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HomeMy WebLinkAboutResolution - 2014-R0065 - Amendment To Contract - Freese & Nichols Inc. - 02/27/2014Resolution No. 2014-R0065 February 27, 2014 Item No. 5.11 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock is hereby authorized and directed to execute for and on behalf of the City of Lubbock, Amendment No.3 to that certain Contract No. 10844 dated June 21, 2012, for professional services by and between the City of Lubbock and Freese and Nichols, Inc., and related documents. Said Amendment is attached hereto and incorporated in this resolution as if fully set forth herein and shall be included in the minutes of the City Council. Passed by the City Council on February 27, 2014 — GLEN . ROBEjkTSON, MAYOR ATTEST: Rebe ca Garza, City Secret APPROVED AS TO CONTENT: /2' /&) R. Keith Smith, P.E., Director of Public Works APPROVED AS TO FORM: Chad Weaver, Assistant City Attorney vw:ccdoc& RES.Amend #3 Agrmt-Freese & Nichols February 4, 2014 Capital Project Number: Capital Project Name: City of Lubbock, TX Capital Project Project Cost Detail February 27, 2014 92255 BCWF Supply Line/ Pumping System $ Budget Encumbered/Expended City of Lubbock Staff Time $ Advertisement Misc. Services Freese & Nichols - LHB Assessment Professional Services Freese & Nichols - BCWF Supply Line Preliminary Engineering Freese & Nichols - BCWF Amendment #1: Supply Line Final Design and Bid Phase Services Freese & Nichols - BCWF Amendment #2: Contract A General and Resident Representation BCWF Supply Pipeline Construction - Contract A - Western Summit Constructors, Inc. Sewer System Capital Improvement Current Agenda Items- February 27, 2014 BCWF Supply Pipeline Construction - Contract B BCWF RPR Scope Change to Amendment #1 Encumbered/Expended to Date 19,111,725 34,257 146 51,000 378,200 274,129 2,163,829 690,367 6,167,173 208,160 9,144,4§4 -- Estimated Costs for Remaining Appropriation Construction 7,388,275 Remaining Appropriation 7,388,275 Total Appropriation To Date $ 26,500,000 Resolution No. 2014-R0065 AMENDMENT NUMBER 3 TO PROFESSIONAL SERVICES CONTRACT NO. 10844 BETWEEN THE CITY OF LUBBOCK AND FREESE AND NICHOLS, INC. AMENDMENT NUMBER 3 DATED February 13, 2014, to the agreement between City of Lubbock, (City) and Freese and Nichols, Inc., (Engineer) dated June 21, 2012 ("the Agreement") concerning General Representation and Construction Representation Services for the Bailey County Well Field Supply Pipeline Project. The Engineer has entered into the Agreement with City for the furnishing of professional services, and the parties now desire to amend the Agreement. Therefore, it is mutually agreed that the Agreement is amended to include Additional Services to be performed by Engineer as set forth in Exhibit A hereto. There is no additional compensation authorized by this Amendment No. 3 beyond the compensation set forth in the Agreement. Amendment No. 3 extends the Agreement an additional 365 days from the expiration date of the Agreement. The parties ratify the terms and conditions of the Agreement not inconsistent with this Amendment, all of which are incorporated by reference. CLIENT: CONSULTANT: CITY OF LUBBOCK I-REESE A D NICHOLS, INC. By: By: GI Robertson Russell Gibson, P.E. Title: Mayor Title: Principal Date: February 27, 2014 Date: `, ATTEST: APP OVED TO CONTENT: Rebec a Garza, City ecret 'C"Wood Franklin, P.E., City Engineer APPROVED AS TO FORM: Chad Weaver, Assistant City Attorney J n Turpin ief Water Utilities Engineer 4055 International Plaza, Suite 200 • Fort Worth, Texas 76109 • 817-735-7300 • fax 817-735-7491 January 7, 2014 John Turpin, P.E. Chief Water Utilities Engineer City of Lubbock Water Department 162513' Street Lubbock, Texas 79457 Re: City of Lubbock— Bailey County Well Field Supply Pipeline —Contract B Resident Project Representative Budget Revision Dear Mr. Turpin: This letter is to request a budget revision for the Bailey County Well Field Supply Pipeline engineering services contract. The current agreement budgeted time and expenses for the resident project representative through the end of January 2014 for Contract A. It is estimated that an additional 11 months of time and expenses will be required to complete the Contract B pipeline construction. The additional fee required for this work is $353,671.00. The fee spreadsheet is attached for your reference. It is estimated that the route study and design will have a surplus budget in excess of this amount. FNI would like to move the above mentioned budget from the route study and design phase to the construction phase of the contract. If this budget revision is acceptable to the City, please sign the space provided below and return one copy to me for my records. If you have any questions please give me a call. Sincerely, Nicholas Lester, P.E. Freese and Nichols, Inc. Budget Revision Acceptance: John Turpin, P.E. Chief Water Utilities Engineer City of Lubbock cc: Wood Franklin, City of Lubbock (email) Resolution No. '013—R0020 January 10, 201_ Item No. 5.7 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock is hereby authorized and directed to execute for and on behalf of the City of Lubbock, Amendment No. 1 to that certain Contract No. 10844 dated June 21, 2012 for professional services concerning T-01 DesigntandwBidwPhaseiServices-,for4the Bailey County Well Field Supply Pipeline Project, by and between the City of Lubbock and Freese and Nichols, Inc., and related documents. Said Amendment is attached hereto and incorporated in this resolution as if fully set forth herein and shall be included in the minutes of the City Council. Passed by the City Council on January 10 2013 GLE . ROR�,RTSON, MAYOR ATTEST: Garza, City Secretary APPROVED AS TO CONTENT: Marsha Reed, P.E., Chief Operating Officer APPROVED AS TO FORM. Chad Weaver, Assistant City Attorney vw:ccdocs/RES.Amend #I Contract -Freese & Nichols, Inc. December 13, 2012 Resolution No. 2013—R 0 AMENDMENT NUMBER 1 TO PROFESSIONAL SERVICES CONTRACT No. 10844 BETWEEN THE CITY OF LUBBOCK AND FREESE AND NICHOLS, INC. AMENDMENT NUMBER 1 DATED January 10, 2013 to the agreement between City of Lubbock, (City) and Freese and Nichols, Inc., (Engineer) dated June 21, 2012 ("the Agreement") concerning Final Design and Bid Phase Services for the Bailey County Well Field Supply Pipeline Project. The Engineer has entered into the Agreement with City for the furnishing of professional services, and the parties now desire to amend the Agreement. Therefore, it is mutually agreed that the Agreement is amended to include Additional Services to be performed by Engineer and provisions for additional compensation by the City to the Engineer, as set forth in Exhibit A hereto. Amendment No. 1 extends the Agreement an additional 365 days from the expiration date of the Agreement. The parties ratify the terms and conditions of the Agreement not inconsistent with this Amendment, all of which are incorporated by reference. CLIENT: CITY OF LUBBOC By: V/0eXkkobertson Title: Mayor Date: t2-- 110- (.3 ATTEST: A2 Reb6ca Garza, City Secretary APP D AS O FORM: Chad Weaver, Assistant City Attomey Rev. I 1 -08 CONSULTANT: FREESE ANQ NICHOLS, INC. By: Russell Gibson, P.E. Title: Vice President Date:7/12— APPROVED AS TO CONTENT: a Reed, P.E., Chi Operating Officer � y Turpin, P.E., Chi ater Utilities Engineer EXHIBIT A SCOPE OF SERVICES FOR: BAILEY COUNTY WELL FIELD SUPPLY PIPELINE GENERAL: The Bailey County Well Field Supply Pipeline (BCWFSP) - (The Project) includes the following facilities: • Route 1 - 10.5 miles of 30 -inch diameter pipeline from tie-in at existing 45 -inch Bailey County Pipeline to Pump Station Number 7 (PSN7). • Flow control valves, flow meter at PSN7 and tie-in structure at the connection to the existing Bailey County pipeline. • The SCADA and communication system from the flow control valves and flow meter at the PSN7 site. • Relocate a portion of 10 -inch pipeline on LCU campus. The Project will be split into the following construction contracts: • Contract A: Section 1 of the 10.5 mile long 30 -inch diameter pipeline from Loop 289 to PSN7 and relocation of 10 -inch pipeline on LCU campus. • Contract B: Section 2 of the 10.5 mile long 30 -inch diameter pipeline from tie-in at existing Bailey County Pipeline to Loop 289 connection. • Contract C: Demolition of Low Head B Pump Station and Piping Modifications The following facilities are not part of The Project. If added to the project, additional compensation will be granted to FNI. • Chemical facilities. • Improvements to Lubbock's existing Pump Station Number 7 • Construction Phase General and Resident Representation services The OWNER shall provide the following items for the development of the Project: 1. Pay for all fees, permits, mitigation cost, utilities, and electric power service costs 2. The OWNER shall designate a person to act as OWNER's representative during The Project BASIC SERVICES: The Basic Services Include project administration, preliminary investigations and reports, preparation of detailed design and construction documents, construction bid and award services, and construction general representation. FNI shall render the following professional services in connection with the development of the Project: A. PROJECT MANAGEMENT: FNI will provide the following as part of the Basic Services 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. Provide a Project Manual. The manual will be for use by the OWNER, and Consultant Team. The manual will include the following: • Project description and scope of work • Project Team organization and contact information • Work plan and schedule • Project Quality Assurance and Quality Control Plan • Project budget 3. Provide administration and management of The Project. Review ongoing activities of all parties. Monitor schedule monthly. Monitor and update budget at milestones. Review progress with OWNER's Board on a monthly basis. 4. Coordinate work of other consultants to keep the project on schedule. Act as an extension of OWNER's staff to provide information to other consultants to facilitate their work. Review work of other consultants as OWNER's engineer. 5. Assist the OWNER with coordination with Customers staff to discuss operations, connections, start-up, and other issues. A total of four meetings are included. 6. 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. FINAL DESIGN PHASE: Upon approval of the final draft of the preliminary design report, FNI will provide the following as part of the final design phase: Obtain and review OWNER -furnished front end documents, general conditions, and special conditions for the construction contracts. Meet with OWNER to resolve 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 Special Services. The cost of any additional special services shall be paid by OWNER and are not Included in the services performed by FNI unless they are included pursuant to Exhibit A — Special Services. 4. Prepare applications for routine permits such as road and railroad crossing permits, and building code permitting (if any). 5. Submit plans, specifications, and contract documents to the applicable federal and state agency(s) for approval, where required. Submittals will Include TCEQ. 6. Furnish necessary information to utility companies whose facilities may be affected or services may be required for the Project. 7. 60% Review: Furnish OWNER ten (10) copies of preliminary (60%) plans and specifications marked "Preliminary' for approval by OWNER. FNI will meet with the OWNER to present the preliminary plans and specifications and receive comments. 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. 95% Review: Furnish OWNER ten (10) copies of preliminary (95%) plans, specifications, and bid proposals marked "Preliminary' for approval by OWNER. FNI will meet with the OWNER to present the preliminary plans and specifications and receive comments. Upon final approval by OWNER, FNI will complete the plans and specifications and provide OWNER ten (10) sets of copies of "Final" plans and specifications. 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 60% and 95% Reviews. C. BID AND AWARD PHASE: Upon completion of the design services and approval of "Final" plans and specifications by OWNER, FNI will proceed with the performance of services in this phase as follows: 1. Assist OWNER in securing bids, issuing notice to bidders and notifying selected plan rooms. The notice to bidders will be furnished to OWNER for publication in the local news media. The cost for publications shall be paid by OWNER. 2. Distribute plans to bidders using the web -based Bidsync utilized by the City of Lubbock for bidding projects. Cost for any bidder's requests for hard copies of bid documents will be paid for by bidder. Advertise for bids on FNI's website. 3. Attend a pre-bid conference, if any, for each of the construction contracts. 4. Issue Addenda as appropriate to clarify, correct, or change the bidding documents. 5. Assist OWNER In the opening, tabulation, and analysis of the bids received and furnish recommendations on the award of contracts as appropriate. 