating contracts for construction, materials, equipment or
services, except when such assistance is required to complete
services called for in paragraph E7.2.5, if Exhibit E is a pali of
this Agreement.
3.1.15 Providing field SUI vCyS fOI dcsign pm poscs, engineering
surveys and staking to enable Contractor to proceed with its
~r.41work, <lIld "lIy type of plOpClty SUI vCyS 01 I"'clted cIIgince.[ing,
-\ \{' SGI vices I,,~cd(,d fOI thG t.allsfCl ofil,IGlGstS ill IGal pI opcrty , and
providing other special field surveys.
3. I . 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 pali of Basic
Services under paragraphs 2.1.3 and 2.3.2).
3.1.18 Providing more extensive services required to enable
ENG IN EER 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
perf0n11anCe 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 staJiing 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 compensation for Basic
Services is not commensurate with the extent of the additional
services rendered.
3.2.2 Services in making revisions to Drawings and Specifica-
tions 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 Operational
Phase) in connection with any partial utilization orany part of the
Project by OWNER prior to its Substantial Completion.
3.2.6 Evaluating an unreasonable claim or an excessive number
of claims subm itted 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. I Designate in writing a person to act as OWN ER's representa-
tive 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.
Page 8 of 15 pages
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:
4.4.1 data prepared by or services of others, including without
limitation explorations 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 contigu-
ous to the site, or hydrographic surveys;
4.4.2 the services of an independent testing laboratory to perfonn
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 fidd SUI vc.ys [(II dGsi!:;1I pUt p05GS III.d pIOpat) , bOtll.daly,
~GaS('III('I.t, Jig!.t of "el}, topoglap!.ic III.d tltilit} SUI V(.}S 01 datil,
il.dudillS .,,!Gvallt Jd,.'(.lIcc PC';lIts,
4.4.6 propelty 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 shall be responsible for, and ENGINEER may rely
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, engineering
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 consultants as OWNER
deems appropriate with respect to such exam ination) and render
in writing decisions pertaining thereto.
4.8 Provide approvals and perm its from all govelllmental
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 ENGINEER
may reasonably request with regard to legal issues peltaining 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 mon itoring 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, regula-
tion, ordinance, code or order applicable to Contractor's perform-
ing and furnishing the work; or
4.10.2 that Contractor is taking all necessary precautions for
safety of persons or propelty and complying with any special
provisions of the Contract Documents applicable to safety.
ENG INEER 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 individual or entity employed to perform such services and
the scope of such services will be disclosed to ENG INEER.
4.11 Advise ENGINEER ofthe identity and scope of services of
any independent consultants employed by OWN ER to perforn1 or
furnish services in regard to the Project, including, but not limited
to, Construction Management, Cost Estimating, 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 shall
define and set forth in an exhibit that is to be mutually 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 p3lty and the relation thereof to the duties,
responsibilities and authority of ENGINEER.
Page 9 of ] 5 pages
4.12 Prior to the commencement of the Construction Phase,
notify ENG IN EER of any variations in the language of the Notice
of Acceptability of Work, or of any notice or certification 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 ENGINEER shall reach
agreement on the terms of any such requested notice or certifica-
tion and OWNER shall authorize such Additional Services as are
necessary to enable ENG INEER to provide the notice or certifica-
tion requested under this paragraph.
4. J 3 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 contractors, 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 ENG lNEER in an exhibit that is
to be mutually 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
OWN ER's anticipated costs for services to be provided by others
for OWN ER (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. J.5 so that ENG INEER may make the necessary
calculations to develop and periodically adjust ENGINEER's
opinion of Total Project Costs.
4.15 Attend the pre-bid conference, bid opening, pre-construc-
tion conferences, construction progress and other job related
meetings and Substantial Completion and final payment inspec-
tions.
4.16 Give prompt written notice to ENGINEER whenever
OWNER observes or otherwise becomes aware of any develop-
ment that affects the scope or time of performance or furnishing
of ENGINEER's services, or any defect or nonconformance in
ENGINEER's services or in the work of any Contractor.
4.] 7 Furnish, or direct ENGINEER to provide, Additional
Services as stipulated in paragraph 3.1 of this Agreement or other
services as required.
SECTION 5--TIMES FOR RENDERING SERVICES
5.1 ENG INEER 's services and compensation under this Agree-
ment 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,
ENG INEER's obligation to render services hereunder will extend
for a period which may reasonably be 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 of time for rendering
services are set fOlth 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 of the
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 construction
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 among other things, reasonable costs
incurred by ENGINEER in connection with such delay or
suspension and reactivation and the fact that the time for pelfor-
mance under this Agreement has been revised; or
5.4.2 for more than one year through no fault of ENG INEER, or
if ENGINEER for any reason is required to render Construction
Phase services more than one year after Substantial Completion
is achieved, the rates and amounts of compensation provided for
elsewhere in this Agreement will be subject to equitable adjust-
ment to rellect, 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 ENGI-
NEER 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 of fast-tracking), OWNER and ENGINEER shall,
prior to commencement of the Final Design Phase, develop a
schedule for performance of ENG IN EER '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.
