Loading...
HomeMy WebLinkAboutResolution - 2014-R0126 - Agreement - Freese And Nichols Inc.- Final Designs, Pump Station 16 - 04/10/2014RESOLUTION IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock BE and is hereby authorized and cted to execute for and on behalf of the City of Lubbock a Professional Services -eement, by and between the City of Lubbock and Freese and Nichols, Inc., and all ted documents. Said Agreement is attached hereto and incorporated in this olution as if fully set forth herein and shall be included in the minutes of the Council. Executed by the City Council this 10th day of April 2014. AV GL RO R SON, MAYOR ATTEST: Reb cca Garza, City Secret ry APPROVED AS TO CONTENT: / LIl I /— R. Keith Smith, P.F,., Director of Public Works APPROVED AS TO F RM: Richard K. Casner, Natural Resources and Utility Attorney rc:Prof Srvs Agrmnt-Freese and Nichols, Inc. 3.19.14 PROFESSIONAL SERVICES CONTRACT STATE OF TEXAS § COUNTY OF LUBBOCK § This contract, (the "Contract" or "Agreement"), effective as of the _ day of 2014 (the "Effective Date"), is by and between the City of Lubbock, (the "City"), a Texas home rule municipal corporation, and Freese and Nichols, Inc., ("ENGINEER") a Texas professional corporation authorized to conduct business in Texas. WITNESSETH WHEREAS, the City desires to obtain professional engineering services related to the Preliminary and Final Design of Pump Station Number 16 and Storage Tank (the "Activities"); and WHEREAS, ENGINEER has a professional staff experienced and is qualified to provide professional engineering services related to Activities, and will provide the services, as defined below, for the price provided herein, said price stipulated by City and Engineer to be a fair and reasonable price; and WHEREAS, the City desires to contract with ENGINEER to provide professional engineering services related to the Activities and Engineer desires to provide the Services related to same. NOW THEREFORE, for and in consideration of the terms, covenants and conditions set forth in this Contract, the City and ENGINEER hereby agree as follows: ARTICLE I. TERM The term of this Contract commences on the Effective Date and continues without interruption for a term of 575 days, as set forth in Exhibit "A", attached to and made a part of this Agreement for all purposes. If the Engineer determines that additional time is required to complete the Services, the City Engineer, may , but is not obligated to, in his discretion, execute an agreement to grant up to an additional six (6) months of time so long as the amount of the consideration does not increase. An amendment to this agreement resulting in an increase in the amount of the consideration must be approved by the City acting through its governing body. FNI Professional Agreement Page 1 of 25 ARTICLE II. SERVICES AND COMPENSATION A. Engineer shall conduct all activities and within such timeframes as set forth on Exhibit "A", attached hereto (the "Services") B. ENGINEER shall receive as consideration to be paid for the performance of the Services set forth in General, Basic Services, and Special Services based on hourly rates, not to exceed $1,567,600.00, per Exhibit "A" and Exhibit "B". ARTICLE III. TERMINATION A. General. City may terminate this Contract, for any reason or convenience, upon thirty (30) days written notice to ENGINEER. In the event this Agreement is so terminated, the City shall only pay Engineer for services actually performed by Engineer up to the date Engineer is deemed to have received notice of termination as provided herein. B. Termination and Remedies. In the event ENGINEER breaches any term and/or provision of this Contract, the City shall be entitled to exercise any right or remedy available to it by this Contract, at law, equity, or otherwise, including without limitation, termination of this Contract and assertion of an action for damages and/or injunctive relief. The exercise of any right or remedy shall not preclude the concurrent or subsequent exercise of any right or remedy and all other rights and remedies shall be cumulative. ARTICLE IV. NON - ARBITRATION The City reserves the right to exercise any right or remedy available to it by law, contract, equity, or otherwise, including without limitation, the right to seek any and all forms of relief in a court of competent jurisdiction. Further, the City shall not be subject to any arbitration process prior to exercising its unrestricted right to seek judicial remedy. The remedies set forth herein are cumulative and not exclusive, and may be exercised concurrently. To the extent of any conflict between this provision and another provision in, or related to, this document, this provision shall control. ARTICLE V. REPRESENTATIONS AND WARRANTIES A. Existence. ENGINEER is a corporation duly organized, validly existing, and in good standing under the laws of the State of Texas and is qualified to carry on its business in the State of Texas. FNI Professional Agreement Page 2 of 25 B. Corporate Power. ENGINEER has the corporate power to enter into and perform this Contract and all other activities contemplated hereby. C. Authorization. Execution, delivery, and performance of this Contract and the activities contemplated hereby have been duly and validly authorized by all the requisite corporate action on the part of ENGINEER. This Contract constitutes legal, valid, and binding obligations of the ENGINEER and is enforceable in accordance with the terms thereof. D. Engineer. ENGINEER maintains a professional staff and employs, as needed, other qualified specialists experienced in providing the Services, and are familiar with all laws, rules, and regulations, both state and federal, including, without limitation the applicable laws, regarding the activities contemplated hereby. E. Performance. ENGINEER will and shall conduct all activities contemplated by this Contract in accordance with the standard of care, skill and diligence normally provided by a professional person in performance of similar professional engineering services, and comply with all applicable laws, rules, and regulations, both state and federal, relating to professional engineering services, as contemplated hereby. F. Use of Copyrighted Material. ENGINEER warrants that