6. Assist OWNER in the preparation of documents for execution of the construction contracts. FNI will conform the contract documents, make six original copies for execution. FNI will also make twenty conformed copies of the plans and specifications for use by the Contractor and OWNER and Engineer. The twenty copies will include ten full size copies and ten half size copies. FNI will also provide twenty color copies of the pipeline map books for use by the Contractor and OWNER 7. The Bid and Award phase will be considered complete upon execution of the construction contracts and distribution of the conformed copies of the plans and specifications. D. CONSTRUCTION PHASE SERVICES: Construction Phase Services are not included In this contract. SPECIAL SERVICES: FNI shall render the following special services in connection with The Project: E. ENVIRONMENTAL STUDIES AND PERMITTING: The scope outlined below assumes that there is no major opposition in the permitting process and that there are no unusual permitting problems, if opposition develops or permitting problems occur, the scope and fee limit will be revised and submitted to Owner for approval. Environmental Report FNI's scientists have conducted a pedestrian survey of the proposed pipeline route to identify environmental issues and document baseline conditions, including delineation of wetlands and identification of waters of the U.S. SECTION 404 PERMITTING Waters of the U. S. are regulated by the USACE and require a permit for activities conducted within the jurisdictional boundaries. The presence of jurisdictional waters such as ephemeral, intermittent, or perennial streams; wetlands; or other open waters will be documented and mapped. FNI will prepare an environmental report that will include a description of field observations described above; an opinion of whether or not jurisdictional waters are present, and if so, the type(s) of waters; an estimate of the area of impact to waters of the U.S.; and a discussion of potential USACE 404 permit options. Threatened and Endangered Species Threatened and Endangered Species. Conduct reconnaissance -level field surveys within the area of the proposed pipeline corridor to identify potential habitat and document any threatened or endangered (T&E) species encountered. Emphasis will be on federally listed species, but the Texas Parks and Wildlife Department T&E species database will be reviewed and documented. The results of the T&E species review will be documented in an environmental report. Texas Antiquities Code Compliance The Antiquities Code of Texas was passed in 1969. It requires that the Texas Historical Commission staff review any action that has the potential to disturb historic and archeological sites on public land. Additional actions that need review under the Antiquities Code of Texas include any construction program that takes place on land owned or controlled by a state agency or a state political subdivision, such as a city or a county. Projects that require review include: • reservoirs constructed by river authorities and water districts; • construction of recreational parks or the expansion of existing facilitates by city governments; • energy exploration by private companies on public land; and • construction by a city or county government that exceeds 5 acres or 5,000 cubic yards, whichever comes first. If the activity occurs inside a designated historic district or affects a recorded archeological site, it needs to be reviewed, regardless of project size. If there is a requirement for a Section 404 permit, compliance with the conditions of the National Historic Preservation Act is required. No activity which may affect historic properties listed or eligible for listing in the National Register of Historic Places can be authorized until the USACE District Engineer has complied with the provisions of 33 CFR part 325, Appendix C. Freese and Nichols, Inc. environmental scientist will provide coordination with Texas Historic Commission (THC) to determine if additional site investigation is required. Subsequent activities, potentially including shovel test and/or backhoe trenching, may require the services of a qualified archeologist, as an additional service. Additional Services The following items are outside of the special environmental studies and permitting services scope but can be provided upon written authorization of the OWNER. 1. Performing special environmental studies and other studies not specifically described in the basic scope of services. 2. Tree survey 3. Presence/absence surveys for federally listed threatened/endangered species. 4. Consultation with the U.S. Fish and Wildlife Service under Section 7 of the Endangered Species act. 5. Expert witness representation in legal proceedings or contested permit hearings. 6. Application for General Land Office easements. 7. Applications for Texas Parks & Wildlife Department Sand and Gravel Permits. 8. Preparation of permittee -responsible mitigation plans in accordance with the USACE Mitigation Rule dated April 10, 2008 (33 CFR Parts 325 and 332) or other regulations. 9. Cultural resources investigation, mitigation, or data recovery activities. 10. Preparation of a Storm Water Pollution Prevention Plan (SWP3). 11. Mitigation monitoring if required by permit conditions. 12. Monitoring for compliance with permit conditions. 13. Testing for site contamination, and remediation of contaminated properties. F. SURVEYING AND EASEMENT DOCUMENTS SERVICES: Retain and monitor the efforts of a survey firm (Hugo Reed) to perform the following services: 1. Ownership Map: Research deeds and prepare an ownership map of up to 48 parcels along the 10.5 mile transmission pipeline. 2. Project Control: Establish 45 project control points along the 10.5 mile pipeline. 3. Boundary Survey and Final Property Map: Perform surveys and prepare a final property map along the 10.5 mile pipeline. 4. Easement Documents: Provide metes and bounds easement description for 48 tracts along the 10.5 mile pipeline. 5. Stake Pipeline Centerline: Set iron rods along the 10.5 mile pipeline at 1/2 mile intervals and Pi's for construction control. 6. Photogrammetric Mapping: Provide aerial mapping for approximately 10.5 miles of pipeline. Photo scale shall be 1:250. Deliverables Include digital color orthophotography with 3" pixel resolution, topographic mapping in 1' contour interval, and digital terrain model in AutoCAD format. C H. SUBSURFACE UTILITY ENGINEERING SERVICES: Retain and monitor the efforts of a subsurface utility engineering firm (Gorrondona Associates) to perform the following services: 1. Subsurface Utility Engineering: Designate utilities (x,y) in a corridor along the proposed 10.5 mile pipeline Designation shall be ASCE 38-02 Quality Class B (geophysical testing). Additionally, locate 25 utilities (x,y,z) to be determined by Engineer. Utilities to be located will be critical utilities that cross the proposed pipelines. Excavation shall be by vacuum excavator. Provide AutoCADD drawings of SUE data. LAND ACQUISITION SERVICES: Retain and monitor the efforts of a Land Acquisition firm (Hugo Reed) to perform the following services: 1. Appraisals: Research property and prepare written appraisals for each parcel to be acquired. 2. Document Preparation: Prepare surveys, legal descriptions, and parcel plats for acquisition of the necessary right-of-ways. 3. Title Policies: Title policies will be purchased by the City. 4. Negotiation Service: Hugo Reed and Dee Hart Jr. will obtain right of entry and negotiate property acquisition for each individual parcel to be acquired. 5. Title Review for Oil and Gas: A review of the Title Commitment will be performed to ascertain if any outstanding oil and gas leases are effective and valid for each parcel. 6. Closing Procedures: Coordinate payment to the property owners and record the documents. CORROSION ENGINEERIN : Retain and monitor the efforts of a corrosion engineering firm (Corrosion Control Technologies) to provide the following services: 1. Prepare soil resistivity surveys at 1500' intervals 2. Conduct laboratory analyses of 4 soil samples that are collected by the geotechnical engineer. 3. Provide a visual inspection of the route to look for foreign pipeline crossings, stray do current sources, power lines, changes in soil conditions, drainages, and connections to existing facilities. 4.Prepare a report indicating soil resistivity analysis and recommendations for cathodic protection for bar -wrapped concrete cylinder pipe and up to three alternate cathodic protection system designs, such as galvanic anodes, galvanic ribbon anodes, and impressed current. 5. Provide recommendations for pipe material coating alternatives 6. Design cathodic protection systems for alternate pipe materials 7. Furnish plans and specifications for cathodic protection and corrosion monitoring systems 8.Evaluation of AC interference and mitigation is not included, and will be an additional service if required. J. GEOTECHNICAL ENGINEERIN : Freese and Nichols will provide geotechnical engineering services as follows: 1. Review the Geologic Atlas of Texas to study general subsurface conditions that are expected along the pipeline alignment. 2. Travel the alignment before drilling to select locations for exploratory borings. Engineer will stake the specific locations after checking underground utilities, other existing construction, and accessibility. Engineer will coordinate with City and County personnel and submit required approval. 3. Subcontract with a drilling contractor to drill a total of 21 borings along the pipeline alignment. Borings will be drilled to a depth of 20 feet, except for 3 borings drilled to 30 feet at bored crossings. Samples will be collected intermittently using continuous flight augers and either split -spoon or tube samplers. Approximately 4 of the borings may require drilling through existing roadways. Traffic control devices will be provided during drilling, but does not include dedicated flagmen. Borings will be backfilled with auger cuttings. In cases where pavement has been penetrated, the pavement will be patched with cold -set asphalt patching compound. 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 selected by FNI, 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 possibly unconfined compression strength tests. 6. Select samples for corrosion testing and send samples to the corrosion consultant. 7. Prepare a technical memorandum summary report of the geotechnical Investigation to include: a. Appendix with the boring locatlons, 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. General discussion of expected construction related issues. K. GIS MAPPING: Freese and Nichols will provide 10 copies of pipeline Map Books of the proposed 10.5 mile pipeline in GIS electronic format and color hard copies. The Map Books will show contours, aerials, proposed pipelines, stationing, and property lines. TIME OF COMPLETION: 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: • See attached schedule 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. 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, governmental approvals, etc. These delays may result in an adjustment to compensation. DESIGNATED REPRESENTATIVES: FNI and OWNER designate the following representatives: Owner's Designated Representative — John Turpin, 1625 13'h Street, Lubbock, Texas 79401; Phone 806- 775-2342; email: JTurpin@mail.ci.lubbock.tx.us Owner's Project Manager — Joe Mangrem, 1625 13'h Street, Lubbock, Texas 79401; Phone 806-775-2344; email: JMangrem@mail.ci.lubbock.tx.us Freese and Nichols Project Manager: Nick Lester, 4055 International Plaza, Suite 200, Fort Worth, Texas 76109-4895; Phone: 817-735-7300, Fax: 817-735-7491; email: ncl@freese.com Freese and Nichols Accounting Representative: Matt Shafer, 4055 International Plaza, Suite. 200, Fort Worth, Texas 76109-4895; Phone: (817)735-7300, Fax: (817)735-7491; email: mcs@freese.com EXHIBIT A, PART 3, ADDITIONAL SERVICES BAILEY COUNTY WELL FIELD SUPPLY PIPELINE ADDITIONAL SERVICES: Additional Services to be performed by FNI, if authorized by OWNER, which are not included in the above described basic services, are described as follows: A. Construction phase services including general representation and construction representation. 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. 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. D. Model testing of pumps, sump pits, or suction header piping. E. 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. F. 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 other than those services described in the Exhibit A. G. 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. H. Providing environmental support services including the design and implementation of ecological baseline studies, environmental monitoring, impact assessment and analyses, and other assistance required to address environmental issues other than those services described in the Exhibit A. I. 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. J. Design of alternates for alternate bidding. K. Pre -purchase or pre -selection or any other alternate contract structure other than the structure stipulated in Exhibit A — Basic Services. L. Services required to resolve bid protests or to rebid the projects for any reason. M. Providing services made necessary because of unforeseen, concealed, or differing site conditions or due to the presence of hazardous substances in any form. N. Providing value engineering studies or reviews of cost savings proposed by others. O. Additional compensation may be requested by FNI if the project is unduly prolonged due to delays beyond the control of FNI. P. Providing Arc Flash studies for electrical equipment. Such studies will be provided by the contractor. EXHIBIT A, PART 2 — OWNER'S RESPONSIBILITIES BAILEY COUNTY WELL FIELD SUPPLY PIPELINE 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 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 cost of Covered Change Orders will not include: • any costs that OWNER would have incurred if the Covered Change Order work had been included originally In the Contract Documents and without any other 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 due to the Contractor Nothing in this provision creates a presumption that, or changes the professional liability standard for determining if, Engineer Is liable for the cost of Covered Change Orders in excess of the percent of Construction Cost stated above or for any other Change Order. 