Page 10 of 15 pages
SECTION 6--PA YMENTS TO ENGINEER FOR SERVICES
AND REIMBURSABLE EXPENSES
6.1 Methods of Payment fOf Sefvices 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 ENGINEER
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 ENGINEER
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 Other Provisions Concerning Payments.
6.2.] Preparation of Invoices. Invoices for Basic and Additional
Services and Reimbursable Expenses will be prepared in accor-
dance with ENGINEER's standard invoicing practices and will
be submitted to OWNER by ENGINEER at least monthly. The
amount billed for Basic Services and Additional 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 ENG INEER'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, if less) from said
thiJiieth 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 pOliion 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:
6.2.3. 1.1 Upon the completion of any phase of Basic
Services, progress payments due ENGINEER in accor-
dance with this Agreement for all such services performed
or furnished by ENGINEER and ENGINEER's Consul-
tants through the completion of such phase will constitute
total payment for such services. ENGINEERalso will be
paid for all unpaid Additional Services and unpaid
Reimbursable Expenses.
6.2.3.1.2 During any phase of the Basic Services, ENGI-
NEER also will be paid for such services performed or
furnished in accordance with this Agreement by ENGI-
NEER during that phase through the date of termination
on the basis specified in Exhibit B. ENG INEER 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 termination. ENGINEER also will be paid for all
unpaid Additional Services and unpaid Reimbursable
Expenses.
6.2.3.2 Termination by OWNER .for 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 ENG IN EER in accor-
dance with th is Agreement for all such services performed
or furnished by ENGINEER and ENGINEER's Consul-
tants 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 also 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 effective date of the
termination. ENGINEER also will be paid for all unpaid
Additional Services and unpaid Reimbursable Expenses,
and for term ination expenses under subparagraph
6.2.3.2.3 belo\v.
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 reason-
able expenses directly attributable to termination in
accordance with rates applicable to the various categories
of Additional Services measured from the date oftermina-
tion, including other fair and reasonable sums for over-
head and profit, and costs of terminating contracts with
ENGINEER's Consultants.
6.2.3.3 Termination By ENGINEERfor Calise. In the event
of term ination by ENG IN EER for cause under paragraph
8.1.1, ENG INEER shall be entitled to receive compensation
calculated as set fOlih in paragraph 6.2.3.2.
6.2.4 Records o/ENGINEER 's Costs. Records of ENGINEER's
costs pertinent to ENGINEER's compensation under this
Agreement will be kept in accordance with generally accepted
accounting practices. Copies will be made available to OWNER
Page I I of 15 pages
at cost on request prior to final payment for ENGINEER's
services.
SECTION 7--0PINlONS 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 ENGINEER's experi-
ence and qualitications and represent ENG INEER 's best judg-
ment as an experienced and qualified professional engineer
generally fam i I iar with the construction industry. However, since
ENG INEER has no control over the cost of labor, materials,
equipment or services furnished by others, or over the Contrac-
tor's methods of determining prices, or over competitive bidding
or market conditions, ENG INEER cannot and does not guarantee
that proposals, bids or actual Construction Cost will not vary
from opinions of probable Construction Cost prepared by
ENG IN EER. I fOWN ER 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 limit and a statement of
ENG INEER's rights and responsibilities with respect thereto will
be specifically set forth in Exhibit E, "Construction 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 Agreement
may be terminated:
8.1.1 For cause,
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 ENGINEER
believes that ENGINEER is being requested by OWNER
to furnish or perform services contrary to ENGINEER's
responsibilities as a licensed design professional; or
8.1.1.2.2 upon seven days' written notice if the ENGI-
NEER's services for design or during the construction of
the Project are delayed or suspended for more than ninety
days for reasons beyond ENGINEER's control.
8.1.1.2.3 In the case of termination under this paragraph
8.1.1.2, ENGINEERshall have no liability to OWNER on
account of such termination.
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 ownersh ip and property interest
therein (including the right of reuse by and at the discretion of
ENGINEER and ENGINEER's Consultants, as appropriate)
whether or not the Project is completed. OWN ER may make and
retain copies for information 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 ENGINEER's Consultants, and OWNeR
sl,all indClllllif) ((lid I,old 1,,11 n.lcss CNG1NCCR and CNGI-
~~;I~':S ~~~;~~~~~It~tt~~:~') s,:llfc~I~,i:;~~;,,~al~~~t~Sf ;'~~:~~I~:::
tl,CICflOIIl. Any such veritication or adaptation will entitle
ENGINEER to further compensation at rates to be agreed upon
by OWNER and ENGINEER.
