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BAWA Resolution No. 2024-24 RESOLUTION NO. 2024-24 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE BAYTOWN AREA WATER AUTHORITY AUTHORIZING A PROGRESSIVE DESIGN-BUILD AGREEMENT WITH BAYTOWN WATERWORKS PARTNERS, MCCARTHY BUILDING COMPANIES, INC. AND CAROLLO ENGINEERING, INC. JOINT VENTURE, FOR THE BAYTOWN AREA WATER AUTHORITY EAST SURFACE WATER PLANT PHASE 2 PROJECT; AUTHORIZING PAYMENT BY THE BAYTOWN AREA WATER AUTHORITY IN THE AMOUNT OF FIVE-MILLION, TWENTY-THREE THOUSAND, ONE-HUNDRED, THIRTY-ONE AND NO`100 DOLLARS ($5,023,131.00); AND PROVIDING FOR THE EFFECTIVE DATE THEREOF. ************************************************************************************* BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE BAYTOWN AREA WATER AUTHORITY: Section 1: That the Board of Directors of the Baytown Area Water Authority hereby authorizes the General Manager to execute a Progressive Design-Build Agreement for the Baytown Area Water Authority East Surface Water Plant Phase 2 Project with Baytown Waterworks Partners, McCarthy Building Companies, Inc. and Carollo Engineering, Inc. Joint Venture ("BWP"), for the Baytown Area Water Authority East Surface Water Plant Phase 2 Project, which is attached hereto as Exhibit "A" and incorporated herein for all intents and purposes. Section 2: That the Board of Directors of the Baytown Area Water Authority hereby authorizes payment in an amount not to exceed FIVE-MILLION, TWENTY-THREE THOUSAND, ONE-HUNDRED,THIRTY-ONE AND NO 100 DOLLARS ($5,023,131.00) to BWP. Section 3: This resolution shall take effect immediately from and after its passage by the Board of Directors of the Baytown Area Water Authority. INTRODUCED, READ and PASSED by the affirmative vote of the Board of Directors of the Baytown Area Water Authority,this the 2 1"day of August, 2024. FRA MCKAY, Vice P—re0dent ATTEST: ��`P�EA WqT� s = ANGELA JIKKSON, Assista a A *r AftO ORM: SL .4ND, General Counsel R Ordinances and Resolutions Resolution Drafts BAWA 8 21 2024 Design-Build-Baytown Waterworks Partners.doc EXHIBIT "A" DBIA .1-Aii, DESIGN- Progressive Design-Build Agreement for Water and Wastewater Projects This document has important legal consequences. Consultation with an attorney is recommended with respect to its completion or modification. This AGREEMENT is made as of the twenty-second day of Auciust in the year of 2024 , by and between the following parties, for services in connection with the Project identified below: OWNER: BAYTOWNAREA WATER AUTHORITY 66AWA2 7425 Thompson Rd, Baytown, TX 77521 DESIGN-BUILDER: Baytown Waterworks Partners 15415 Market Street Channelview, Texas 77530 PROJECT: BAWA East Surface Water Treatment Plant Phase II ESpansion 5359 Grand Parkway, Baytown, TX 77523-5119 In consideration of the mutual covenants and obligations contained herein, Owner and Design-Builder agree as set forth herein. DBIA Document No.545 Modified u Page 1 Progressive Design-Build Agreement for Water and Wastewater Projects Ci 2022 Design-Build Institute of America iii If applicable,any prices established under Section 6.1.3 hereof; 1.3.1.2 The Basis of Design Documents,which may include,byway of example,Owner's Project Criteria,which are set forth in detail and are attached to the Proposal; 1.3.1.3 A list of the assumptions and clarifications made by Design-Builder in the preparation of the Proposal,which list is intended to supplement the information contained in the drawings and specifications and is specifically included as part of the Basis of Design Documents; 1.3.1.4 The Scheduled Substantial Completion Date upon which the Proposal is based, to the extent said date has not already been established under Section 5.2.1 hereof, and a schedule upon which the Scheduled Substantial Completion Date is based and a Project Schedule for the Work; 1.3.1.5 If applicable, a list of Allowance Items, Allowance Values, and a statement of their basis; 1.3.1.6 If applicable, a schedule of alternate prices; 1.3.1.7 If applicable,a schedule of unit prices; 1.3.1.8 If applicable, a statement of Additional Services which may be performed but which are not included in the Proposal, and which, if performed, shall be the basis for an increase in the Contract Price and/or Contract Time(s); 1.3.1.9 If applicable,a Savings provision; 1.3.1.10 If applicable, Performance Incentives; 1.3.1.11 The time limit for acceptance of the Proposal; and 1.3.1.12 An Owner's permit list, a list detailing the permits and governmental approvals that Owner will bear responsibility to obtain. 1.3.2 Review and Adjustment to Proposal. 1.3.2.1 After submission of the Proposal, Design-Builder and Owner shall meet to discuss and review the Proposal. If Owner has any comments regarding the Proposal, or finds any inconsistencies or inaccuracies in the information presented, it shall promptly give written notice to Design-Builder of such comments or findings. If appropriate, Design- Builder shall, upon receipt of Owner's notice, make appropriate adjustments to the Proposal. 1.3.2.2 Acceptance of Proposal. If Owner accepts the Proposal,as may be amended by Design-Builder,the Contract Price and its basis shall be set forth in an amendment to this Agreement,when mutually agreed between the parties(Contract Price Amendment).Once the parties have agreed upon the Contract Price and Owner has issued a Notice to Proceed with Phase 2, Design-Builder shall perform the Phase 2 Services, all as further described in the Contract Price Amendment, as it may be revised. 1.3.2.3 Failure to Accept the Proposal. If Owner rejects the Proposal, or fails to notify Design-Builder in writing on or before the date specified in the Proposal that it accepts the Proposal,the Proposal shall be deemed withdrawn and of no effect. In such event, Owner and Design-Builder shall meet and confer as to how the Project will proceed, with Owner having the following options: DBIA Document No.545 Modified f Page 3 Progressive Design-Build Agreement for Water and Wastewater Projects Q 2022 Design-Build Institute of America Article 3 Interpretation and Intent 3.1 Design-Builder and Owner, at the time of acceptance of the Proposal by Owner in accordance with Section 1.3 hereof, shall carefully review all the Contract Documents, including the various documents comprising the Basis of Design Documents for any conflicts or ambiguities. Design-Builder and Owner will discuss and resolve any identified conflicts or ambiguities prior to execution of the Agreement, or if applicable, prior to Owner's acceptance of the Proposal. 3.2 The Contract Documents are intended to permit the parties to complete the Work and all obligations required by the Contract Documents within the Contract Time(s) for the Contract Price. The Contract Documents are intended to be complementary and interpreted in harmony so as to avoid conflict, with words and phrases interpreted in a manner consistent with construction and design industry standards. In the event inconsistencies, conflicts or ambiguities between or among the Contract Documents are discovered after Owner's acceptance of the Proposal, Design-Builder and Owner shall attempt to resolve any ambiguity, conflict or inconsistency informally, recognizing that the Contract Documents shall take precedence in the order in which they are listed in Section 2.1 hereof. (Note, the parties are strongly encouraged to establish in the Contract Price Amendment or Proposal (as applicable) the priority of the various documents comprising such exhibit or proposal.) 3.3 Terms,words and phrases used in the Contract Documents, including this Agreement, shall have the meanings given them in the General Conditions of Contract. 3.4 If Owner's Project Criteria contain design specifications:(a)Design-Builder is entitled to reasonably rely on the accuracy of the information represented in the design specifications and their compatibility with other information set forth in Owner's Project Criteria,including any design performance specifications;and (b) Design-Builder shall be entitled to an adjustment in its Contract Price and/or Contract Time(s) to the extent Design-Builder's cost and/or time of performance have been adversely impacted by such inaccurate design specification. 3.5 The Contract Documents form the entire agreement between Owner and Design-Builder and by incorporation herein are as fully binding on the parties as if repeated herein. No oral representations or other agreements have been made by the parties except as specifically stated in the Contract Documents. Article 4 Ownership of Work Product 4.1 Work Product.All drawings,specifications and other documents and electronic data,including such documents identified in the General Conditions of Contract, furnished by Design-Builder to Owner under this Agreement("Work Product")are deemed to be instruments of service and Design-Builder shall retain the ownership and property interests therein, including but not limited to any intellectual property rights, copyrights and/or patents, subject to the provisions set forth in Sections 4.2 through 4.5 below. 4.2 All documents, including all reports, drawings, specifications, computer software or other items prepared or furnished by Design Builder pursuant to this Agreement shall be and remain the property of Owner, provided that the Design Builder has received full compensation due, and the Owner agrees that it will not use the same in connection with any project other than the Project, including the modification or expansion of the Project at the Project site,without the prior written consent of Design Builder.The Design Builder may retain reproducible copies of such documents. Any reuse without written verification or adaptation by the Design Builder for the specific purpose intended will be at OWNER's sole risk and without liability or legal exposure to the Design Builder. Any such verification or adaptation by the Design Builder will entitle the Design Builder to further compensation at rates to be agreed upon by OWNER and Design Builder. DBIA Document No.545 Modified T Page 5 Progressive Design-Build Agreement for Water and Wastewater Projects 0Z 2022 Design-Build Institute of America ® Owner and Design-Builder agree that the maximum aggregate liability Design-Builder has for any liquidated damages that may be assessed under this Agreement shall be Dollars ($ ). (This section will be amended and added in the Contract Price Amendment for Phase 2.) ® In addition to Design-Builder's right to a time extension for those events set forth in Section 8.2.1 of the General Conditions of Contract, Design-Builder shall also be entitled to an appropriate adjustment of the Contract Price for those events set forth in Section 8.2.1 of the General Conditions of Contract,provided, however, for Force Majeure Events, Design-Builder shall be entitled to an increase in the Contract Price providing that:(i)said events must exceed 5 cumulative days before Design-Builder is entitled to additional compensation; and (ii) said additional compensation shall be limited to the direct costs and expenses Design-Builder can demonstrate it has reasonably actually incurred as a result of such event. 5.7 Owner's Review Time.The parties have established the following maximum and minimum amount of time for Owner to review Design Submissions and the Project Schedule or any updates thereto unless the parties agree in writing otherwise. 5.7.1 Owner shall have a minimum of 30 days of receipt by Owner to review all Design Submissions,the Project Schedule, and any updates thereto. 5.7.2 Owner shall review and (if applicable) provide a response to Design-Builder on all Design Submissions,the Project Schedule and any updates thereto within 45 days of receipt by Owner. Article 6 Contract Price 6.1 Contract Price. 6.1.1 Owner shall pay Design-Builder in accordance with Article 6 of the General Conditions of Contract the sum of Five Million twentv-three thousand one hundred thirty one Dollars ($5,023,131.00) for the Phase 1 Services, subject to adjustments made in accordance with the General Conditions of Contract. Unless otherwise provided in the Contract Documents, the Phase 1 Services compensation is deemed to include all sales, use,consumer and other taxes mandated by applicable Legal Requirements. 