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 FNI'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. 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. E. 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. F. 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. G. Provide such accounting, independent cost estimating and Insurance counseling services as may be required for the Project, such legal services as OWNER may require or FNI may reasonably request with regard to legal issues pertaining to the Project including any that may be raised by Contractor(s), such auditing service as OWNER may require to ascertain how or for what purpose any Contractor has used the moneys paid under the construction contract, and such inspection services as OWNER may require to ascertain that Contractor(s) are complying with any law, rule, regulation, ordinance, code or order applicable to their furnishing and performing the work. H. Attend the pre-bid conference, bid opening, preconstruction conferences, construction progress and other job related meetings and substantial completion inspections and final payment inspections. 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, or any defect or nonconformance of the work of any Contractor. Furnish, or direct FNI to provide, Additional Services as stipulated in Exhibit A, Part 3 of this AGREEMENT or other services as required. K. The OWNER reserves the right to direct substantial revision of the Plans and Specifications after approval by the OWNER as OWNER may deem necessary, but in such event the OWNER shall pay FNI just and equitable compensation for services rendered in making such revisions. OWNER shall not be obligated to pay FNI for said revisions should they be necessary as a result of the design and/or Contract Documents being in any manner defective or deficient. L. Bear all costs incident to compliance with the requirements of OWNER'S responsibilities. M. Provide the following services: 1. Pay all permit fees and mitigation costs. 2. Provide advertisement for bids in local publications as required E EXHIBIT B - BUDGET CITY and ENGINEER have established a not -to -exceed budget of $2,163.829,00 to complete all services under this Task Order. 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 D. Subconsultant services will be billed at cost to ENGINEER with a 10 percent handling fee. The Budget is presented in Exhibit C. 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. This contract assumes that all work will be completed within the time specified in the Amendment No. 1. W> - Z w J Q W M a� } cn J W CL � LL Osco mW 2 Ja LL O J m W Cl ~ � Q U Z Z O U U W }a WQ J Z m LL 0 40 0 0 pp 0 0 0 0 0 0 0 00 0 0 0 0 0 0 O O O p ,M O co (C <0 I�- N M WAf� CV C o0 Oi C ri t0 ci N N to O W) Cyt It cM Go c O�O�OOO Oi L1 r- C N u) M Of N ()r.-ch�� W) ch�ONN d M w N H V� to to M V3, fi0 v+ 69 O% W v w yr -19 000 oo�o� �E aE r r o r o0 0 O 0 O 0 O M 0 O 0 O 0 O 0 O 0 O 0 O 0 O 0 OOn O O N 0000010 Z N O 00 M O at Ri 01 N � —I — m t[1 l0 Iq Lq IQ O O 0 V m PO d° M M �- w lA fl - M M O w m 01 w N m N e0 N� u N c 0 N E c � f0 L C O U _ ++ t0 v y W t 0 ��Wfo C c Q L �a :oma c v o& Gy1 ❑❑❑O N ayi F' D o t 7 E C = p O N f0 t0 t9 m OQ'ul N •r 0 > .G m C ELLLL.N C C 7� UJUCDtoWm 0 01 j C t0 N A� b � V^ r• ^ � P P P- N A N O V , � Ip �y �p V R^^ b P N P N N P ry NP rv� t � N N N N N N .... N N N N N N�N N N MIM N N N M N N N N N N N N N N N N N N N N N ... 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IN Crossing w } Ir ;N 3 —• 0unty Road 6100Croaslaq �� �� NICMOLitubbuck tr cc 1A s 4`„ �3 Ex'�- Z Cou 906170 J a fid, 00 L a �• WT RW i F' Ij,'14j Ra�IRoaa Cross 6.4 Caun a y q a 6 20 S I a t�° r {} Coxelty Road 6300 " _ Ai 'r�i _ �fI l./`�, •`,. r, Caun Road MI � -•-rte _ T.. Proposed JO" Low Head "e' Pump Station fTransmission Line at Z Finn C■padty• 22.0 MGD Route J Proposed 30" L twe It f Transmission Line SJR Route 112 S •�i'-1".t [ - ' ., 2t t !� _- ., '� F1rm C4 City • 2e 2 MGD + � � �tA' 111 r� � • J � � r t � d. n_ 7 Au IL rz �y r � Y•` t l r i ; r # fAuburP _-, ubu {, t• i ,f _ t t FM 2255Crosslnp d - �; C ��5 ,�* a-' J •y� ;'• �; `{^ rs4:*7,�ihT-7 �''+.�� q 1`. F� a F 'r• Z.� 3f Lir'�.yea.. _' •", .i �,r t fTx fr f� i •A,r Y ,+1�ry r'" _ ;�i ,nN fJ a 3H 114 Crossln ' e f , a„ / r Tal ` P rut ` G'1a �� r•' yW' - by 7T� �.i�. /ice. I, `� • J ' _y"z Route 1 {a r 6.0 MG Ground Storage Tank < s `etN • [ - ,1 F 5; fr !� ..4 k a OvaAWN Elsa . 7253 s R .4. Rnials nxea e- ►� �\e Route 2 a Loop 261 Crossing + w 1 _' _TJ _ , � �, i• •� x� � I xtM Stir' �, rr: :•l j; r� � 2.0 MG Ground Storage Tank �a( � ,� F �•�'��- Pum Stadon N1 1'�f., � {* r v�� �.^ .. FemCapeWy•S27MGD Computer and CAD CalcOmp Plotter PC CAD Stations $10.00 per hr. Bond $2.50 per plot Other $5.00 per plot Calor $5.75 per plot Testing Apparatus Density Meter $700.00 per month Gas Detection $20.00 per test The ranges and Individual salaries wlil be adjusted annually, Print Shoo Color Copies 8 Printing $0.50 per single side copy $1.00 per double side copy Black 8 White Copies 8 Printing Binding $0.10 per single side copy $0.20 per double side copy $5.75 per book OTHER DIRECT EXPENSES: Other direct expenses are reimbursed at actual cost times a muhipller 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. For Resident Representative services performed by non-FNI employees and CAD services performed In-house by non-FNI employees where FNI provides workspace and equipment to perform such services, these services will be billed at cost times a multiplier of aaa oats r FNI OWNER COMPENSATION ATTACHMENT CO Compensation to Freese and Nichols shall be based on the following Schedule of Charges: Not to Exceed: The computed on the basis of the Schedule of Charges, but shall not exceed Two Million total fee for Basic Services in Attachment SC shall be One Hundred Forty sees the Scope of Services changing so that Additional Services FNI Six Thousand Seven Hundred Fifty One (S2,163,829.00). If FNI are needed, including but not limited to those services described as Additional Services in Attachment SC, will notify OWNER for OWNER's approval before proceeding. Additional Services shall be computed based Schedule of Charoes' on the Schedule of Charges PRS NC4nAL � �, R� 388.50 3D VISUALIZATION COORDINATOR GROUP MANAGER 247.00 ENVIRONMENTAL SCIENTIST VII 178.50 ENGINEER VIII 269.85 ENVIRONMENTAL SCIENTIST VI 228.90 ENGINEER VII 263.55 ENVIRONMENTAL SCIENTIST V 199.50 ENGINEER VI 236.25 ENVIRONMENTAL SCIENTIST IV 168.00 ENGINEER V 185.00 ENVIRONMENTAL SCIENTIST III 147.00 ENGINEER IV 169.05 ENVIRONMENTAL SCIENTIST II 126.00 ENGINEER ill 150.15 ENVIRONMENTAL SCIENTIST 1 88.20 ENGINEER 11 141.75 ARCHITECT VI 87.15 ENGINEER 1 116.55 ARCHITECT V 201.60 ELECTRICAL ENGINEER VI 222.60 ARCHITECT IV 182.70 ELECTRICAL ENGINEER V 182.70 ARCHITECT 111 147.00 ELECTRICAL ENGINEER IV 144.90 ARCHITECT 11 140.70 ELECTRICAL ENGINEER 111 136.50 ARCHITECT 1 113.40 ELECTRICAL ENGINEER II 132.30 PLANNER VI 97.65 ELECTRICAL ENGINEER 1 124.95 PLANNER V 213.15 MECHANICAL ENGINEER VI 215.25 PLANNER IV 163.80 MECHANICAL ENGINEER V129.15 191.10 PLANNER III MECHANICAL ENGINEER IV 166.95 PLANNER I 117.60 MECHANICAL ENGINEER III 147.00 HYDROLOGIST V 96.60 PROGRAM MANAGER II 222.60 HYDROLOGIST IV 184.80 CONSTRUCTION CONTRACT ADMIN III(OC) ( J 184.28 HYDROLOGIST III 144.90 CONSTRUCTION CONTRACT ADMIN III (Spec. Insp) 147.26 HYDROLOGIST 11 133.35 CONSTRUCTION CONTRACT ADMIN III (CM) 136.50 SENIOR GEOLOGIST 121.80 CONSTRUCTION CONTRACT ADMIN III (Sr. RPR) 105.00 GEOTECHNICAL ENGINEER VI 142.80 CONSTRUCTION CONTRACT ADMIN 11(LAH PS RPR) 126.00 PUBLIC INVOLVEMENT COORDINATOR 236.25 CONSTRUCTION CONTRACT ADMIN I DCS II ( ) 111.30 WEB SERVICES ADMINISTRATOR 134.40 CONSTRUCTION CONTRACT ADMIN I (RPR) 99.75 WORD PROCESSING/SECRETARIAL 157.50 CONSTRUCTION CONTRACT ADMIN I (PEPS RPR) 115.50 OPERATIONS ANALYST 80.85 DOCUMENT CONTROL CLERK 106.05 CONTRACT ADMINISTRATOR 145 .95 SR DESIGNER 196.35 INFORMATION SERVICES ADMINISTRATOR 9240 DESIGNER 11 158.55 INFORMATION SERVICES CLERK 111 7980 DESIGNER 1 136.50 INFORMATION SERVICES CLERK II 63.00 CADD DESIGNER 168.00 INFORMATION SERVICES CLERK 1 58.80 TECHNICIAN IV 142.80 CO-OP 57.75 TECHNICIAN III 114.45 70.35 TECHNICIAN II 95.55 TECHNICIAN 1 73.50 GIS COORDINATOR 144.90 GIS ANALYST IV 131.25 GIS ANALYST III 108.15 GIS ANALYST II 96.60 GIS ANALYST I 72.45 Computer and CAD CalcOmp Plotter PC CAD Stations $10.00 per hr. Bond $2.50 per plot Other $5.00 per plot Calor $5.75 per plot Testing Apparatus Density Meter $700.00 per month Gas Detection $20.00 per test The ranges and Individual salaries wlil be adjusted annually, Print Shoo Color Copies 8 Printing $0.50 per single side copy $1.00 per double side copy Black 8 White Copies 8 Printing Binding $0.10 per single side copy $0.20 per double side copy $5.75 per book OTHER DIRECT EXPENSES: Other direct expenses are reimbursed at actual cost times a muhipller 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. 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The following signatures are required to process the Contract Cover Sheet. City Coun---'_0enda: Will this item be placed on a future City Council Agenda? Yes (enter date of meeting to the right) 06/27/2013 Reason for being on future agenda: Over $25,000 Required e. — Risk Manager: Chief Financial City Manager Di Originating Del Department: Phone Number: Information 'Jame of En \ddress: 'ity: ontact Name: antract Signatory: lone #: and Individual Responsible for Ensu :Attached: Yes Date: 3 3 Date: Date: Contract Terms and Contract Public Works Engineering 775-2342 Name: John Turpin, P.E. Title: Chief Water Utilities Engineer - ­ ......r:,csorrwgency or Other Entity City of Lubbock is Contracting With: Freese and Nichols, Inc. 4055 International Plaza, Suite 200 Forth Worth State: Texas 76109 Nick Lester, P.E. zip: Ron Lemons, P.E. Title: Chief Operating Officer (817) 735-7300 Fm-< a: (817) 775-3344 E-mail: nCl@fi'eeSe.COm Contract Information: (Effective Date: 06/27/2013 End Date: Brief Description of Goods or Services or arrangements covered by the terms of the contract: Amendment No. 2 to Contract No. 10844wCounty ill be to perform additional professional services related to General Representation and Construction Representation services for the Bailey Well Field Supply Pipeline - Contract A. Amendment No. 2 will increase the contract time b 365 d Y ays. Financial Information (The account information will be entered into E1 for a ment): Fmntralt t No: 9255 Account: 8302 phases 10000 '�� Original Contract Amount: $ 274,129.00 Change Order # of rate revenue?: NO Previous Change Orders: $ 2,854,196.00 Will contract be paid from grant funds?: No New Cont 'act Amount: $ 3,128,325.00 Reviewed by Director of Purchasing & Contract Management: Q 10 Date: Contract Checklist (Not applicable to Change Orders or Amendments) 1. Is this individual or owner of this business an officer or employee of the City of Lubbock? Note: If Yes, City policy may not allow us to write a contract for this individual/vendor. If unsure, check with Legal. 