8.1.1.1 by either patty upon thirty days' written notice in the
event of substantial failure by the other party to perfornl in
accordance with the terms hereof through no fault of the
terminating pany. Notwithstanding the foregoing, this
Agreement \Viii not terminate as a result of such substantial
failure if the party receiving such notice begins, within seven 8.3.1 ENGINEER shall procure and maintain insurance as set
days of receipt of such notice, to correct its failure to perform forth in Exhibit F, "Insurance," for protection from claims under
and proceeds diligently to cure such failure within no more workers compensation acts, claims for damages because of bodily
than thirty days of receipt thereof; provided, however, that if injury including personal injury, sickness or disease or death of
and to the extent such substantial failure cannot be reasonably any and all employees or of any person other than such employ-
cured within such thirty-day period, and if such party has ees, and from claims or damages because of injury to or destruc-
diligently attempted to cure the same and thereafter continues ./\1I;(on of property in.cludi~~~ loss of use re.s~i1ting. therefrom.
diligently to cure same, then the cure period provided from "1"" CNCrNCCR sl",1I list 0 vv NCR as "II addltlol",1 IIlSUICd 011
herein shall extend up to, but in no case more than, sixty days CNG INCCR' S ~GIICII,1 liability il,SUl "I,ce pol ;c.) .
8.3 Insurance.
Page 12 of 15 pages
8.3.2 OWNCR sl",11 list CNGINCCR "lid CNGINCCR's
COll~1IItill1!5 lB "dditiolll,l il,5UIGd5 011 atl'y gCl1clal lillbility 0,
pi OpGI ty illSUl illlGG poliGiGS G"II iGd by O\VNCR ,'Yl,id, IIlG
"pplic"bk to tLG PlojcGt. OWNCR sl'l\lIlcqtlilG Contll\ctol to
plllclHIS<: ([lid lI,ail,t"ill ",GI,G"I li"bility al1d Otl.GI ill5UlanCG ,,5
~ spccified ill tI,e COlltlhGt DOGLIlllel1ts "lid to list CNGINCCRalld
CNGINCCR's COIIslllt"lItS as I.dditiollal ill5UIGds ",ith I"Spcct to
sud, I i,.bility, Pi OpGl ty "lid otllGI il,5111 illiG" pm d,/\5cd 1I11d
III"illtail,,,d by COlltlll<:tOI. A II poliGiG5 of pi OpGI ty il,sUl allce
sl,all colltllin plov;siol,~ to tll" GffGGt tl",t CNGlNCCR's 1I11d
CNGINCCR's COJl5ultiU,L&' illtCIG5t5 aIC GOvclcd IIl1d tl,at in tl,G
GvGII! (,fp,,) mCl1t of "IIY loss 01 damagG the insuIGls ,'Yilll,avG 110
lig,l.ts of I<:COvel) agllinst an'y of thG ;IISlIIGd 01 IIdditiol",1
illSlll Gds tl,cI GUlldGI.
8.3.3 At any time OWNER may request that ENGINEER, at
OWNER's sole expense, provide additional insurance coverage,
different limits or revised deductibles in excess of those specified
in Exhibit F. If so requested by OWNER, and if commercially
avai lab Ie, ENG IN EER shall obtain and shall require ENG 1-
NEER's Consultants to obtain such additional insurance cover-
age, 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 incorporate these requirements.
8.4 Controlling Law.
This Agreement is to be governed by the law of the principal
place of business of ENGINEER.
8.5 Successors and Assigns.
8.5.1 OWNER and ENGINEER each is hereby bound and the
partners, successors, executors, adm inistrators and legal represen-
tatives of OWNER and ENGINEER (and to the 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, adm inistrators and legal represen-
tatives (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 specifically stated to the contrary in any written
consent to an assignment, no assignment wi II release or discharge
the assignor from any duty or responsibility under this Agree-
ment.
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 ENGINEER
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 Agreement 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 ENG IN EER and not for the benefit of any other
party. The OWNER agrees that the substance of the provi-
sions of this paragraph shall appear in the Contract Docu-
ments.
8.6 Di5pntc RC!lolttt;()II.
If /ll,d to tI,G CAtGllt t1,1It OWNCR "lid CNGINCCR h"vc I'<glcGd
0111'< IlIctl.od "lid ploGcdulG fOl Icsolvil'g, disputGS bGtWCGl, thel1,
:.I~~il:~ ~~:~~f~: IG~'~~~I; ::I,i~.~~~GG~~'G~~, ~~~:; di~P~~ 1.~~~I~-1}\V
I Gild I d , t II, 1 t I II ,Ii , ,
"DisputG Rcsolution." O\VNCR I'<l,d CNGINCCR dglCG to
I'GgotiatG ill ",ood faitl, fa, "pCI iod oftl.ilt} d"y~ f,OIIl tl,c datG of
1,0ticG oL,1I disputGS bCt\\GGI, tholl 1'1 iOI to GXG,,,isil',,, tl.Gil1 i",l,ts
ulldcl L<hibit G 01 otl,(.1 plov;siollS oftl,i5 A",IGGIIIGllt, 01 Ul,d"l
tllG 1,,\'9.