any materials provided by ENGINEER for use by City pursuant to this Contract shall not contain any proprietary material owned by any other party that is protected under the Copyright Act or any other law, statute, rule, order, regulation or ordinance relating to the use or reproduction of materials. ENGINEER shall be solely responsible for ensuring that any materials provided by ENGINEER pursuant to this Contract satisfy this requirement and ENGINEER agrees to indemnify and hold City harmless from all liability or loss caused to City or by to which City is exposed on account of ENGINEER's failure to perform this duty. ARTICLE VI. SCOPE OF WORK ENGINEER shall accomplish the following: Professional Engineering Services related to the Preliminary and Final Design of the Pump Station Number 16 and Ground Storage Tank, as defined and provided in Exhibit "A," "Scope of Work". FNI Professional Agreement Page 3 of 25 ARTICLE VII. INDEPENDENT CONTRACTOR STATUS ENGINEER and City agree that ENGINEER shall perform the duties under this Contract as an independent contractor and shall be considered as independent contractor under this Agreement and/or in its activities hereunder for all purposes. ENGINEER has the sole discretion to determine the manner in which the services are to be performed. During the performance of the Services under this Agreement, Engineer and Engineer's employees and/or subconsultants, will not be considered, for any purpose, employees or agents of the City within the meaning or the application of any federal, state or local law or regulation, including without limitation, laws, rules or regulations regarding or related to unemployment insurance, old age benefits, workers compensation, labor, personal injury or taxes of any kind. ARTICLE VIII. INSURANCE Engineer shall procure and carry, at its sole cost and expense through the life of this Agreement, except as otherwise provided herein, insurance protection as hereinafter specified, in form and substance satisfactory to City, carried with an insurance company authorized to transact business in the state of Texas, covering all aspects and risks of loss of all operations in connection with this Agreement, including without limitation, the indemnity obligations set forth herein. Engineer shall obtain and maintain in full force and effect during the term of this Agreement, and shall cause each approved subcontractor or subconsultant of Engineer to obtain and maintain in full force and effect during the term of this Agreement, commercial general liability, professional liability and automobile liability coverage for non -owned and hired vehicles with insurance carriers admitted to do business in the state of Texas. The insurance companies must carry a Best's Rating of A -VII or better. All policies will be written on per occurrence basis, subject to the following minimum limits of liability: Commercial General Liability: Per Occurrence Limit: $1,000,000 General Aggregate Limit: $2,000,000 Professional Liability: Combined Single Limit: $1,000,000 Automobile Liability: Combined Single Limit for any auto: $1,000,000 Per Occurrence FNI Professional Agreement Page 4 of 25 Engineer shall further cause any approved subcontractor or subconsultant to procure and carry, during the term of this Agreement, Professional Liability coverage, as specified above for Engineer, protecting City against direct losses caused by the professional negligence of the approved subcontractor or subconsultant. The City shall be listed as a primary and noncontributory additional insured with respect to the Automobile Liability and Commercial General Liability and shall be granted a waiver of subrogation under those policies. Engineer shall provide a Certificate of Insurance to the City as evidence of coverage. Certificate shall provide 30 days notice of cancellation. A copy of the additional insured endorsement and waiver of subrogation attached to the policy will be included in the Certificate. Engineer shall elect to obtain worker's compensation coverage pursuant to Section 406.002 of the Texas Labor Code. Further, Engineer shall maintain said coverage throughout the term of this Agreement and shall comply with all provisions of Title 5 of the Texas Labor Code to ensure that the Engineer maintains said coverage. The Engineer may maintain Occupational Accident and Disability Insurance in lieu of Worker's Compensation. In either event, the policy must be endorsed to include a waiver of subrogation in favor of the City of Lubbock. If at any time during the life of the Agreement or any extension hereof, Engineer fails to maintain the required insurance in full force and effect, Engineer shall be in breach hereof and all work under the Agreement shall be discontinued immediately. Notwithstanding anything contained herein to the contrary, the professional liability policy shall be maintained, at Engineer's sole cost and expense. The retroactive date shall be no later than the commencement of the performance of this contract and the discovery period (possibly through tail coverage) shall be no less than ten (10) years after the completion of work specified in the contract. The provisions of this Article VIII shall survive the termination or expiration of this Agreement. ARTICLE IX. EMPLOYMENT OF AGENTS/RETAINING OF CONSULTANTS ENGINEER may employ or retain consultants, contractors, or third parties (any of which are referred to herein as "Subconsultant"), to perform certain duties of ENGINEER, as set forth on Exhibit "A", attached hereto, under this Contract, provided that City approves the retaining of Subconsultants. ENGINEER is at all times responsible to City to perform the Services as provided in this Agreement and ENGINEER is in no event relieved of any obligation under this Contract upon retainage of any approved Subconsultant. Any agent and/or Subconsultant retained and/or employed by ENGINEER shall be required by ENGINEER to carry, for the protection and benefit of the City and ENGINEER and naming said third parties as additional insureds, insurance as described above in this Contract. FNI Professional Agreement Page 5 of 25 ENGINEER represents that such services are either under applicable value thresholds or are otherwise exempt from notice and/or bid