HomeMy WebLinkAboutResolution - 3085 - Contract - Angnew, Storrs, & Associates - HVAC Evaluation, LIA Terminal Building - 05/01/1989HW: da
RESOLUTION
Resolution #3085
May 1, 1989
Item #3
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
{' THAT the Mayor of the City of Lubbock BE and is hereby authorized and
directed to execute for and on behalf of the City of Lubbock a Contract by
11 and between the City of Lubbock and Agnew, Storr's & Associates, Inc. for
engineering services for H.V.A.C. systems at Lubbock International Airport,
attached herewith, which shall be spread upon the minutes of the Council and
as spread upon the minutes of this Council shall constitute and be a part of
this Resolution as if fully copied herein in detail.
Passed by the City Council this Ist day of May , 1989.
ATTEST:
Ran tte Boyd,—'City Se r tary
APPROVED AS TO CONTENT:
en ds, Purchasing Manager
APPROVED AS TO FORM:
Harold Willa -rd, Assistant City Attorney
"B.C. MCMINN,- MAYOR
Resolution #3085
This document has important legal consequences; consultation with an attorney is encouraged with
respect to its completion or modification.
STANDARD FORM OF AGREEMENT
BETWEEN OWNER AND ENGINEER
I •'
PROFESSIONAL SERVICES
Prepared by
ENGINEERS' JOINT CONTRACT DOCUMENTS COMMITTEE
and
Issued and Published Jointly By
PROFESSIONAL ENGINEERS IN PRIVATE PRACTICE
A practice division of the
NATIONAL SOCIETY OF PROFESSIONAL ENGINEERS
AMERICAN CONSULTING ENGINEERS COUNCIL
AMERICAN SOCIETY OF CIVIL ENGINEERS
CONSTRUCTION SPECIFICATIONS INSTITUTE
EJCDC No. 1910-1 (1984 Edition)
This document has important legal consequences; consultation with an attorney is encouraged with respect to its completion
or modification.
STANDARD FORM OF AGREEMENT
BETWEEN
OWNER AND ENGINEER
FOR
PROFESSIONAL SERVICES
THIS IS AN AGREEMENT made as of May 1 , 19A-9—
.
between City of Luhhock
(OWNER) and
(ENGINEER).
OWNER intends to evaluate the existing heating, ventilating and air conditioning
system serving the Lubbock International Airport Terminal Building in
Part T. Part II of the services will include contract documents for the
implementation of Part I recommendations.
(hereinafter called the Project).
OWNER and ENGINEER in consideration of their mutual covenants herein agree in respect of the performance
of professional engineering services by ENGINEER and the payment for those services by OWNER as set forth
below.
SECTION 1—BASIC SERVICES OF ENGINEER 1.2. Study and Report Phase.
1.1. General.
1.1.1. ENGINEER shall provide for OWNER profes-
sional engineering services in all phases of the Project
to which this Agreement applies as hereinafter pro-
vided. These services will include serving as OWNER's
professional engineering representative for the Project,
providing professional engineering consultation and
advice and furnishing customary civil, structural,
mechanical and electrical engineering services and cus-
tomary architectural services incidental thereto.
After written authorization to proceed, ENGINEER
shall:
1.2.1. Consult with OWNER to clarify and define
OWNER's requirements for the Project and review
available data.
1.2.2. Advise OWNER as to the necessity of OWN -
ER's providing or obtaining from others data or ser-
vices of the types described in paragraph 3.3, and assist
OWNER in obtaining such data and services.
Page 1 of 21 pages
1.2.3. Identify and analyze requirements of govern,
mental authorities having jurisdiction to approve the
design of the Project and participate in consultations
with such authorities.
1.2.5. Provide a general economic analysis of OWN -
ER's requirements applicable to various alternatives.
1.2.6. Prepare a Report containing schematic layouts,
sketches and conceptual design criteria with appropri-
ate exhibits to indicate clearly the considerations involved
(including applicable requirements of governmental
authorities having jurisdiction as aforesaid) and the
alternative solutions available to OWNER and setting
forth ENGINEER'S findings and recommendations. This
Report will be accompanied by ENGINEER'S opinion
of probable costs for the Project, including the following
which will be separately itemized: Construction Cost,
allowance for engineering costs and contingencies, and
(on the basis of information furnished by OWNER)
allowances for such other items as charges of all other
professionals and consultants, fe; tho r amt of land and
and for
other services to be provided by others for Owner
pursuant to paragraphs 3.7 through 3.11, inclusive. The
total of all such costs, allowances, etc. are hereinafter
called "Total Project Costs".
1.2.7. Furnish five copies of the Study and Report doc-
uments and review them in person with OWNER.
The duties and responsibilities of ENGINEER during
the Study and Report Phase are amended and supple-
mented as indicated in paragraph 2 of Exhibit A "Fur-
ther Descriptions of Basic Engineering Services and
Related Matters".
Preliminary Design Phase.
After wribmauthorization to proceed with the
inary Design se, ENGINEER shall:
1.3.1. In consultationth OWNER and on the b
of the accepted Study an eport documents, de
xte
mine the general scope, eand character of
Project.
1.3.2. Prepare Preliminary Design documeI�(
ing of final design criteria, preliminary drawings,
specifications and written descriptions of the P
.3; Advise OWNER if additional data or services
of fttypes described in paragraph 3.4 are necessary
and ass' t OWNER in obtaining such data and services.
1.3.4. Based the information contained in the pre-
liminary design avIcuments, submit a revised opinion
of probable Total P ect Costs.
1.3.5. Furnish five copies f the above Preliminary
Design documents and presen d review them in per-
son with OWNER.
The duties and responsibilities of ENG EER during
the Preliminary Design Phase are amende and sup-
plemented as indicated in paragraph 3 of E 'bit A
"Further Description of Basic Engineering Ser ' es
and Related Matters".
1.4. Final Design Phase.
After written authorization to proceed with the Final
Design Phase, ENGINEER shall:
Study, & Repgrt
1.4.1. On the basis of the accepted
documents and the a:cvisad opinion-ef probable Total
Project Costs prepare for incorporation in the Contract
Documents final drawings to show the general scope,
extent and character of the work to be furnished and
performed by Contractor(s) (hereinafter called "Draw-
ings") and Specifications (which will be prepared in
conformance with the sixteen division format of the
Construction Specifications Institute).
1.4.2. Provide technical criteria, written descriptions
and design data for OWNER's use in filing applications
for permits with or obtaining approvals of such gov-
ernmental authorities as have jurisdiction to approve
the design of the Project, and assist OWNER in con-
sultations with appropriate authorities.
1.4.3. Advise OWNER of any adjustments to the latest
opinion of probable Total Project Costs caused by
changes in general scope, extent or character or design
requirements of the Project or Construction Costs. Fur-
nish to OWNER a revised opinion of probable Total
Project Costs based on the Drawings and Specifica-
tions.
1.4.4. Prepare for review and approval by OWNER,
its legal counsel and other advisors contract agreement
forms, general conditions and supplementary condi-
tions; and (where appropriate) bid forms, invitations to
bid and instructions to bidders (all of which shall be
consistent with the forms and pertinent guide sheets
Page 2 of 21_ pages
1.4.5. Furnish five copies of the above documents and
of the Drawings and Specifications and present and
review them in person with OWNER.