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 ENGINEER's Consultants in the
performance and furnishing of ENGINEER's services under this ~
Agreement. TI,(. illd'-llIlIifka!iol, pi 0 v isiol1 of thc pi ('GGding rtf"
SOltGIIG'- is 5ubjGGt to "lid lilllitcd by th(. plOvisiol's Ilglc(.d to by
OWNCR "lid CNGINCCR ill Ld,ibit II, "Allo<:dtioll of Risks,"
tf-:my-:
8.7.2 To 11,(, fullest G.<tGI,t pGllllittGd by lall, OWNCR sl.lIl1~
indcmnif) ,Hid hold 1I<IIIIIIe55 CNGINCCR, CNGINCCR'S
OffiGGL>, dilc.cto,~, p"ltIlGIS, GlllploycGS "nd agGllts IIl,d eNGI
NCCR'" COIl5UIt"lItS fiOll11111d I'<g,aillst IIl,y dl,d "II daill,s, "osts,
10s~G~ "lid d"nl<lges (illdudinb but 1I0t lilllitGd to all fCGS I\lId
dial g(.s of o,g,il,GCI S, III d, itGGt~, "ttOIII")' s "lid otl,o plOfCS5iol'llls
alld 1111 GOLllt 01 ,llb;u"tiOl, 61 otl,cl dispute IGsoltltioll (.05ts)
cau5Gd soldy by tL(. neg,ligGI,t "cts 01 01llissioll5 of OWNCR 01
O'vVNCR's offieels, dil(.Gtod, p<lltnels, Glllplo)Ges, Il!:,ClltS and
O\VNCR' ~ cOlIstdt"lltS >>itl, 1 GSpcct to tl,is Agl GCIIIG11t 01 tile
Ploj('Gt.
8.7.J III Ildditiol, to tl,e illdGIIII,it} plovidea lllldcl palaglaPI~
8.7.2 of tLis AgIGGIIIGllt, "lid to tl,G fullest cxtcI,t p(.ln,ittc.d by
la>>, OWNCR sl.all illdclllnify IIlId I,old 1,l\lIl1lc55 CNGINCCR
al,eI its officGI S, dil GGtOI~, 1),1I;n<:1 s, Glllplo) Ge5, "lid "sellts and
CNGINCCR's COI,sultallts flOl1l "lid "g,lIil,St "II daillls, Gosts,
10SSGs, alld dalll"ges (illdudillb but 1I0t lilllit(.d t6 all f(.".', I\I,d
dial gcs of GII5il,GGI S, "I d, itcets, 'IttOIII(.) s "lid otl,GI plOfcssiollllls
Page 13 of 15 pages
alod all GOUl [ 01 al bit! a[iOII 01 olllGI dispute, 1 Gsolutiolo Gost~)
I causGd by, l'Ilisillg, out of 01 !datilog to tllG pIGSGIICG, di~dlalgG,
!dGIlS(', 01 Gscapc cf Asbestos, PCOs, Petl oleum, lIaZllldou~
Wa~tG, CI Radioactive Matclial at, 011, l1lldcl 01 fi011l tl,G PlojCGt
~
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 personally, by
registered or certified mai I, return receipt requested, by facsimile,
or by a nationally recognized overnight courier service. All
notices shall be effective upon the date of receipt.
8.9 Survival.
All express representations, indemnifications or limitations of
liability made in or given in this Agreement will survive the
completion of all services of ENGINEER under this Agreement
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 provision 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 --L- pages.
9.1.2 Exhibit B, "Payments to Engineer for Services and
Reimbursable Expenses," consisting of -2.- Pages.
9.1.3 Exhibit F, "Insurance," consisting of ----L- Pages.
9.1.4 Exhibits Omitted:
A. Exhibit C - Duties, Responsibilities and Limitations of
Authority of Resident Project Representative.
B. Exhibit D - Notice of Acceptability of Work.
C. Exhibit E - Construction Cost Limit.
D. Exhibit G - Dispute Resolution.
E. Exhibit H - Allocation of Risks
9.2 This Agreement (consisting of pages I to~, 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.
9.3 Dispute Resolution.
All claims, disputes and other matters in question between the
OWNER and the ENGINEER arising out of or relating to the
Agreement, or the breach thereof, shall be decided in the Superior
Court of Richmond County, Georgia. The ENG IN EER, by
executing this Agreement, specifically consents to venue in
Richmond County and waives any right to contest the venue in
the Superior Court of Richmond County, Georgia.
Page 14 of 15 pages
IN WITNESS WHEREOF, the parties hereto have executed this
Agreement to be effective as of the date first above written.
OWNER:
Title:
Address for giving notices:
701 Municipal Building
530 Greene Street
~
Augusta, Georgia 30911
-
.,'
'Zj;
~..,
;?"
,'~
Attes .