requirements under Texas Law. ARTICLE X. CONFIDENTIALITY ENGINEER shall retain all information received from or concerning the City and the City's business in strictest confidence and shall not reveal such information to third parties without prior written consent of the City, unless otherwise required by law. ARTICLE XI. INDEMNITY ENGINEER SHALL INDEMNIFY AND SAVE HARMLESS THE CITY OF LUBBOCK AND ITS ELECTED OFFICIALS, OFFICERS, AGENTS, AND EMPLOYEES FROM ALL SUITS, ACTIONS, LOSSES, DAMAGES, CLAIMS, OR LIABILITY OF ANY KIND, CHARACTER, TYPE, OR DESCRIPTION, INCLUDING WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, ALL EXPENSES OF LITIGATION, COURT COSTS, AND ATTORNEY'S FEES, FOR INJURY OR DEATH TO ANY PERSON, OR INJURY TO ANY PROPERTY, RECEIVED OR SUSTAINED BY ANY PERSON OR PERSONS OR PROPERTY, TO THE EXTENT ARISING OUT OF, RELATED TO OR OCCASIONED BY, THE NEGLIGENT ACTS OF ENGINEER, ITS AGENTS, EMPLOYEES, AND/OR SUBCONSULTANTS, RELATED TO THE PERFORMANCE, OPERATIONS OR OMISSIONS UNDER THIS CONTRACT AND/OR THE USE OF OCCUPATION OF CITY OWNED PROPERTY. THE INDEMNITY OBLIGATION PROVIDED HEREIN SHALL SURVIVE THE EXPIRATION OR TERMINATION OF THIS AGREEMENT. ARTICLE XII. COMPLIANCE WITH APPLICABLE LAWS ENGINEER shall comply with all applicable federal, state and local laws, statutes, ordinances, rules and regulations relating, in any way, manner or form, to the activities under this Contract, and any amendments thereto. ARTICLE XIII. NOTICE A. General. Whenever notice from ENGINEER to City or City to ENGINEER is required or permitted by this Contract and no other method of notice is provided, such notice shall be given by (1) actual delivery of the written notice to the other party by hand (in which case such notice shall be effective upon delivery); (2) facsimile (in which case such notice shall be effective upon delivery); or (3) by depositing the written notice in the United States mail, properly addressed to the other party at the address provided in this FNI Professional Agreement Page 6 of 25 article, registered or certified mail, return receipt requested, in which case such notice shall be effective on the third business day after such notice is so deposited. B. ENGINEER's Address. ENGINEER's address and numbers for the purposes of notice are: Freese and Nichols, Inc. Attn: Nick Lester, P.E. 4055 International Plaza, Suite 200 Fort Worth, Texas 76109 Telephone: (817) 735-7300 Facsimile: (817) 735-7491 C. City's Address. The City's address and numbers for the purposes of notice are: City of Lubbock Attn: John Turpin, P.E. P. 0. Box 2000 1625 13th Street Lubbock, Texas 79457 Telephone: (806) 775 — 2342 Facsimile: (806) 775 — 3344 D. Change of Address. Either party may change its address or numbers for purposes of notice by giving written notice to the other party as provided herein, referring specifically to this Contract, and setting forth such new address or numbers. The address or numbers shall become effective on the 15th day after such notice is effective. ARTICLE XIV. CITY -PROVIDED DATA City shall furnish ENGINEER non -confidential studies, reports and other available data in the possession of the City pertinent to ENGINEER's Services, so long as City is entitled to rely on such studies, reports and other data for the performance of ENGINEER's Services under this Contract (the "Provided Data"). ENGINEER shall be entitled to use and rely, so long as such reliance is reasonable, upon all such Provided Data. FNI Professional Agreement Page 7 of 25 ARTICLE XV. MISCELLANEOUS A. Captions. The captions for the articles and sections in this Contract are inserted in this Contract strictly for the parties' convenience in identifying the provisions to this Contract and shall not be given any effect in construing this Contract. B. Audit. ENGINEER shall provide access to its corporate books and records to the City. The City may audit, at its expense and during normal business hours, ENGINEER's books and records with respect to this Contract between ENGINEER and City. C. Records. ENGINEER shall maintain records that are necessary to substantiate the services provided by ENGINEER. City. D. Assignability. ENGINEER may not assign this Contract without the prior written approval of the E. Successor and Assigns. This Contract binds and inures to the benefit of the City and ENGINEER, and in the case of City, its respective successors, legal representatives, and assigns, and in the case of ENGINEER, its permitted successors and assigns. F. Construction and Venue. THIS CONTRACT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS. THIS CONTRACT IS PERFORMABLE IN LUBBOCK COUNTY, TEXAS. THE PARTIES HERETO HEREBY IRREVOCABLY CONSENT TO THE SOLE AND EXCLUSIVE JURISDICTION AND VENUE OF THE COURTS OF COMPETENT JURISDICTION OF THE STATE OF TEXAS, COUNTY OF LUBBOCK, FOR THE PURPOSES OF ALL LEGAL PROCEEDINGS ARISING OUT OF OR RELATING TO THIS CONTRACT OR THE ACTIONS THAT ARE CONTEMPLATED HEREBY. G. Severability. If any provision of this Contract is ever held to be invalid or ineffective by any court of competent jurisdiction with respect to any person or circumstances, the remainder of this Contract and the application of such provision to persons and/or circumstances other than those with respect to which it is held invalid or ineffective shall not be affected thereby. FNI Professional Agreement Page 8 of 25 H. Amendment. No amendment, modification, or alteration of the terms of this Contract shall be binding unless such amendment, modification, or alteration is in writing, dated subsequent to this Contract, and duly authorized and executed by ENGINEER and City. Entire Agreement. This Contract, including Exhibits "A" & "B," attached hereto, contains the entire Contract between the City and ENGINEER, and there are no other written or oral promises, conditions, warranties, or representations relating to or affecting the matters contemplated herein. J. No Joint Enterprise. Nothing contained herein shall be construed to imply a joint venture, joint enterprise, partnership or principal — agent relationship between ENGINEER and the City. K. Documents Owned by City. Any and all documents, drawings and specifications prepared by ENGINEER as part of the Services hereunder, shall become the property of the City