6.1.2 For Phase 2 Services, Owner shall pay Design-Builder in accordance with Article 6 of the General Conditions of Contract a contract price("Contract Price")equal to the Lump Sum amount set forth in Section 6.2 hereof or in the Contract Price Amendment, or equal to Design-Builder's Fee(as defined in Section 6.4 hereof)plus the Cost of the Work(as defined in Section 6.5 hereof), subject to any GMP established in Section 6.6 hereof or as set forth in the Contract Price Amendment and any adjustments made in accordance with the General Conditions of Contract. 6.1.3 For the specific Work set forth below, Owner agrees to pay Design-Builder, as part of the Contract Price,on the following basis: (This is an optional section intended to provide the parties with flexibility to identify and price limited services.) 6.2 Lump Sum.Owner shall pay Design-Builder in accordance with Article 6 of the General Conditions of Contract the sum of Dollars($ ) ("Contract Price")for the Work for Phase 2 Services, subject to adjustments made in accordance with the General Conditions of Contract. Unless otherwise provided in the Contract Documents,the Contract Price is deemed to include all sales,use,consumer and other taxes mandated by applicable Legal Requirements. (This section will be amended and added in the Contract Price Amendment for Phase 2.) 6.3 Markups for Changes. If the Contract Price requires an adjustment due to changes in the Work, and the cost of such changes is determined under Sections 9.4.1.3 or 9.4.1.4 of the General Conditions of Contract,the following markups shall be allowed on such changes: DBIA Document No.545 Modified Page 7 Progressive Design-Build Agreement for Water and Wastewater Projects 0 2022 Design-Build Institute of America 6.5.1.6 Payments properly made by Design-Builder to Subcontractors and Design Consultants for performance of portions of the Work, including any insurance and bond premiums incurred by Subcontractors and Design Consultants. 6.5.1.7 Costs incurred by Design-Builder in repairing or correcting defective, damaged or nonconforming Work (including any warranty or corrective Work performed after Substantial Completion), provided that such Work was beyond the reasonable control of Design-Builder, or caused by the ordinary mistakes or inadvertence, and not the negligence, of Design-Builder or those working by or through Design-Builder. If the costs associated with such Work are recoverable from insurance, Subcontractors or Design Consultants, Design-Builder shall exercise best efforts to obtain recovery from the appropriate source and provide a credit to Owner if recovery is obtained. 6.5.1.8 Costs, including transportation, inspection, testing, storage and handling of materials, equipment and supplies incorporated or reasonably used in completing the Work. 6.5.1.9 Costs less salvage value of materials, supplies, temporary facilities, machinery, equipment and hand tools not customarily owned by the workers that are not fully consumed in the performance of the Work and which remain the property of Design- Builder, including the costs of transporting, inspecting, testing, handling, installing, maintaining, dismantling and removing such items. 6.5.1.10 Costs of removal of debris and waste from the Site. 6.5.1.11 The reasonable costs and expenses incurred in establishing, operating and demobilizing the Site office, including the cost of facsimile transmissions, long-distance telephone calls, postage and express delivery charges, telephone service, photocopying and reasonable petty cash expenses. 6.5.1.12 Rental charges and the costs of transportation, installation, minor repairs and replacements, dismantling and removal of temporary facilities, machinery,equipment and hand tools not customarily owned by the workers,which are provided by Design-Builder at the Site,whether rented from Design-Builder or others, and incurred in the performance of the Work. 6.5.1.13 Premiums for insurance and bonds required by this Agreement or the performance of the Work. 6.5.1.14 All fuel and utility costs incurred in the performance of the Work. 6.5.1.15 Sales, use or similar taxes, tariffs or duties incurred in the performance of the Work, if any, owed by the Owner, a tax-exempt entity. The Owner will provide Design Builder with information sufficient for Design Builder to issue tax exempt certificate. 6.5.1.16 Costs for permits, royalties, licenses, tests and inspections incurred by Design- Builder as a requirement of the Contract Documents. 6.5.1.17 The cost of defending suits or claims for infringement of patent rights arising from the use of a particular design, process or product required by Owner, paying legal judgments against Design-Builder resulting from such suits or claims, and paying settlements made with Owner's consent. 6.5.1.18 Deposits which are lost due to the action or inaction of Owner. 6.5.1.19 Costs incurred in preventing damage, injury or loss in case of an emergency affecting the safety of persons and property. DBIA Document No.545 Modified _ Page 9 Progressive Design-Build Agreement for Water and Wastewater Projects C7 2022 Design-Build Institute of America conditions costs in excess of the General Conditions Cap,as well as be responsible for all costs of completing the Work which exceed the GMP, as said general conditions line item and the GMP may be adjusted in accordance with the Contract Documents, including but not limited to the markups for Change Orders set forth in Section 6.3 herein. 6.6.2 The GMP includes a Contingency in the amount of Dollars ($ )which is available for Design-Builder's exclusive use for unanticipated costs it has incurred that are not the basis for a Change Order under the Contract Documents. By way of example,and not as a limitation,such costs may include: (a)trade buy-out differentials; (b) overtime or acceleration; (c) escalation of materials; (d) correction of defective, damaged or nonconforming Work, design errors or omissions, however caused; (e)Subcontractor defaults; or (f)those events under Section 8.2.2 of the General Conditions of Contract that result in an extension of the Contract Time but do not result in an increase in the Contract Price.The Contingency is not available to Owner for any reason,including changes in scope or any other item which would enable Design-Builder to increase the GMP under the Contract Documents. Design-Builder shall provide Owner notice of all anticipated charges against the Contingency, and shall provide Owner as part of the monthly status report required by Section 2.1.2 of the General Conditions of Contract an accounting of the Contingency, including all reasonably foreseen uses or potential uses of the Contingency in the upcoming three (3) months. Design-Builder agrees that with respect to any expenditure from the Contingency relating to a Subcontractor default or an event for which insurance or bond may provide reimbursement, Design-Builder will in good faith exercise reasonable steps to obtain performance from the Subcontractor and/or recovery from any surety or insurance company. Design-Builder agrees that if Design-Builder is subsequently reimbursed for said costs,then said recovery will be credited back to the Contingency. 6.6.3 Savings. 6.6.3.1 If the sum of the actual Cost of the Work and Design-Builder's Fee (and, if applicable, any prices established under Section 6.1.3 hereof) is less than the GMP, as such GMP may have been adjusted over the course of the Project, the difference ("Savings")shall be shared as follows: ® Fifi—percent( 50 %)to Design-Builder and Fifty percent( 50 %)to Owner. 6.6.3.2 Savings shall be calculated and paid as part of Final Payment under Section 7.4 hereof, with the understanding that to the extent Design-Builder incurs costs after Final Completion which would have been payable to Design-Builder as a Cost of the Work, the parties shall recalculate the Savings in light of the costs so incurred, and Design-Builder shall be paid by Owner accordingly. 6.7 Allowance Items and Allowance Values. 6.7.1 Any and all Allowance Items,as well as their corresponding Allowance Values,are set forth in the Contract Price Amendment or the Proposal. 6.7.2 Design-Builder and Owner have worked together to review the Allowance Items and Allowance Values based on design information then available to determine that the Allowance Values constitute reasonable estimates for the Allowance Items. Design-Builder and Owner will continue working closely together during the preparation of the design to develop Construction Documents consistent with the Allowance Values. Nothing herein is intended in any way to constitute a guarantee by Design-Builder that the Allowance Item in question can be performed for the Allowance Value. DBIA Document No.545 Modified Page 11 Progressive Design-Build Agreement for Water and Wastewater Projects 2022 Design-Build Institute of America 7.3.2 Within fifteen (15) days after Substantial Completion of the entire Work or, if applicable, any portion of the Work,pursuant to Section 6.6 of the General Conditions of Contract,Owner shall release to Design-Builder all retained amounts relating, as applicable, to the entire Work or completed portion of the Work, less an amount equal to: (a)the reasonable value of all remaining or incomplete items of Work as noted in the Certificate of Substantial Completion; and (b)all other amounts Owner is entitled to withhold pursuant to Section 6.3 of the General Conditions of Contract. 7.4 Final Payment. Design-Builder shall submit its Final Application for Payment to Owner in accordance with Section 6.7 of the General Conditions of Contract.Owner shall make payment on Design- Builder's properly submitted and accurate Final Application for Payment(less any amount the parties may have agreed to set aside for warranty work) within ten (10) days after Owner's receipt of the Final Application for Payment, provided that Design-Builder has satisfied the requirements for final payment set forth in Section 6.7.2 of the General Conditions of Contract. 7.5 Record Keeping and Finance Controls. Design-Builder acknowledges that this Agreement is to be administered on an "open book"arrangement relative to Costs of the Work. Design-Builder shall keep full and detailed accounts and exercise such controls as may be necessary for proper financial management, using accounting and control systems in accordance with generally accepted accounting principles and as may be provided in the Contract Documents. During the performance of the Work and for a period of three (3)years after Final Payment, Owner and Owner's accountants shall be afforded access to, and the right to audit from time to time, upon reasonable notice, Design-Builder's records, books, correspondence, receipts, subcontracts, purchase orders, vouchers, memoranda and other data relating to the Work, all of which Design-Builder shall preserve for a period of three (3) years after Final Payment. Such inspection shall take place at Design-Builder's offices during normal business hours unless another location and time is agreed to by the parties. Any multipliers or markups agreed to by Owner and Design-Builder as part of this Agreement are only subject to audit to confirm that such multiplier or markup has been charged in accordance with this Agreement, but the composition of such multiplier or markup is not subject to audit. Any lump sum agreed to by Owner and Design-Builder as part of this Agreement is not subject to audit. The Owner is a Governmental Body for purposes of Texas Government Code Ch. 552 (the Public Information Act or the "Act"). Design Builder agrees that it has clearly and conspicuously marked any information that it considers to be confidential,proprietary,and/or trade secret in its bid or proposal. Owner agrees to provide notice to Design Builder in accordance with the Act in the event the Owner receives a request for information under the Act for information that the Design Builder has marked as confidential, proprietary, and/or trade secret. THE REQUIREMENTS OF SUBCHAPTER J (CERTAIN ENTITIES REQUIRED TO PROVIDE CONTRACTING INFORMATION TO GOVERNMENTAL BODY IN CONNECTION WITH