~ .; -t -
r- ~'~ ~' ~
Commission
ENGINEER:
Cranston
B:
Title: President
Address for giving notices:
P.O. Box 2546
Augusta, Georgia 30903-2546
Page 15 of 15 pages
This is EXHIBIT A, consisting of ~ page(s), referred to
in the agreement between OWNER and ENGINEER
for Professional Services, dated June 3 , I 999
Further Description of Basic Engineering Services and Related Matters
Initial:
OWNER
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 indicate in Section 5 of the Agreement are established, all as indicated below:
A2.0 General
The Basic Services are premised on the general scope of
professional services as stated in the following proposal letter
dated March 31, 1999, which is incorporated herein:
A2.1 Time for Completion
The Time of Completion as stated in the proposal letter
incorporated under A2.0 above is amended so that the time
established for the Conceptual Design is extended from 45 days
to 100 days, and the total from 195 days to 250 days.
Page I of l pages
(Exhibit A--Basic Services and Related Matters)
:",.",
>
,
~.
.'
")
.~
'j
Cranston, Robertson & Whitehurst, PC.
ENGD\~ERS P~~~RS SURVEYORS
OLD I:~CDo"L COMPA.".... NO. 1
45' I:LL1S STRI:ET
POST OTTlCE BOX 2546
AUGt.JSTA, GI:ORGIA 30903.2506
J. CRAJG CRA.'1STON, P.I:.. J1.L.S.
TBOMAS B. ROBI:RTSON. PoI:.. J1.L.S.
ELDRIDGE: A. wmTE:B1.1RST, JlL, P.I:.
JAMkSB.CRA."TORD,JlL.PX.
Tl:U:PBO!\"L (706) 722.1588
TI:1.I:COPII:R (706) 722.8379
I:.MAll. CRWPCKRWPC.COM
March 31, 1999
JO~ T. AITA"lI'AY, J1.L.S.
JONATBA." M. HUGG, P.I:.
\l"A~'l"\I: sn'A."'N, JLL.S.
DI:!\,:\'IS J. WI:LCH, px.
~DCRAI:LS.BI:RGLU!\~
STE:'"D\ 1>1. BRY A."'T
D'o\1GBT I:. n.'!\~I:RBURK. II
PATRICE "1\'. In.'TTO
qJ'1l.A. l.AWRENCE:
Hand lJetivery
Mr. Clifford A. Goins
Augusta Public Works and Engineering Department
701 Municipal Building
530 Greene Street
Augusta, Georgia 30911
Re: Augusta Commons
Our File No. 96-079
Dear Drew:
In accordance v.~th your request, we are pleased to offer the follo'wing proposal for
furn.ishing the planning, engineering, and surveying services for the Augusta Commons project.
PROJECT DESCRIPTION
The project is envisioned as a centerpiece public park or mall that will introduce useful green
space into downtown, establish a connecting corridor berween Broad Street and the River Walk,
serve as a catalyst to promote rehabilitation of nearby properties, and engender private sector
economic development activity. The concept is depicted upon the enclosed Concept Srudy Map of
Augusta Commons prepared for Augusta Tomorrow, Inc. by our fIrm, in collaboration v.ith Robert
L. Kuhar, AlA and Hinman Architectural Group, P.c., dated October 23, 1996.
The project site is located in the middle of the block between Eighth and Ninth Streets and
extends from the southern right-of-way of Broad Street to the northern right-of-way of Reynolds
Street. The project site also extends about fifty feet along Broad and Reynolds Streets in each
direction from the basic site to allow for tie-ins, relocations, and utility alterations.
DESIGN TEAM:
The design team for this project will consist mostly of in-house staff members of our finn.
We anticipate employing outside consultants for specialty services, including Electrical Design
Consultants, Inc. for lighting and electrical design; George Barrett, Certified A.rborist, for tree
specification; and a landscape architect to be identified later for planting and irrigation plans..
Page 2 of l pages
(Exhibit A--Basic Services and Related Maners)
-
'}
..:,....."..
:)
Mr. Clifford A. Goins
March 3 1, 1999
Page 2
~
SCOPE OF WORK
The scope of work includes design of all elements of the project, within the limits described
above, with the exceptioD of buildings, mODuments or public art. The work is divided into several
sections or phases, which are described in the follo\)"ing outline:
1. Survevine and Maooine.
a. Planimetric Man. The work \vill begin using the planimetric base map of the entire
block that was previously commissioned by Augusta Tomorrow, Inc. for concept
study purposes.
b. Boundarv Survev and Plat. The work will include making an exterior boundary
survey of the acquired properties (marked. in green on the enclosed map) and
preparing a plat suitable for recording.
c. Establish .Axis of S\.mmetrv. .An early task \)"ill be to establish an axis of symmetry,
or confum the present one, and to monument it in the field at Ellis, Broad and
Reynolds Streets and at the River \Valk.
