AGREEMENT BETWEEN OWNER AND ENGINEER FOR PROFESSIONAL ENGINEERING SERVICES FOR WATERMAIN EXTENSION FROM CASPIAN AVENUE CITY OF VOLGA, SOUTH DAKOTA

Transcription

1 AGREEMENT BETWEEN OWNER AND ENGINEER FOR PROFESSIONAL ENGINEERING SERVICES FOR WATERMAIN EXTENSION FROM CASPIAN AVENUE CITY OF VOLGA, SOUTH DAKOTA This Agreement, made and entered into this day of, 2018, by and between City of Volga, hereinafter called the "OWNER", and Banner Associates, Inc., Consulting Engineers of Brookings, South Dakota, hereinafter called the "ENGINEER" (OWNER and ENGINEER are each Party or collectively Parties ), is as follows: WHEREAS, the OWNER has approved the Watermain Extension from Caspian Avenue, hereinafter called the Project; and as further identified as follows: - Watermain extension from Caspian Avenue to serve the Volga Wastewater Treatment Facility and Prairie AquaTech. WHEREAS, the OWNER seeks to obtain certain professional engineering services to be provided by ENGINNER in relation to the Project. NOW, THEREFORE, it having been mutually agreed between the Parties, and for good and valuable consideration detailed herein, the OWNER hereby contracts with the ENGINEER for the ENGINEER S performance of the professional engineering services outlined below in connection with the Project as follows: ARTICLE I - SCOPE OF SERVICES SECTION 1 DESIGN ENGINEERING SERVICES The ENGINEER agrees to furnish the following services for Design Engineering and Bidding Services for the proposed Project as follows: Volga Caspian Ave Watermain Extension -1-5/17/2018

2 Design Engineering Services: a. The ENGINEER shall conduct reasonable field surveys and gather field data necessary in developing the design and the preparation of construction plans, specifications and contract documents. b. The ENGINEER shall meet with the OWNER to develop design parameters and establish contract requirements for the Project. c. On the basis of the approved Project Requirements and the field data reasonably obtained by ENGINEER, the ENGINEER shall design and prepare Drawings, Specifications and other documents that will form all, or a portion of, the Bid Documents and Contract Documents for the Project. The Drawings and Specifications will indicate the scope, extent and character of the Work to be performed and furnished by the Contractor on the Project. d. The ENGINEER shall prepare an Opinion of Estimated Construction Cost for the Project based on the final contract drawings and bid documents. The ENGINEER S Opinion of Estimated Construction Cost is to be made on the basis of ENGINEER S professional judgment and upon established construction industry publications and standards. However, since actual construction costs are dependent upon many market and other conditions, over which ENGINEER has no control, ENGINEER cannot be responsible for differences between ENGINEER S Opinion of Estimated Construction Cost and the bids submitted for the Project or the actual cost of constructing the Project. e. The ENGINEER shall coordinate with the OWNER and assist the OWNER in obtaining the necessary permits and approvals of the Federal, State and local agencies or individuals having jurisdiction over the Project. f. The ENGINEER shall assist the OWNER in advertising for and obtaining bids or proposals for the Work, assist OWNER in issuing assembled design, contract, and bidding-related documents (or requests for proposals or other construction procurement documents) to prospective contractors, and, where applicable, maintain a record of prospective contractors to which documents have been Volga Caspian Ave Watermain Extension -2-5/17/2018

3 issued, attend pre-bid conferences, if any, and receive and process contractor deposits or charges for the issued documents. g. The ENGINEER shall prepare and issue Addenda as appropriate to clarify, correct, or change the issued documents. h. The ENGINEER shall tabulate and analyze the bids received for the Project and, if requested by OWNER, offer ENGINEER S opinion concerning the compliance of the bids with the requirements of the Bid Documents. If requested by OWNER, ENGINEER shall also offer to OWNER for OWNER S due consideration, an opinion of the acceptability of subcontractors, suppliers and other entities and individuals proposed by the prospective contractors for those portions of the Work for which acceptability is required by the Contract Documents. i. The ENGINEER shall consult with and advise the OWNER as to the acceptability of substitute materials and equipment that may be proposed by the Contractors when substitution is permitted by the Contract Documents. SECTION 2 CONSTRUCTION ENGINEERING SERVICES Construction Administration Services: a. Preconstruction Conference: The ENGINEER shall coordinate with OWNER in scheduling a preconstruction conference and shall assist the OWNER in conducting the preconstruction conference with the Contractor. b. Construction Documents: The ENGINEER shall furnish the necessary copies of Plans, Specifications and other Contract Documents required for proper execution of the work by the Contractors. c. Requests for Information: ENGINEER shall review and respond to properly prepared, timely requests for information from the Contractor concerning the Drawings and Specifications prepared by ENGINEER. d. Shop Drawings: The ENGINEER shall review and approve or take other appropriate action with respect to properly prepared shop drawings and Volga Caspian Ave Watermain Extension -3-5/17/2018