' -MU
- - MM
1.5. Bidding or Negotiating Phase.
After written authorization to proceed with the Bidding
or Negotiating Phase, ENGINEER shall:
1.5.1. Assist OWNER in advertising for and obtaining
bids or negotiating proposals for each separate prime
contract for construction, materials, equipment and
services; and, where applicable, maintain a record of
prospective bidders to whom Bidding Documents have
been issued, attend pre-bid conferences and receive
and process deposits for Bidding Documents.
Assist OWNER in preparation of
1.5.2. Us -a addenda as appropriate to interpret, clarify
or expand the Bidding Documents.
1.5.3. Consult with and advise OWNER as to the
acceptability of subcontractors, suppliers and other
persons and organizations proposed by the prime con-
tractors) (herein called "Contractor(s)") for those por-
tions of the work as to which such acceptability is
required by the Bidding Documents.
1.5.4. Consult with OWNER concerning and deter-
mine the acceptability of substitute materials and equip-
ment proposed by Contractor(s) when substitution prior
to the award of contracts is allowed by the Bidding
Documents.
1.5.5. Attend the bid opening, prepare bid tabulation
sheets and assist OWNER in evaluating bids or pro-
posals and in assembling and awarding contracts for
construction, materials, equipment and services.
r
1.6. Construction Phase.
During the Construction Phase:
ks
1. General Administration of Construction Con-
tra ENGINEER shall consult with and advise
OWN and act as OWNER's representative as pro-
vided in A 'cies 1 through 17, inclusive, of the Standard
General Con 'tions of the Construction Contract, No.
1910-8 (1983 a 'on) of the Engineers Joint Contract
Documents Comm ee. The extent and limitations of
the duties, responsib 'ties and authority of ENGI-
NEER as assigned in sai tandard General Conditions
shall not be modified, excep o the extent provided in
paragraph 6 of Exhibit A "Furt Description of Basic
Engineering Services and Related tters" and except
as ENGINEER may otherwise agree ' writing. All of
OWNER's instructions to Contractor(s) ill be issued
through ENGINEER who will have authors to act on
behalf of OWNER to the extent provided in sa Stan-
dard General Conditions except as otherwise pro - ed
in writing.
1.6.2. Visits to Site and Observation of Construction.
In connection with observations of the work of Con-
tractors) while it is in progress:
1.6.2.1. ENGINEER shall make visits to the site
at intervals appropriate to the various stages of con-
struction as ENGINEER deems necessary in order
to observe as an experienced .and qualified design
professional the progress and quality of the various
aspects of Contractor(s)' work.'- addition, ENG1
-art _R4;Pre.&cnW*;r@ (and assistants as agriood) at4hQ.
-sit@ to assist ENG INEENR and to pr-owidc mom -on-
mation obtained during such visits and on such obser-
vations, ENGINEER shall endeavor to determine in
general if such -work is proceeding in accordance with
the Contract Documents and ENGINEER shall keep
OWNER informed of the progress of the work.
1.6.2.3. The purpose of ENGINEER's visits W.
sentative (and assistants, if any) at the site will be to
enable ENGINEER to better carry out the duties and
Page 3 of 21 pages
responsibilities assigned to and undertaken by
ENGINEER during the Construction Phase, and, in
addition, by exercise of ENGINEER's efforts as an
experienced and qualified design professional, to pro-
vide for OWNER a greater degree of confidence that"
the completed work of Contractor(s) will conform
generally to the Contract Documents and that the
integrity of the design concept as reflected in the
Contract Documents has been implemented and pre-
served by Contractor(s). On the other hand, ENGI-
NEER shall not, during such visits or as a result of
such observations of Contractor(s)' work in progress,
supervise, direct or have control over Contractor(s)'
work nor shall ENGINEER have authority over or
responsibility for the means, methods, techniques,
sequences or procedures of construction selected by
Contractor(s), for safety precautions and programs
incident to the work of Contractor(s) or for any failure
of Contractor(s) to comply with laws, rules, regula-
tions, ordinances, codes or orders applicable to Con-
tractors) furnishing and performing their work.
Accordingly, ENGINEER can neither guarantee the
performance of the construction contracts by Con-
tractors) nor assume responsibility for Contrac-
tor(s)' failure to furnish and perform their work in
accordance with the Contract Documents.
1.6.3. Defective Work. During such visits and on the
basis of such observations, ENGINEER may disap-
prove of or reject Contractor(s)' work while it is in
progress if ENGINEER believes that such work will
not produce a completed Project that conforms gen-
erally to the Contract Documents or that it will preju-
dice the integrity of the design concept of the Project
as reflected in the Contract Documents.
1.6. retations and Clarifications. ENGINEER
shall issue neces ��nnlerpretations and clarifications
of the Contract Documenfs—ai connection therewith
prepare work directive changes anders as
required. 77
1.6.5. Shop Drawings. ENGINEER shall review and
approve (or take other appropriate action in respect of)
Shop Drawings (as that term is defined in the aforesaid
Standard General Conditions), samples and other' data
which Contractor(s) are required to submit, but only
for conformance with the design concept of the Project
and compliance with the information given in the Con-
tract Documents. Such reviews and approvals or other
action shall not extend to means, methods, techniques,
sequences or procedures of construction or to safety
precautions and programs incident thereto.
1.6.6. Substitutes. ENGINEER shall evaluate and
determine the acceptability of substitute materials and
equipment proposed by Contractor(s), but subject to
the provision of paragraph 2.2.2.
1.6.7. Inspections and Tests. ENGINEER shall have
authority, as OWNER's representative, to require spe-
cial inspection or testing of the work, and shall receive
and review all certificates of inspections, testings and
approvals required by laws, rules, regulations, ordi-
nances, codes, orders or the Contract Documents (but
only to determine generally that their content complies
with the requirements of, and the results certified indi-
cate compliance with, the Contract Documents).
1.6.8. Disputes between OWNER and Contractor.
ENGINEER shall act as initial interpreter of the
requirements of the Contract Documents and judge of
the acceptability of the work thereunder and make deci-
sions on all claims of OWNER and Contractor(s) relat-
ing to the acceptability of the work or the interpretation
of the requirements of the Contract Documents per-
taining to the execution and progress of the work.
ENGINEER shall not be liable for the results of any
such interpretations or decisions rendered in good faith.
1.6.9. Applications for Payment. Based on ENGI-
NEER's on-site observations as an experienced and
qualified design professional, a-- .nformazion nrnviderl
and on review
of applications for payment and the accompanying data
and schedules:
1.6.9.1. ENGINEER shall determine the amounts
owing to Contractor(s) and recommend in writing
payments to Contractor(s) in such amounts. Such
recommendations of payment will constitute a rep-
resentation to OWNER, based on such observations
and review, that the work has progressed to the point
indicated, and that, to the best of ENGINEER's
knowledge, information and belief, the quality of
such work is generally in accordance with the Con-
tract Documents (subject to an evaluation of such
work as a functioning whole prior to or upon Sub-
stantial Completion, to the results of any subsequent
tests called for in the Contract Documents and to any
other qualifications stated in the recommendation).