1. Does the contract include language for Insurance NO Requirements? Note: If Yes, contact Risk Management at (806) 775-2277. Yes 1. Does the contract involve work by the contractor on City owned property? Note: If Yes, contact Risk Management at (806) 775-2277. Yes �. Does the contract involve the purchase of hardware, software, firmware or computer component acquisition? Note: If Yes, A Purchase Requisition from Information Technology is required. Contact IT at (806) 775-2374. Does the contract involve a u c e valued at $2,500 or more? NO [Note: If Yes, For assistance, contact your Buyer in the Purchasing Department.) NO Does the contract involve a Vurc a e valued at $25,000 or more? [Note: If Yes, Formal Competitive Sealed Bidding is required. For assistance, contact your Buyer in Purchasing.) Does the contract involve Consulting Services NO valued at $25,000 or more? [Note: If Yes, requires Request for Qualifications. Contact Director of Purchasing & Contract Management (806) 775-2572.) Yes If federal or state funded, does the contract include all clauses required by federal or state statutes and executive orders and their implementing regulations? If the purchase/transaction involves the purchase, lease, or acceptance as a gift of real estate, has an environmental site NO assessment (ESA) been performed on the property? [Note: If No, contact Environmental Comoliance.l No Forward the complete contract package to Contract Management, City Flail Suite 204, for review, approval and contract execution. The complete package includes one (1) copy of the completed Contract Cover Sheet (for internal City use only); minimum of three (3) originals of the contract or amendment; and minimum of three (3) originals of all other certifications and contract addenda. June 27, 2013, Item No. 5.1( RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock is hereby authorized and directed to execute for and on behalf of the City of Lubbock, Amendment No. 2 to that certain Professional Services Contract No. 10844 dated June 21, 2012, for the Bailey County Freese and Nichols, Inc., and related documents. Said Amendment is Well Field Supply Pipeline Project -Contract A, by and between the City of Lubbock and incorporated in this resolution as if fully set forth herein and shall be included in the attached hereto and minutes of the City Council. Passed by the City Council on .Tune 27, 2013 _0e , MAYOR GLE - A eON MAW-10— ATTEST: Rcb cca Garza, �City ecretary APPROVED AS TO CONTENT: t. Keith Smith, P.E., Chief Operating Officer APPROVED AS TO FORM: Chad Weaver, Assistant City Attorney vw:ccdocs/RES.Amend #2 Agrmt-Freese & Nichols June 10, 2013 Resolution No. 2013-RO1 AMENDMENT NUMBER 2 TO PROFESSIONAL SERVICES CONTRACT No. 10844 BETWEEN THE CITY OF LUBBOCK AND FREESE AND NICHOLS, INC. AMENDMENT NUMBER 2 DATED June 27, 2013 to the agreement between City of Lubbock, (City) and Freese and Nichols, Inc., (Engineer) dated June 21, 2012 ("the Agreement") concerning GGeneralAepresentation and Construction Representation Services for the Bailey County Wei l,Field:SupplyuPipelim,Project (5 ntraAA The Engineer has entered into the Agreement with City for the furnishing of professional services, and the parties now desire to amend the Agreement. Therefore, it is mutually agreed that the Agreement is amended to include Additional Services to be performed by Engineer and provisions for additional compensation by the City to the Engineer, as set forth in Exhibits A -C hereto. Amendment No. 2 extends the Agreement an additional 365 days from the expiration date of the Agreement. The parties ratify the terms and conditions of the Agreement not inconsistent with this Amendment, all of which are incorporated by reference. CLIENT: CITY OF LUBB By: Glen C. Robertson Title: Mayor Date: ATTEST: 4 . 0-6- _�C eb c�Garza, Secreta APP�VOV.,ED AS O FORM: f had Weaver, Assistant City Attorney Rev 11-08 CONSULTANT: FREESE AND NICHOLS, INC. By: Ron Lemons, P.E. Title: Chief Operating Officer Date: G /Z� / APP OVED AS CONTENT: L. Woo nklin, P.E., City Engineer EXHIBIT A SCOPE OF SERVICES FOR: BAILEY COUNTY WELL FIELD SUPPLY PIPELINE — CONTRACT A GENERAL AND RESIDENT REPRESENTATION GENERAL: FNI will provide General Representation and onsite Construction Representation for the following: The Bailey County Well Field Supply Pipeline, Contract A includes the following facilities: I . 2 miles of 36 -inch diameter bar -wrapped concrete cylinder pipe 2. One tank tie-in at Pump Station Number 7 3. Flow Meter and Flow Control Vaults and associated SCADA and electrical 4. 10 -inch pipeline relocation on LCU campus 5. Asphalt paving repairs/replacements CONSTRUCTION PHASE: Upon completion of the bid or negotiation phase services, FNI will proceed with the performance of constriction phase services as described below. FNI will endeavor to protect Owner in providing these services however, it is understood that FNI does not guarantee the Contractor's performance, nor is FNI responsible for supervision of the Contractor's operation and employees. FNI shall not be responsible for the means, methods, techniques, sequences or procedures of constriction selected by the Contractor, or any safety precautions and programs relating in any way to the condition of the premises, the work of the Contractor or any Subcontractor. FNI shall not be responsible for the acts or omissions of any person (except its own employees or agents) at the Project site or otherwise performing any of the work of the Project. 1. Assist Owner in conducting pre -construction conference(s) with the Contractor(s), review construction schedules prepared by the Contractor(s) pursuant to the requirements of the construction contract, and prepare a proposed estimate of monthly cash requirements of the Project from information provided by the Construction Contractor. Establish communication procedures with the Owner and contractor. Submit monthly reports of construction progress. Reports will describe construction progress in general terms and summarize project costs, cash flow, constriction schedule and pending and approved contract modifications. Establish and maintain a project documentation system consistent with the requirements of the construction contract documents. Monitor the processing of contractor's submittals and provide for filing and retrieval of project documentation. Produce monthly reports indicating the status of all submittals in the review process. Review contractor's submittals, including, requests for information, modification requests, shop drawings, schedules, and other submittals in accordance with the requirements of the constriction contract documents for the projects. Monitor the progress of the contractor in sending and processing submittals to see that documentation is being processed in accordance with schedules. 4. Based on FNI's observations as an experienced and qualified design professional and review of the Payment Requests and supporting documentation submitted by Contractor, determine the amount that FNI recommends Contractor be paid on monthly and final estimates, pursuant to the General Conditions of the Construction Contract. FN IW OWNER 5. Make two site visits per month to observe the progress and the quality of work and to attempt to determine in general if the work is proceeding in accordance with the Construction Contract Documents. In this effort FNI will endeavor to protect the Owner against defects and deficiencies in the work of Contractors and will report any observed deficiencies to Owner. Visits to the site in excess of the specified number are an additional service. 6. Notify the contractor of non -conforming work observed on site visits. Review quality related documents provided by the contractor such as test reports, equipment installation reports or other documentation required by the Construction contract documents. 7. Coordinate the work of testing laboratories and inspection bureaus required for the testing or inspection of materials, witnessed tests, factory testing, etc. for quality control of the Project. 8. Interpret the drawings and specifications for Owner and Contractor(s). Investigations, analyses, and studies requested by the Contractor(s) and approved by Owner, for substitutions of equipment and/or materials or deviations from the drawings and specifications is an additional service. Establish procedures for administering constructive changes to the construction contracts. Process contract modifications and negotiate with the contractor on behalf of the Owner to determine the cost and time impacts of these changes. Prepare change order documentation for approved changes for execution by the Owner. Documentation of field orders, where cost to Owner is not impacted, will also be prepared. Investigations, analyses, studies or design for substitutions of equipment or materials, corrections of defective or deficient work of the contractor or other deviations from the construction contract documents requested by the contractor and approved by the Owner are an additional service. Substitutions of materials or equipment or design modifications requested by the Owner are an additional service. 10. Prepare documentation for contract modifications required to implement modifications in the design of the project. Receive and evaluate notices of contractor claims and make recommendations to the Owner on the merit and value of the claim on the basis of information submitted by the contractor or available in project documentation. Endeavor to negotiate a settlement value with the Contractor on behalf of the Owner if appropriate. Providing these services to review or evaluate construction contractor(s) claim(s), supported by causes not within the control of FNI are an additional service. 11. Assist in the transfer of and acceptance by the construction contractor of any Owner furnished equipment or materials. 12. Conduct, in company with Owner's representative, a final review of the Project for conformance with the design concept of the Project and general compliance with the Construction Contract Documents. Prepare a list of deficiencies to be corrected by the contractor before recommendation of final payment. Assist the City in obtaining legal releases, permits, warranties, spare parts, and keys from the contractor. Review and comment on the certificate of completion and the recommendation for final payment to the Contractor(s). Visiting the site to review completed work in excess of two trips are an additional service. 13. Revise the construction drawings in accordance with the information furnished by construction Contractor(s) reflecting changes in the Project made during construction. Five (5) half -sized sets and Two (2) full-sized sets of prints of "Record Drawings" shall be provided by FNI to Owner. FNI",...- OWNER SPECIAL SERVICES: FNI shall render the following special services in connection with The Project: A. Materials Testine: FNI will retain and monitor the efforts of a construction materials testing firm (CMT/Pavetex) to perforin the following services: 1. Soil a. D698 proctors — Every 500 LF native - 35 total b. D1557 proctors — 10 total c. Sand Cone — 5 total d. Nuclear density testing — Approximately 12 per day. Testing will be performed as directed by the RPR. Approximately 45 days with technician time of 4-6 hours per day. 2. Embedment Material a. ASTM D 4253 Proctor — 1 sample per source. 3 total as needed. b. Dry gradtation — 2 total as needed. c. 5 -cycle magnesium soundness — 2 total as needed d. L.A. Abrasion — 2 total as needed e. Atterburg limits of fines — 2 total as needed f. Resistivity — 2 total as needed 3. Flex Base a. ASTM D 4253 proctor — 3 total as needed. b. ASTM D 698 proctor — 3 total as needed. c. Wet Ball Mill — 2 total as needed. d. Atterburg limit . bar linear shrinkage - 2 total as needed. e. Washed Gradation - 2 total as needed. f. Tex -1 17-E Tri -Axial - 1 total as needed. 4. Concrete a. 4 cylinders per 50 yards — 15 sets total. Testing included slump, entrained air content, concrete temperature and compression testing of cylinders. 5. Asphalt a. One smaple per day for asphalt content and gradation, rice specific gravity and lab molded density. 25 total as needed. b. One set of cires per 500 LF for in place thickness and in place density. 25 total as needed. c. In place nuclear density every 250 LF — 50 total d. Rolling pattern verification testing — two days of technician 6. Welding a. Visual inspection on all welds by CWI. 35 10 hour days including travel time. b. Magnetic particle testing by CWI on all welds 7. General a. Administration Time b. Project management time and attend 2-3 meetings in Lubbock B. Cathodic Protection: FNI will retain and monitor the efforts of a cathodic protection engineering firm (Corrosion Control Technologies (CCT)) to perform the following services: Construction Support Services a. Provide Construction Submittal Reviews b. Review 0&M manuals provided by Contractor c. Electrical continuity testing for pipeline acceptance d. Electrical Isolation testing of insulating joints and cased crossings e. Measure static pipeline potentials f. Baseline clos interval potential survey of Bar -Wrapped CCP g. Foreign Pipeline interference testing �� FNI 3 OWNER TIME OF COMPLETION: 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: • Contractor Notice to Proceed — June 17, 2013 • Construction Activities Complete — January 15, 2014 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. 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, governmental approvals, etc. These delays may result in an adjustment to compensation. DESIGNATED REPRESENTATIVES: FNI and OWNER designate the following representatives: Owner's Designated Representative —John Turpin, 1625 13'x' Street, Lubbock, Texas 79401; Phone 806- 775-2342; email: JTurpin@mail.ci.lubbock.tx.us Owner's Project Manager — Joe Mangrem, 1625 13'x' Street, Lubbock, Texas 79401; Phone 806-775-2344; email: JMangrem@mail.ci.lubbock.tx.us Freese and Nichols Project Manager: Nick Lester, 4055 International Plaza, Suite 200, Fort Worth, Texas 76109-4895; Phone: 817-735-7300, Fax: 817-735-7491; email: ncl@freese.com Freese and Nichols Accounting Representative: Matt Shafer, 4055 International Plaza, Suite. 200, Fort Worth, Texas 76109-4895; Phone: (817)735-7300, Fax: (817)735-7491; email: mcs@freese.com FNI 624�/_� OWNER EXHBIT A, PART 2, ADDITIONAL SERVICES BAILEY COUNTY WELL FIELD SUPPLY PIPELINE — CONTRACT A GENERAL AND RESIDENT REPRESENTATION ADDITIONAL SERVICES: Additional Services to be performed by FNI, if authorized by Owner, which are not included in the above described basic services, are described as follows: A. Field surveying required for the preparation of designs and drawings. B. Field layouts or the furnishing of construction line and grade surveys. C. GIS mapping services or assistance with these services. D. 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. E. Providing renderings, model, and mock-ups requested by the Owner. F. 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. G. 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. H. 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. 1. Preparing applications and supporting documents for government grants, loans, or planning advances and providing data for detailed applications. J. 