4 submittals required by the Contract Documents. ENGINEER S review shall be for conformance with the information and design intent expressed in the Contract Documents, but not for the means, methods, techniques, sequences, or procedures of construction or to safety precautions or programs incident thereto. e. Applications for Payment: The ENGINEER shall review the interim and final Applications for Payment and supporting documentation submitted by the Contractor in relation to the Work performed on the Project. ENGINEER s review shall be for purposes of determining in general whether the Work has progressed to the point indicated by the Contractor and whether the Work is in general accordance with the Contract Documents. Based upon that review, the ENGINEER shall provide its professional opinion to the OWNER of the amount due to the contractor. ENGINEER has no obligation to determine how and for what purpose the Contractor has used the moneys paid to the Contractor. f. Construction Change Orders: The ENGINEER shall prepare Construction Change Orders as may be required during the construction of the project. g. Substantial Completion: Following notice from the Contractor(s) that Contractor considers the entire Work ready for use by the Owner for its intended purpose, the ENGINEER and the OWNER, accompanied by the Contractor, shall visit the Project to determine if the Work is substantially complete. If after considering any objections of the OWNER, the ENGINEER considers the work substantially complete, the ENGINEER shall deliver a Certificate of Substantial Completion to the OWNER and the Contractor. h. Final Notice of Acceptability of the Work: The ENGINEER shall conduct a final visit to the Project to determine if in ENGINEER S professional opinion that the completed Work of the Contractor is acceptable so that the ENGINEER may recommend, in writing, final payment to the Contractor. Accompanying the recommendation for final payment, the ENGINEER shall also provide a notice that the Work is acceptable to the best of the ENGINEER S knowledge, Volga Caspian Ave Watermain Extension -4-5/17/2018

5 information and belief and based on the extent of the services provided by the ENGINEER under this Agreement. i. Limitation of Responsibilities: The ENGINEER shall not be responsible for the acts or omissions of any Contractor, subcontractor, supplier, or of any other individuals or entities performing or furnishing any of the Work or for the safety or security of the project site. The ENGINEER shall not be responsible for the Contractor's failure to perform or furnish the Work in accordance with the Contract Documents. j. Duration of Construction Phase: The Construction Phase will commence with the execution of the Contract for Construction between the OWNER and the Contractor for the Project or any part thereof and will terminate upon written recommendation by the ENGINEER for final payment. Resident Engineering Services The ENGINEER agrees to furnish a Resident Project Representative ( RPR ) and assistants on site, part-time or full-time during significant construction activity when required or notified by the OWNER. a. The RPR, through more extensive on-site observations of the work in progress, field checks of materials and equipment, and maintenance of job site records on conditions and activities, shall assist ENGINEER in determining whether the Work is proceeding in a manner indicating that the Work, when fully completed, will be consistent with the Contract Documents. The RPR shall not supervise, direct or have control over Contractor or the Contractor s Work, nor shall the RPR have control over, or charge of, nor be responsible for, the construction means, methods, techniques, sequences or procedures, or for safety precautions or programs in connection with the Work. b. The RPR shall serve as ENGINEER'S liaison with the Contractor(s) and assist Contractor(s) upon request in understanding the design intent of the Drawing and Specifications. Volga Caspian Ave Watermain Extension -5-5/17/2018