In the case of unit price work, ENGINEER's rec-
ommendations of payment will include final deter-
minations of quantities and classifications of such
work (subject to any subsequent adjustments allowed
by the Contract Documents).
1.6.9.2. By recommending any payment ENGI-
NEER will not thereby be deemed to have repre-
sented that exhaustive, continuous or detailed reviews
or examinations have been made by ENGINEER to
check the quality or quantity of Contractor(s)' work
Page 4 of 21 pages
as it is furnished and performed beyond the respon-
sibilities specifically assigned to ENGINEER in this
Agreement and the Contract Documents. ENGI-
NEER's review of Contractor(s)' work for the pur-
poses of recommending payments will not impose on
ENGINEER responsibility to supervise, direct or
control such work or for the means, methods, tech-
niques, sequences, or procedures of construction or
safety precautions or programs incident thereto or
Contractor(s) compliance with laws, rules, regula-
tions, ordinances, codes or orders applicable to their
furnishing and performing the work. It will also not
impose responsibility on ENGINEER to make any
examination to ascertain how or for what purposes
any Contractor has used the moneys paid on account
of the Contract Price, or to determine that title to
any of the work, materials or equipment has passed
to OWNER free and clear of any lien, claims, security
interests or encumbrances, or that there may not be
other matters at issue between OWNER and CON-
TRACTOR that might affect the amount that should
be paid.
1.6.10. Contractor(s)' Completion Documents. ENGI-
NEER shall receive and review maintenance and oper-
ating instructions, schedules, guarantees, bonds and
certificates of inspection, tests and approvals which are
to be assembled by Contractor(s) in accordance with
the Contract Documents (but such review will only be
to determine that their content complies with the
requirements of, and in the case of certificates of inspec-
tion, tests and approvals the results certified indicate
compliance with, the Contract Documents); and shall
transmit them to OWNER with written comments.
1.6.11. Inspections. ENGINEER shall conduct an
inspection to determine if the work is substantially
complete and a final inspection to determine if the com-
pleted work is acceptable so that ENGINEER may
recommend, in writing, final payment to Contractor(s)
and may give written notice to OWNER and the Con-
tractors) that the work is acceptable (subject to any
conditions therein expressed), but any such recom-
mendation and notice will be subject to the limitations
expressed in paragraph 1.6.9.2.
1.6.12. Limitation of Responsibilities. ENGINEER shall
not be responsible for the acts or omissions of any
Contractor, or of any subcontractor or supplier, or any
of the Contractor(s)' or subcontractor's or supplier's
agents or employees or any other persons (except
ENGINEER's own employees and agents) at the site
or otherwise furnishing or performing any of the Con-
tractor(s)' work; however, nothing contained in para-
graphs 1.6.1 thru 1.6.11 inclusive, shall be construed
to release ENGINEER from liability for failure to prop-
erly perform duties and responsibilities assumed by
ENGINEER in the Contract Documents.
1.7. Operational Phase.
During the Operational Phase, ENGINEER shall, when
requested by OWNER:
1.7.1. Provide assistance in the closing of any financial
or related transaction for the Project.
1.7.2. Provide assistance in connection with the refin-
ing and adjusting of any equipment or system.
1.7.3. - Fisist QIAINRR « $Wain .. 11t ZAiIE 'F, stag s..
,esarsr•�rj�iyr�re17 .
..11011 Whil
1.7.5. Prepare a set of reproducible record prints of
Drawings showing those changes made during the Con-
struction process, based on the marked -up prints, draw-
ings and other data furnished by Contractor(s) to ENGI-
NEER and which ENGINEER considers significant.
1.7.6. In company with OWNER, visit the Project to
observe any apparent defects in the completed con-
struction, assist OWNER in consultations and discus-
sions with Contractor(s) concerning correction of such
deficiencies, and make recommendations as to replace-
ment or correction of defective work.
The duties and responsibilities of ENGINEER during
the Operational Phase are amended and supplemented
as indicated in paragraph 7 of Exhibit A "Further
Description of Basic Engineering Services and Related
Matters".
SECTION 2—ADDITIONAL SERVICES OF
ENGINEER
2.1. Services Requiring Authorization in Advance.
If authorized in writing by OWNER, ENGINEER shall
furnish or obtain from others Additional Services of
the types listed in paragraphs 2.1.1 through 2.1.14,
inclusive. These services are not included as part of
Basic Services except to the extent provided otherwise
in Exhibit A "Further Description of Basic Engineering
Services and Related Matters"; these will be paid for
by OWNER as indicated in Section 5.
Page 5 of 91 pages
2.1.1. Preparation of applications and supporting doc-
uments (in addition to those furnished under Basic'Ser-
vices) for private or governmental grants, loans or
advances in connection with the Project; preparation
or review of environmental assessments and impact
statements; review and evaluation of the effect on the
design requirements of the Project of any such state-
ments and documents prepared by others; and assis-
tance in obtaining approvals of authorities having juris-
diction over the anticipated environmental impact of
the Project.
2.1.2. Services to make measured drawings of or to
investigate existing conditions or facilities, or to verify
the accuracy of drawings or other information furnished
by OWNER.
2.1.3. Services resulting from significant changes in the
general scope, extent or character of the Project or its
design including, but not limited to, changes in size,
complexity, OWNER's schedule, character of con-
struction or method of financing; and revising previ-
ously accepted studies, reports, design documents or
Contract Documents when such revisions are required
by changes in laws, rules, regulations, ordinances, codes
or orders enacted subsequent to the preparation of such
studies, reports or documents, or are due to any other
causes beyond ENGINEERS's control.
2.1.4. Providing renderings or models for OWNER's
use.
2.1.5. Preparing documents for alternate bids requested
by OWNER for Contractor(s)' work which is not exe-
cuted or documents for out -of -sequence work.
2.1.6. Investigations and studies involving, but not lim-
ited to, detailed consideration of operations, mainte-
nance and overhead expenses; providing value engi-
neering during the course of design; the preparation of
feasibility studies, cash flow and economic evaluations,
rate schedules and appraisals; assistance in obtaining
financing for the Project; evaluating processes available
for licensing and assisting OWNER in obtaining process
licensing; detailed quantity surveys of material, equip-
ment and labor; and audits or inventories required in
connection with construction performed by OWNER.
2.1.7. Furnishing services of independent professional
associates and consultants for other than Basic Services
(which include, but are not limited to, customary civil,
structural, mechanical and electrical engineering and
customary architectural design incidental thereto); and
providing data or services of the types described in
paragraph 3.4 when OWNER employs ENGINEER to
provide such data or services in lieu of furnishing the
same in accordance with paragraph 3.4.
2.1.8. If ENGINEER's compensation is on the basis
of a lump sum or percentage of Construction Cost or
cost-plus a fixed fee method of payment, services
resulting from the award of more separate prime con-
tracts for construction, materials or equipment for the
Project than are contemplated by paragraph 5.1.1.2. If
ENGINEER's compensation is on the basis of a per-
centage of Construction Cost and ENGINEER has been
required to prepare Contract Documents on the
assumption that more than one prime contract will be
awarded for construction, materials and equipment, but
only one prime contract is awarded for construction,
materials and equipment for the Project, services attrib-
utable to the preparation of contract documentation
that was rendered unuseable and any revisions or addi-
tions to contract documentation used that was neces-
sitated by the award of only one prime contract.