when ENGINEER has been compensated as set forth in Article II, above. The ENGINEER shall make copies of any and all work products for its files. L. Notice of Waiver. A waiver by either City or ENGINEER of a breach of this Agreement must be in writing and duly authorized to be effective. In the event either party shall execute and deliver such waiver, such waiver shall not affect the waiving party's rights with respect to any other or subsequent breach. M. Third Party Activities. Nothing in this Agreement shall be construed to provide any rights or benefits whatsoever to any party other than City and ENGINEER. FNI Professional Agreement Page 9 of 25 EXECUTED as of the Effective Date hereof. ATTEST: Rebec a Garza, City Secretary APPROVED AS Tq-CONTENT: No 'd Franklin, P.E., City Engineer 6 Turpin, P. ., Chief ater Utilities Engineer APPROVED AS TO Richard Ca ner, Natural Resources & Utilities Attorney CITY OF LUBBOC Gley�V- F;(bbertsori, Mayor FREESE AND NICHOLS, INC. By: Name: Russell Gibson, P.E. Title: Principal FNI Professional Agreement Page 10 of 25 EXHIBIT A SCOPE OF SERVICES FOR: PUMP STATION NUMBER 16 AND STORAGE TANK PRELIMINARY DESIGN AND FINAL DESIGN GENERAL: A. Pump Station Number 16 (The "Project") includes the following facilities: 1. Pump Station Number 16 (PS16) with a capacity of 60 MGD 2. 3-5 million gallon ground storage tank 3. Suction and discharge tie-ins to existing pipelines 4. Restroom facilities inside PS16 5. A chemical feed room will be included. No chemical equipment will be designed. B. The Project will be split into the following bid packages: 1. Bid Package A — PS #16 and 3-5 million gallon ground storage tank. Prepurchase of equipment is not anticipated for the Project. 2. Bid Package B — Low Head B Demolition and Tie-in C. The following facilities are not part of the Project. If added to the Project, this Agreement may be amended to provide such facilities, and additional compensation may be granted to Engineer therein. 1. Electrical substations or power transmission lines to the sites, which will be designed and constructed by the electric utility company. The project will tie onto the secondary side of the substations and/or power service facilities. 2. Chemical facilities/equipment. A chemical room and taps in the pipe will be provided. 3. Demolition of the existing Pump Station Number 7 4. Offsite facility upgrades BASIC SERVICES: The Basic Services include the project administration, preliminary investigations and reports, preparation of detailed design, as set forth herein, and construction documents. Construction bid FNI Professional Agreement Page 11 of 25 and award services, construction phase services, resident representation services during construction, operation and maintenance manuals, startup services, commissioning, and personnel training will be incorporated in subsequent amendments if desired by the City (Sometimes referred to as "OWNER"). Engineer sometimes referred to as "FNI" shall render the following professional services in connection with the development of the Project: A. GENERAL SCOPE OF SERVICES TASKS: ENGINEER will provide the following as part of the preliminary and final design phase of The Project: 1. Attend a kick-off meeting to clarify OWNER'S requirements for the Project, review pertinent data, review Project staffing and organization, and present the initial work plan and schedule. 2. Provide administration and managements of The Project. Review ongoing activities. Monitor schedule and budget. Review progress with OWNER on a regular basis. Discuss issues with the OWNER as they are noted. Attend monthly coordination meetings with the OWNER. Prepare and distribute minutes of the meetings. Attend two meetings and make presentations to the Lubbock Water Advisory Committee for the Project. All meetings provided for in this Agreement shall occur at the offices of the OWNER, or other location determined by the OWNER. 3. Assist the OWNER with the public information program, including the preparation of exhibits and associated descriptive material. A total of two meetings in Lubbock are included. 4. Provide monthly update reports which include the following: •Status of the work •Major tasks to be completed in the next month •Discussion of major issues •Scope changes to project scope or Engineer's scope •Project budget update (if major changes since the last update) •Project schedule update (if major changes since the last update) •Status of deliverables B. PRELIMINARY DESIGN PHASE: ENGINEER will provide the following as part of the preliminary design phase: 1. Conduct a study of the system to verify system pumping capacity, phasing of the system, preliminary pump selection, and general operating requirements of the pump station. FNI Professional Agreement Page 12 of 25 2. Prepare load studies to support preliminary design of utility power systems by others and to assist in electric utility rate negotiations. Meet with the electric utility companies and OWNER to coordinate electric utility system design and power contracts. 3. Conduct a workshop with OWNER'S staff to discuss layouts, equipment selection, construction material options, operation and maintenance criteria, OWNER'S preferences, and alternatives to be studied. ENGINEER will bring lead designers from the major disciplines to the workshop. 4. Attend site trips with OWNER'S staff to similar pump station facilities in Texas for up to two days including travel for two people. 5. Evaluate alternatives and recommend designs for the project facilities, including conceptual pump station floor plan layouts, tank sizes and appurtenances, major equipment selections, piping and valves, flowmeters, surge control systems, building materials, bridge crane, HVAC systems, toilet and janitorial facilities, site road and grading plans, pipeline diameter, pipeline materials, pipeline appurtenances, preliminary power plan and one -line drawings, P & ID's, and equipment tagging schedules, and onsite generators. 6. Reconnaissance -level opinions of probable construction cost for the recommended facilities. 