d. TopolZTanhic and Utility Survevs. Simultaneously with the boundary and centerline
surveys, field surveys will be undertaken to make the planimetric map into a detailed
map of the area., suitable for use in design. The slL-vey limits will include the park
and all lots that front on the park, extending 50 to 100 feet along the abuning streets
for topographic information and to the nearest street intersection for utilities
locations, 2.S depicted in red a.."1d yellow, respectively, on the anached map. More
specifically, the surveys will be accomplished as follows:
l. We \\.ill make a field survey of the. topography and specific spot elevations
on the planimetric features previously located, including all visible
improvements, roads, curbs, driveways, sidewalks, buildings, canopies,
paved areas, islands, lighting standards, parking lanes, landscaped areas,
drainage structures, manholes, valves, etc. The survey ",~11 be accomplished
in sufficient detail to produce a map meeting national map accuracy
standards when ploned at a scale of 1" = 20'. This precision will require
careful field surveys of the urban features, consistent ",~th the ultimate plans
for improvement. Even so, it is likely that additional specific locations or
elevations may be needed in the fmal design phase of the improvements
(beyond the end of this survey phase) to define bener the key individual
locations, tie-in elevations, etc.
Page 3 of l pages
(Exhibit A--Basic Services and Related Maners)
)
..:;-"'"
)
Mr. Clifford A. Goins
March 31, 1 999
Page 3
..
n. We will also locate existing utility lines within the rights-of-way based on
field marks and maps furnished by the utility owners. These utilities will
include power, gas, water, telephone, sewer, storm sewer, and. cable
television.
Ill. Using the field data and maps, we propose to prepare a boundary,
topographic, and utility map in ink on mylar film at a scale of 1 "=20',
presented in approximately six matched sheets at a size of 24" x 36".
2. Conceptual Desi2"n (] 5% Complete Sta2e). Using the planimetric map as a base plan, in
close consultation v-~th you, we will prepare conceptual design for the Augusta Commons
and adjacent streetscapes at a schematic level of detail. The conceptual design phase v-~11
include the following elements:
a. Preparation of illustrative plan at 1" = 20'.
b. Summary of design concepts, either in graphic or narrative fonn, or both.
c. Budget cost estimate.
d. Phasing recommendation, if applicable.
e. CoordL."1ate v,ith adjacent private development projects.
f. Meet v-ith appropriate City officials to present concepts.
g. Present findings to
]. Augusta Tomorrow, Inc.
11. Public Meeting, if desired
lll. Augusta Commission
3. Detailed Desie:n.
a. Preliminarv desilro (40% comolete sta2e). Upon the completion of the conceptual
design phase, the preliminary design phase wi]] be commenced to include the
detailed design work to approximately the 40 percent complete stage. Concepts and
layouts will be refined in consultation v-~th the City, Augusta Tomorrow, Inc.,
adjacent owners, and citizens, so that the design will reflect community desires and
department approval. The follov-ring items v-rill be covered., at a minimum:
J. Traffic.
ll. Pedestrian ways.
Page 4 of l pages
(Exhibit A--Basic Services and Related Maners)
)
.-.-">\.
I
Mr. Clifford A. Goins
March 3 1, ) 999
Page 4
..
111. Fixtures.
lV. Lighting.
v. Landscaping.
V1. Enhancements (foUDtains, statues, specialties, etc.).
Vll. Outline specifications.
Vlll. Cost estimate.
lX. Preliminary approvals.
b. Final Desi2Il (100% complete staQe). The [mal design phase ",rill begin upon
approval of the preliminary plans. The work \\rill include incorporating comments
received on the preliminary subminal and ",rill involve furnishing the following
items:
1. Final plans (approximately 62 sheets).
11. Sections, elevations, and details.
lll. Specifications.
lV. Contract documents.
v Cost estimate.
Vl. Approvals.
c. Final Products. Deliverables under this proposal ",rill generally consist of five sets
of detailed constrUction plans, technical specifications, contract documents, and cost
estimates. Additional copies will be available at the cost of reproduction. One plan
drawing set will be furnished mounted and colored for presentation purposes.
Additional items might include illustrative material, catalog cuts or acrual samples
of specified materials or fixMes.
Drawings wi]) be prepared in ink on mylar film at suitable scales, using matched
sheets where necessary. Dra\vings can also be finished in digital format in
Intergrapb M.icroStation or AutoCA.D Release 13 fonnat, if desired, at no additional
cost. In the case of difference between the drawings and the electronically produced
images, the hard copy tracings \\rill govern.
4. Biddin~ Phase. The bidding phase ",rill follow the receipt of approvals of the final design
documents. The work will generally consist of assisting the city \\rjth obtaining competitive
bids for the construction work, revie",ring the bids, and recommending an award.
5. Construction Phase. Construction phase engineering services ",.ill 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; revie",ring contractor's monthly
applications for partial payment; and making a pre-final and a final site visit to detennine
Page 5 of -1- pages
(Exhibit A--Basic Services and Related Maners)
~~
Mr. Clifford A. Goins
March 31, 1999
Page 5
..