2.1.9. Services during out-of-town travel required of
ENGINEER other than visits to the site or OWNER's
office as required by Section 1.
2.1.10. Assistance in connection with bid protests,
rebidding or renegotiating contracts for construction,
materials, equipment or services, except when such
assistance is required to complete services called for
in paragraph 6.2.2.5.
2.1.11. Providing any type of property surveys or related
engineering services needed for the transfer of interests
in real property and field surveys for design purposes
and engineering surveys and staking to enable Con-
tractor(s) to proceed with their work; and providing
other special field surveys.
2.1.12. Preparation ofoperating, maintenance and staff-
ing manuals to supplement Basic Services under para-
graph 1.7.3.
2.1.13. Preparing to serve or serving as a consultant or
witness for OWNER in any litigation, arbitration or
other legal or administrative proceeding involving the
Project (except for assistance in consultations which is
included as part of Basic Services under paragraphs
1.2.3 and 1.4.2).
2.1.14. Additional services in connection with the Proj-
ect, including services which are to be furnished by
OWNER in accordance with Article 3, and services
not otherwise provided for in this Agreement.
Page 6 of 21 pages
. Required Additional Services.
hen required by the Contract Documents in circum-
st ces beyond ENGINEER'S control, ENGINEER
sha furnish or obtain from others, as circumstances
requ a during construction and without waiting for
speci authorization from OWNER, Additional Ser-
vices o the types listed in paragraphs 2.2.1 through
2.2.6, in lusive (except to the extent otherwise pro-
vided in hibit A "Further Description of Basic Engi-
neering Se ices and Related Matters"). These services
are not incl ed as part of Basic Services. ENGINEER
shall advise WNER promptly after starting any such
Additional Se ices which will be paid for by OWNER
as indicated in ection 5.
2.2.1. Services connection with work directive
changes and chang orders to reflect changes requested
by OWNER if the esulting change in compensation
for Basic Services is of commensurate with the addi-
tional services render
2.2.2. Services in maki revisions to Drawings and
Specifications occasiony the acceptance of substi-
tutions proposed by Cont ctor(s); and services after
the award of each contract i evaluating and determin-
ing the acceptability of an u easonable or excessive
number of substitutions propo ed by Contractor.
2.2.3. Services resulting from sig ' cant delays, changes
or price increases occurring as a di ect or indirect result
of material, equipment or energy s ortages.
2.2.4. Additional or extended sere es during con-
struction made necessary by (1) workamaged by fire
or other cause during construction, ( a significant
amount of defective or neglected work ony Contrac-
tor, (3) acceleration of the progress sched a involving
services beyond normal working hours, an (4) default
by any Contractor.
2.2.5. Services (other than Basic Services du 'ng the
Operational Phase) in connection with any pa 1 uti-
lization of any part of the Project by OWNER p r to
Substantial Completion.
2.2.6. Evaluating an unreasonable or extensive nu -
ber of claims submitted by Contractor(s) or others i
connection with the work.
SECTION 3—OWNER'S RESPONSIBILITIES
OWNER shall do the following in a timely manner so
as not to delay the services of ENGINEER:
3.1. Designate in writing a person to act as OWNER's
representative with respect to the services to be ren-
dered under this Agreement. Such person shall have
complete authority to transmit instructions, receive
information, interpret and define OWNER's policies
and decisions with respect to ENGINEER's services
for the Project.
3.2. Provide all criteria and full information as to
OWNER's requirements for the Project, including design
objectives and constraints, space, capacity and perfor-
mance 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 Specifica-
tions.
3.3. Assist ENGINEER by placing at ENGINEER's
disposal all available information pertinent to the Proj-
ect including previous reports and any other data rel-
ative to design or construction of the Project.
4. Furnish to ENGINEER, as required for perfor-
nce of ENGINEER's Basic Services (except to the
ct nt provided otherwise in Exhibit A "Further
esc 'ption of Basic Engineering Services and Related
.atte •"), the following:
3.4.1. data prepared by or services of others,
including without limitation borings, probings and
subsurface xplorations, hydrographic surveys, lab-
oratory test and inspections of samples, materials'
and eauipmen -
3.4.2. appropri to professional interpretations of
all of the foregoing,
3.4.3. environmen 1 assessment and impact
statements;
3.4.4. property, bound easement, right-of-way,
topographic and utility surve s;
3.4.5. property descriptions;
3.4.6. zoning, deed and other Ian use restriction;
and
3.4.7. other special data or consultati s not cov-
ered in Section 2;
all of which ENGINEER may use and rely u on in
performing services under this Agreement.
3.5. Provide engineering surveys to establish referen
Page 7 of 21 pages
3.6. Arrange for access to and make all provisions for
ENGINEER to enter upon public and private property
as required for ENGINEER to perform services under
this Agreement.
3.7. Examine all studies, reports, sketches, Drawings,
Specifications, proposals and other documents pre-
sented by ENGINEER, 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 ENGINEER.
3.8. Furnish approvals and permits from all govern-
mental authorities having jurisdiction over the Project
and such approvals and consents from others as may
be necessary for completion of the Project.
3.9. Provide such accounting, independent cost esti-
mating and insurance counseling services as may be
required for the Project, such legal services as OWNER
may require or ENGINEER 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 ascer-
tain that Contractor(s) are complying with any law,
rule, regulation, ordinance, code or order applicable to
their furnishing and performing the work.
3.10. If OWNER designates a person to represent
OWNER at the site who is not ENGINEER or ENGI-
NEER'S agent or employee, the duties, responsibilities
and limitations of authority of such other person and
the affect thereof on the duties and responsibilities of
ENGINEER and the Resident Prejeet Repre9etAft6Y%—.
will be set forth in an exhibit that
is to be identified, attached to and made a part of this
Agreement before such services begin.
3.11. If more than one prime contract is to be awarded
for construction, materials, equipment and services for
the entire Project, designate a person or organization
to have authority and responsibility for coordinating
the activities among the various prime contractors.
3.12. Furnish to ENGINEER data or estimated figures
as to OWNER's anticipated costs for services to be
provided by others for OWNER (such as services pur-
suant to paragraphs 3.7 through 3.11, inclusive and
other costs of the types referred to in paragraph 1.2.6)
so that ENGINEER may make the necessary findings
to support opinions of probable Total Project Costs.
3.13. Attend the pre-bid conference, bid opening, pre -
construction conferences, construction progress and
other job related meetings and substantial completion
inspections and final payment inspections.
3.14. Give prompt written notice to ENGINEER
whenever OWNER observes or otherwise becomes
aware of any development that affects the scope or
timing of ENGINEER's services, or any defect or non-
conformance in the work of any Contractor.
3.15. Furnish, or direct ENGINEER to provide, Addi-
tional Services as stipulated in paragraph 2.1 of this
Agreement or other services as required.
3.16. Bear all costs incident to compliance with the
requirements of this Section 3.