7. Prepare and submit 6 copies of a draft preliminary design report for review by the OWNER. The preliminary design report will include design criteria, codes and standards, evaluation of alternatives, layouts, equipment selections, and cost estimates as described above. The report will also include the project phasing, schedule, permitting requirements, and zoning requirements (if any). 8. Attend a meeting to present the draft preliminary design report. Attend another meeting to receive comments from the OWNER. Make modifications to the report to address the OWNER's comments, and submit 6 copies of the final draft of the preliminary design report. C. FINAL DESIGN PHASE: FNI shall provide professional services in this phase as follows: 1. Obtain and review OWNER -furnished front end documents, general conditions, and special conditions for the construction contracts. Meet with OWNER to review comments, and revise OWNER's standard documents accordingly. 2. Prepare plans, specifications, contract documents, designs, and layouts of improvements to be constructed. 3. Advise OWNER of need for and recommend scope of additional subsurface investigations, FNI Professional Agreement Page 13 of 25 special analysis, and the retention of special consultants. The cost of any additional special services shall be paid by OWNER and are not included in the services performed by ENGINEER unless they are included pursuant to Exhibit A —Special Services. 4. Prepare applications for permits including but not limited to road and railroad crossing permits, building code permitting (if any). ENGINEER will provide supporting documents to the construction contractor(s) for their application of NPDES/TPDES Permitting. Any permitting effort required because of new regulations that become effective after the signing of this contract will be considered additional services. 5. Submit plans, specifications, and contract documents to the applicable federal and state agency(s) for approval, where required. Submittals will include TCEQ and TDLR. 6. Furnish necessary information to utility companies whose facilities may be affected or services may be required for the Project. Provide site civil design of the pump station sites to support the electric utilities site requirements, including site grading, roads, and fencing. The pump station power connection to the electric utility will be on the secondary side of the utility transformer. 7. Level 2 Review: Furnish OWNER six (6) copies of preliminary (60%) plans and specifications marked "Preliminary' for approval by OWNER. ENGINEER will meet with the OWNER to present the preliminary plans and specifications. After OWNER'S review, ENGINEER will meet with OWNER to receive comments. Level 2 review documents will include dimensional layout drawings, plans, sections and elevations of the facilities for all of the trades, typical details, and most special details. The drawings will be in sufficient development to show the overall layouts and design intent, but will lack many notes and minor details. The specifications will include the front end documents and draft specifications for major equipment items. 8. Level 3 Review: Furnish OWNER six (6) copies of preliminary (95%) plans, specifications, and bid proposals marked "Preliminary" for approval by OWNER. ENGINEER will meet with the OWNER to present the preliminary plans and specifications. After OWNER'S review, ENGINEER will meet with OWNER to receive comments. Upon final approval by OWNER, ENGINEER will complete the plans and specifications and provide OWNER ten (10) sets of copies of "Final" plans and specifications. Level 3 Review documents will include all drawing sheets and specifications with some minor corrections and notes still remaining. 9. Prepare bidder's proposal forms (project quantities) of the improvements to be constructed. 10. Prepare revised opinion of probable construction cost at the Level 2 and 3 Reviews. FNI Professional Agreement Page 14 of 25 SPECIAL SERVICES: FNI shall render the following special services in connection with The Project: A. Geotechnical Engineering: FNI will provide geotechnical engineering services as follows: 1. Review the Geologic Atlas of Texas to study general subsurface conditions that are expected at the pump station site. 2. Visit the proposed pump station and ground storage tank site before drilling to select locations for exploratory borings. Engineer will stake the specific locations after checking underground utilities, other existing construction, and accessibility. 3. Subcontract with a drilling contractor to drill a total of 11 borings at the pump station and ground storage tank site. One (1) 60 -foot boring and four (4) 40 -foot borings will be drilled at the ground storage tank site and four (4) 65 -foot borings and two (2) 35 -foot borings will be drilled at the pump station site. Bedrock may be cored in some borings, if encountered. Samples will be collected intermittently using continuous flight augers and either split -spoon or tube samplers. Borings will be backfilled with auger cuttings. 4. Provide an engineer or geologist to direct the drilling, log the borings, record field test data, and handle and transport the samples. 5. Select samples for laboratory testing, assign tests, deliver samples to a subcontract Laboratory and review test results. Testing is expected to include classification tests (liquid and plastic limits and percent passing a #200 sieve or gradation), moisture content, and unconfined compression strength tests. 6. Prepare a technical memorandum summary report of the geotechnical investigation to include: a. Appendix with the boring locations, boring logs, laboratory test results, and a key to the symbols used. b. Discussion of subsurface conditions and soil properties found by the field and laboratory work and implications for design. c. Foundation and site preparation recommendations for the pump station and ground storage tank. d. General discussion of expected construction related issues. B. Hydraulic Modeling: FNI will provide hydraulic modeling services as follows: 1. Kickoff Meeting: Attend kickoff meeting with City. FNI and the City will review assumptions for existing average day and maximum day demands. Discuss projected demands to use for 20 - year system curves and overall assumptions (additional improvements constructed). FNI Professional Agreement Page 15 of 25 2. Develop 20 -year Average Day & Maximum Day Model Scenarios: FNI will utilize the demands, water system improvements and supply assumptions determined at the kickoff meeting to develop 20 -year average day and maximum day steady state scenarios in the water model. 