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
weekJy, 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 "VIill be for the purpose of monitoring compliance with the plans,
specifications and contract documents, and "VIill not in any manner be a guarantee of the
schedule, materials, appliances, or methods of the contractor, nor for the safety of the job.
FEE PRoPOSAL
We propose to furnish the above services for a Jump sum fee of S98,3 70.00, broken down
by phases as follows:
Item No. Phase
Fee
1.
Surveying and Mapping
a Planimenic Map
b. Boundary su....vey and pI at of new site exterior (A.rea outlined in
green on Concept Srudy)
c. Establish or confinn axis of s~mrnetry and stake at Ellis, Broad,
Reynolds & River Walk
d. Addition of topography and utility features to present planimetric
map. (.A..rea outlined in red for topography and in yellow for
utilities.)
Done
S 840.00
S 1,080.00
Survevinl;1 Subtotal
-' -
S 8,850.00
S 10,770.00
2. Design Services
a Conceptual Design (15% complete)
b. Preliminary Design (40% complete)
c. .Final Design (100% complete)
d. Bidding Phase
e. Construction Phase
S 8,700.0q
S 17,400.0q
S 39,150.00
S 4,350.00
$ 18,000.00
Design Subtotal $ 87,600.00
TOTAL S 98,370.00
Page 6 of l pages
(Exhibit A--Basic Services and Related Maners)
..
- .
....,
-\
Mr. Clifford A. Goins
March 3],1999
Page 6
TIME OF COMPLETION
The mapping, surveying, 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
Surveys*
CODceprual Design*
Preliminary Design
Final Design
Subtotal, Design Phase*
Bidding and Award Phase
Construction Phase**
Total
Estimated Time
45 ciays
45 ciays
60 ciays
90 ciays
195 ciays
45 ciays
270 ciays
5] 0 ciays
. Surveys and Conceptu2J Design Phases ",ill be accomplished coocurremly. Therefore, the lime of complelion for the
su;"\'eys is 001 included in the 10Ul.
. "The consL-uction lime itself is approximale only, and ",ill be governed b~' several factors, including idenlity and
experience of the contraclOr, season of the year, deliver:' and availabiliT)' of male rials, and ower cODsideralions.
We are prepared to begin work immediately upon your direction and expect to complete the
work \vitrun the above time frame. If, for example you should ask us to proceed in early May, ] 999,
we would expect to present you with the completed plans ready to advenise for bids by November
30, 1999.
If you approve of this proposal, we are prepared to reduce it to a standard form contract for
execution.
We are excited about gening this do'wntov,'I1 centerpiece project underway, and appreciate
your confidence in our fIrm to assist you in that endeavor. We also trust that the infonnation
presented above is clear, and await your funher instructions.
Sincerely,
CRANSTON, ROBERTSON & WHITEH1J"RST, P.c.
~E,o~
THR/vlk
D:\M~'F;la\PROPOSAL\r9bO'9 ..,.,,. CoOmmon, prop--J'C! Page 7 of l pages
(Exhibit A--Basic Services and Related Maners)
Payments to ENGINEER for Services and Reimbursable Expenses
This is EXHI81T 8, consisting of lpages, referred to
in the Agreement between OWNER and ENGINEER
for Professional Services, dated June 3 , 1922-
Initial:
OWNER
ENGINEER~
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)
B6.1 Methods of Payment for Services and Expenses of
ENGINEER.
86.1.1 For Basic Services. OWNER shall pay ENGINEER for
8asic Services as follows:
86.1.1. I General. A lump sum fee of $98,370.00 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 services performed or
furnished under paragraph 2.6, and services to furnish acquisi-
tion or easement plats.) including services of ENGINEER's
Consultants. See paragraph 86.3 for breakdown.
86.1.1.2 Resident Project Representative Services. For
services of ENGINEER's Resident Project Representative
performed or furnished under paragraph 2.5.2.1, an amount
equal to ENGINEER's Salary Costs time a factor of ~for
services performed or furnished by principals and employees
engaged directly in resident Project Representation.
86. I . 1.3 Operation Phase Services. For Operation Phase
Services performed or furnished under paragraph 2.6, an amount
equal to the ENGINEER's Salary Costs times a factor of .2..!i
_ for services performed or furnished by principals and employ-
ees engaged directly on the Project.
86.1.2 For Additional Services OWNER shall pay ENGINEER
for Additional Services as follows:
86.1.2.1 General. For services ofENGJNEER's principals and
employees engaged directly on the Project performed or fur-
nished 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 of 2.15 .
86.1.2.2 ENGiNEER's Consultants. For services of ENGI-
NEER's Consultants performed or furnished pursuant to
paragraph 3.1 or 3.2, the amount billed to ENGINEER therefor
times a factor 1.15
86. I .2.3 This section has been intentionally omitted.
86.1.2.4 It is anticipated that the contract for construction will
be let in one (I) prime contract.