6 c. The RPR shall maintain orderly files for correspondence, reports of job conferences, shop drawings and sample submissions, reproduction of original contract documents including all addenda, change orders, field orders, additional drawings issued subsequent to the execution of the contract, ENGINEER S clarifications and interpretations of the contract documents, progress reports, and other project related documents. Construction Staking The ENGINEER shall perform surveys and staking as reasonably necessary to assist the Contractor as the Contractor proceeds with the Work and shall establish horizontal and vertical controls during construction for the purpose of monitoring Contractor's activities for compliance with the Drawings and Specifications. SECTION 3 - ADDITIONAL SERVICES The ENGINEER agrees to provide the Additional Services listed below. These services are not included as part of Design or Construction Engineering Services and will be paid for by Owner as indicated in ARTICLE IV Section 3. a. Services resulting from significant changes in the scope of the Project designed by ENGINEER, or the Project s design requirements, including, but not limited to, changes in size, complexity, OWNERS s schedule, character of construction, or method of financing; and revising previously accepted studies, reports, Drawings, Specifications, or Construction Contract Documents when such revisions are required by changes in Laws and Regulations enacted subsequent to the Effective Date or are due to any other causes beyond ENGINEER s control. b. The ENGINEER shall assemble and furnish Owner with Record Drawings showing the as-built conditions of the Project as reflected in the documentation received from the Contractor and OWNER. Volga Caspian Ave Watermain Extension -6-5/17/2018

7 c. Owner shall pay ENGINEER for such additional services as follows: For additional services of ENGINEER S employees engaged directly on the Project, an amount equal to the cumulative hours charged to the Project by each class of ENGINEER S employees times standard hourly rates for each applicable billing class, plus reimbursable expenses and ENGINEER S consultants charges, if any. ARTICLE II - OWNER'S RESPONSIBILITIES SECTION 1 - DESIGN, BIDDING AND CONTRACT AWARD PERIOD The OWNER shall: a. Furnish the ENGINEER with the OWNER'S requirements for the Project and assist ENGINEER in developing a Project scope of work. b. Engage the services of a geotechnical soils testing laboratory to conduct the necessary subsurface explorations to determine conditions when recommended by the ENGINEER. c. Furnish to ENGINEER any other information available to OWNER pertinent to the Project and ENGINEER S Services. d. Provide access to and make all provisions for the ENGINEER to enter upon public and private property as required for the ENGINEER to perform services. e. Review and approve the Drawings and Specifications and other Bid or Contract Documents prepared by the ENGINEER prior to advertisement for bids and any revision or addition to those documents following the bid advertisement. f. Negotiate and purchase right-of-way and easements necessary to the construction and maintenance of the Project. g. Properly advertise the call for bids for construction so that interested contractors and suppliers are notified. h. Attend and participate in the pre-bid conference, if required, and bid opening. Volga Caspian Ave Watermain Extension -7-5/17/2018

8 i. Receive bids and proposals from prospective contractors for the construction work related to the Project and take action to award the construction contracts or reject the bids. SECTION 2 - CONSTRUCTION PERIOD The OWNER shall: a. Participate in the preconstruction conference. b. Provide access to and make all provisions for the ENGINEER to enter upon public and private property as required for the ENGINEER to perform services. c. Provide such legal, accounting, independent cost estimating and insurance counseling services as may be required for the project and such auditing service as may be required for the Project. d. Designate in writing a person to act as the OWNER'S representative with respect to ENGINEER S services. Such person shall have complete authority to transmit instructions, receive information, interpret and define the OWNER'S policies and decisions with respect to materials, equipment, elements and systems pertinent to the projects. e. Give prompt written notice to the ENGINEER whenever the OWNER observes or otherwise becomes aware of any defect in the project, the ENGINEER S Services, the Contractor s Work or changed circumstances regarding the project. f. Furnish approvals and permits from governmental authorities having jurisdiction over the project and such approvals and consents from others as may be necessary for completion of the Project. g. Direct the ENGINEER, if the OWNER desires, to furnish Resident Engineer Services during Construction as stipulated in Section 2 of Article 1 of this Agreement. Volga Caspian Ave Watermain Extension -8-5/17/2018

9 h. Direct the ENGINEER to perform the special services as stipulated in Section 3 of Article 1 of this Agreement or other services as required. ARTICLE III - TIME OF PERFORMANCE SECTION 1 - GENERAL a. The provisions of this Article and the various rates of compensation for the ENGINEER S services have been agreed to in anticipation of the orderly and continuous progress of the Project. The ENGINEER S obligation to render services hereunder will extend for a period which may reasonably be required to provide the services. SECTION 2 - COMPLETION TIME a. Basic Design Engineering Services: Article I, Section 1. (1) Preliminary Drawings, Specifications, and other Contract Documents, complete and ready for review and approval. 45 calendar days after Notice to Proceed. (2) Securing Local and State Approvals of Final Plans and Contract Documents. 30 calendar days after completion of documents. b. Construction Engineering Services: Article I, Section 1 It is estimated that the construction period for this project will extend for a period of three (3) months after issue of the notice to proceed to the Contractor. ARTICLE IV - COMPENSATION The OWNER agrees to compensate the ENGINEER for performance of the Services under this Agreement on the basis indicated below for each phase of work. Volga Caspian Ave Watermain Extension -9-5/17/2018