SECTION 4—PERIODS OF SERVICE
4.1. The provisions of this Section 4 and the various
rates of compensation for ENGINEER's services pro-
vided for elsewhere in this Agreement have been agreed
to in anticipation of the orderly and continuous progress
of the Project through completion of the Construction
Phase. ENGINEER's obligation to render services
hereunder will extend for a period which may reason-
ably be required for the design, award of contracts,
construction and initial operation of the Project includ-
ing extra work and required extensions thereto. if in
Exhibit A "Further Description of Basic Engineering
Services and Related Matters" specific periods of time
for rendering services are set forth or specific dates by
which services are to be completed are provided and
if such dates are exceeded through no fault of ENGI-
NEER, all rates, measures and amounts of compen-
sation provided herein shall be subject to equitable
adjustment.
4.2. The services called for in the Study and Report
Phase will be completed and the Report submitted within
the stipulated period indicated in paragraph 2 of Exhibit
A "Further Description of Basic Engineering Services'
and Related Matters" after written authorization to
proceed with that phase of services which will be given
by OWNER within thirty days after ENGINEER has
signed this Agreement.
4.3. After acceptance by OWNER of the Study and
Report Phase documents indicating any specific mod -
Page 8 of 21 pages
ifications or changes in the general scope, extent or
character of the Project desired by OWNER, and upon
written authorization from OWNER, ENGINEER shall
proceed with the performance of the services called for
in the Fury Design Phase, and shall 1we-
lifainafy
design documents and a revised opinion of
probable Total Project Costs within the stipulated period
indicated in paragraph 3 of Exhibit A "Further Descrip-
tion of Basic Engineering Services and Related Mat-
ters".
Study and Report
4.4. After acceptance by OWNER of the
Pesig;iPhase documents and .reuised.opinion of prob-
able Total Project Costs, indicating any specific mod-
ifications or changes in the general scope, extent or
character of the Project desired by OWNER, and upon
written authorization from OWNER, ENGINEER shall
proceed with the performance of the services called for
in the Final Design Phase; and shall deliver Contract
Documents and a revised opinion of probable Total
Project Costs for all work of Contractor(s) on the Proj-
ect within the stipulated period indicated in paragraph
4 of Exhibit A "Further Description of Basic Engi-
neering Services and Related Matters".
4.5. ENGINEER's services under the Study and Report
Phase, F+elifaiaar3, Design Mase and Final Design Phase
shall each be considered complete at the earlier of (1)
the date when the submissions for that phase have been
accepted by OWNER or (2) thirty days after the date
when such submissions are delivered to OWNER for
final acceptance, plus in each case such additional time
as may be considered reasonable for obtaining approval
of governmental authorities having jurisdiction to
approve the design of the Project.
4.6. After acceptance by OWNER of the ENGI-
NEER's Drawings, Specifications and other Final Design
Phase documentation including the most recent opinion
of probable Total Project Costs and upon written autho-
rization to proceed, ENGINEER shall proceed with
performance of the services called for in the Bidding
or Negotiating Phase. This Phase shall terminate and
the services to be rendered thereunder shall be consid-
ered complete upon commencement of the Construc-
tion Phase or upon cessation of negotiations with pro-
spective Contractor(s) (except as may otherwise be
required to complete the services called for in para-
graph 6.2.2.5).
4.7. The Construction Phase will commence with the
execution of the first prime contract to be executed for
the work of the Project or any part thereof, and will
terminate upon written recommendation by ENGI-
NEER of final payment on the last prime contract to
be completed. Construction Phase services may be ren-
dered at different times in respect of separate prime
contracts if the Project involves more than one prime
contract.
4.8. The Operational Phase will commence during the
Construction Phase and will terminate one year after
the date of Substantial Completion of the last prime
contract for construction, materials and equipment on
which substantial completion is achieved.
4.9. If OWNER has requested significant modifications
or changes in the general scope, extent or character of
the Project, the time of performance of ENGINEER's
services shall be adjusted equitably.
4.10. If OWNER fails to give prompt written authori-
zation to proceed with any phase of services after com-
pletion of the immediately preceding phase, or if the
Construction Phase has not commenced within 90
calendar days (plus such additional time as may be
required to complete the services called for under para-
graph 6.2.2.5) after completion of the Final Design Phase,
ENGINEER may, after giving seven days' written notice
to OWNER, suspend services under this Agreement.
4.11. If ENGINEER's services for design or during
construction of the Project are delayed or suspended
in whole or in part by OWNER for more than three
months for reasons beyond ENGINEER's control,
ENGINEER shall on written demand to OWNER (but
without termination of this Agreement) be paid as pro-
vided in paragraph 5.3.2. If such delay or suspension
extends for more than one year for reasons beyond
ENGINEER's control, or if ENGINEER for any rea-
son .is required to render Construction Phase services
in respect of any prime contract for construction, mate-
rials or equipment more than one year after Substantial
Completion is achieved under that contract, the various
rates of compensation provided for elsewhere in this
Agreement shall be subject to equitable adjustment.
4.12. In the event that the work designed or specified
by ENGINEER is to be furnished or performed under
more than one prime contract, or if ENGINEER's ser-
vices are to be separately, sequenced with the work of
one or more prime contractors (such as in the case of
fast -tracking), OWNER and ENGINEER shall, prior
to commencement of the Final Design Phase, develop
a schedule for performance of ENGINEER's services
during the Final Design, Bidding or Negotiating and
Construction Phases in order to sequence and coordi-
nate properly such services as are applicable to the
work under such separate contracts. This schedule is
Page 9 of 21 pages
to be- prepared whether or not the work under such
contracts is to proceed concurrently and is to be included
in Exhibit A "Further Description of Basic Engineering
Services and Related Matters", and the provisions of
paragraphs 4.4 through 4.10 inclusive, will be modified
accordingly.
[The remainder of this page was left blank intentionally.]
Page 10 of 11_ pages
LUMP SUM METHOD OF PAYMENT
SECTION 5—PAYMENTS TO ENGINEER
5.1. Methods of Payment for Services and Expenses of
ENGINEER.
1.1. For Basic Services. OWNER shall pay EN
ER for Basic Services rendered under Section 1
nded and supplemented by Exhibit A "Furt
-s ription of Basic Engineering Services and Rela
att s") as follows:
5.1. A. One Prime Contract. If only one prime
contra t is awarded for construction, materials and
equipm t for the Project, a lump sum fee of
$ for all Basic Services (except ser-
vices of GINEER's Resident Project Represen-
tative (and ssistants) furnished under paragraph
1.6.2.1 and O rational Phase services furnished under
paragraph 1.7 but, if the prime contract contains
cost-plus or in ntive savings provisions for Con-
tractor's basic mpensation, a lump sum fee of
$ or such services.
5.1.1.2. Several P 'me Contracts. If more than one
but less than separate prime contracts are
awarded for constructs n, materials and equipment
for the Project, a lumps m fee of $
for all Basic Services ( cept services of ENGI-
NEER'S Resident Project presentative (and assis-
tants) furnished under para V1 and Oper-
ational Phase services furnishragraph 1.7);
but, if any prime contract conlus orincen-
tive savings provisions for Cs basic com-
pensation, a lump sum fee ofor
such services.