86.1.2.5 Serving as a Witness. For services performed by
ENGINEER's principals and employees as consultants or
witnesses in any litigation, arbitration or other legal or adminis-
trative proceeding under paragraph 2.1.17, at the rate of
$1.200.00 per day 01 /Illy pOI tioll tl.cl cof(but compensation for
time spent in preparing to appear in any such litigation, arbitra-
tion or proceeding will be on the basis provided in paragraph
86.1.2.2.
86.1.3 For Reimbursable Expenses. OWNER shall pay
ENGINEER for Reimbursable Expenses such as:
Out of town travel, ifanv.
The amount payable to ENG INEER for Reimbursable Expenses
will be the charge actually incurred or the imputed cost allocated
by ENG IN EER therefor times a factor of -1.JL.
86.1.4. Salm:v 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 contributioIlS, 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
Page I of ~ pages
(Exhibit 8--Lump Sum Method)
Salary Costs of such principals are as follows:
Imputed Hourly
Principal (name and title) Salarv Costs
As substantiated by pavroll records $
$
$
$
86.1.5 Adjustment oISalm)' Costs. The Salary Costs and the
factor applied to Salary Costs in determining compensation
payable to ENGINEER will be adjusted annually and equitably
to reflect changes in the various elements that comprise such
Salary Costs and factor. A II such adjustments will be in
accordance with generally accepted accounting practices as
applied on a consistent basis by ENGINEER and consistent with
ENG INEER's overall compensation practices and procedures.
D6.l.6 !"d'-U/' A JLil"L'-v"u I S"" ,.;ct!". A 11II/1P SUI" fcc of
^\OI$ fo. /.1\ SCI viccs of CNGINeCR iildudihg
'\ ". SCI v iccs of CNGINCCR'.', COI.sultailts. Sec rtu <tgl II pI. 06.J fOI
bICllkdo,\iI.
86.2 Other Provisions Concerning Payments.
86.2.1 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 of the total services actually completed at the time of
billing. The portion related to services rendered on a Salary
Costs basis will be billed based on the Salary Costs (multiplied
by a factor, if any, as stated above) incurred at the time of
billing.
86.2.3 Payments Upon Termination.
86.2.3.4 In the event of termination during any phase of the
8asic Services, ENGINEER will be paid for services performed
or furnished in accordance with this Agreement during that
phase on the basis of ENGINEER's Salary Costs times a factor
of ~ for services performed or furnished during that phase
to date of termination by ENGINEER's principals and employ-
ees engaged directly on the Project.
B6.3 Breakdown of Lum p Sum.
See page 3.
(The remainder of this page was left blank intentionally.)
Page 2 of -L pages
(Exhibit 8--Lump Sum Method)
B6.3 Breakdown of Lump Sum
Item No. Phase fee
I. Surveying and Mapping
a. Planimetric Map Done
b. Boundary survey and plat of new site exterior (Area outlined in green on
Concept Study) $ 840.00
c. Establish or confirm axis of symmetry and stake at Ellis, Broad, Reynolds &
River Walk $ 1,080.00
d. Addition of topography and utility features to present planimetric map. (Area
outlined in red for topography and in yellow for utilities.)
$ 8,850.00
Surveying Subtotal $ 10,770.00
2. Design Services
a. Conceptual Design (15% complete) $ 8,700.00
b. Preliminary Design (40% complete) $ 17,400.00
c. final Design (100% complete) $ 39,150.00
d. Bidding Phase $ 4,350.00
e. Construction Phase $ 18,000.00
Design Subtotal $ 87,600.00
TOTAL $ 98,370.00
Page 3 of ~ pages
(Exhibit B--Lump Sum Method)
This is EXHIBIT F, consisting of I pages, referred to in
and part of the Agreement between OWNER and ENGINEER
for Professional Services dated June 3 ,19~.
Insurance
Initial:
OWNER
ENGINEER 71IL-
Paragraph 8.3 of the Agreement is amended and supplemented to include the following agreement of the parties.
F8.3 Insurance
A. The limits of liability for the insurance required by paragraph 8.3.1 of the Agreement are as follows:
I. By ENGINEER:
a. Workers' Compensation:
Statutory
b.
Employer's Liability --
I) Each Accident:
2) Disease, Policy Limit:
3) Disease, Each Employee:
$ 100,000
$ 500,000
$ 100,000
c.
General Liability--
I) Each occurrence (Bodily Injury and property Damage):
2) General Aggregate
$ 500,000
$1,000,000
d.
Excess or Umbrella Liability--
I) Each Occurrence:
2) General Aggregate:
$1,000,000
$1,000,000
e.
Automobile Liability--
I) Combined Single Limit
(Bodily Injury and Propelty Damage):
Each Accident
$ 500,000
f.
Other (specify): Professional Liability
$1,000,000
2. By OWNER: Self-Insured.
Page I of -L Pages
(Exhibit F--Insurance)