REQUEST),CHAPTER 552,GOVERNMENT CODE, MAY APPLY TO THIS BID OR CONTRACT AND THE CONTRACTOR OR VENDOR AGREES THAT THE CONTRACT CAN BE TERMINATED IF THE CONTRACTOR OR VENDOR KNOWINGLY OR INTENTIONALLY FAILS TO COMPLY WITH A REQUIREMENT OF THAT SUBCHAPTER." Article 8 Termination for Convenience 8.1 If Design-Builder is terminated for convenience pursuant to Section 11.6 of the General Conditions, and the parties have agreed to a payment to Design-Builder in the case of such termination of convenience, Owner shall pay Design-Builder for the following in addition to the amount set forth in Section 11.6.1 of the General Conditions: DBIA Document No.545 Modified Page 13 Progressive Design-Build Agreement for Water and Wastewater Projects Cc) 2022 Design-Build Institute of America Exhibit B—Scope of Services Exhibit C—DBIA Document No. 535, Standard Form of General Conditions of Contract Between Owner and Design-Builder Modified (2022 Edition)("General Conditions of Contract") Contract Price Amendment, if any. 11.3 Notwithstanding Section 2.3.1 of the General Conditions of Contract, if the parties agree upon specific performance standards in the Basis of Design Documents,the Design-Builder shall be responsible to achieve such standards. In such an event,the specific performance standards shall be clearly identified in the Contract Amendment for Phase 2 as"Contractual Performance Standards." ® Any claims, disputes or controversies between the parties arising out of or related to the Agreement, or the breach thereof, which have not been resolved in accordance with the procedures set forth in Section 10.2 of the General Conditions of Contract shall be resolved in a court of competent jurisdiction in the state in which the Project is located. ® The parties have agreed to limit the time frame that Owner can make a claim pursuant to Section 2.9.1 of the General Conditions. Owner must make all claims pursuant to Section 2.9.1 of the General Conditions within—2 years of the date of Final Completion of the Project. 11.4 By signing this agreement,the Design-Builder represents and warrants that the Design-Builder, nor any wholly owned subsidiary, majority-owned subsidiary, part company of affiliate of Design Builder; (i) engages in business with Iran, Sudan or any foreign terrorist organization as described in Subchapter F of Chapter 2252 of the Texas Government Code;or(ii)is a company listed by the Texas Comptroller pursuant to Sections 806.051, 807.051, or 2252.13 of Texas Government Code. The term "foreign terrorist organization"has the meaning assigned to such term in Section 2252.151 of the Texas Government Code. The Contractor hereby certifies that it and its parent company, wholly-owned or majority-owned subsidiaries,and other affiliates comply with and agree to abide by the requirements of Texas Government Code Chapter 2252 (foreign terrorist organizations prohibited), Chapter 2264 (undocumented workers), Chapter 2270 (boycott-Israel), and Chapter 2274, Texas Government Code (boycotts-energy company; discrimination -firearms entity or trade association). 11.5 The Design Builder and the Design Builder's Subcontractors shall not discriminate against any employee or applicant for employment because of race, religion, age, disability, sex, national origin,or any class otherwise protected by Owner policy or law.The Design Builder agrees to post in conspicuous places, available to employees and applicants,notices setting forth the Design Builder's nondiscrimination policies. The Design Builder and the Design Builder's Subcontractors shall, in all solicitations or advertisements for employees placed by them or on their behalf, state that all qualified applicants will receive consideration for employment without regard to race, religion, age, disability, sex, national origin, or any class otherwise protected by Owner policy or law. 11.6 As required by Section 2252.908, Texas Government Code, if this Contract requires an action or vote by the Baytown Water Authority or the City Council of the City of Baytown before the contract may be signed, or has a value of at least $1 million, then the Owner may not enter into such Contract unless the Design Builder submits a disclosure of interested parties to the Authority/City at the time the Design Builder submits the signed Contract to the Owner.The Design Builder agrees to submit such disclosure as required by Section 2252.908 of the Texas Government Code on the form 1295, prescribed by the Texas Ethics Commission, unless the Design Builder is a publicly traded entity or a wholly owned subsidiary of same, in which case no disclosure is required. The Design Builder agrees to access the Texas Ethics Commission website and complete the form 1295, receive a confirmation number and a PDF version of the completed form 1295,execute and notarize a hard copy version of the completed form 1295, and submit it,along with the confirmation number, to the Owner. DBIA Document No.545 Modified Page 15 Progressive Design-Build Agreement for Water and Wastewater Projects 7 2022 Design-Build Institute of America In executing this Agreement, Owner and Design-Builder each individually represents that it has the necessary financial resources to fulfill its obligations under this Agreement, and each has the necessary corporate approvals to execute this Agreement, and perform the services described herein. OWNER: DESIGN-BUILDER: Baytown Waterworks Partners,a Joint Venture (Name of Owner) ame of Design-Builder) r t (Signature) (Signature) Chris Anvik (Printed Name) (Printed Name) Executive Vice President (Title) (Title) Date: Date: July 29, 2024 DBIA Document No.545 Modified Page 17 Progressive Design-Build Agreement for Water and Wastewater Projects 0 2022 Design-Build Institute of America CITY OF BAYTOWN Insurance Exhibit Design Builder shall procure and maintain at its sole cost and expense for the duration of the Agreement, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Work hereunder by Design Builder, its agents, representatives, volunteers, employees or subconsultants. a. Design Builder's General and Automobile insurance coverage shall be primary insurance with respect to BAWA, its officials, employees, and agents. Any insurance or self-insurance maintained by BAWA, its official's employees or agents shall be considered in excess of Design Builder's insurance and shall not contribute to it. Further, Design Builder shall include all subconsultants, agents and assigns as additional insureds under its umbrella policy or shall furnish separate certificates and endorsements for each such person or entity. All coverages for subconsultants and assigns shall be subject to all of the requirements stated herein. The following is a list if standard insurance policies along with their respective minimum coverage amounts required in this Agreement: 1. Commercial General Liability • General Aggregate: $2,00,000 • Products & Completed Operations Aggregate: $2,000,000 • Personal & Advertising Injury: $1,000,000 • Per Occurrence: $1,000,000 • Fire Damage: $500,000 • Waiver of Subrogation required • Coverage shall be broad form • No Coverage shall be deleted from standard policy without notification of individual exclusions being attached for review and acceptance 2. Business Automobile Policy • Combined Single Limits: $1,000,000 • Coverage for"Any Auto" • Waiver of Subrogation required. 3. Errors and Omissions • Limit: $1,000,000 for this project • For all architects, engineers, and /or design companies • Claims-made form is acceptable • Coverage will be in force for one (1) year after completion of the Project CITY OF BAYTOWN Insurance Exhibit 8. DESIGN-BUILDER is responsible for the cost of any and all insurance deductibles and self-insured retentions, and all uninsured losses and costs due to the failure of DESIGN-BUILDER or any Subcontractor to procure and maintain insurance as and to the extent required by the Contract Documents. The inclusion of Builder's Risk Insurance and appropriate responsibility of deductibles will be evaluated and determined at the time of the Price Amendment for Phase 2. WORKERS' COMPENSATION INSURANCE COVERAGE A. DEFINITIONS: Certificate of coverage ("certificate") - A copy of a certificate of insurance, a certificate of authority to self-insure issued by the commission, or a coverage agreement(TWCC81, TWCC-82, TWCC-83 or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project for the duration of the Project. Duration of the Project-includes the time from the beginning of the Work on the Project until the Design Builder's/person's work on the Project has been completed and the Project warranty period has expired. Persons providing services on the project includes persons or entities performing all or part of the services the Design Builder has undertaken to perform on the project, regardless of whether that person contracted directly with due Design Builder and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, motor carriers and owner- operators, (as defined at Section 406.121 of the Texas Labor Code), leasing companies, and employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. B. The DESIGN BUILDER shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Title 5 Workers' Compensation, Subtitle A Texas Workers' Compensation Act, for employees of the Design Builder providing services on the project, for the duration of the project. CITY OF BAYTOWN Insurance Exhibit "Call the Texas Workers' Compensation Commission at (512) 440- 3789 to receive information on the legal requirements for coverage, to verify whether your employer has provided the required coverage, or to report an employer's failure to provide coverage." I. The DESIGN BUILDER shall contractually require each person with whom it contracts to provide services on a project, too: (1) provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Title 5 Workers' Compensation, Subtitle A Texas Workers' Compensation Act, for all of its employees providing services on the Project, for the duration of the Project; (2) provide to the DESIGN BUILDER, prior to that person beginning work on the Project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the project, for the duration of the Project: (3) provide the DESIGN BUILDER, prior to the end of the coverage period, a new certificate of coverage, showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the Project; (4) obtain from each other person with whom it contracts, and provide to the DESIGN BUILDER: (a) a certificate of coverage, prior to the other person beginning work on the Project; and (b) a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the Project; (5) retain all required certificates of coverage on file for the duration of the Project and for one year thereafter; (6) notify the OWNER in writing by certified mail or personal delivery, within 10 days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the Project; and () contractually require each person with whom it contracts, to perform as required by paragraphs (1) - (7), with the certificates of coverage to be BMTOWN BAWA East Surface Water Treatment Plant Phase 2 Expansion from 6 MGD to 12 MGD Basis of Design Report October 2023 J. Ground Storage Tanks.....................................................................................................................22 Alternative Analysis-Ground Storage.................................................................................................24 Design Recommendation....................................................................................................................24 K. Electrical System .............................................................................................................................24 DesignRecommendation....................................................................................................................29 L. Yard Piping.......................................................................................................................................29 DesignRecommendation....................................................................................................................32 M. Operations