5.1.1.3. Resident Project Services. or services of
ENGINEER's Resident ProjectRep__
entative (and
assistants) furnished under paragraph 1..2.1, on the
basis of Salary Costs times a factor of for
services rendered by principals and aployees
assigned to resident Project representation.
5.1.1.4. Operational Phase Services. For per-
ational Phase services furnished under para 1.7,
an amount equal to ENGINEER's Salary Costs ti es
a factor of for services rendered by pr -
cipals and employees engaged directly on the Projec
.1.2. For Additional Services. OWNER shall pay
NGINEER for Additional Services rendered under
ection 2 as follows:
5.1.2.1. General. For Additional Services of
ENGINEER's principals and employees engaged
directly on the Project and rendered pursuant to para-
graph 2.1 or 2.2 (except services as a consultant
or witness under paragraph 2.1.13), on the basis
of ENGINEER'S
Hourly Rate Schedule,
Exhibit B.
5.1.2.2. Professional Associates and Consultants.
For services and Reimbursable Expenses of inde-
pendent professional associates and consultants
employed by ENGINEER to render Additional Ser-
vices pursuant to paragraph 2.1 .or 2.2, the amount
billed to ENGINEER therefor times a factor
Of 1.10 ,
5.1.2.3. Serving as a Witness. For services ren-
dered by ENGINEER's principals and employees as
consultants or witnesses in any litigation, arbitration
or other legal or administrative proceeding in ac-
cordance with paragraph 2.1.13, at the rate of
$ 4RQ per day or any portion thereof (but com-
pensation for time spent in preparing to appear in
any such litigation, arbitration or proceeding will be
on the basis provided in paragraph 5.1.2.1). Com-
pensation for ENGINEER's independent profes-
sional associates and consultants will be on the basis
provided in paragraph 5.1.2.2.
5.1:3. For Reimbursable Expenses. In addition to pay-
ments provided for in paragraphs 5. 1.1 and 5.1.2,
OWNER shall pay ENGINEER the actual costs of all
Reimbursable Expenses incurred in connection with all
Basic and Additional Services.
5.1.4. The terms "Salary Costs" and "Reimbursable
Expenses" have the meanings assigned to them in para-
graph 5.4.
5.2. Times of Payments.
5.2.1. ENGINEER shall submit monthly statements
for Basic and Additional Services rendered and for
Reimbursable Expenses incurred. The statements will
be based upon ENGINEER's estimate of the propor-
tion of the total services actually completed at the time
of billing. OWNER shall make prompt monthly pay-
ments in response to ENGINEER's monthly state-
ments.
Page 11 of _21_ pages
5.3. Other Provisions Concerning Payments.
5.3.1. If OWNER fails to make any payment due
ENGINEER for services and expenses within thirty
days after receipt of ENGINEER's statement therefor,
the amounts due ENGINEER will be increased at the
rate of 1% per month from said thirtieth day, and in
addition, ENGINEER may, after giving seven days'
written notice to OWNER, suspend services under this
Agreement until ENGINEER has been paid in full all
amounts due for services, expenses and charges.
5.3.2. In the event of termination by OWNER under
paragraph 7.1 upon the completion of any phase of the
Basic Services, progress payments due ENGINEER
for services rendered through such phase shall consti-
tute total payment for such services. In the event of
such termination by OWNER during any phase of the
Basic Services, ENGINEER will be paid for services
rendereENGI-
NEER's It durit � `fin n.� � &, &he xhitit BGI,
services rendered during that phase to date of termi-
nation by ENGINEER's principals and employees
engaged directly on the Project. In the event of any
such termination, ENGINEER also will be reimbursed
for the charges of independent professional associates
and consultants employed by ENGINEER to render
Basic Services, and paid for all unpaid Additional Ser-
vices and unpaid Reimbursable Expenses, plus all ter-
mination expenses. Termination expenses mean Reim-
bursable Expenses directly attributable to termination,
which, if termination is at OWNER's convenience,
shall include an amount computed as a percentage of
total compensation for Basic Services earned by ENGI-
NEER to the date of termination, as follows:
10% if termination occurs after commencement of
the Final Design Phase.
5.3.3. Records of ENGINEER's Salary Costs perti-
nent to ENGINEER's compensation under this Agree-
ment will be kept in accordance with generally accepted
accounting practices. Copies will be made available to
OWNER at cost on request prior to final payment for
ENGINEER's services.
5.3.4. Whenever a factor is applied to Salary Costs in
determining compensation payable to ENGINEER that
factor will be adjusted periodically and equitably to
reflect changes in the various elements that comprise
such factor. All such adjustments will be in accordance
with generally accepted accounting practices as applied
on a consistent basis by ENGINEER and consistent
with ENGINEER's overall compensation practices and
procedures.
Definitions.
5..1. The Salary Costs used as a basis for payment
m n salaries and wages (basic and incentive) paid to
all\ENG
INEER's personnel engaged directly on the
Proncluding, but not limited to, engineers, archi-
tecrveyors, designers, draftsmen, specification
wriestimators, other technical and business per-
sonus the cost of customary and statutory ben-
efitu ing, but not limited to, social security con-
tribs, nemployment, excise and payroll taxes,
woco pensation, health and retirement benefits,
sice, v cation and holiday pay and other group
benFor t e purposes of this Agreement, the prin-
cipENG EER and their current hourly Salary
Coe:
The hourly Salary Costs of principals of ENGINEER
will be adjusted equitablylo reflect changes in person-
nel and in ENGINEER's verall compensation pro-
cedures and practices.
The amount of customary and tatutory benefits of all
other personnel of ENGINEER ACHI be considered equal
to % of salaries and mkges, subject to equi-
table adjustment to reflect Chang in ENGINEER's
overall compensation procedures a d practices.
5.4.2. Reimbursable Expenses mean th actual expenses
incurred by ENGINEER or ENGIN R's in
professional associates or consulta s, directly or
indirectly in connection with the Proj ct, such as
expenses for: transportation and subsisten incidental
thereto; obtaining bids or proposals from Co tractor(s);
providing and maintaining field office facilities including
furnishings and utilities; subsistence and trans rtation
of Resident Project Representatives and thei assis-
tants; toll telephone calls and telegrams; repro ction
of reports, Drawings, Specifications, Bidding cu-
ments, and similar Project -related items in additio to
those required under Section 1; and, if authorize in
advance by OWNER, overtime work requiring high r
than regular rates.