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 equipment failing the initial test. K. Preparing Operation and Maintenance Manuals or conducting operator training L. 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. M. Furnishing Special Inspections required under chapter 17 of the International Building Code. These Special Inspections are often continuous, requiring an inspector dedicated to inspection of the individual work item, and they are in additional to General Representation and Resident Representation services noted elsewhere in the contract. These continuous inspection services can be provided by FNI as an Additional Service. FNI 5 OWNER N. 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). O. Performing investigations, studies and analyses of substitutions of equipment and/or materials or deviations from the drawings and specifications. P. 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. Q. 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. R. Performing investigations, studies, and analysis of work proposed by construction contractors to correct defective work. S. 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. T. Visits to the site in excess of the number of trips included in Article l for periodic site visits, coordination meetings, or contract completion activities. U. Any services required as a result of default of the contractor(s) or the failure, for any reason, of the contractor(s) to complete the work within the contract time. V. Providing services after the completion of the construction phase not specifically listed in Article I. W. Providing services made necessary because of unforeseen, concealed, or differing site conditions or due to the presence of hazardous substances in any form. X. Providing services to review or evaluate construction contractor(s) claim(s), provided said claims are supported by causes not within the control of FNI. Y. Providing value engineering studies or reviews of cost savings proposed by construction contractors after bids have been submitted. Z. Provide follow-up professional services during Contractor's warranty period. FN i /g (_ 6 OWNER EXHBIT A, PART 3, RESPONSIBILITIES OF THE OWNER BAILEY COUNTY WELL FIELD SUPPLY PIPELINE — CONTRACT A GENERAL AND RESIDENT REPRESENTATION 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 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 cost of Covered Change Orders will not include: • any costs that Owner would have incurred if the Covered Change Order work had been included originally in the Contract Documents and without any other 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 due to the Contractor Nothing in this provision creates a presumption that, or changes the professional liability standard for determining if, Engineer is liable for the cost of Covered Change Orders in excess of the percent of Construction Cost stated above or for any other Change Order. Wherever used in this document, the tenn 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. Stich person shall have contract authority to transmit instructions, receive information, interpret and define Owner's policies and decisions with respect to FNI'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. 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. 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. FN(��A 7 OWNERZX C:. 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. H. Provide such accounting, independent cost estimating and insurance counseling services as may be required for the Project, such legal services as Owner may require or FNI may reasonably request with regard to legal issues pertaining to the Project including any that may be raised by Contractor(s), such auditing service as Owner may require to ascertain how or for what purpose any Contractor has used the moneys paid under the construction contract, and such inspection services as Owner may require to ascertain that Contractor(s) are complying with any law, rule, regulation, ordinance, code or order applicable to their furnishing and performing the work. Attend the pre-bid conference, bid opening, preconstruction conferences, construction progress and other job related meetings and substantial completion inspections and final payment inspections. J. 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, or any defect or nonconformance of the work of any Contractor. K. Furnish, or direct FNI to provide, Additional Services as stipulated in Attachment SC, Article II of this AGREEMENT or other services as required. L. Bear all costs incident to compliance with the requirements of this Article IV. FNI`J OWNER` EXHIBIT B - BUDGET CITY and ENGINEER have established a not -to -exceed budget of $690,367.00 to complete all services under this Task Order. 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 D. Subconsultant services will be billed at cost to ENGINEER with a 10 percent handling fee. The Budget is presented in Exhibit C. CITY and ENGINEER agree to allow redistribution of fiords 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. This contract assumes that all work will be completed within the time specified in the Amendment No. 2. FN1� OWNER EXHBIT C, PROJECT REPRESENTATION BAILEY COUNTY WELL FIELD SUPPLY PIPELINE — CONTRACT A GENERAL AND RESIDENT REPRESENTATION A. The ENGINEER will provide the following construction phase staff for construction of the Bailey County Well Field Supply Pipeline, Contract A as follows: Senior Resident Project Rep/Pipeline Inspector 60 hours per week for 29 weeks Corrosion Control Testing — Cathodic Testing As Necessary B. The ENGINEER will have a Resident Project Representative on the Site. The duties, responsibilities and the limitations of authority of the Resident Project Representative, and designated assistants, are as follows: Resident Project Representative is ENGINEER's agent at the site, will act as directed by and under the supervision of ENGINEER, and will confer with ENGINEER regarding Resident Project Representative's actions. Resident Project Representative's dealings in matters pertaining to the on-site Work shall in general be with ENGINEER and CONTRACTOR, keeping Owner advised as necessary. Resident Project Representative's dealings with Subcontractors shall only be through or with full knowledge and approval of CONTRACTOR. Resident Project Representative shall generally communicate with Owner with the knowledge of and under the direction of ENGINEER. C. Duties and Responsibilities of Resident Project Representative: Schedules: Review the progress schedule, schedule of Shop Drawing submittals and schedules of values prepared by CONTRACTOR and consult with ENGINEER concerning acceptability. 2. Conferences and Meetings: Attend meetings with CONTRACTOR, such as preconstruction conferences, progress meetings, job conferences and other project - related meetings, and prepare and circulate copies of minutes thereof. Liaison: a. Serve as ENGINEER's liaison with CONTRACTOR, working principally through CONTRACTOR's superintendent and assist in understanding the intent of Contract Documents; and assist ENGINEER in serving as Owner's liaison with CONTRACTOR when CONTRACTOR's operations affect Owner's on-site operations. b. Assist in obtaining from Owner additional details or information, when required for proper execution of the Work. 10 OWNER 4. Shop Drawings and Samples: a. Receive Samples which are furnished at the Site by CONTRACTOR, and notify ENGINEER of availability of Samples for examination. Advise ENGINEER and CONTRACTOR of the commencement of any Work requiring a Shop Drawing or Sample if the submittal has not been approved by ENGINEER. 5. Review of Work, Rejection of Defective Work, Inspections and Tests: Conduct on-site observations of the Work in progress to determine if the Work is in general proceeding in accordance with the Contract Documents. Report to ENGINEER whenever Resident Project Representative believes that any Work will not produce a completed Project that conforms generally to the Contract Documents or will prejudice the integrity of the design concept of the completed Project as a functioning whole as indicated in the Contract Documents, or has been damaged, or does not meet the requirements of any inspection, test or approval required to be made; and advise ENGINEER of Work the Resident Project Representative believes should be corrected or rejected or should be uncovered for observation, or requires special testing, inspection or approval. Verify that tests, equipment and systems start-up and operating and maintenance training are conducted in the presence of appropriate personnel, and the CONTRACTOR maintains adequate records thereof; and observe record and report to ENGINEER appropriate details relative to the test procedures and start-ups. d. Accompany visiting inspectors representing public or other agencies having jurisdiction over the Project, record the results of these inspections and report to ENGINEER. Interpretation of Contract Documents: Report to ENGINEER when clarifications and interpretations of the Contract Documents are needed and transmit to CONTRACTOR clarifications and interpretations as issued by ENGINEER. 7. Request for Revisions: Consider and evaluate CONTRACTOR's suggestions for revisions to Drawings or Specifications and report with Resident Project Representative's recommendations to ENGINEER. Transmit to CONTRACTOR in writing decisions as issued by ENGINEER. Records: a. Maintain at the job site orderly files for correspondence, reports of job conferences, Shop Drawings and Samples, reproductions of original Contract Documents, including all Work Change Directives, Addenda, Change Orders, Field Orders, Written Amendments, additional Drawings issued subsequent to the execution of the Contract, ENGINEER's clarifications and interpretations of the Contract Documents, progress reports, submittals and correspondence received from and delivered to CONTRACTOR and other Project related documents. FNIV-"� 1 I OWNER Reports: a. Furnish to ENGINEER periodic reports as required of progress of the work and of CONTRACTOR's compliance with the progress schedule and schedule of Shop Drawings and Sample submittals. b. Consult with ENGINEER in advance of scheduled major tests, inspections or start of important phases of the Work. C. Draft proposed Written Amendments, Change Orders and Work Change Directives, obtaining backup material from CONTRACTOR and recommend to ENGINEER Written Amendments, Change Orders, Work Change Directives, and Field Orders. Report immediately to ENGINEER and Owner the occurrence of any accident. 10. Payment Requests: Review Applications for Payment with CONTRACTOR for compliance with the established procedure for their submission and forward with recommendations to Owner, noting particularly the relationship of the payment requested to the schedule of values, Work completed and materials and equipment at the Site but not incorporated in the Work. 11. Certificates, Maintenance and Operation Manuals: During the course of the Work, verify that certificates, maintenance and operation manuals and other data required to be assembled and furnished by CONTRACTOR are applicable to the items actually installed and in accordance with the Contract Documents, and have this material delivered to ENGINEER for review and forwarding to Owner prior to final payment for the Work. 12. Completion: a. Before ENGINEER issues a Certificate of Substantial Completion, submit to CONTRACTOR a list of observed items requiring completion or correction. Observe whether CONTRACTOR has performed inspections required by laws or regulations, ordinances, codes or order applicable to the Work, including but not limited to those to be performed by public agencies having jurisdiction over the Work. Conduct a final inspection in the company of ENGINEER, Owner and CONTRACTOR and prepare a final list of items to be completed or corrected. d. Observe whether all items on final list have been completed or corrected and make recommendations to ENGINEER concerning acceptance. D. Limitations of Authority of Resident Project Representative: Shall not authorize any deviation from the Contract Documents or substitution of materials or equipment (including "or -equal" items), unless authorized by ENGINEER. 2. Shall not exceed limitations of ENGINEER's authority as set forth in Agreement or the Contract Documents. FNI 12 OWNER 3. Shall not undertake any of the responsibilities of CONTRACTOR, Subcontractor, Suppliers, or CONTRACTOR's superintendent. 4. Shall not advise on, issue directions relative to or assume control over any aspect of the means, methods, techniques, sequences or procedures of construction unless such advice or directions are specifically required by the Contract Documents. 5. Shall not advise on, issue directions regarding or assume control over safety precautions and programs in connection with the Work or any activities or operations of Owner or CONTRACTOR. 6. Shall not accept shop drawing or sample submittals from anyone other than the CONTRACTOR. 7. Shall not participate in specialized field or laboratory tests or inspections conducted by others, except as specifically authorized by ENGINEER. FNI:S�� 13 OWNER Rates for In -House Services Technoloav Charge Bulk Printing and Reproduction ATTACHMENT CO $8.50 per hour COMPENSATION $0.10 per copy Compensation to Freese and Nichols shall be based on the following Schedule of Charges: Not to Exceed: The total fee for Basic Services in Attachment SC shell be $0.50 per copy computed on the basis of the Schedule of Charges, but shall not exceed Six Hundred and Ninety Thousand Three Hundred and Sixty Seven ($690,367.00). 