Building.....................................................................................................................32 Alternative Analysis-Operations Building............................................................................................33 Design Recommendation....................................................................................................................33 N. Maintenance/Equipment Storage...................................................................................................33 Alternative Analysis-Maintenance/Equipment Storage......................................................................33 DesignRecommendation....................................................................................................................34 0. Site Improvements..........................................................................................................................34 Alternative Analysis-Site Improvements............................................................................................35 DesignRecommendation....................................................................................................................35 P. Safety System Improvements..........................................................................................................36 DesignRecommendation....................................................................................................................36 II. Budget.............................................................................................................................................37 A. Budget/Engineer's Opinion of Probable Cost.................................................................................37 III. Schedule/Construction Constraints................................................................................................37 APPENDIXA.................................................................................................................................................38 APPENDIXB.................................................................................................................................................39 APPENDIXC.................................................................................................................................................40 ii Table 1-15 Summary of Primary Electrical Building Equipment for Plant Expansion from 6 MGD to 12 MGD............................................................................................................................................................25 Table 1-16 Summary of High Service Pump Station Electrical Building Equipment for Plant Expansion from 6 MGD to 12 MGD.......................................................................................................................................26 Table 1-17 Summary of Low Lift Pump Station Electrical Building Equipment for Plant Expansion from 6 MGDto 12 MGD..........................................................................................................................................28 Table 1-16 Summary of Existing Yard Piping................................................................................................29 Table 1-17 Summary of Proposed Yard Piping for Plant Expansion from 6 MGD to 12 MGD......................31 iv Executive Summary The Baytown Area Water Authority (BAWA) has decided to expand its East Surface Water Treatment Plant (East SWTP) from a production capacity of 6 MGD to 12 MGD. This Basis of Design report identifies the major components of the East SWTP that need to be added,expanded, or upgraded as part of this expansion project. The components proposed for the part of plant expansion are illustrated in various exhibits in Appendix A and alternatives for Design-Builder consideration are discussed in this report. The major components and design alternatives to be considered include the following: • Copper sulfate storage and injection system at forebay for algae control • New ten(10)MG forebay • Increased low lift pump station pumping capacity • Expanded sludge processing, including two(2)new sludge lagoons • Expansion of chemical systems and increased chemical bulk storage and pumping capacity • Addition of one (1) rapid mix unit, one (1) vacuum chamber and two (2) SuperPulsator clarifier systems • Additional disinfection basin and new CT study • Evaluation of existing filters, design and construction of new 6 MGD filters, and possible replacement of existing 6 MGD filters • Increase pumping capacity of transfer pump station • Increase pumping capacity of high service pump station • New 2.5 MG ground storage tank • Electrical Improvements • New 3,200-sf Maintenance Building with 1,600-sf Canopy for covered storage • Site and safety improvements VI I. Systems/Processes A. Intake The intake system serves to redirect and convey water from a source like a river, lake, or reservoir to a water treatment facility. Its primary objective is to consistently provide a sufficient volume of water, maintaining the highest achievable quality. The Baytown Area Water Authority (BAWA) East Water Treatment Plant (EAST SWTP) utilizes an exposed-type single canal wet intake system,located at latitude-longitude of 29'44'46",-94"53'5"to extract water from Coastal Water Authority's (CWA) canal. The existing water treatment facility conforms to the Texas State Regulation to meet with TAC §290.41(e) and TAC §290.42. The intake structure comprises two distinct cells with parallel flow streams, with the intent of enhancing intake reliability, flexibility, and the efficiency of maintenance operations. This system incorporates multiple components including a coarse screen, stop logs,and two axial flow centrifugal pumps,each with a capacity of 8,400 gallons per minute(gpm)for a firm capacity of 12.1 million gallons per day(MGD),creating a head of 7.00 feet facilitating discharge of raw water from the intake to the forebay.This discharge is a facilitated by 24" diameter pipe that conveys water through City of Houston (COH) meter station.The meter station includes a magnetic flow meter and telemetry to the COH.The existing equipment and intake components satisfactorily meet the current demand of 6 MGD for the BAWA East water plant. However, the primary challenge for reliable use of the intake system for both existing and future expansion lies in its inability to effectively manage and control organic materials and algal blooms. To increase the water treatment plant's capacity from 6 MGD to 12 MGD, following design modifications are proposed to enhance the reliability of the water intake system: i.) Improve the intake system to accommodate chemical addition for organics such as Total organic carbons(TOC),Natural organic matters(NOMs)and algal bloom control. Table I-1 Summary of required Intake system improvements for plant expansion from 6 MGD to 12 MGD. Intake Existing 6 MGD Capacity Proposed 12 MGD Plant Capacity Components Two(2) 8,400 Pumps Existing gpm axial flow No Upgrade required centrifugal 1 pumps are adequately sized for a plant capacity of 6 MGD; however, BAWNs operation team indicated frequent servicing of the pump motors due to a recurring electrical issue(s),which require motors to be periodically removed, repaired and/or replaced. Further discussion on this issue can be found in the Electrical System section. A situation of this nature places excessive strain on operational pumps and undermines the reliability. The existing design and operational configuration of the BAWA East water plant involves a single intake structure that directs the flow of raw water to the forebay,thence to the treatment processes via a(LLPS). High levels of organic matter in the raw water can lead to problems in the forebay,such as the accumulation of debris and the growth of algal blooms present a challenge to the intake system's reliability. To minimize buildup of organics in the forebay,one effective approach is implementing chemical treatments on the raw water. This helps control the development of algal blooms and subsequently reduces the chances of debris accumulation. To increase operability a bypass line should be installed on the meter station to avoid the need to shut down the raw water supply to the plant when the meter requires removal for maintenance or repair. For the plant expansion from 6 MGD to 12 MGD following design modifications and upgrades recommended are required to ensure the reliability of the water treatment plant. Table 1-2 Summary of required Forebay&LLPS improvements for plant expansion from 6 MGD to 12 MGD. Forebay/LLPS Existing 6 MGD Capacity Proposed 12 MGD Plant Capacity Components Forebay Existing One(1) 10 MG Proposed One(1) 10 MG Forebay *Refer Alternatives B1-135 Addition of LLPS with LLPS Existing One(1)with 3 pumps Proposed addition of Forebay Pumps Existing Three(3)@ 2292 gpm Proposed Install/Upgrade Pumps each *Refer Alternatives B6-B8 Meter Run Not Addition of mag meter Bypass available N/A Proposed bypass line to existing meter run Online Raw Existing Proposed Manual sampling and Addition of online raw water water analysis monitoring system including 3 Alternative 135:Addition of one(1) 1 OMG forebay with one(1)LLPS of same capacity for forebay and LLPS redundancy and meet demand of 12 MGD. Pumps Addition/Capacity upgrade Alternatives The alternative design for pumps at LLPS assumes that pump station needs to consistently deliver a firm capacity of 12 MGD even if the largest pump within the system is out of service. Alternative 136: (For consideration with Alternatives B1, B2 and B3.) Install one (1) 4,400 gpm (6.3 MGD) pump and replace one (1) existing 2,292 gpm (3.3 MGD) pump with 4,400 gpm (6.3 MGD) pump to have total four (4) pumps with two (2) 2,292 gpm (3.3 MGD) each and two (2) 4,400 gpm(6.3 MGD)each in existing low lift pump station to meet 12 MGD firm capacity. With this addition, the total pumping capacity of all operational pumps will be 19.3 MGD, while the firm capacity of the LLPS will be 13 MGD. Alternative 137: (For consideration with Alternatives B1, B2 and 133.) Increase the capacity of LLPS by replacement of all three (3) existing 2,292 gpm (3.3 MGD) pumps with 3000 gpm (4.3 MGD)pumps and addition of one(1) 3000 gpm(4.3 MGD)pump in LLPS for redundancy and to meet 12MGD capacity. With this addition, the total pumping capacity of all operational pumps will be 17.3 MGD,while the firm capacity of the LLPS will be 13 MGD. Alternative 138: (For consideration with Alternative 134.) Install three (3) 2,292 gpm (3.3 MGD) pumps in new low lift pump station to match existing pump station. With this addition,each LLPS will have a pumping capacity 9.9 MGD, while the firm capacity of each LLPS will be 6.6 MGD. The two LLPS will have a combined total capacity of 19.8 MGD and a firm capacity of 13.2 MGD. Design Recommendation After evaluation of alternatives B 1 to B5, considering the decision matrix (APPENDIX B), and BAWA's operation team's preference, it is recommended that DB consider design of either Alternative B3 and B5 for forebay expansion. Alternative 131, B2, and B4 have been excluded from consideration following discussions with BAWA's operation and management team.With the selection of forebay expansion alternative, DB team is recommended to design pumps based on Alternative B6 and B7 if alternative B3 is considered. For the selection of alternative B5 for forebay expansion,DB team is advised to consider designing the pump system in accordance with Alternative B8. The DB team is also advised to consider the design of LLPS meter station bypass 5 Table I-3 Summary of required Sludge processing system improvements for plant expansion from 6 MGD to 12 MGD. Sludge Existing 6 MGD Capacity Proposed 12 MGD Capacity Generating/handling units One(1)rapid mix Expansion/Duplication of Rapid-Mixing equipment Existing basin Proposed rapid mix basin, backwash clarifier Two(2)units Addition of two(2)Super Super pulsator/Pulsed pulsator system to Existing followed by Proposed bed Clarifier accommodate additional disinfection 6 MGD capacity One(1)pump Design Builder Team to station,two(2) Sludge pumps Existing pumps @ 120 gpm Proposed evaluate the sludge and one