Page 12 of 21 pages
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Page 13 of .21_ pages
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Page 14 of 2_ pages
SECTION 6—CONSTRUCTION COST AND
OPINIONS OF COST
6.1. Construction Cost.
The construction cost of the entire Project (herein referred
to as "Construction Cost") means the total cost to
OWNER of those portions of the entire Project designed
and specified by ENGINEER, but it will not include
ENGINEER's compensation and expenses, the cost of
land, rights-of-way, or compensation for or damages
to, properties unless this Agreement so specifies, nor
will it include OWNER's legal, accounting, insurance
counseling or auditing services, or interest and financ-
ing charges incurred in connection with the Project or
the cost of other services to be provided by others to
OWNER pursuant to paragraphs 3.7 throughh 3.11,
inclusive. (Construction Cost is one of the items com-
prising Total Project Costs which is defined in para-
graph 1.2.5.1
6.2. Opinions of Cost.
6.2.1. Since ENGINEER has no control over the cost
of labor, materials, equipment or services furnished by
others, or over the Contractor(s)' methods of deter-
mining prices, or over competitive bidding or market
conditions, ENGINEER's opinions of probable Total
Project Costs and Construction Cost provided for herein
are to be made on the basis of ENGINEER's experience
and qualifications and represent ENGINEER's best
judgment as an experienced and qualified professional
engineer, familiar with the construction industry; but
ENGINEER cannot and does not guarantee that pro-
posals, bids or actual Total Project or Construction
Costs will not vary from opinions of probable cost
prepared by ENGINEER. If prior to the Bidding or
Negotiating Phase OWNER wishes greater assurance
as to Total Project or Construction Costs, OWNER
shall employ an independent cost estimator as provided
in paragraph 3.9.
6.2.2. If a Construction Cost. limit is established by
written agreement between OWNER and ENGINEER
and specifically set forth in this Agreement as a con-
dition thereto, the following will apply:
6.2.2.1. The acceptance by OWNER at any time
during the Basic Services of a revised opinion of
probable Total Project or Construction Costs in excess
of the then established cost limit will constitute a
corresponding revision in the Construction Cost limit
to the extent indicated in such revised opinion.
6.2.2.2. Any Construction Cost limit so estab-
lished will include a contingency of ten percent unless
another amount is agreed upon in writing.
6.2.2.3. ENGINEER will be permitted to deter-
mine what types of materials, equipment and com-
ponent systems are to be included in the Drawings
and Specifications and to make reasonable adjust-
ments in the general scope, extent and character of
the Project to bring it within the cost limit.
6.2.2.4. If the Bidding or Negotiating Phase has
not commenced within six months after completion
of the Final Design Phase, the established Construc-
tion Cost limit will not be binding on ENGINEER,
and OWNER shall consent to an adjustment in such
cost limit commensurate with any applicable change
in the general level of prices in the construction indus-
try between the date of completion of the Final Design
Phase and the date on which proposals or bids are
sought.
6.2.2.5. If the lowest bona fide proposal or bid
exceeds the established Construction Cost limit,
OWNER shall (1) give written approval to increase
such cost limit, (2) authorize negotiating or rebidding
the Project within a reasonable time, or (3) cooperate
in revising the Project's general scope, extent or
character to the extent consistent with the Project's
requirements and with sound engineering practices.
In the case of (3), ENGINEER shall modify the Con-
tract Documents as necessary to bring the Construc-
tion Cost within the cost limit. In lieu of other com-
pensation for services in making such modifications,
OWNER shall pay ENGINEER, ENGINEER's cost
of such services, all overhead expenses reasonably
related thereto and Reimbursable Expenses, but
without profit to ENGINEER on account of such
services. The providing of such service will be the
limit of ENGINEER's responsibility in this regard
and, having done so, ENGINEER shall be entitled
to payment for services in accordance with this
Agreement and will not otherwise be liable for dam-
ages attributable to the lowest bona fide proposal or
bid exceeding the established Construction Cost.
SECTION 7—GENERAL CONSIDERATION
7.1. Termination.
The obligation to provide further services under this
Agreement may be terminated by either party upon
thirty days' written notice in the event of substantial
Page 15 of 21 pages
failure by the other party to perform in accordance with
the terms hereof through no fault of the terminating
party.
Reuse of Documents.
All ocuments including Drawings and Specifications
prepa d or furnished by ENGINEER (and ENGI-
NEER independent professional associates and con-
sultants) rsuant to this Agreement are instruments
of service i respect of the Project and ENGINEER
shall retain a wnership and property interest therein
whether or not a Project is completed. OWNER may
make and retain pies for information and reference
in connection with t e use and occupancy of the Project
by OWNER and othe ; however, such documents are
not intended or represe ted to be suitable for reuse by
OWNER or others on ex nsions of the Project or on
any other project. Any reu without written verifica-
tion or adaptation by ENGI ER for the specific pur-
pose intended will beat OWNE 's sole risk and without
liability or legal exposure to EN EER, or to ENGI-
NEER's independent professional ssociates or con-
sultants, and OWNER shall indemni and hold harm-
less ENGINEER and ENGINEER' independent'
professional associates and consultants fr all claims,
damages, losses and expenses including atto eys' fees'
arising out of or resulting therefrom. Any s h verti-
fication or adaptation will entitle ENGINEER to oher
compensation at rates to be agreed upon by O ER
and ENGINEER.
7.3..Insurance.
7.3.1. ENGINEER shall procure and maintain insur-
ance for protection from claims under workers' com-
pensation acts, claims for damages because of bodily
injury including personal injury, sickness or disease or
death of any and all employees or of any person other
than such employees, and from claims or damages
because of injury to or destruction of property including
loss of use resulting therefrom.
7.4. Controlling Law.
This Agreement is to be governed by the law of the
principal place of business of ENGINEER.
7.5. Successors and Assigns.
7.5.1. OWNER and ENGINEER each is hereby bound
and the partners, successors, executors, administrators
and legal representatives of OWNER and ENGINEER
(and to the extent permitted by paragraph 7.5.2 the
assigns of OWNER and ENGINEER) are hereby bound
to the other party to this Agreement and to the partners,
successors, executors, administrators and legal repre-
sentatives (and said assigns) of such other party, in
respect of all covenants, agreements and obligations of
this Agreement.
7.5.2. Neither OWNER nor ENGINEER shall assign,
sublet or transfer any rights under or interest in (includ-
ingbut without limitation, moneys that may become
Zor moneys that are due) this Agreement without
the written consent of the other, except to the extent
that any assignment, subletting or transfer is mandated
by law or the effect of this limitation may be restricted
by law. Unless specifically stated to the contrary in any
written consent to an assignment, no assignment will
release or discharge the assignor from any duty or
responsibility under this Agreement. Nothing con-
tained in this paragraph shall prevent ENGINEER from
employing such independent professional associates
and consultants as ENGINEER may deem appropriate
to assist in the performance of services hereunder.
7.5.3. Nothing under this Agreement shall be con-
strued to give any rights or benefits in this Agreement
to anyone other than OWNER and ENGINEER, and
all duties and responsibilities undertaken pursuant to
this Agreement will be for the sole and exclusive benefit
of OWNER and ENGINEER and not for the benefit
of any other party.
[The remainder of this page was left blank intentionally.]
Page 16 of _ZJ _ pages
7.6. Arbitration.
7.6.1. All claims, counterclaims, disputes and other
matters in question between the parties hereto arising
out of or relating to this Agreement or the breach thereof
will be decided by arbitration in accordance with the
Construction Industry Arbitration Rules of the Amer-
ican Arbitration Association then obtaining, subject to
the limitations and restrictions stated in paragraphs
7.6.3 and 7.6.4 below. This Agreement so to arbitrate
and any other agreement or consent to arbitrate entered
into in accordance herewith as provided in this para-
graph 7.6 will be specifically enforceable under the
prevailing law of any court having jurisdiction.