10 SECTION 1 - DESIGN ENGINEERING AND BIDDING SERVICES The OWNER agrees to compensate the ENGINEER for Design Engineering and Bidding Services under ARTICLE I, Section 1 of this Agreement in accordance with the "Schedule of Labor Rates and Expenses" shown in Appendix A attached to this Contract. The cost of Design Engineering and Bidding Services During Construction shall not exceed the following, without prior authorization of the OWNER: Design Engineering and Bidding Services: $18, SECTION 2 CONSTRUCTION ENGINEERING SERVICES The OWNER agrees to compensate the ENGINEER for Construction Engineering Services under ARTICLE I, Section 2 of this Agreement in accordance with the "Schedule of Labor Rates and Expenses" shown in Appendix A attached to this Contract. The cost of Construction Engineering Services During Construction shall not exceed the following, without prior authorization of the OWNER: Construction Engineering Services : $15, SECTION 3 - ADDITIONAL SERVICES The OWNER shall compensate the ENGINEER for additional services as described in ARTICLE I, Section 3 of this Agreement as a separate item of work. An allowance of $2,000 is made for the preparation of Construction Plans of Record in accordance with the "Schedule of Labor Rates and Expenses" as shown in Appendix A attached to this Contract. SECTION 4 - PAYMENT PERIOD The ENGINEER may submit to the OWNER in such form and reasonable detail as the OWNER may require, an invoice or public voucher at the end of each monthly period. After receipt of each invoice or voucher and statement of costs, the OWNER shall make Volga Caspian Ave Watermain Extension -10-5/17/2018

11 payment thereon within thirty (30) days of OWNER S receipt of ENGINEER S request for payment. Final payment of any unpaid portion of the ENGINEER S fee and outstanding costs shall be made within sixty (60) days after ENGINEER completes the Services under this Agreement. ARTICLE V - SPECIAL PROVISIONS SECTION 1 - INSURANCE The ENGINEER shall maintain Worker s Compensation, Commercial General Liability, Auto Liability and Professional Liability insurance coverages in reasonable amounts during the performance of ENGINEER S Services under this Agreement. SECTION 2 - TERMINATION The OWNER may at any time terminate this Agreement by giving notice to the ENGINEER, in writing, to take effect not less than ten (10) days prior to the effective date of the termination specified in the notice. Such notice shall be deemed given if delivered or mailed to the last known address of the ENGINEER. From and after the effective date specified in such notice this Agreement shall be terminated, except that the ENGINEER shall be entitled to receive compensation for services rendered and reimbursement of expenses incurred through the date of termination of the Agreement in accordance with the "Schedule of Labor Rates and Expenses" as shown in Appendix A attached to this Contract, but not to exceed the amounts set forth in ARTICLE IV, and any other direct costs of ENGINEER associated with the termination. ENGINEER may terminate this Agreement for non-performance of the OWNER by giving notice to the OWNER, in writing, to take effect not less than ten (10) days prior to the effective date of the termination specified in the notice. Such notice shall be deemed given if delivered or mailed to the last known address of the OWNER. From and after the effective date specified in such notice this Agreement shall be terminated, except that the ENGINEER shall be entitled to receive compensation for services rendered and reimbursement of expenses incurred through the date of termination of the Agreement in Volga Caspian Ave Watermain Extension -11-5/17/2018