pump(1)@ production and resize the 1000 gpm pumps as necessary Sludge lagoons Existing One(1) lagoon Proposed Addition of two(2) lagoons Design Builder Team to Backwash Equalization One(1)Backwash reevaluate the existing Existing Proposed Basin Equalization basin backwash equalization basin's capacity Design Recommendation The DB team to evaluate the existing sludge production and sludge production from proposed expansion of rapid mix,pulsed bed clarifier and filter backwash.The design of sludge pumps is to be determined based on findings of sludge production evaluation.The DB team is also responsible for reevaluating the existing backwash equalization basin to accommodate proposed expansion. Furthermore, it is recommended that the DB team consider the design of two (2) sludge lagoons for effective residual management and future expansion. D. Chemical Systems The existing BAWA's EAST SWTP incorporates a chemical process system necessary for coagulation,flocculation,disinfection,and water stabilization and pH adjustments. Ferric chloride 7 Table 14 Summary of required Coagulant/Flocculant injection system improvements for plant expansion from 6 MGD to 12 MGD. Coagulant/Flocculant Injection/Location Existing 6Proposed 12 MGD Capacity MGD Capacity Rapid Mix/Backwash Existing max Upgrade/addition of pumps, Ferric Chloride(40%) Clarifier 11.6 gpd system bulk storage for redundancy Cationic Polymer Rapid Mix/Backwash Existing max Upgrade/addition of pumps, (20%) Clarifier 1.6 gpd system bulk storage for redundancy Chlorine Dioxide Chlorine dioxide stands out as an appealing choice for water treatment due to its role as a compelling oxidant, biocide, and disinfectant. It offers a relatively safer alternative compared to other disinfection methods, notably in terms of minimizing the potential for producing Trihalomethanes (THMs) and Haloacetic acids (HAAs), whose levels are regulated as harmful disinfection byproducts. The existing BAWA's EAST SWTP incorporates an on-site chlorine dioxide generation and injection system as primary disinfection. This system is configured to introduce chlorine dioxide during the rapid mixing and disinfection stages, achieving peak concentrations of 2.5 mg/L. This is achieved by administering the chemical at a maximum feed rate of 125 gallons per hour (gph). However, owing to the complexity of the chlorine dioxide generating system and the sensitive nature of the chlorine dioxide compound, the injection of chlorine dioxide into the rapid mix and disinfection basin have consistently fallen short of achieving the desired disinfection outcomes. Consequently, operations were compelled to discontinue the utilization of the chlorine dioxide system and applied sodium hypochlorite for disinfection purposes. For expansion from 6 to 12 MGD the following changes are recommended: i.) Abandon/Demolish or Repair/Upgrade the Chlorine dioxide generation system. ii.) Addition/Expansion of Sodium Hypochlorite system for primary disinfection of water in rapid mix and disinfection basin to achieve at least 2-log removal of Cryptosporidium, 3-log removal, or inactivation of Giardia cysts, 4-log removal or inactivation of viruses as stated in TAC §290.42(c). iii.) Addition/Expansion of Sodium Hypochlorite system for primary disinfection of water in rapid mix and disinfection basin to maintain minimum free chlorine residual of 0.5 9 hypochlorite.Additionally,there is a bulk storage capacity of 3000 gallons and a day tank capacity of 100 gallons for LAS.The existing disinfection system is designed to inject sodium hypochlorite and LAS into the process at a rate of 9.5 gph and 2.6 gph, respectively, within the low lift pump station. In the transfer pump station, the sodium hypochlorite injection rates are set at 2.1 gph for sodium hypochlorite and 0.6 gph for LAS.As a part of plant expansion from 6 MGD to 12 MGD, sodium hypochlorite system is to be upgraded effectively to use it as primary disinfectant and chloramines as secondary disinfectant. The LAS system also requires expansion to meet the treatment demand at low lift pump station and transfer pump station. The expansion of the chemical feed system must meet following regulatory criteria: i.) Expansion of Sodium Hypochlorite and LAS system must be able to feed chemicals to low lift pump station, disinfection basin, transfer pump station and high service pump station to properly form monochloramine as stated in TAC §290.42(e)(7). ii.) Feed System and Bulk storage system for expansion of sodium hypochlorite and LAS system to comply with TAC §290.42(e)(7)(D). iii.) Sodium hypochlorite and LAS injection system to be designed to maintain at least 0.2 mg/L of free chlorine residual or 0.5 mg/L of chloramine residual in distribution water to comply with §290.110(b)(2). iv.) Process control and online analyzer system to be upgraded to comply with TAC §290.42(e)(7)(E). Table I-6:Summary of required Sodium Hypochlorite and LAS system improvements for plant expansion from 6 MGD to 12 MGD. Chemical Injection Existing 6 MGD Proposed 12 MGD Capacity Location Capacity Sodium Rapid Existing Sodium Upgrade bulk storage tank, Hypochlorite Mix/Disinfection Hypochlorite bulk pumps, and process control Basin TPS/IISPS tanks, day tanks, capabilities and four (4) feed *Refer to Alternative D2- pumps of capacity D3,D6-D7& D8-D9 9.5 gpd 11 Table I-7: Summary of required Water polishing system improvements for plant expansion from 6 MGD to 12 MGD. Chemical Injection/Location Existing 6 MGD Proposed 12 MGD Capacity Capacity Caustic Soda Transfer Pumps Existing tote Upgrade bulk Storage, storage, and two feed pumps addition and (2) feed pumps of process control capacity 1.6 gpd. capabilities *Refer to Alternative D4-D5,D6-D7& D8-D9 Zinc Phosphate Transfer Pumps Existing tote Upgrade bulk Storage, storage, and two feed pumps addition and (2) feed pumps of process control capacity 1.6 gpd. capabilities *Refer to Alternative D6-D7 & D8-D9 Hydrofluorosilic Acid Transfer Pumps Existing tote Upgrade bulk Storage, storage,and two feed pumps addition and (2)feed pumps of process control capacity 0.84 gpd. capabilities *Refer to Alternative D6-D7& D8-D9 Alternative Analysis-Chemical System This section provides an overview of the various alternatives evaluated for the chemical injection system, as well as the adjustments that are to be implemented to optimize the overall plant performance. The objective is to enhance the chemical system,ensuring effective process control, adherence to diverse regulatory prerequisites, and the protection of public water distribution. Chlorine Based Disinfection Alternatives Alternative DI: The DB Team to address design fallacies and conduct inspection and thorough maintenance on the existing chlorine dioxide generators and establish a budgetary framework for 13 Design Recommendation Following the evaluation of Alternatives D 1 to D3 for chlorine-based disinfection,considering the decision matrix in APPENDIX B and the preference of BAWA's operations team, it is recommended that the DB team consider the design of both Alternatives D1 and D3. This entails repairing the existing chlorine dioxide system and expanding the existing hypochlorite system for disinfection.Alternative D2 also underwent an evaluation for chlorine-based disinfection system, however, was subsequently excluded following discussion with BAWKs operation team. Following a thorough evaluation of Alternatives D4 and D5, Alternatives D6 and D7, and Alternative D8 and D9 for water stabilization, chemical pumps, and chemical process improvement alternatives respectively, The DB team is recommended to consider Alternative D5 for water stabilization system upgrades to use 25% caustic soda. Additionally, for the chemical pump improvement,Alternative D6 is advised, which involves adding chemical pump skids. The DB team is recommended to consider Alternative D8 to expand existing process control system to accommodate plant expansion to 12 MGD. E. Super Pulsator The BAWA EAST SWTP utilizes pulsed bed(SuperPulsator)clarifiers via patented technology of SuezNeolia Treatment Solutions. The SuperPulsator clarifier system integrates the stages of flocculation, sedimentation, and clarification into either a singular unit or multiple parallel units minimizing the footprint and O&M cost. There are currently two (2) pulsating clarifier units in operation, each intended to handle an influent flow of 2,292 gallons per minute (gpm) and a hydraulic loading rate of 2.08 gpm/fl. For expansion of the Water treatment plant from 6 to 12 MGD following changes are required: i.) Addition of one Pulsed bed clarifier(SuperPulsator) system including concrete basin ii.) Addition of one vacuum chamber and equipment iii.) Upgrade/Expansion of sludge pumping and residual handling system 15 as required by TCEQ. This study aims to determine the appropriate size of the disinfection basin and, if necessary, specify the type of baffles to be employed. Table I-9 Summary of required disinfection basin improvements for plant expansion from 6 MGD to 12 MGD. Disinfection Existing 6 MGD Capacity Proposed 12 MGD Capacity Basin Disinfection Existing One(1) serpentine Proposed *Addition of one(1) serpentine basin basin chlorine basin chemical treatment-based dioxide contractor disinfection basin. Design Recommendation The DB team is recommended to consider design of one (1) serpentine basin chemical treatment- based disinfection basin. The DB team is also advised to undertake CT study for the proposed changes in BAWA's East water plant for plant expansion from 6 to 12 MGD. G. Filters The treated effluent from the disinfection basin is conveyed to a granular media filtration basin for additional elimination of particulate matter. At the BAWA EAST SWTP, this process employs SuezNeolia Treatment Solution's proprietary'Greenleaf self-backwashing granular media filters. The existing filtration system consists of a single basin comprising four(4) filter cells, providing a combined filter area of 1,255 square feet. The existing filter system is multi-media filter system using torpedo sand, filter sand, anthracite, and granular activated carbon (GAC). This system is designed to accommodate a flow capacity of 4,853 gpm. For expansion of the Water treatment plant from 6 to 12 MGD following changes are required: i.) Addition of multi-media filters. ii.) Upgrade in backwashing and residual management systems. iii.) Filtration system technology to be non-proprietary. 