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 Attachment SC, FNI will notify OWNER for OWNER's approval before proceeding. Additional Services shall be computed based on the Schedule of Charges. Plot - Color Schedule of Charaes: Plot - Other $5.00 per plot Position Rate position Rate PRINCIPAL 388.50 3D VISUALIZATION COORDINATOR 178.50 GROUP MANAGER 247.00 ENVIRONMENTAL SCIENTIST VII 228.90 ENGINEER VIII 26985 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 11 88.20 ENGINEER III 150.15 ENVIRONMENTAL SCIENTIST 1 87.15 ENGINEER 11 141.75 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 1 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 I 96.60 MECHANICAL ENGINEER III 147.00 HYDROLOGIST V 184.80 PROGRAM MANAGER II 222.60 HYDROLOGIST IV 144.90 CONSTRUCTION CONTRACT ADMIN III (OC) 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 11) 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 111 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 II 96.60 GIS ANALYST 1 72.45 Rates for In -House Services Technoloav 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. For Resident Representative services performed by non-FNI employees and CAD services performed In-house by non- FNI employees where FNI provides workspace and equipment to perform such services, these services will be billed at cost times a multiplier of 2.0. This markup approximates the cost to FNI if an FNI employee was performing the same or similar services. FNI ''/�� OWNER CMT Engineering May 13s', 2013 Nick Lester, P.E. Associate Freese and Nichols, Inc. Re: Bailey County Well Field Supply Pipeline Contract A Lubbock,Texas Dear Mr. Lester We appreciate the opportunity to provide you with a fee proposal for the construction materials testing on Contract A of the proposed Bailey County Well Field Supply Pipeline In Lubbock, Texas. The attached proposal should not to be taken as a lump sum proposal. The proposal Is based In Information provided by our client and our Interpretation of the construction schedule. Inspections and testing will be billed on an as needed basis according to the fees shown. We look forward to working with you on this project. If you have any questions or concerns please feel free to contact me. Sincerely, Bryan Wilson, P.E. Vice President CMT Engineering, Inc. Texas Registered Engineering Firm 13112 12804 County Road 2500 Lubbock, TX 79404 - Office 806.771.7283 Fax 806.771.7062 BWilson@CMTEnginceringLabs.com Testing Lab Scope for Bally County Pipeline Contract A soil 1. ASTM D 698 —1 sample per 500 LF of native material — 35 Total 2. ASTM 01557-10 total as needed. 3. Sand Cone -5 Total as needed. 4. Nuclear Density Testing — Approximately 12 per day. Testing will be performed as directed by the RPR. Approximately 45 days with technician time of 4-6 hours per day. Embedment Material 1. ASTM D 4253 proctor -1 sample per source. 3 total as needed. 2. Dry gradation — 2 total as needed. 3. 5 -Cycle magnesium soundness — 2 total as needed. 4. L.A. Abrasion — 2 total as needed. S. Atterburg limits of fines — 2 total as needed. 6. Resistivity — 2 total as needed. Flex Base 1. ASTM D 4253 proctor -1 sample per source — 3 total as needed. 2. ASTM 0 698 proctor —1 sample per source — 3 total as needed. 3. Wet Ball Mill — 2 Total as Needed 4. Atterburg Limits / bar linear shrinkage — 2 total as needed. S. Washed gradation — 2 total as needed. 6. Tex -117-E Tri -Axial —1 total as needed. Concrete 1. 4 Cylinders per 50 CY-15 sets total. Testing includes slump, entrained air content, concrete temperature and compression testing of cylinders. Asphalt 1. One sample per day for asphalt content and gradation, rice specific gravity and lab molded density. 25 total as needed. 2. One set of cores per 500 LF for in place thickness and in place density. 25 total as needed. 3. In place nuclear density every 250 LF — 50 total as needed. 4. Rolling pattern verification testing. Two days. Welding 1. Visual Inspection and magnetic particle testing on all joints by CWI. 35 —10 hour days including travel time. General 1. Administration time 2. PM time including 2-3 project meetings in Lubbock, Texas. Construction Materials Testing Fee Proposal CUT Engineering, Inc 12804 County Road 2800 Lubbock TB 78404 Ofce (808) 771-7283 Paz MM 771-7062 Project: Baily County Well Field Suply Pipeline - Contract A Client: Freese and Nichols, Inc Date: 8/13/13 140CM Engineering Tests son Stark"IdProtior 4' i Fee 160.00 S Edertslon 8 00 MOM A r 4' maid 200. 10 2 .00 LNnNs SZ925.00 so0s c waNwd tad5 70.W 45 S 31 . Flat errs lPmctwAM042a rletd Wm Built / Moblurs Correction Wet BW MN i i 40.1313 200.001 50.001 228.00-t2 3 3 1 S 1.380.00 .00 150.00 450.00 Llrnft Sw Unser oshed Bon TtbAtdsi ex -117-E S 88.00 70. 1800.00 2 2 2 1 S S $ 1.00 100.00 141100 1 0.00 Embadmant Udertsl PmclorABTM4253 -- 3 S 1360.00 Div Gradation LA. Abrasion MS3 2 2 2 S 100.00 eoo.ao Mall � 2 130. 0 2 S 700.00 Hot Itbt AsPW Conten/ Qrodatlon T set 3 Ma Theoretical parmily / Rios Gramly Cors Thkknsss Tat CutAsphaftCorestme to 3 In - Add i16 In In Place txtrae S S 1 .00 150.00 128.00 0.00 80.00 25 2S 25 60 3 T 5 3 760.00 3.750,00 3.125.00 250.00 3.000.00 1, 0usrdmn 0 Fold Ta $ 20.00 540 S 10 800.00 saw Mm�-1S 760.00 S .00 15 Entrebed Air T 530.00 i 500 Is 18 i 4 00 75.00 a 4 min)ktdd breaks1 e .00 eshnidsrt / =Howmwmtxmn 340.00 248 S 12 00600 1 7hkt Ult S 85.001 1 9 1 an 1 10 1 .751001 lAdmkddmMcn cm- and moki T Hou 4 Hr min Ind tin 00 K 280001 1 00 and ds Ta me- 1 00 Mallet 0.70 0 421-001 VW"CNM 90-00 35 1 00 111m 00 cmumni"m PM CWl1 Par DkunE 145.00 351 38 076 Teal Held tuft Is billed In addition to Tech hourly rata Horny rates apply poral to portal. behreen 7:00 am and 8:00 pm. Monday through Frkley. Overtime rebs will be applied when setvlca are provided aid, of the before mentioned hours. "' CM Overtime rats appy when kapattor works over 8 hows In one days period lndudWq travel tiros. Freass and Nichols, Inc. YechryokW _ _ 1.503.0.0 i City of lubimak -- Bailey County Well Field Supply Pipeline - Contract A u 10000 8/8/2013 2100 Detailed Cost Breakdown Truck Leese {7 mmrths x $115110M month) Basic Services Phase Task Labor Task Description Mood T.Oot ch. PolNd HeMlro+ Ru,tytabun Mck Lester Mc P�itV " Mik. cunnen J.n rNnYq Total Basic Services Items 1,503 n Houriv Bill Rate $105.00 $141.75 + $100.05 t J247.00t $238.25 $118.55 $198.35 $222.80 + T - 2 - i • 1,306 esidsnt RaprsssontaBon RPR 00 hounpq v -k x 20 W-ka - QCthe vbll �8 virrib x110 hours loteler 48 _ OC work o}f-aIle 1 hour W w l!!� — - 29 DCS Wok jAvw%�- 6 hwspaxft 174 General RepiesaMatlon Pr°caialrucNon Meeprr� 12 12 �- 811e Vfeib 99 198 Revkiuv3hop Oravflea 8 80 90 24 38 84 36 final WalklWa4p 14 28 28 Noaaaut ipparVroek 20 8 40 Record 8 40 40 250 24 77 � 194 Print Shop - Print Shop - Print Shop - Print Shop - Print Shop - Print Shop - Phase Task Expenses Tech Charge Binding B&W Color Plotter- Plotter- Plotter- Miles Travel Bond Color Other YechryokW _ _ 1.503.0.0 i t1N 9 Egwnsa $1501)1wmonWr x 29 weeks) -- Frbl u 10000 OC VIA Mileop (3 trip x 700 miles rij 2100 CC YM Mpar40.13 X6!ft. topd� Truck Leese {7 mmrths x $115110M month) Pipe Carl Rerdal general Amp -ark - Travel 14 -14 -OW - Total Basic Services Items 1,503 n - 2,100 24,00 + Totalsi Bac SerWcea Exprtnses EMort 11 T - 2 - i • 1,306 Phase Task Subeonsulbnts CMT_.,r_-w-. alarms Taft— TC&F - Corrasion Tsa ft Total Buie tof3 ENGINEERING I CCT (Name 31 (Name 41 301400 30400 - i + i 33,410` $ i i �`� �® CERTIFICATE OF LIABILITY INSURANCE DATE04/2/14 02/04/2014 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER 1-703-827-2277 Ames & Gough CONTACT NAME: IAIC,PHONE , 703-827-2277 A/C No): 703-827-2279 8300 Greensboro Drive 980 E-MAIL admin@amesgough.com ADDRESS: gough.com X McLean, VA 22102 INSURERS AFFORDING COVERAGE NAIC # INSURER A: TRAVELERS IND CO OF AMER 25666 10/23/14 INSURED Freese and Nichols, Inc. INSURER B: CHARTER OAR FIRE INS CO 25615 INSURER C: TRAVELERS IND CO 25658 INSURER D: TRAVELERS PROP CAS CO OF AMER 25674 4055 International Plaza Suite 200 Fort Worth, TX 76109 INSURER E: CONTINENTAL CAS CO 20443 INSURER F: DAMAGE TO RENTED PREMISES Ea occurrence $ 1,000,000 COVERAGES CERTIFICATE NUMBER: 38377324 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSTR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER MM/DDYEFF /YYYY MM/DDIYYYY LIMITS A GENERAL LIABILITY X X PACP3C749897 10/23/1 10/23/14 EACH OCCURRENCE $ 1,000,000 X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE FTI OCCUR DAMAGE TO RENTED PREMISES Ea occurrence $ 1,000,000 MED EXP (Any one person) $ 10,000 PERSONAL & ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GENT AGGREGATE LIMIT APPLIES PER: -il PRODUCTS - COMP/OP AGG $ 2,000,000 POLICYMM PRO- X LOC $ B AUTOMOBILE LIABILITY X X 8101179RSIA 10/23/1 10/23/14 COMBINED SINGLE LIMIT 1,000 Ea accident 1,000,000 BODILY INJURY (Per person) $ X ANY AUTO ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY (Per accident) $ X HIRED AUTOS X NON -OWNED AUTOS PROPERTY DAMAGE $ Per accident C X UMBRELLA LIAB X OCCUR X X CUP4C453408 10/23/1 10/23/14 EACH OCCURRENCE $ 10,000,000 AGGREGATE $ 10, 000, 000 X I EXCESS LIAB CLAIMS -MADE 1 DED I I RETENTION$ 10000 $ D WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y/IJ ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? N I N / A X UB3974T65AWC 10/23/1 10/23/14 STATU- OTH- XEEL E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 1,000,000 E PROFESSIONAL LIABILITY X AEH 00 821 44 22 10/23/1 10/23/14 $5,000,000 10,000,000 Annual Aggregate 10,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) Preliminary and Final Design of Pump Station Number 16 and Storage Tank The City and its employees, officers, officials, agents and volunteers are included as additional insureds with respects to General and Auto Liability. Waiver of Subrogation applies to General, Auto, and Worker's Compensation as required by written contract and allowed by law. General Liability is Primary and non-contributory over any existing insurance and limited to liability arising out of the operations of the named insured and where required by written contract. City of Lubbock Purchasing and Contract Management Office 1625 13th Street, Room 204 Lubbock, TX 79401 ACORD 25 (2010/05) FreeseNichols 38377324 USA SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE �v>Gits'ty � �ur,Cr,� ©1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD COMMERCIAL GENERAL LIABILITY Policy #: PACP3C749897 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. The following is added to WHO IS AN INSURED (Section II): Any person or organization that you agree in a "contract or agreement requiring insurance" to in- clude as an additional insured on this Coverage Part, but only with respect to liability for "bodily in- jury", "property damage" or "personal injury" caused, in whole or in part, by your acts or omis- sions or the acts or omissions of those acting on your behalf: a. In the performance of your ongoing opera- tions; b. In connection with premises owned by or rented to you; or c. In connection with "your work" and included within the "products -completed operations hazard". Such person or organization does not qualify as an additional insured for "bodily injury", "property damage" or "personal injury" for which that per- son or organization has assumed liability in a con- tract or agreement. INSURANCE (Section III) for this Coverage Part. B. The following is added to Paragraph a. of 4. Other Insurance in COMMERCIAL GENERAL LIABILITY CONDITIONS (Section IV): However, if you specifically agree in a "contract or agreement requiring insurance" that the insurance provided to an additional insured under this Cov- erage Part must apply on a primary basis, or a primary and non-contributory basis, this insurance is primary to other insurance that is available to such additional insured which covers such addi- tional insured as a named insured, and we will not share with the other insurance, provided that: (1) The "bodily injury" or "property damage" for which coverage is sought occurs; and (2) The "personal injury" for which coverage is sought arises out of an offense committed; The insurance provided to such additional insured is limited as follows: d. This insurance does not apply on any basis to any person or organization for which cover- C. age as an additional insured specifically is added by another endorsement to this Cover- age Part. e. This insurance does not apply to the render- ing of or failure to render any "professional services". f. The limits of insurance afforded to the addi- tional insured shall be the limits which you agreed in that "contract or agreement requir- ing insurance" to provide for that additional insured, or the limits shown in the Declara- tions for this Coverage Part, whichever are less. This endorsement does not increase the limits of insurance stated in the LIMITS OF after you have entered into that "contract or agreement requiring insurance". But this insur- ance still is excess over valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the insured when the insured is an additional insured under any other insurance. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us in COMMERCIAL GENERAL LIABILITY CON- DITIONS (Section IV): We waive any rights of recovery we may have against any person or organization because of payments we make for "bodily injury", "property damage" or "personal injury" arising out of "your work" performed by you, or on your behalf, under a "contract or agreement requiring insurance" with that person or organization. We waive these rights only where you have agreed to do so as part of the "contract or agreement requiring insur- ance" with such person or organization entered into by you before, and in effect when, the "bodily CG D3 81 09 07 © 2007 The Travelers Companies, Inc. Page 1 of 2 Includes the copyrighted material of Insurance Services Office, Inc., with its permission COMMERCIAL GENERAL LIABILITY injury" or "property damage" occurs, or the "per- sonal injury" offense is committed. D. The following definition is added to DEFINITIONS (Section V): "Contract or agreement requiring insurance" means that part of any contract or agreement un- der which you are required to include a person or organization as an additional insured on this Cov- erage Part, provided that the "bodily injury" and "property damage" occurs, and the "personal in- jury" is caused by an offense committed: a. After you have entered into that contract or agreement; b. While that part of the contract or agreement is in effect; and c. Before the end of the policy period. Page 2 of 2 © 2007 The Travelers Companies, Inc. CG D3 81 09 07 Includes the copyrighted material of Insurance Services Office, Inc., with its permission COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AUTO COVERAGE PLUS ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modi- fied by the endorsement. GENERAL DESCRIPTION OF COVERAGE — This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. BLANKET ADDITIONAL INSURED B. EMPLOYEE HIRED AUTO C. EMPLOYEES AS INSURED D. SUPPLEMENTARY PAYMENTS — INCREASED LIMITS E. TRAILERS — INCREASED LOAD CAPACITY F. HIRED AUTO PHYSICAL DAMAGE G. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES — INCREASED LIMIT A. BLANKET ADDITIONAL INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — LIABILITY COV- ERAGE: Any person or organization who is required under a written contract or agreement between you and that person or organization, that is signed and executed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to be named as an addi- tional insured is an "insured" for Liability Cover- age, but only for damages to which this insurance applies and only to the extent that person or or- ganization qualifies as an "insured" under the Who Is An Insured provision contained in Section II. B. EMPLOYEE HIRED AUTO 1. The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — LI- ABILITY COVERAGE: H. AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT — INCREASED LIMIT 1. WAIVER OF DEDUCTIBLE — GLASS J. PERSONAL EFFECTS K. AIRBAGS L. AUTO LOAN LEASE GAP M. BLANKET WAIVER OF SUBROGATION performing duties related to the conduct of your business. 2. The following replaces Paragraph b. in B.S., Other Insurance, of SECTION IV — BUSI- NESS AUTO CONDITIONS: b. For Hired Auto Physical Damage Cover- age, the following are deemed to be cov- ered "autos" you own: (1) Any covered "auto" you lease, hire, rent or borrow; and (2) Any covered "auto" hired or rented by your "employee" under a contract in that individual "employee's" name, with your permission, while perform- ing duties related to the conduct of your business. However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". An "employee" of yours is an "insured" while C. EMPLOYEES AS INSURED operating a covered "auto" hired or rented The following is added to Paragraph A.1., Who Is under a contract or agreement in that "em- An Insured, of SECTION II — LIABILITY COV- ployee's" name, with your permission, while ERAGE: CA T4 20 07 10 © 2010 The Travelers Indemnity Company. All rights reserved. Page 1 of 3 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL AUTO Any "employee" of yours is an "insured" while us- ing a covered "auto" you don't own, hire or borrow in your business or your personal affairs. D. SUPPLEMENTARY PAYMENTS — INCREASED LIMITS 1. The following replaces Paragraph A.2.a.(2) of SECTION II — LIABILITY COVERAGE: (2) Up to $3,000 for cost of bail bonds (in- cluding bonds for related traffic law viola- tions) required because of an "accident" we cover. We do not have to furnish these bonds. 2. The following replaces Paragraph A.2.a.(4) of SECTION II — LIABILITY COVERAGE: (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $500 a day be- cause of time off from work. E. TRAILERS — INCREASED LOAD CAPACITY The following replaces Paragraph C.I. of SEC- TION I — COVERED AUTOS: 1. "Trailers" with a load capacity of 3,000 pounds or less designed primarily for travel on public roads. F. HIRED AUTO PHYSICAL DAMAGE The following is added to Paragraph AA., Cover- age Extensions, of SECTION III — PHYSICAL DAMAGE COVERAGE: Hired Auto Physical Damage Coverage If hired "autos" are covered "autos" for Liability Coverage but not covered "autos" for Physical Damage Coverage, and this policy also provides Physical Damage Coverage for an owned "auto", then the Physical Damage Coverage is extended to "autos" that you hire, rent or borrow subject to the following: (1) The most we will pay for "loss" in any one "accident" to a hired, rented or borrowed "auto" is the lesser of: (a) $50,000; (b) The actual cash value of the damaged or stolen property as of the time of the "loss"; or (c) The cost of repairing or replacing the damaged or stolen property with other property of like kind and quality. (2) An adjustment for depreciation and physical condition will be made in determining actual cash value in the event of a total "loss". (3) If a repair or replacement results in better than like kind or quality, we will not pay for the amount of betterment. (4) A deductible equal to the highest Physical Damage deductible applicable to any owned covered "auto". (5) This Coverage Extension does not apply to: (a) Any "auto" that is hired, rented or bor- rowed with a driver; or (b) Any "auto" that is hired, rented or bor- rowed from your "employee". G. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES — INCREASED LIMIT The following replaces the first sentence in Para- graph AA.a., Transportation Expenses, of SECTION III — PHYSICAL DAMAGE COVER- AGE: We will pay up to $50 per day to a maximum of $1,500 for temporary transportation expense in- curred by you because of the total theft of a cov- ered "auto" of the private passenger type. H. AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT — INCREASED LIMIT Paragraph C.2.. Limit Of Insurance, of SEC- TION III — PHYSICAL DAMAGE COVERAGE is deleted. I. WAIVER OF DEDUCTIBLE — GLASS The following is added to Paragraph D., Deducti- ble, of SECTION III — PHYSICAL DAMAGE COVERAGE: No deductible for a covered "auto" will apply to glass damage if the glass is repaired rather than replaced. J. PERSONAL EFFECTS The following is added to Paragraph AA., Cover- age Extensions, of SECTION III — PHYSICAL DAMAGE COVERAGE: Personal Effects Coverage We will pay up to $400 for "loss" to wearing ap- parel and other personal effects which are: (1) Owned by an "insured'; and (2) In or on your covered "auto". This coverage only applies in the event of a total theft of your covered "auto". No deductibles apply to Personal Effects cover- age. Page 2 of 3 © 2010 The Travelers Indemnity Company. All rights reserved. CA T4 20 07 10 Includes copyrighted material of Insurance Services Office, Inc. with its permission. K. AIRBAGS The following is added to Paragraph B.3., Exclu- sions, of SECTION III — PHYSICAL DAMAGE COVERAGE: Exclusion 3.a. does not apply to 'loss" to one or more airbags in a covered "auto" you own that in- flate due to a cause other than a cause of 'loss" set forth in Paragraphs A.1.b. and A.1.c., but only: a. If that "auto" is a covered "auto" for Compre- hensive Coverage under this policy; b. The airbags are not covered under any war- ranty; and c. The airbags were not intentionally inflated. We will pay up to a maximum of $1,000 for any one 'loss". L. AUTO LOAN LEASE GAP The following is added to Paragraph A.4., Cover- age Extensions, of SECTION III — PHYSICAL DAMAGE COVERAGE: Auto Loan Lease Gap Coverage for Private Passenger Type Vehicles In the event of a total 'loss" to a covered "auto" of the private passenger type shown in the Schedule or Declarations for which Physical Damage Cov- erage is provided, we will pay any unpaid amount due on the lease or loan for such covered "auto" less the following: (1) The amount paid under the Physical Damage Coverage Section of the policy for that "auto'; and COMMERCIAL AUTO (2) Any: (a) Overdue lease or loan payments at the time of the "loss'; (b) Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage; (c) Security deposits not returned by the les- sor; (d) Costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease; and (e) Carry-over balances from previous loans or leases. M. BLANKET WAIVER OF SUBROGATION The following replaces Paragraph A.S., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV — BUSINESS AUTO CONDI- TIONS: 5. Transfer Of Rights Of Recovery Against Others To Us We waive any right of recovery we may have against any person or organization to the ex- tent required of you by a written contract exe- cuted prior to any "accident" or 'loss", pro- vided that the "accident' or "loss" arises out of the operations contemplated by such con- tract. The waiver applies only to the person or organization designated in such contract. CA T4 20 07 10 © 2010 The Travelers Indemnity Company. All rights reserved. Page 3 of 3 Includes copyrighted material of Insurance Services Office, Inc. with its permission. POLICY NUMBER:-PACP-3C749897-TLC-13 ISSUE DATE: 10-23-13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED ENTITY - NOTICE OF CANCELLATION/NONRENEWAL PROVIDED BY US This endorsement modifies insurance provided under the following: ALL COVERAGE PARTS INCLUDED IN THIS POLICY SCHEDULE CANCELLATION: Number of Days Notice of Cancellation: 30 I Ius] ►1G7=1►1Ali%lIF Number of Days Notice of Nonrenewal: PERSON OR ORGANIZATION: ANY PERSON OR ORGANIZATION TO WHOM YOU HAVE AGREED IN A WRITTEN CONTRACT THAT NOTICE OF CANCELLATION OF THIS POLICY WILL BE GIVEN, BUT ONLY IF: 1. YOU SEND US A WRITTEN REQUEST TO PROVIDE SUCH NOTICE, INCLUDING THE NAME AND ADDRESS OF SUCH PERSON OR ORGANIZATION, AFTER THE FIRST NAMED INSURED RECEIVES NOTICE FROM US OF THE CANCELLATION OF THIS POLICY, AND 2. WE RECEIVED SUCH WRITTEN REQUEST AT LEAST 14 DAYS BEFORE THE BEGINNING OF THE APPLICABLE NUMBER OF DAYS SHOWN IN THIS SCHEDULE. ADDRESS: THE ADDRESS FOR THAT PERSON OR ORGANIZATION INCLUDED IN SUCH WRITTEN REQUEST FROM YOU TO US. PROVISIONS: A. If we cancel this policy for any statutorily permit- ted reason other than nonpayment of premium, and a number of days is shown for cancellation in the schedule above, we will mail notice of cancel- lation to the person or organization shown in the schedule above. We will mail such notice to the address shown in the schedule above at least the number of days shown for cancellation in the schedule above before the effective date of can- cellation. B. If we decide to not renew this policy for any statu- torily permitted reason, and a number of days is shown for nonrenewal in the schedule above, we will mail notice of the nonrenewal to the person or organization shown in the schedule above. We will mail such notice to the address shown in the schedule above at least the number of days shown for nonrenewal in the schedule above be- fore the expiration date. IL T4 00 12 09 © 2009 The Travelers Indemnity Company Page 1 of 1 POLICY NUMBER: X-810-1179R51A-COF-13 ISSUE DATE: 10-29-13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED ENTITY - NOTICE OF CANCELLATION/NONRENEWAL PROVIDED BY US This endorsement modifies insurance provided under the following: ALL COVERAGE PARTS INCLUDED IN THIS POLICY CANCELLATION: NONRENEWAL: SCHEDULE Number of Days Notice of Cancellation: 30 Number of Days Notice of Nonrenewal: PERSON OR ORGANIZATION: PERSON OR ORGANIZATION: ANY PERSON OR ORGANIZATION TO WHOM YOU HAVE AGREED IN A WRITTEN CONTRACT THAT NOTICE OF CANCELLATION OF THIS POLICY WILL BE GIVEN, BUT ONLY IF: 1. YOU SEND US A WRITTEN REQUEST TO PROVIDE SUCH NOTICE, INCLUDING THE NAME AND ADDRESS OF SUCH PERSON OR ORGANIZATION, AFTER THE FIRST NAMED INSURED RECEIVES NOTICE FROM US OF THE CANCELLATION OF THIS POLICY; AND 2. WE RECEIVE SUCH WRITTEN REQUEST AT LEAST 14 DAYS BEFORE THE BEGINNING OF THE APPLICABLE NUMBER OF DAYS SHOWN IN THIS SCHEDULE. ADDRESS: THE ADDRESS FOR THAT PERSON OR ORGANIZATION INCLUDED IN SUCH WRITTEN REQUEST FROM YOU TO US. PROVISIONS: A. If we cancel this policy for any statutorily permit- ted reason other than nonpayment of premium, and a number of days is shown for cancellation in the schedule above, we will mail notice of cancel- lation to the person or organization shown in the schedule above. We will mail such notice to the address shown in the schedule above at least the number of days shown for cancellation in the schedule above before the effective date of can- cellation. B. If we decide to not renew this policy for any statu- torily permitted reason, and a number of days is shown for nonrenewal in the schedule above, we will mail notice of the nonrenewal to the person or organization shown in the schedule above. We will mail such notice to the address shown in the schedule above at least the number of days shown for nonrenewal in