3. Develop System Curves for Existing and 20 -year Average Day & Maximum Day Demand Conditions: FNI will utilize the existing system and 20 -year scenarios for average day and maximum day demand conditions to prepare system curves for Pump Station #7. 4. Prepare Technical Memorandum on System Curve Development: FNI will prepare a technical memorandum summarizing the assumptions used in calculating the system curves and submit three hard copies and a PDF to the City. 5. Meet with the City to Discuss Technical Memo & System Curves & Finalize Tech Memo: FNI will meet with the City to discuss comments on the technical memo and system curves. FNI will revise the system curves and technical memo and submit final copies to the City, including five hard copies and a PDF. The technical memo will be included as an appendix to the Preliminary Design Report. C. Asbestos Analysis of Existing PS # 16: FNI will retain and monitor and direct, through a subcontract, the efforts of an asbestos survey firm (King Consultants) to provide the following services: 1. Conduct sampling of each suspect material in a random manner to accordance with TDSHS recommended protocol. 2. Quantify materials in a homogenous area. 3. Review any existing asbestos surveys or inspections. 4. Analyze all samples using Polarized Light Microscopy using EPA Method 600. 5. Provide information describing all local, state, and federal government laws as they apply to ACBM. 6. Provide homogeneous area report that includes asbestos containing building materials (ACBM), condition of materials, quantity of materials and estimated abatement cost. FNI Professional Agreement Page 16 of 25 D. Physical Hydraulic Model: FNI will retain and monitor and direct, through a subcontract the efforts of a physical hydraulic modeler (Clemson Engineering) to provide the following services: 1. Build a scaled (1:5 or 1:7) physical model of the pump cans 2. Provide results and design recommendations for the pump station. FNI Professional Agreement Page 17 of 25 TIME OF PERFORMANCE: FNI is authorized to commence work on The Project upon execution of this AGREEMENT and agrees to complete the services in accordance with the following schedule: • Notice to Proceed from Owner — April 15, 2014 • Submit Draft Preliminary Design Report—August 15, 2014 • Submit Final Preliminary Design Report—October 1, 2014 • Submit 60% Level Plans — March 1, 2015 • Submit 95% Level Plans and Specifications — August 1, 2015 • Submit 100% Plans and Specifications — November 11, 2015 The above schedule is based upon OWNER review of the preliminary design report and other submittals within two weeks of submittal. If FNI's services are delayed through no fault of FNI, FNI shall be entitled to adjust contract schedule consistent with the number of days of delay. In the event FNI asserts that it is entitled to additional time, it shall provide notice to the OWNER as soon as reasonably practicable after the event allegedly causing such delay shall occur ("Delay Event"), but in no event to exceed five (5) business days after the occurrence of the Delay Event. FNI shall use and exercise all diligence to promptly remove or remediate such Delay Event. In the event notice of the Delay Event shall not be provided as prescribed herein, FNI shall not be entitled to relief from schedule as provided in this AGREEMENT. These delays may include but are not limited to delays in OWNER or regulatory reviews, delays on the flow of information to be provided to FNI, except any delays occasioned by subcontracts or sub consultants of FNI, and governmental approvals. These delays may result in an adjustment to compensation. FNI Professional Agreement Page 18 of 25 EXHBIT A, PART 2, ADDITIONAL SERVICES PUMP STATION NUMBER 16 AND STORAGE TANK PRELIMINARY DESIGN AND FINAL DESIGN ADDITIONAL SERVICES: Additional Services to be performed by FNI, if authorized by Owner, which are not included in the above described General Service, Basic Services, and Special Services, are, except as may otherwise provided to be performed by FNI, described as follows: A. Field layouts or the furnishing of construction line and grade surveys. B. Providing services to investigate existing conditions or facilities, or to make measured drawings thereof, or to verify the accuracy of drawings or other information furnished by Owner. C. Providing renderings, model, and mock-ups requested by the Owner. D. Making revisions to drawings, specifications or other documents when such revisions are 1) not consistent with approvals or instructions previously given by Owner or 2) due to other causes not solely within the control of FNI. E. Providing consultation concerning the replacement of any Work damaged by fire or other cause during the construction, and providing services as may be required in connection with the replacement of such Work. F. Investigations involving consideration of operation, maintenance and overhead expenses, and the preparation of rate schedules, earnings and expense statements, feasibility studies, appraisals, evaluations, assessment schedules, and material audits or inventories required for certification of force account construction performed by Owner. G. Preparing applications and supporting documents for government grants, loans, or planning advances and providing data for detailed applications. H. Providing shop, mill, field or laboratory inspection of materials and equipment. Observe factory tests of equipment at any site remote to the project or observing tests required as a result of FNI Professional Agreement Page 19 of 25 equipment failing the initial test. I. Preparing Operation and Maintenance Manuals or conducting operator training. J. Preparing data and reports for assistance to Owner in preparation for hearings before regulatory agencies, courts, arbitration panels or any mediator, giving testimony, personally or by deposition, and preparations therefore before any regulatory agency, court, arbitration panel or mediator. K. Furnishing the services of a Resident Project Representative to act as