17 H. Transfer Pump Station The processed water from the filtration unit flows by gravity to a clearwell and where it is pumped to the ground storage tank using transfer pumps, while also undergoing chemical injection. The existing water transfer system comprises a single clearwell and three(3)transfer pumps,each with a pumping capacity of 2083 gpm,providing firm capacity of 6 MGD. For expansion of the Water treatment plant from 6 to 12 MGD following changes are required: i.) Addition/capacity upgrade of transfer pumps Table I-11 Summary of required Transfer pump station improvements for plant expansion from 6 MGD to 12 MGD. Transfer Pump Existing 6 MGD Capacity Proposed 12 MGD Capacity Station Transfer Pumps Existing Three (3) vertical Proposed Addition/Capacity turbine transfer pumps upgrade of transfer of pumping capacity of pumps 2083 gpm each *Refer to Alternatives H1-H3 Protective Existing Existing coating on Proposed Pumps and pipes are to coatings pump and piping is be coated with polyurethane coating. appropriate blasting Pumps are showing and coating procedure. signs of coating failure. Alternative Analysis-Transfer Pumps The alternative design for pumps at TPS assumes that pump station needs to consistently deliver a firm capacity of 12 MGD even if the largest pump within the system is out of service. Alternative H1: Increase the capacity of TPS by replacement of two (2) existing 2,083 gpm (3 MGD) pumps with 3,200 gpm (4.6 MGD)pumps and addition of one (1) 3,200 gpm (4.6 MGD) pump in TPS to meet 12 MGD capacity. With this addition, the total pumping capacity of all operational pumps will be 16.8 MGD,while the reliable capacity of the transfer pump station will be 12.2 MGD. 19 Table I-12 Summary of required high service pump station improvements for plant expansion from 6 MGD to 12 MGD. High Service Existing 6 MGD Capacity Proposed 12 MGD Capacity Pump Station High Service Existing Three (3)vertical turbine Proposed Addition/Capacity Pumps transfer pumps of upgrade of transfer pumping capacity of pumps 2,083 gpm(3 MGD) *Refer to Alternatives each I1-I3 and I4 Protective Existing Existing coating on Proposed Pumps and pipes are to coatings pump and piping is be coated with polyurethane coating. appropriate blasting Pumps are showing and coating procedure. signs of coating failure. Alternative Analysis- High Service Pumps The alternative design for pumps at HSPS assumes that pump station needs to consistently deliver a firm capacity at peak hourly flow of 18 MGD even if the largest pump within the system is out of service. Alternative I1: Increase capacity of HSPS by replacement of all three (3) existing 2,083 gpm (3 MGD) pumps with 4,166 gpm (6 MGD)pumps and the addition of one (1) 4,166 gpm (6 MGD) pump to meet the demand and redundancy requirements. With this change, the total pumping capacity of all operational pumps will be 24 MGD, while the firm capacity at peak hourly flow will be 18 MGD. Alternative I2: Increase the capacity of HSPS by replacing one (1) existing 2,083 gpm (3 MGD) pump with 6,250 gpm(9 MGD)pump and addition of one(1) 6,250 gpm pump(9 MGD)to meet the demand and redundancy requirements. With this change, the total pumping capacity of all operational pumps will be 24 MGD,while the firm capacity at peak hourly flow will be 15 MGD. Alternative I3: Increase the capacity of HSPS by replacing two (2) existing 2,083 gpm(3 MGD) pump with 5,200 gpm (7.5 MGD) pumps and addition of one (1) 5,200 gpm(7.5 MGD)pump to 21 The first phase of construction of the existing plant included one(1) 1.50 MG precast, prestressed concrete AWWA D110 Type III ground storage tank (GST) with a 92'-3" diameter and 30' side water depth. For expansion of the Water treatment plant from 6 to 12 MGD following changes are required: i.) Installation of 1.50 MG(minimum) concrete GST No. 2. ii.) Determine if an early work package that includes GST No. 2 is necessary. iii.)Replace level transmitter in GST No. 1 with radar level transmitter. iv.)Address erosion around existing GST Table I-13 Summary of Required Ground Storage Tank Capacity for Plant Expansion from 6 MGD to 12 MGD. Ground Storage Existing 6 MGD Plant Proposed 12 MGD Capacity Plant Capacity Capacity(MG) 1.50 1.50(minimum) Diameter(ft) 92.25 92.25 (minimum) Side Water Depth(SWD)(ft) 30 30 Inlet Pipe Diameter(in) 24 24 Outlet Pipe Diameter(in) 24 24 Overflow Pipe Diameter(in) 24 24 Drain(in) 18 18 Equalization(in) 36 36 In addition, the Operations staff have identified a few issues whose solutions need to be incorporated into the Expansion. Site grading around the existing GST No. 1 has begun to erode and expose the GST foundation. If left unchecked the exposure could undermine the tank foundation and damage the tank. The erosion should be addressed during the expansion and incorporated in the geotechnical recommendations for the proposed GST No. 2. Additionally, during the last winter storm,the level measurement device in the GST failed.The plant was unable to read the water level in the GST and it caused the plant to go online during critical demand time. The plant lacked redundancy and the additional capacity that a second GST could have provided. For these reasons, Operations recommends changing the level measurement device in the GST to a HydroRanger model radar level transmitter to provide a more reliable level measurement device. Operations also wanted to explore the options for adding additional storage capacity in the form of GST with capacity greater than 1.5 MG. This would provide the plant with more storage 23 to 12 MGD and meet the peak hourly demand for distribution,the following modifications are necessary at the Primary Electrical Building: i.) Addition of a 1,500KW Generator. ii.) Addition of 200A, 480/277V, 4-Wire Feeder to Proposed Maintenance Building in MCC 22-MCC-001. Table I-14 Summary of Primary Electrical Building Equipment for Plant Expansion from 6 MGD to 12 MGD. Equipment Existing 6 MGD Proposed 12 Capacity MGD Capacity Generator Paralleling 1 Switch ear Distribution Switch ear 1 15KVA Medium Voltage 1 Medium Voltage UPS 4160:480V Distribution 1 Transformer 1500 KW Medium Voltage 1 1 _ Diesel Generator MCC (22-MCC-001) 1 10 Ton Air Handler 2 Low Voltage 40 HP Storm Water Pump 2 Maintenance Building Feeder 0 1 25 KVA Transformer 1 2. High Service Pump Station Electrical Building The High Service Pump Station Electrical Building is fed from a 2MVA,4.16KV:480/277V transformer(XFMR No. 1A) that powers 480/277V, 2,000A, MCC (23-MCC-001) in the HSPS Electrical Building.The HSPS Electrical building provides power for both the HSPS Pump Station and for the Transfer Pump Station. Currently, 150HP VFDs are installed for 150HP High Service Pump Nos. 1 &2. A 300HP VFD is installed for 150HP High Service Pump No. 3. There is a spare bucket in 23-MCC- 001 for a feeder breaker and spare conduits installed for a future 300HP High Service Pump No. 4. 25 Ground Storage Existing Existing 1.50 MG Tank Proposed Proposed 2.50 MG Tanks w/Pressure Transmitter Tank w/Radar Transmitter 3. Low Lift Pump Station Electrical Building The Low Lift Pump Station Electrical Building is fed from a 750KVA,4.16KV:480/277V transformer(XFMR No. 2A) that powers 480/'277V, 2,000A, MCC (24-MCC-001) in the Low Lift Pump Station Electrical Building. *Note: 24-MCC-001 is a 2,500A MCC with a 2,000A main breaker. However, XFMR No. 2A is a 750KVA transformer with a full-load current rating of 903A. Currently,three(3)60HP VFDs are installed for 30HP Low Lift Pump Nos. 1-3. There are five(5)spare buckets in 24-MCC-001 for a feeder breaker and spare conduits installed for a future 60HP Low Lift Pump Nos. 4-8. In addition, two (2) 7.5HP Recycle Pumps, two (2) 40HP Raw Water Pumps, and a IOHP Intake Screen Air Compressor is installed in the building. To accommodate the plant expansion from 6 MGD to 12 MGD and meet the peak hourly demand for distribution, the following modifications are necessary at the Low Lift Pump Station Electrical Building: i.) Upgrades and/or additions to the existing Low Lift Pumps. ii.) Connection of the proposed Low Lift Pump VFDs and proposed forebay instrumentation to the existing PLC located in the Low Lift Pump Station Electrical Building. 27 iv.) Addition of two(2) Super Pulsator systems to the existing electrical service and PLC. v.) Upgrades to the existing Sludge Pump Station to the existing electrical service and PLC. vi.) Connection of proposed Sludge Lagoon level sensors to the existing PLC located in the Operations Building Electrical Room. vii.) Connection of proposed Backwash Equalization Basin sensors to the existing PLC located in the Operations Building Electrical Room. Design Recommendation After evaluation of existing electrical components, the DB team is advised considering design of proposed electrical upgrades and components addition for primary electrical building_high service pump station electrical building, low lift pump station electrical building, and operation building. L. Yard Piping The proposed 6 MGD expansion will consist of extending existing yard piping to the proposed treatment units. The existing yard piping ranges in size from 2-inch to 36-inch. The allowable velocity in piping shall be between 3 and 8 feet per second. The Raw Water Intake lines and Distribution lines are adequately sized to meet the velocity requirements.Allowable pipe materials for process piping are polyvinyl chloride (PVC) and ductile iron (DI). All ductile iron piping interior lining shall be cement mortar lined.The buried ductile iron pipe exterior shall be asphaltic coated, and polyethylene wrapped. Above grade ductile iron pipe exterior shall be painted. Chemical lines sized 'h-inch through I '/4-inch are polypropylene tubing, and chemical lines sized 2-inch are PVC.All chemical lines are buried and routed in PVC chemical carrier pipes ranging in size from 8-inch through 24-inch. Allowable pipe material for chemical carrier pipe is Schedule 80 PVC. Above grade chemical lines shall be painted and insulated. All existing and proposed piping shall adhere to color code the requirements of TCEQ §290.42(d)(13)(A). Table 1-17 Summary of Existing Yard Piping Location Pipen nSize Pipe Material Marker Notes Raw Water Intake 24 Ductile Iron RW To Forebay No. 1 24 Ductile Iron RW To Forebay No. 2(Capped) 29 8 Ductile Iron PW Plant Potable Water 12 Ductile Iron PW Plant Potable Water 4 Ductile Iron DR/DL Plant Drain Plant Drain Line 6 Ductile Iron DR/DL Plant Drain 12 Ductile Iron DR/DL Plant Drain 6 PVC FM Force Main Lift Station 6 Ductile Iron SS Sanitary Sewer 12 Ductile Iron SS Sanitary Sewer 8 PVC CCP Chemical Carrier Pipe 10 PVC CCP Chemical Carrier Pipe Chemical Piping 12 PVC CCP Chemical Carrier Pipe 18 PVC CCP Chemical Carrier Pipe 24 PVC CCP Chemical Carrier Pipe Table I-18 Summary of Proposed Yard Piping for Plant Expansion from 6 MGD to 12 MGD Location Pipe )Size pipe Material Marker Notes (inRaw Water Intake 24 Ductile Iron RW Remove Cap and Continue to Forebay No. 2 Low Lift Pump Station 24 Ductile Iron RW To LLPS No. 1 Header No. 2 2 PVC PW Potable Water 4 PVC SL From Sludge Pump Station Sludge Lagoon No. 2 4 PVC BW From Backwash Pump Station 8 PVC SN To Recycle Pump Station 8 PVC PW Potable Water Rapid Mix Basin 18 Ductile Iron RW From Splitter Box to Pulsed Bed Clarifier No. 2 20 Ductile Iron FW From Backwash Filters No.2 Transfer Pump Station 24 Ductile Iron TW To GST No. 2 36 Ductile Iron TW Equalization GST No. 2 24 Ductile Iron TW Suction to HSPS 31 Building would need to be renovated,or lavatories and office space can be included in the proposed Maintenance Building(Section N). For expansion of the Water treatment plant from 6 to 12 MGD following changes are required: i.) Provide additional men's and women's lavatory Alternative Analysis-Operations Building This section summarizes alternative considered for Operations Building Alternative M 1: Renovate existing men's lavatory to mirror the women's lavatory. Alternative M2: Install additional lavatories and office space in the proposed Maintenance/Equipment Storage Building(See Section N). Design Recommendation After evaluation of Alternatives M 1 and M2, considering BAWA's operation team's preference it is recommended Design-Build(DB)team consider both design alternatives of Alternative M 1 and M2 for upgrade of existing operations building. N. Maintenance/Equipment Storage To provide storage for large equipment and on-hand materials, the BAWA East Water Plant is utilizing a 1,600-sq. ft area of crushed concrete on the northeast side of the plant.The storage area does not have any cover and leaves the equipment and materials unprotected from the environment and expedites corrosion and degradation.To prolong the service life of the equipment and materials it is recommended to provide covered storage. Additionally, as the on-site personnel continue to increase, the need for an additional men's and women's lavatory and additional office space has become a priority. Incorporating these needs into the proposed Maintenance Building would be preferable. For expansion of the Water treatment plant from 6 to 12 MGD following changes are required: i.) Construct covered storage for heavy equipment and on-hand materials. ii.) Provide pipe racks for storage of on-hand piping. iii.) Provide additional lavatories for personnel iv.) Provide additional office space. Alternative Analysis-Maintenance/Equipment Storage This section summarizes alternative considered for Maintenance/Equipment Storage 33 iii.)Provide site grading and drainage around proposed treatment units. iv.)Extend yard and chemical piping to proposed treatment units. v.) Modify chemical vaults for ease of operations and better access. Alternative Analysis-Site Improvements This section summarizes alternatives considered for Site Improvements Alternative 01: Extend Pelican Place and Extend Kingfisher Drive with crushed concrete paving and install a second northern access gate for access from FM 1405. Alternative 02: Extend Pelican Place and Extend Kingfisher Drive with reinforced concrete paving and install a second northern access gate for access from FM 1405. Alternative 03: Replace crushed concrete paving with reinforced concrete paving at the following locations: Pipit Place(Forebay), Sandpiper Way(LLPS), Spoonbill Way(At the existing northern entrance gate), and at Kingfisher Drive(At the Stormwater Pump Station). Alternative 04: No change to existing crushed concrete paving throughout the site. Alternative 05: Replace the top slabs of the fifteen (15)chemical vaults for ease of operations and provide better personnel access. Alternative 06: No modifications to the top slabs of the fifteen (15)chemical vaults. Alternative 07: Perform earthwork at the future Phase structures. Alternative 08: No earthwork at the future structures. Alternative 09: Install Pilot Channel in the Stormwater Detention Pond Alternative 010: No modifications to Stormwater Detention Pond Design Recommendation After evaluation of Alternatives 01 to 04 for roadway upgrades, considering the decision matrix (APPENDIX B), and BAWA's operation team's preference it is recommended DB team further evaluate Alternatives 01/O2, and Alternatives 03'04 for roadway upgrades. The DB team shall include Alternative 05 for chemical vault upgrades. Alternatives 07 and 09 were also assessed and deemed not to be required;Alternatives 08 and 010 were selected. 