the schedule above be- fore the expiration date. IL T4 00 12 09 © 2009 The Travelers Indemnity Company Page 1 of 1 TRAVELERS, WORKERS COMPENSATION AND ONE TOWER CT ARE 061 HARTFORD, CT 06183 EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 42 06 01 (00) — 001 POLICY NUMBER: (XCUB-3974T65-A-13) TEXAS NOTICE OF MATERIAL CHANGE ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Texas is shown in item 3.A. of the Information Page. In the event of cancelation or other material change of the policy, we will mail advance notice to the person or organization named in the Schedule. The number of days advance notice is shown in the Schedule. This endorsement shall not operate directly or indirectly to benefit anyone not named in the Schedule. SCHEDULE 1. NUMBER OF DAYS ADVANCE NOTICE: 30 (or **) 2. NOTICE WILL BE MAILED TO: ANY PERSON OR ORGANIZATION TO WHOM YOU HAVE AGREED IN A WRITTEN CONTRACT THAT NOTICE OF CANCELLATION OR MATERIAL LIMITATIONS OF THIS POLICY WILL BE GIVEN, BUT ONLY IF: 1. YOU SEND US A WRITTEN REQUEST TO PROVIDE SUCH NOTICE, INCLUDING THE NAME AND ADDRESS OF SUCH PERSON OR ORGANIZATION, AFTER THE FIRST NAMED INSURED RECEIVES NOTICE FROM US OF THE CANCELLATION OR MATERIAL LIMITATION OF THIS POLICY; AND 2. WE RECEIVE SUCH WRITTEN REQUEST AT LEAST 14 DAYS BEFORE THE BEGINNING OF THE APPLICABLE NUMBER OF DAYS ** Number of days Notice specified in the Certificate of Insurance to all holders of such certificates. DATE OF ISSUE: 10-23-13 ST ASSIGN: ASW TRAVELERS J WORKERS COMPENSATION AND ONE TOWER CT ARE 061 HARTFORD, CT 06183 EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 42 06 01 (00) — 002 POLICY NUMBER: (XCUB-3974T65-A-13) TEXAS NOTICE OF MATERIAL CHANGE ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Texas is shown in item 3.A. of the Information Page. In the event of cancelation or other material change of the policy, we will mail advance notice to the person or organization named in the Schedule. The number of days advance notice is shown in the Schedule. This endorsement shall not operate directly or indirectly to benefit anyone not named in the Schedule. SCHEDULE 1. NUMBER OF DAYS ADVANCE NOTICE: 30 (or **) 2. NOTICE WILL BE MAILED TO: SHOWN IN THIS SCHEDULE. ADDRESS: THE ADDRESS FOR THAT PERSON OR ORGANIZATION INCLUDED IN SUCH WRITTEN REQUEST FROM YOU TO US. THIS ENDORSEMENT DOES NOT APPLY WHEN THE REASON FOR CANCELLATION IS NON-PAYMENT OF THE PREMIUM. ** Number of days Notice specified in the Certificate of Insurance to all holders of such certificates. DATE OF ISSUE: 10-23-13 ST ASSIGN: PROFESSIONAL LIABILITY CMARCHITECTS/ENGINEERS PROGRAM Por AL the Commit Mte Y"u MdW* INSURED: Freese and Nichols, Inc. Policy AEH-00-821-44-22 105100 Endorsement Number 12 POLICYHOLDER NOTICE NOTIFICATION OF CANCELLATION TO CERTIFICATE HOLDERS In the event this Policy is cancelled prior to its expiration date, for any reason other than non payment of premium, we shall provide to the broker of record, a blank schedule to be completed by you or such broker, with the names and email addresses of any and all certificate holders to whom you request we provide notification of such cancellation ("notification"). Such schedule must be completed and returned to us within 5 business days of the broker's receipt. Upon our receipt of the completed schedule, we shall endeavor to provide notification to those entities set out in such schedule. If the schedule is not returned to us within 5 business days we will not provide notification. We will assume that the schedule provided to us by you or the broker is a complete and accurate list,of certificate holders. Only those persons or entities listed on the schedule will receive notification. We will keep no other record of any certificate holders in our file. * There will be no schedule provided and, consequently, no notification provided, if such cancellation is for non payment of premium. (Ed. 03/11) Any notification by us to any party thyt is not the first Named Insured on the Policy is intended as a courtesy only. Our failure to provide such notification will not extend the Policy cancellation date, or negate cancellation of the Policy or be cause for legal action against us. Countersigned by Authorized Representative POLICY NUMBER:-PACP-3C749897-TLC-13 ISSUE DATE: 10-23-13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED ENTITY - NOTICE OF CANCELLATION/NONRENEWAL PROVIDED BY US This endorsement modifies insurance provided under the following: ALL COVERAGE PARTS INCLUDED IN THIS POLICY SCHEDULE CANCELLATION: Number of Days Notice of Cancellation: 30 NONRENEWAL: Number of Days Notice of Nonrenewal: PERSON OR ORGANIZATION: ANY PERSON OR ORGANIZATION TO WHOM YOU HAVE AGREED IN A WRITTEN CONTRACT THAT NOTICE OF CANCELLATION OF THIS POLICY WILL BE GIVEN, BUT ONLY IF: 1. YOU SEND US A WRITTEN REQUEST TO PROVIDE SUCH NOTICE, INCLUDING THE NAME AND ADDRESS OF SUCH PERSON OR ORGANIZATION, AFTER THE FIRST NAMED INSURED RECEIVES NOTICE FROM IIS OF THE CANCELLATION OF THIS POLICY, AND 2. WE RECEIVED SUCH WRITTEN REQUEST AT LEAST 14 DAYS BEFORE TBE BEGINNING OF THE APPLICABLE NUMBER OF DAYS SHOWN IN THIS SCHEDULE. ADDRESS: THE ADDRESS FOR THAT PERSON OR ORGANIZATION INCLUDED IN SUCH WRITTEN REQUEST FROM YOU TO US. PROVISIONS: A. If we cancel this policy for any statutorily permit- ted reason other than nonpayment of premium, and a number of days is shown for cancellation In the schedule above, we will mail notice of cancel- lation to the person or organization shown in the schedule above. We will mail such notice to the address shown In the schedule above at least the number of days shown for cancellation in the schedule above before the effective date of can- cellation. B. If we decide to not renew this policy for any statu- torily permitted reason, and a number of days is shown for nonrenewal in the schedule above, we will mail notice of the nonrenewal to the person or organization shown in the schedule above. We will mail such notice to the address shown in the schedule above at least the number of days shown for nonrenewal in the schedule above be- fore the expiration date. IL T4 00 112 09 0 2009 The Travelers Indemnity Company Page 1 of 1 POLICY NUMBER: X-810-1179R51A-COF-13 ISSUE DATE: 10-29-13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED ENTITY - NOTICE OF CANCELLATION/NONRENEWAL PROVIDED BY US This endorsement modifies insurance provided under the following: ALL COVERAGE PARTS INCLUDED IN THIS POLICY SCHEDULE CANCELLATION: Number of Days Notice of Cancellation: 30 NONRENEWAL: Number of Days Notice of Nonrenewal: PERSON OR ORGANIZATION: PERSON OR ORGANIZATION: ANY PERSON OR ORGANIZATION TO WHOM YOU HAVE AGREED IN A WRITTEN CONTRACT THAT NOTICE OF CANCELLATION OF THIS POLICY WILL BE GIVEN, BUT ONLY IF: 1. YOU SEND US A WRITTEN REQUEST TO PROVIDE SUCH NOTICE, INCLUDING THE NAME AND ADDRESS OF SUCH PERSON OR ORGANIZATION, AFTER THE FIRST NAMED INSURED RECEIVES NOTICE FROM US OF THE CANCELLATION OF THIS POLICYY AND 2, WE RECEIVE SUCH WRITTEN REQUEST AT LEAST 14 DAYS BEFORE THE BEGINNING OF THE APPLICABLE NUMBER OF DAYS SHOWN IN THIS SCHEDULE. ADDRESS: THE ADDRESS FOR THAT PERSON OR ORGANIZATION INCLUDED IN SUCH WRITTEN REQUEST FROM YOU TO US. PROVISIONS: A. If we cancel this policy for any statutorily permit- ted reason other than nonpayment of premium, and a number of days is shown for cancellation In the schedule above, we will mall notice of cancel- lation to the person or organization shown in the schedule above. We will mail such notice to the address shown In the schedule above at least the number of days shown for cancellation in the schedule above before the effective date of can- cellation. B. If we decide to not renew this policy for any statu- torily permitted reason, and a number of days is shown for nonrenewal in the schedule above, we will mail notice of the nonrenewal to the person or organization shown in the schedule above. We will mail such notice to the address shown in the schedule above at least the number of days shown for nonrenewal in the schedule above be- fore the expiration date. IL T4 00 12 09 0 2009 The Travelers Indemnity Company Page 1 of 1 TRAVELERS JW One Tower Square, Hartford, Connecticut 06183 POLICY DECLARATIONS POLICY NO.: CUP -4C453408 -13 -47 - COMMERCIAL EXCESS LIABILITY ISSUE DATE: 10/31/2013 (UMBRELLA) INSURANCE POLICY INSURING COMPANY: THE TRAVELERS INDEMNITY COMPANY 1. NAMED INSURED AND MAILING ADDRESS: FREESE & NICHOLS, INC.; AND AS PER CG DO 74 4055 INTERNATIONAL PLAZA SUITE 200 FORT WORTH TX 76109 THIS POLICY DOES NOT COVER LIABILITY ARISING OUT OF ASBESTOS MATERIAL SEE ENDORSEMENT UM 01 96 07 96 2. THE NAMED INSURED IS A: Q CORPORATION Q SOLE PROPRIETOR Q PARTNERSHIP OR JOINT VENTURE Q OTHER 3. POLICY PERIOD: From 10/23/2013 to 10/23/201412:01 A.M. Standard Time at your mailing address. 4. PREMIUM: * $ 12,314 Q Flat Charge Q Adjustable (See premium schedule) * DIRECT BILL 5. LIMITS OF INSURANCE: COVERAGES AGGREGATE LIMITS OF LIABILITY 10, 000, 000 10,000,000 COVERAGE A - Bodily Injury and Property Damage Liability COVERAGE B - Personal and Advertising Injury Liability RETAINED LIMIT LIMITS OF LIABILITY Products/Completed Operations Aggregate General Aggregate 10, 000, 000 any one occurrence subject to the Products/ Completed Operations and the General Aggregate Limits 10, 000, 000 any one person or organization subject to the General Aggregate Limit of Liability 10,000 any one occurrence or offense 6. SCHEDULE OF UNDERLYING INSURANCE: POLICY LIMITS (000 omitted) SEE ENDORSEMENT CG DO 23 04 96 COVERAGE COMPANY 7. On the effective date shown in Item 3, the Commercial Excess Liability (Umbrella) Insurance Policy numbered above includes this Declarations Page and the Policy Jacket (Form UM 00 76 which contains the Nuclear Energy Liability Exclusion) and any endorsements listed hereafter: SEE END. IL T8 01 01 01 NAME AND ADDRESS OF AGENT OR BROKER: COUNTERSIGNED BY: AMES & GOUGH 8300 GREENSBORO DR STE 980 CMM66 MCLEAN CG TO 14 04 96 OFFICE: SPECIALIST A&E VA 22102 DATE: Authorized Representative Page 1 of 1 POLICY NUMBER: CUP -4C453408 -13 -47 - COMMERCIAL GENERAL LIABILITY ISSUE DATE: 10/31/2013 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NAMED INSURED This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY (UMBRELLA) INSURANCE Item 1 of the Declarations is amended as follows: The Named Insured is amended to read FREESE & NICHOLS, INC.; FNB PROJECT PARTNERS, LLC; DUNKIN SEFKO & ASSOCIATES; SULPHUR BASIN GROUP, PLLC; MTG+PARTNERS, PLLC PRODUCER: AMES & GOUGH CG DO 74 04 93 OFFICE: 21X SPECIALIST A&E Page 1 of 1 POLICY NUMBER: CUP -40453408 -13 -47 - EFFECTIVE DATE: 10/23/2013 ISSUE DATE: 10/31/2013 LISTING OF FORMS, ENDORSEMENTS AND SCHEDULE NUMBERS THIS LISTING SHOWS THE NUMBER OF FORMS, SCHEDULES AND ENDORSEMENTS BY LINE OF BUSINESS CG TO 14 04 96 POLICY DECLARATIONS COMMERCIAL EXCESS LIABILITY UMBRELLA CG DO 74 04 93 NAMED INSURED IL T8 01 01 01 FORMS ENDORSEMENTS AND SCHEDULE NUMBERS UMBRELLA / EXCESS CG DO 23 04 96 UM 00 01 11 03 UM 03 45 02 00 UM 03 81 01 08 UM 03 92 11 03 UM 04 45 05 06 UM 04 77 07 08 UM 04 88 07 08 UM 05 11 02 09 UM 06 03 11 10 UM 00 94 08 86 UM O1 52 11 03 UM 03 37 01 99 UM 00 76 01 86 UM O1 66 08 91 UM O1 91 01 02 UM O1 96 07 96 UM 04 15 10 11 UM 04 49 09 07 UM 06 09 10 11 UM 00 82 11 03 UM 03 98 11 11 INTERLINE ENDORSEMENTS IL T3 68 05 10 SCHEDULE OF UNDERLYING INSURANCE COMMERCIAL EXCESS LIABILITY UMBRELLA INSURANCE AUTO LIABILITY - FOLLOWING FORM CAP ON LOSSES FROM CERTIFIED ACTS OF TERRORISM EMPLOYERS LIABILITY - FOLLOWING FORM AMENDMENT OF WHO IS AN INSURED AMENDMENT OF DUTIES IN THE EVENT OF OCCURRENCE OR OFFENSE CLAIM WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS AMENDMENT OF COVERAGE B - PERSONAL INJURY AND ADVERTISING INJURY LIABILITY CRISIS MANAGEMENT SERVICES EXPENSES AMENDMENT OF COVERAGE - NAMED INSURED EMPLOYEE BENEFITS LIABILITY REASONABLE FORCE - BODILY INJURY OR PROPERTY DAMAGE NUCLEAR ENERGY LIABILITY EXCLUSION ENDORSEMENTBROAD FORM EXCLUSION - LEAD INCLUDING PRODUCTS - COMPLETED OPERATIONS HAZARD WAR EXCLUSION EXCLUSION - ASBESTOS EXCLUSION - UNSOLICITED COMMUNICATIONS EXCLUSION - ARCHITECTS ENGINEERS OR SURVEYORS PROFESSIONAL LIABILITY EXCLUSION - VIOLATION OF CONSUMER FINANCIAL PROTECTION LAWS TX MANDATORY ENDORSEMENT AMENDMENT OF COVERAGE - PROPERTY DAMAGE FEDERAL TERRORISM RISK INSURANCE ACT DISCLOSURE IL T8 01 01 01 PAGE: 1 OF 1 POLICY NUMBER: CUP -4C453408 -13 -47 - UMBRELLA ISSUE DATE: 10/31/2013 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. SCHEDULE OF UNDERLYING INSURANCE This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY (UMBRELLA) INSURANCE Item 6 of the Declarations to include: POLICY LIMITS (000 OMITTED) COVERAGE COMPANY 810-1179R51A 1,000 EACH OCCURRENCE AUTO LIABILITY COF UB-3974T65A-13 1,000 EACH ACCIDENT EMPLOYER'S LIABILITY ASF 1,000 AGGREGATE EMPLOYEE DISEASE 1,000 EACH EMPLOYEE DISEASE 680-3C754140-13 1,000 EACH OCCURRENCE GENERAL LIABILITY TCT 2,000 PROD/COMP OPS AGG 2,000 GENERAL AGGREGATE PACP-3C749897-13 1,000 EACH EMPLOYEE EMPLOYEE BENEFITS TLC 2,000 AGGREGATE LIABILITY PACP-3C749897-13 1,000 EACH OCCURRENCE GENERAL LIABILITY TLC 2,000 PROD/COMP OPS AGG 2,000 GENERAL AGGREGATE "(If you have any employee exposure in the State of New York, the Employers Liability Limits are applicable only to bodily injury to your "non -subject employees" as defined under Rule VIII - Limits of Liability, A.2., of the WC/EL Manual of the State of New York)" PRODUCER: AMES & GOUGH OFFICE: SPECIALIST A&E 21X CG DO 23 04 96 Page 1 of 1