12 accordance with the "Schedule of Labor Rates and Expenses" as shown in Appendix A attached to this Contract, but not to exceed the amounts set forth in ARTICLE IV, and any other direct costs of ENGINEER associated with the termination. SECTION 3 - CONTROLLING LAW This Agreement is to be governed by the law of the state in which the Project is located. SECTION 4 - DELEGATION OF DUTIES The OWNER and the ENGINEER bind themselves and their, successors, executors, administrators and legal representatives to the other party and to this Agreement and to the successors, executors, administrators and legal representatives of such other party in respect of all covenants of this Agreement. SECTION 5 GENERAL CONSIDERATIONS a. In performing the Services under this Agreement, ENGINEER will use that degree of care and skill ordinarily exercised by similarly situated professionals practicing under like and similar circumstances at the same time and in the same locality. No express or implied or other warranties are applicable to ENGINEER S Services. ENGINEER and its subconsultants may use or rely upon the design services of others, including, but not limited to, contractors, manufacturers, and suppliers. b. ENGINEER shall not at any time supervise, direct, or have control over the Contractor s Work, nor shall ENGINEER have authority over or responsibility for the means, methods, techniques, sequences, or procedures of construction selected or used by the Contractor, for safety precautions and programs incident to the Contractor s Work, the Contractor s progress on the Project nor for any failure of the Contractor to comply with the Contract Documents or laws and regulations applicable to Contractor s work. c. All design documents prepared or furnished by ENGINEER are ENGINEER S instruments of service, and ENGINEER retains all ownership and property Volga Caspian Ave Watermain Extension -12-5/17/2018

13 interest (including the copyright and the right of reuse) in the instruments of Service, whether or not the Project is completed. d. The parties acknowledge that ENGINEER S Services do not include any services related to any toxic or hazardous environmental substances or conditions, including, but not limited to, the presence of asbestos, PCBs, petroleum, hazardous substances or waste, and radioactive materials ( Hazardous Substances ). Accordingly, ENGINEER shall not have any responsibility or liability for the discovery, presence, handling, removal or disposal of, or exposure of persons or property to, Hazardous Materials. If ENGINEER or any other party encounters a Hazardous Substance, ENGINEER may, at its option and without liability for consequential or any other damages, suspend performance of services on the portion of the Project affected thereby until OWNER: (i) retains appropriate specialist consultants or contractors to identify and, as appropriate, abate, remediate, or remove the Hazardous Substance; and (ii) warrants that the Site is in full compliance with applicable laws and regulations governing the Hazardous Substance. e. The Parties each agree to take any available steps or measures that are necessary to ensure that this Agreement is a valid, enforceable Agreement, binding each of the Parties to the Agreement, or to cause such steps or measures to be taken on the Party s behalf. f. Neither the OWNER nor the ENGINEER shall assign or transfer any interest in this Agreement without the written consent of the other. g. This Agreement is for the sole benefit of OWNER and ENGINEER and nothing contained in this Agreement shall create a contractual relationship, including any third party beneficiary relationship, or a cause of action, in favor of any third party against either OWNER or ENGINEER. SECTION 6 - ACCOUNTING RECORDS Records of the ENGINEER S direct personnel, consultant and reimbursable expenses pertaining to this Project and records of accounting between the OWNER and Volga Caspian Ave Watermain Extension -13-5/17/2018

14 ENGINEER, shall be kept on a generally recognized accounting basis and shall be available for review by the OWNER, or their authorized representative at mutually convenient times. SECTION 7 - EXTENT OF AGREEMENT This Agreement represents the entire and integrated agreement between the Parties and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both Parties. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions will continue in full force and effect without being impaired or invalidated in any way. Volga Caspian Ave Watermain Extension -14-5/17/2018

15 IN WITNESS WHEREOF, the undersigned, having the full authority to bind the specified Party, affixes their hands and seals hereto. ATTEST: Ashley Rentsch, FO OWNER: CITY OF VOLGA, SOUTH DAKOTA By Randy Santema, Mayor ATTEST: Pat Carey, Vice President ENGINEER: BANNER ASSOCIATES, INC. CONSULTING ENGINEERS BROOKINGS, SOUTH DAKOTA Brad Wermers, President Volga Caspian Ave Watermain Extension -15-4/27/2018

16 Banner Associates, Inc nd Ave So, Box 298 Brookings, SD Tel Toll Free SCHEDULE OF LABOR RATES AND EXPENSES January, 2018 Administrative... $50.00 to $120.00/Hour Surveying/Geomatics... $65.00 to $105.00/Hour CADD Technician... $60.00 to $95.00/Hour Staff Engineer and Architect... $65.00 to $95.00/Hour Project Engineer and Architect... $85.00 to $120.00/Hour Project Manager... $ to $185.00/Hour 1. Meals at State Rates. 2. Lodging at actual cost. 3. Reimbursables: Mileage... Photocopy... Black & White 11x17 Laser Prints... $0.50/Mile 0.07/Copy 0.15/Sheet 4. All other direct project expenses at actual cost of materials. We reserve the right to adjust the rates. Brookings, SD Sioux Falls, SD Vermillion, SD Rapid City, SD Milbank, SD engineering a better community