7.6.2. Notice of demand for arbitration must be filed
in writing with the other parties to this Agreement and
with the American Arbitration Association. The demand
must be made within a reasonable time after the claim,
dispute or other matter in question has arisen. In no
event may the demand for arbitration be made after the
date when institution of legal or equitable proceedings
based on such claim, dispute or other matter in question
would be barred by the applicable statute of limitations.
7.6.3. All demands for arbitration and all answering
statements thereto which include any monetary claim
must contain a statement that the total sum or value in
controversy as alleged by the party making such demand
or answering statement is not more than $200,000
(exclusive of interest and costs) and the arbitrators will
not have jurisdiction, power or authority to render a
monetary award in response thereto against any party
which totals more than $200,000 (exclusive of interest
and costs). The arbitrators will not have jurisdiction,
power or authority to consider, or make findings (except
in denial of their own jurisdiction) concerning any claim,
counterclaim, dispute or other matter in question where
the amount in controversy of any such claim, counter-
claim, dispute or matter is more than $200,000 (exclu-
sive of interest and costs).
7.6.4. No arbitration arising out of, or relating to, this
Agreement may include, by consolidation, joinder or
in any other manner, any person or entity who is not
a party to this Agreement.
7.6.5. By written consent signed by all the parties to
this Agreement and containing a specific reference hereto,
the limitations and restrictions contained in paragraphs
7.6.3 and 7.6.4 may be waived in whole or in part as to
any claim, counterclaim, dispute or other matter spe-
cifically described in such consent. No consent to arbi-
tration in respect of a specifically described claim,
counterclaim, dispute or other matter in question will
constitute consent to arbitrate any other claim, coun-
terclaim, dispute or other matter in question which is
not specifically described in such consent or in which
the sum or value in controversy exceeds $200,000
(exclusive of interest and costs) or which is with any
party not specifically described therein.
7.6.6. The award rendered by the arbitrators will be
final, judgment may be entered upon it in any court
having jurisdiction thereof, and will not be subject to
modification or appeal except to the extent permitted
by Sections 10 and 11 of the Federal Arbitration Act
(9 U.S.C. H10, 11).
[The remainder of this page was left blank intentionally.]
Page 17 of 21 pages
[This page was left blank intentionally.]
Page 18 of _91 pages
SECTION 8—SPECIAL PROVISIONS, EXHIBITS and SCHEDULES.
8.1. This Agreement is subject to the following special provisions.
8.1.1. Paragraph 2.1.2 shall be provided under Basic Services.
8.1.2 In paragraph 2.1.6, detailed consideration of operations and maintenance
expenses; the preparation of feasibility studies and economic evaluations
shall be provided under Report and Study Phase.
8.1.3 Paragraph 1.4.4 and 1.5.1 shall be Owner's Responsibility.
8.2. The following Exhibits are attached to and made a part of this Agreement:
8.2.1. Exhibit A "Further Description of Basic Engineering Services and Related Matters" consisting of �—
pages.
... ,
8.2.2 Exhibit B "Hourly Rate Schedule" and Exhibit C "Payment to Engineer",
consisting of 1 page.
8.3. This Agreement (consisting of pages 1 to 21 , inclusive) together with the Exhibits and schedules
identified above constitute the entire agreement between OWNER and ENGINEER and supersede all prior
written or oral understandings. This Agreement and said Exhibits and schedules may only be amended,
supplemented, modified or cancelled by a duly executed written instrument.
IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as of the day and year first
above written.
OWNER:
Mayo r
City of Lubbock
ENGIN R:
Prestd
Agnew Storrs and Associates, Inc.
Address for giving notices:
of 91. pages
FURTHER DESCRIPTION OF BASIC
EXHIBIT A TO AGREEMENT BETWEEN OWNERS AND
ENGINEER FOR PROFESSIONAL SERVICES
SERVICES AND RELATED MATTERS
1. This is an exhibit attached to, made a part of and incorporated by
reference into the Agreement made on May 1, 1989 between City of Lubbock
(OWNER) and Agnew Storrs and Associates, Inc. (ENGINEER) providing for
professional engineering services. The Basic Services of Engineer as
described in Section 1 of the Agreement are amended or supplemented as
indicated below and the time periods for the performance of certain
services as indicated in Section 4 of the Agreement are stipulated as
indicated below.
2. During the Study and Report Phase ENGINEER shall:
Determine the feasibility of repair or replacement of existing direct
expansion air conditioning units, identify alternatives, compare
owning and operating cost with the use of computer-generated HVAC
system simulation program (Trane Trace software).
Use City of Lubbock Specifications for H.V.A.C. Repair Bid #10049 for
a guide as to condition and needed repairs to existing direct
expansion air conditioning equipment.
Identify computer software used for system simulation and provide
licensing information that would permit the Owner to update the study
as needed.
Negotiate a lump sum fee for the remaining Basic Services.
The Study and Report Phase Services will be completed and the Report
submitted within 56 calendar days following written authorization from
OWNER to ENGINEER to proceed with that phase of services.
3. During the Operational Phase ENGINEER shall:
Provide a reproducible record set of prints to be the sole
the Owner. The ENGINEER's firm name and engineering seal
removed from the Drawings.
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property of
will be
EXHIBIT B TO AGREEMENT BETWEEN OWNERS AND
ENGINEER FOR PROFESSIONAL SERVICES
HOURLY RATE SCHEDULE
Principal's time at a fixed rate of sixty dollars ($60.00) per hour. The
Principals' are:
Dwayne R. Agnew, P.E.
Mark Storrs, P.E.
Rich 011er, P.E.
Staff Engineer's time at a fixed rate of forty dollars ($40.00) per
hour. The Engineers' are:
Travis Brqwn
Molly Santese
Reese Wright
Drafting - Level 3 time at the fixed rate of thirty five dollars
($35.00) per hour. Drafting - Level 2 personnel include:
Ray Price
Basil Agnew
Jessie Lozada
Drafting - Level 1 time at the fixed rate of twenty dollars ($20.00)
per hour. Drafting - Level 1 personnel include:
Terry Wright
Shannon Bynum
Ben Price
Clerical time at the fixed rate of twenty dollars ($20.00) per hour.
Clerical personnel include:
Debby Moore
EXHIBIT C TO AGREEMENT BETWEEN OWNERS AND
ENGINEER FOR PROFESSIONAL SERVICES
PAYMENT TO ENGINEER
For Basic Services, OWNER shall pay ENGINEER for services rendered
under Section 1 (as amended and supplemented by Exhibit A "Further
Description of Basic Engineering Services and Related Matters") as follows:
Study and Report Phase: A lump sum fee of $9,750.00 for all Basic
Services furnished under paragraph 1.2. Twenty-five percent of the fee
will be paid at the completion of the site survey work, the remainder due
at the conclusion of this Phase.
Final Design Phase, Bidding and Negotiating Phase, Construction Phase
and Operational Phase: A lump sum fee and payment schedule will be
negotiated for the Basic Services furnished under paragraphs 1.4 through
1.7, inclusive upon the determination of the scope of work.
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