35 II. Budget A. Budget/Engineer's Opinion of Probable Cost The preliminary Engineer's Estimate of Probably Cost is $50,255,000 (see Appendix C). III. Schedule/Construction Constraints The BAWA East SWTP is a critical facility for BAWA and its drinking water system. The existing 6 MGD plant must remain in service and operational during all phases of design and construction of this project. 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'oU ,E,w Ev=w- E U o o ai o u Ea �aa AUt E 9.ef E oa �7 OS 0 m o x w t� O a0. a.••. •l• O o °y U o cui A ei o 8 2 0°A.in 014 , C Es auiQ .Ya vQ UUa CLI a u 0-0 Li o �-� e �^'.> ° �« $ u W c c c g ❑ y � > H b p; u 3 u o E u u o a W a ° wA'E wA'" ° da d d d d d d d d 0 F r e F a> a C C .d. W � .'+ W W r a!3 l0q W O H >> 0 E c N O In O N O 111. Baytown Area Water Authority East Surface Water Treatment Plant Phase 2 Expansion from 6 MGD to 12 MGD PRELIMINARY ESTIMATE OF PROBABLE COST Description Quantity Unit Unit Price Total Cost 1. General Conditions 1 LS $ 1,849,068.00 $ 1,849,100 2. Mobilization,demobilization,bonds,and insurance 1 LS $ 770,445.00 $ 1,849,100 3. Intake System/Algae Control System 1 LS $ 229,225.50 $ 229,300 4. Forebay 1 LS $ 3,285,042.80 $ 3,285,100 S. Low Lift Pump Station 1 LS $ 279,300.00 $ 279,300 6. Rapid Mix Unit 1 LS $ 842,600.00 $ 842,600 7. Super Pulsator Clarifier 1 LS $ 4,049,850.00 $ 4,049,900 8. Disinfection Basin 1 LS $ 2,105,722.50 $ 2,10S,800 9. Chemical System Improvements 1 LS $ 1,060,000.00 $ 1,060,000 10. Filtration System 1 LS $ 7,064,960.00 $ 7,065,000 11. Sludge processing 1 LS $ 1,573,224.00 $ 1,573,300 12. Transfer Pump Station 1 LS $ 322,500.00 $ 322,500 13. High Service Pump Station 1 LS $ 668,300.00 $ 668,300 14. Ground Storage Tank 1 LS $ 2,425,000.00 $ 2,425,000 15. Yard Piping 1 LS $ 1,844,700.00 $ 1,844,700 16. Operations Building 1 LS $ 20,000.00 $ 20,000 17. Maintenance/Equipment Storage Area 1 LS $ 1,197,000.00 $ 1,197,000 18. Site Improvements 1 LS $ 636,000.00 $ 636,000 19. Electrical Improvements 1 LS $ 3,014,000.00 $ 3,014,000 20. Safety System Improvements 1 LS $ 200,000.00 $ 200,000 Subtotal $ 34,516,000 12% Design Fee $ 4,142,000 30% Contingency $ 11,597,400 Total $ 50,255,000 o BMTOWN 7MSw- - (TD BAYTOWN AREA WATER AUTHORITY EAST SURFACE WATER TREATMENT PLANT PHASE 2 EXPANSION PROGRESSIVE DESIGN- BUILD PROCUREMENT Scope of PDB Services Draft Scope of PDB Services PHASE 1 SERVICES Baytown Area Water Authority (BAWA) (Owner) has elected to pursue the progressive design-build (PDB) delivery method for this Project. The Design Builder will engage in the Project at the end of the Basis of Design stage. The goal is to create a collaborative Project Team with the Owner, Owner's Advisor (OA, BGE, Inc.), and Design Builder to work seamlessly for the successful design and construction of the proposed Project. The purpose of this coordinated approach is to identify and mitigate risks, increase efficiency in the Project schedule and sequencing, enhance constructability and cost estimating, encourage creative solutions, streamline Project execution, maintain adequate operations during construction, and achieve a high level of quality and cost control throughout the process. Phase 1 services include: Task 1—Project Management Design Builder will: 1. Participate in a Phase 1 Project kickoff meeting. Participants shall include: [BAWA PM, OA and DB PM]. 2. Participate in a half day partnering workshop with Owner and Design Builder Key Personnel. Participants shall include: BAWA, OA and DBT Key Personnel. 3. Within 45 days of the Phase 1 Notice to Proceed (NTP), provide a Draft Project Management Plan (PMP) that describes the PDB approach to Phase 1 services. The PMP must be consistent with the Owner's previously prepared Project Management and Execution Plan (PMEP). If the Design Builder wishes to alter the PMEP, this must be made known when the PMP is submitted for review. The format and level of detail for all documents, tools, and processes shall be acceptable to the Owner. The plan will specifically address: • Design Builder organization necessary to deliver Phase 1 services. • Communication protocols, document management and control, decision process, and dispute resolution matrix • Proposed Cost Model format and organization (agreed-upon Cost Model format and organization will be used as the basis for the Baseline Cost Model, interim updates, updates at each defined design milestone, and the Phase 2 Price Proposal) BAWA East Surface WTP PH 11 Expansion 1 scheduling and discussion topics for these workshops shall be jointly agreed upon between the Owner and the Design Builder and shall be intended to facilitate and support Owner decision-making with respect to the Project configuration and design, permitting, and construction planning progression. It is anticipated that up to 9 workshops will be held, including an electrical workshop. Each workshop will be targeted for 2-hour duration. Task 2 Deliverables: Deliverables for alternatives analysis should be aligned with the Owner review and decision-making requirements. • Technical workshop agendas and meeting minutes (including presentation materials) • Memorandums summarizing the alternatives and decisions made for the alternative analysis. • A decision log shall be developed, maintained, and reviewed through the workshop process. It is understood that subsequent changes to decision which are mutually agreed-to could have schedule, scope and/or cost implications. Task 2 Assumptions: • Meeting minutes will be reviewed in 1 week. • Memorandums will be reviewed within 2 weeks. Task 3—Permitting and Approvals A preliminary Permitting and Approvals Plan is set forth in Exhibit A. Exhibit A also identifies all permits and approvals that are required in Phase 1. Task 3.1—Permitting and Approvals Plan. The Design Builder shall identify, consult with, and analyze requirements of governmental authorities having jurisdiction to approve the portions of the Project described by Design Builder, including, but not limited to, TCEQ, Chambers County and building permits. The Design Builder shall develop a draft Project Permitting and Approvals Plan consistent with Exhibit A and including any other permits/approvals identified by the Design Builder. The plan shall identify/address all permits and approvals including those being obtained by the Owner. The plan shall include a detailed schedule for obtaining permits and approvals during Phase 1 and Phase 2 and for providing timely input and deliverables by the Design Builder for the permits being obtained by the Owner, and for the Owner for permits being obtained by the Design Builder. For each identified permit/approval, the plan shall BAWA East Surface WTP PH 11 Expansion 3 • Report to the Owner once permits or approvals have been obtained. Task 3 Deliverables: • Final Permitting and Approvals Plan • Permitting Meeting Minutes Task 3 Assumptions: • It is assumed that Design Builder will obtain the required approvals from TCEQ under the 290D regulations. Building & site development permits shall also be obtained by the Design Builder. • All environmental permits, including TWDB environmental clearance, shall be the responsibility of the Owner. Task "urvey and Field Investigations The Design Builder may rely on the Owner-provided existing site data that will be provided in a SharePoint link upon request. The Design Builder may not rely on any prior engineering interpretations, opinions, or recommendations that may be contained within the existing site information provided. The Design Builder will identify, plan, and perform additional survey and field investigations needed to support design development, validate existing site conditions, support permit applications, develop maintenance of plant operation plans, identify subsurface conditions, and/or assess the condition of existing facilities. The Design Builder will develop and submit a proposed Field Investigation Plan, which shall be reviewed and approved by the Owner prior to execution. The Field Investigation Plan should include survey, geotechnical, as-built investigations and any other investigations the Design Builder deems necessary for the Project. Task 4 Deliverables: • Proposed Field Investigation Plan Task 4 Assumptions: • Field Investigation Plan to include survey, geotechnical and as-built investigations. • Design Builder shall be able to rely on the record drawings provided for the original project. SAWA East Surface WTP PH 11 Expansion S comment. The 60% Design Package shall include all documents, drawings, and specifications required under this task or identified as being submitted along with the 60% design under other tasks. At a minimum, the 60% Design Package shall include: • Proposed Revisions to Owner's Project Criteria • Final Adjudicated and Accepted Responses to Owner's Preliminary Design Review Comments • 60% Drawings • 60% Specifications • Draft Phase 2 Construction Emergency Response Plan and Site Safety Plan e Draft Phase 2 Quality Management Plan • Draft Preliminary Commissioning and Startup Plan • Draft Preliminary Acceptance Test Plan • Draft Maintenance of Plant Operations Plan • Draft Preliminary Operator and Maintenance Staff Training Plan • Permit Logs • 60% Design-Build Cost Model (including drawdown schedule) • Design Builder Proposed Contingency Justification (based on updated construction risk register) • 60% Design-Build Schedule • 60% Constructability Review Report • 60% Procurement and Buyout Plan Task 5.3—Baseline Document Design Package(s). For each Phase 2 Contract Price Amendment, the Design Builder shall assemble the applicable design drawings, specifications, and other information necessary to document the basis of the Phase 2 Contract Price Amendment. The Baseline Document Design Package(s)will incorporate the adjudicated Owner review comments from all prior Design Package submissions. Task 5 Deliverables: • Draft PDR Package • Owner Draft PDR Package Comments and Adjudicated Design Builder Responses • 60% Design Package • Baseline Document Design Package(s) Task 5 Assumptions: • Engineering design will be done in a PDR and 60% package. BAWA East Surface WTP PH 11 Expansion 7 their cost(s). Identify risks and benefits associated with construction phasing concepts. • 60% Design-Build Cost Model 5. Develop and maintain a Design Trend Log and Cost Trend Log. These logs may be separate or combined with other decision logs based on the needs of the Project Team. These logs will track all potential cost-saving proposals, value engineering concepts, risk mitigation concepts, Owner-approved changes ultimately approved by the Owner, and all major changes from the Baseline Cost Model that arise as part of the design evolution process. For each item, Design Builder shall identify options for resolving the change and, in a timely fashion, estimate the cost and schedule impact associated with adopting the change to support evaluation of the change. The log will allow for consistent tracking of deviation from the Project baseline cost and schedule. Items will be reviewed with the Owner on a Quarterly basis during design. Promptly advise the Owner through the Cost Trend Log when the Cost Model is trending above the Owner's available funding limit. 