Owner's on-site representative during the Construction Phase. The Resident Project Representative will act as directed by FNI in order to provide more extensive representation at the Project site during the Construction Phase. Through more extensive on-site observations of the work in progress and field checks of materials and equipment by the Resident Project Representative and assistants, FNI shall endeavor to provide further protection for Owner against defects and deficiencies in the work. Furnishing the services of a Resident Project Representative is subject to the provisions of Article I, D and Attachment RPR. If Owner provides personnel to support the activities of the Resident Project Representative who is FNI or FNI's agent or employee, the duties, responsibilities and limitations of authority of such personnel will be set forth in an Attachment attached to and made a part of this AGREEMENT before the services of such personnel are begun. It is understood and agreed that such personnel will work under the direction of and be responsible to the Resident Project Representative. Owner agrees that whenever FNI informs him in writing that any such personnel provided by the Owner are, in his opinion, incompetent, unfaithful or disorderly, such personnel shall be replaced. L. Assisting Owner in preparing for, or appearing at litigation, mediation, arbitration, dispute review boards, or other legal and/or administrative proceedings in the defense or prosecution of claims disputes with Contractor(s). M. Performing investigations, studies and analyses of substitutions of equipment and/or materials or deviations from the drawings and specifications. FNI Professional Agreement Page 20 of 25 N. Assisting Owner in the defense or prosecution of litigation in connection with or in addition to those services contemplated by this AGREEMENT. Such services, if any, shall be furnished by FNI on a fee basis negotiated by the respective parties outside of and in addition to this AGREEMENT. This provision shall not apply to any expense related to a legal action to which FNI is a party. O. Providing environmental support services including the design and implementation of ecological baseline studies, environmental monitoring, impact assessment and analyses, permitting assistance, and other assistance required to address environmental issues. P. Performing investigations, studies, and analysis of work proposed by construction contractors to correct defective work. Q. Design, contract modifications, studies or analysis required to comply with local, State, Federal or other regulatory agencies that become effective after the date of this agreement. R. Services required to resolve bid protests or to rebid the projects for any reason other than fault of any type or degree of FNI. S. Visits to the site in excess of the number of trips included in the General Services, Basic Services, or Special Services for periodic site visits, coordination meetings, or contract completion activities. T. Providing basic or additional services on an accelerated time schedule. The scope of this service include cost for overtime wages of employees and consultants, inefficiencies in work sequence and plotting or reproduction costs directly attributable to an accelerated time schedule directed by the Owner. U. Providing services made necessary because of unforeseen, concealed, or differing site conditions or due to the presence of hazardous substances in any form, except as noted in the scope of services. V. Providing value engineering studies or reviews of cost savings proposed by others. W. Prepurchase or preselection or any alternate contract structure or number of contracts other than FNI Professional Agreement Page 21 of 25 stipulated in Exhibit A— Basic Services. X. Provide any services after the satisfactory conclusion and completion of the General Services, Basic Services, and Special Services of the Project. FNI Professional Agreement Page 22 of 25 EXHBIT A, PART 3, RESPONSIBILITIES OF THE OWNER PUMP STATION NUMBER 16 AND STORAGE TANK PRELIMINARY DESIGN AND FINAL DESIGN RESPONSIBILITIES OF OWNER: Owner shall perform the following in a timely manner so as not to delay the services of FNI: A. Owner recognizes and expects that certain Change Orders, herein so called, may be required. Any responsibility of Engineer for the costs of Covered Changed Orders will be determined on the basis of applicable contractual obligations and professional liability standards. For purposes of this paragraph, the responsibility of Engineer for the costs of Change Orders will not include: • any costs that Owner would have incurred if the Change Order work had been included originally in the Contract Documents and its lack of inclusion was not due, in whole or in part, to any fault, error, or omission of Engineer related thereto, • Any costs that are due to unforeseen site conditions, or • Any costs that are due to changes made by the Owner. • Any costs that are incurred due to the negligence of the construction contractor Wherever used in this document, the term Engineer includes Engineer's officers, directors, partners, employees, agents, and Engineers Consultants. B. Designate in writing a person to act as Owner's representative with respect to the services to be rendered under this AGREEMENT. Such person shall have contract authority to transmit instructions, receive information, interpret and define Owner's policies and decisions with respect to FN I's services for the Project. C. 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 expandability, 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. FNI Professional Agreement Page 23 of 25 D. Assist FNI by placing at FNI's disposal all available information pertinent to the Project including previous reports and any other data relative to design or construction of the Project as provided in this AGREEMENT. E. Arrange for access to and make all provisions for FNI to enter upon public and private property as required for FNI to perform services under this AGREEMENT. F. Examine all studies, reports, sketches, drawings, specifications, proposals and other documents presented by FNI, obtain advice of an attorney, insurance counselor and other consultants as Owner deems appropriate for such examination and render in writing decisions pertaining thereto within a reasonable time so as not to delay the services of FNI. G. Furnish approvals and permits from all governmental authorities having jurisdiction over the Project and such approvals and consents from others as may be necessary for completion of the Project, except as otherwise the responsibility of FNI as provided in this AGREEEMENT. H. Give prompt written notice to FNI whenever Owner observes or otherwise becomes aware of any development that affects the scope or timing of FNI's services. I. Furnish, or direct FNI to provide, Additional Services as stipulated in Exhibit "A," Part 2, if deemed necessary by Owner. J. Bear all costs incident to compliance with the requirements of this Exhibit "A", Part 3. K. Provide the following services, unless provided specifically otherwise in this Agreement: a. Provide land acquisition services. b. Pay all permits fees and mitigation cost. c. Provide land title research and title policy. d. Provide advertisement for bids in local publications as required. FNI Professional Agreement Page 24 of 25 EXHIBIT B — BUDGET PUMP STATION NUMBER 16 AND STORAGE TANK PRELIMINARY DESIGN AND FINAL DESIGN CITY and ENGINEER have established a not -to -exceed budget of $1,567,600.00 to complete all services under this AGREEMENT. This amount will not be exceeded without a contract amendment. CITY will pay the ENGINEER hourly, for services identified in Exhibit A, based on ENGINEERS Fee Schedule presented as EXHIBIT C. Subconsultant services will be billed at cost to ENGINEER with a 10 percent handling fee. The Budget is presented for the services of ENGINEER under this AGREEMENT are provided in this Exhibit B. CITY and ENGINEER agree to allow redistribution of funds between Tasks as appropriate to allow flexibility in providing the needed services within the not -to -exceed budget. ENGINEER agrees to complete these services as delineated above. Should there be a Change in Scope of Work or Time of Performance, then this can result in an amendment to this contract which shall be negotiated at that time. The budget assumes that all work will be completed within 575 calendar days from the Notice to Proceed. FNI Professional Agreement Page 25 of 25 OTHER DIRECT EXPENSES: Other direct expenses are reimbursed at actual cost times a multiplier of 1.10. They include outside printing and reproduction expense, communication expense, travel, transportation and subsistence away from the FNI office and other miscellaneous expenses directly related to the work, including costs of laboratory analysis, test, and other work required to be done by independent persons other than staff members. . FNI OWNER ATTACHMENT CO COMPENSATION Compensation to Freese and Nichols shall be based on the following Schedule of Charges: Not to Exceed: The total fee for Gneral Services, Basic Services, and Special Services shall be computed on the basis of the Schedule of Charges, but shall not exceed One million, five hundred and sixty seven thousand, six hundred ($1,567,600.00). If FNI sees the Scope of Services changing so that Additional Services are needed, including but not limited to those services described as Additional Services in Exhbit A, Part 2, FNI will notify OWNER for OWNER's approval before proceeding. Additional Services shall be computed based on the Schedule of Charges. Schedule of Charges: Position Rate Position Rate PRINCIPAL 388.50 3D VISUALIZATION COORDINATOR 178.50 GROUP MANAGER 247.00 ENVIRONMENTAL SCIENTIST VII 228.90 ENGINEER VIII 269.85 ENVIRONMENTAL SCIENTIST VI 199.50 ENGINEER VII 263.55 ENVIRONMENTAL SCIENTIST V 168.00 ENGINEER VI 236.25 ENVIRONMENTAL SCIENTIST IV 147.00 ENGINEER V 185.00 ENVIRONMENTAL SCIENTIST III 126.00 ENGINEER IV 169.05 ENVIRONMENTAL SCIENTIST II 88.20 ENGINEER III 150.15 ENVIRONMENTAL SCIENTIST 1 87.15 ENGINEER II 141.75 ARCHITECT VI 201.60 ENGINEER 1 116.55 ARCHITECT V 182.70 ELECTRICAL ENGINEER VI 222.60 ARCHITECT IV 147.00 ELECTRICAL ENGINEER V 182.70 ARCHITECT III 140.70 ELECTRICAL ENGINEER IV 144.90 ARCHITECT II 113.40 ELECTRICAL ENGINEER III 136.50 ARCHITECT I 97.65 ELECTRICAL ENGINEER II 132.30 PLANNER VI 213.15 ELECTRICAL ENGINEER 1 124.95 PLANNER V 163.80 MECHANICAL ENGINEER VI 215.25 PLANNER IV 129.15 MECHANICAL ENGINEER V 191.10 PLANNER III 117.60 MECHANICAL ENGINEER IV 166.95 PLANNER[ 96.60 MECHANICAL ENGINEER III 147.00 HYDROLOGIST V 184.80 PROGRAM MANAGER II 222.60 HYDROLOGIST IV 144.90 CONSTRUCTION CONTRACT ADMIN III (QC) 184.28 HYDROLOGIST III 133.35 CONSTRUCTION CONTRACT ADMIN III (Spec. Insp) 147.26 HYDROLOGIST II 121.80 CONSTRUCTION CONTRACT ADMIN III (CM) 136.50 SENIOR GEOLOGIST 142.80 CONSTRUCTION CONTRACT ADMIN III (Sr. RPR) 105.00 GEOTECHNICAL ENGINEER VI 236.25 CONSTRUCTION CONTRACT ADMIN II (PS RPR) 126.00 PUBLIC INVOLVEMENT COORDINATOR 134.40 CONSTRUCTION CONTRACT ADMIN I (DCS II) 111.30 WEB SERVICES ADMINISTRATOR 157.50 CONSTRUCTION CONTRACT ADMIN I (RPR) 99.75 WORD PROCESSING/SECRETARIAL 80.85 CONSTRUCTION CONTRACT ADMIN I (JR PS RPR) 115.50 OPERATIONS ANALYST 145.95 DOCUMENT CONTROL CLERK 106.05 CONTRACT ADMINISTRATOR 92.40 SR DESIGNER 196.35 INFORMATION SERVICES ADMINISTRATOR 79.80 DESIGNER II 158.55 INFORMATION SERVICES CLERK III 63.00 DESIGNER 1 136.50 INFORMATION SERVICES CLERK II 58.80 CADD DESIGNER 168.00 INFORMATION SERVICES CLERK 1 57.75 TECHNICIAN IV 142.80 CO-OP 70.35 TECHNICIAN III 114.45 TECHNICIAN II 95.55 TECHNICIAN 1 73.50 GIS COORDINATOR 144.90 GIS ANALYST IV 131.25 GIS ANALYST III 108.15 GIS ANALYST 11 96.60 GIS ANALYST 1 72.45 Rates for In -House Services Technology Charge Bulk Printing and Reproduction $8.50 per hour Black and White $0.10 per copy Color $0.50 per copy Travel Plot - Bond $2.50 per plot Standard IRS Rates Plot - Color $5.75 per plot Plot - Other $5.00 per plot Binding $5.75 per book OTHER DIRECT EXPENSES: Other direct expenses are reimbursed at actual cost times a multiplier of 1.10. They include outside printing and reproduction expense, communication expense, travel, transportation and subsistence away from the FNI office and other miscellaneous expenses directly related to the work, including costs of laboratory analysis, test, and other work required to be done by independent persons other than staff members. . FNI OWNER