6. Subsequent to each formal Cost Model submission, work with the Owner to review and reconcile comments and identify and update Project risk allocations and usage. Task 6.2—Design-Build Schedule. The Design Builder will: 1. Develop and submit a baseline Design-Build schedule. Incorporate permit application submittals, issuance, and compliance into baseline schedule. The baseline design-build schedule shall be a critical path method (CPM) schedule and will identify all critical path activities, including long-lead equipment procurement items, if any, and provide recommendations to the Owner to optimize the schedule and prevent or minimize Project delivery impacts, including consideration of multiple work packages, early equipment procurement, and other cost and schedule mitigation approaches, if required by the Project schedule. The Design Builder shall demonstrate and justify the basis for all work packages or phased construction price proposals. 2. Submit updated CPM schedule at the following design milestones for formal evaluation and review by Owner: • Preliminary • 60% • Phase 2 Contract Price Amendment(s) 2. Design Builder must review and comply with the Schedule Management section of the PMEP. BAWA East Surface WTP PH 11 Expansion 9 6. Owner shall provide input and feedback on each iteration of Draft Procurement and Buyout Plans. Task 6 Deliverables: • Baseline Project Cost Model Package • Design and Cost Trend Logs • Draft Procurement and Buyout Plans Task 7 - Phase 2 Price Proposal Development 1. Prepare a detailed Phase 2 Price Proposal, meeting the requirements described in the PDB Contract, with an open-book line-item cost breakdown on subcontracted and self-performed work, contingency (with its basis), and any clarifications, assumptions, or qualifiers based on the 60% design milestone(s). 2. Lead collaborative review of Phase 2 Price Proposal. Assume three 4-hour workshops with the Owner to review details of Proposal, including, but not limited to, results of procurement activities, differences from previous Cost Models, work approaches that serve as the basis for production rates and activity durations, basis for proposed contingency, etc. Assume participation by the Design Builder's major subcontractors (if part of the Project Team), as appropriate. Task 7 Deliverables: • Phase 2 Price Proposal(s) Task 7 Assumptions: • Three 4-hour workshops to discuss price proposals. PHASE 2 SERVICES Phase 2 services are anticipated to include the following: Task 1—Project Management 1. Provide all Key Personnel identified in the RFP and other personnel necessary to fully meet the Design Builder's obligations for construction services. 2. In conformance with the PDB Contract, obtain the necessary bonds and insurance. 3. Within 30 days after the Phase 2 NTP, update and implement required plans. 4. Convene and facilitate a Phase 2 kickoff meeting. BAWA East Surface WTP PH 11 Expansion 11 4. Maintain the Project site including stormwater runoff, dust control, removal of refuse, temporary utilities, etc. 5. Establish and implement procedures to track, expedite, and process all submittals, change orders, and requests for information. 6. Develop, review, and process shop drawings and other documents. 7. Procure material and equipment to support construction activities of the Design Builder and its trade subcontractors. 8. Coordinate and manage all construction for all required facilities, appurtenances, site improvements, and other associated work in accordance with the contract documents within the GMP and the specified contract time. 9. Coordinate regular inspections of all construction work performed by the Design Builder and its subcontractors to ensure conformance with the contract documents and Quality Management Plan. 10.Maintain current copies of Project record drawings at the Project site, including all subcontracted work. 11.Prepare and coordinate maintenance of plant operations plans with the Owner during construction. Task 4—Testing, Commissioning, and Startup The Design Builder will: 1. Expedite and coordinate delivery, storage, security, and installation of Owner- procured material and equipment, as applicable. 2. Develop, coordinate, and manage a commissioning, startup, and testing plan, as necessary, for the Owner to accept the Project as completed and ready to use. 3. Lead commissioning and process startup. 4. Gain Regulatory approval needed to operate and provide TCEQ approved drinking water. 5. Develop operation and maintenance manuals for improvements. 6. Train Owner staff and develop SOPs/maintenance requirements. 7. In collaboration with the Owner, provide the appropriate information to update and maintain the Owner's asset management system, if required. 8. Complete all Phase 2 work, including testing, commissioning, and acceptance testing as defined by the PDB Contract. BAWA East Surface WTP PH 11 Expansion 13 Exhibit C General Conditions of Contract DBIA Document No.545 Modified Page 20 Progressive Design-Build Agreement for Water and Wastewater Projects a 2022 Design-Build Institute of America Design-Build Institute of America -Contract Documents LICENSE AGREEMENT By using the DBIA Contract Documents,you agree to and are bound by the terms of this License Agreement. 1. License.The Design-Build Institute of America("DBIA")provides DBIA Contract Documents and licenses their use worldwide. 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Specific Instructions Section Title Instruction The General Conditions of Contract provide the terms and conditions under which the Work of the Project will be performed. General Purpose of This This document accompanies DBIA Document No.525 and DBIA Document No.530(each Document referred to herein generally as"Agreement"). It may also be incorporated by reference into other related agreements,as between Design-Builder and Design Consultant,and Design- Builder and Subcontractor. The following Sections reference documents that are to be attached to the Agreement: General Checklist Section 3.5.1 Owner's Permit List Article 5 Insurance and Bonds Section 9.4.2 Unit Prices 2.1.3 Schedule The parties are encouraged, if possible, to agree to a schedule for the execution of the Work upon execution of the Agreement or upon establishing the GMP. Design The parties should be aware that in addition to requiring compliance with state licensing 2.2.1 Professional laws for design professionals, some states also require that the design professional have Services a corporate professional license. Design-Builder's obligation is to deliver a design that meets prevailing industry standards. However, DBIA has provided the parties at Article 11 of the Agreement an optional Standard of Care Provision whereby if Owner can identify specific performance standards that can be for Design objectively measured, Design-Builder is obligated to design the Project to satisfy these 2.3.1 Professional's standards if this optional provision is selected.To avoid any confusion and to ensure that Services the parties fully understand what their obligations are,the specific performance standards should be clearly identified and should be able to be objectively measured.Design-Builder should recognize that this is a heightened standard of care that has insurance ramifications that should be discussed with Design-Builder's insurance advisor. Design-Builder is responsible for obtaining all necessary permits,approvals,and licenses, Government except to the extent specific permits, approvals, and licenses are set forth in an Owner's 3.5.1 Approvals and Permit List, which must be attached as an exhibit to the Agreement. The parties, prior to Permits execution of the Agreement, should discuss which permits, approvals and licenses need to be obtained for the Project and which party is in the best position to do so. Design-Builder's Design-Builder is obligated to provide insurance coverage from insurance carriers that 5.1.1 Insurance meet the criteria set forth in the Insurance Exhibit attached to Section 10.1 of the Requirements Agreement. Exclusions to Parties are advised that their standard insurance policies may contain exclusions for the 5.1.2 Design-Build design-build delivery method. This Section 5.1.2 requires that any such exclusions be deleted from the policy. Owner's Owner, in addition to providing the insurance set forth in this Section and Section 5.3, is 5.2 Insurance also obligated to procure the insurance coverages for the amounts and consistent with the Requirements terms set forth in the Insurance Exhibit made part of the Agreement. Bonds and Other Design-Builder is only obligated to provide bonds or other forms of performance security 5.4 Performance to the extent called for in Section 10.2 of the Agreement. Security Instruction Sheet for DBIA Document No.535 Page 2 0 2022 Design-Build Institute of America TABLE OF CONTENTS Article Name Page Article1 General ............................................................................................................ 1 Article 2 Design-Builder's Services and Responsibilities................................................2 Article 3 Owner's Services and Responsibilities.............................................................7 Article 4 Hazardous Conditions and Differing Site Conditions........................................9 Article 5 Insurance and Bonds ..................................................................................... 10 Article6 Payment......................................................................................................... 11 Article 7 Indemnification ............................................................................................... 14 Article8 Time............................................................................................................... 16 Article 9 Changes to the Contract Price and Time ....................................................... 16 Article 10 Contract Adjustments and Disputes............................................................. 18 Article 11 Stop Work and Termination.......................................................................... 19 Article 12 Electronic Data.............................................................................................22 Article 13 Miscellaneous...............................................................................................23 the execution of the Agreement. 1.2.12 GMP Proposal or Proposal means that proposal developed by Design-Builder in accordance DBIA Document No. 545, Progressive Design-Build Agreement for Water and Wastewater Projects as amended. 1.2.13 Hazardous Conditions are any materials, wastes, substances and chemicals deemed to be hazardous under applicable Legal Requirements, or the handling, storage, remediation, or disposal of which are regulated by applicable Legal Requirements. 1.2.14 Legal Requirements are all applicable federal, state and local laws, codes, ordinances, rules, regulations, orders and decrees of any government or quasi-government entity having jurisdiction over the Project or Site,the practices involved in the Project or Site,or any Work. 1.2.15 Owner's Project Criteria are developed by or for Owner to describe Owner's program requirements and objectives for the Project,including use,space,price,time,site and expandability requirements, as well as submittal requirements and other requirements governing Design- Builder's performance of the Work. Owner's Project Criteria may include conceptual documents, design criteria, design performance specifications, design specifications, and LEEDx or other sustainable design criteria and other Project-specific technical materials and requirements. 1.2.16 Site is the land or premises on which the Project is located. 1.2.17 Subcontractor is any person or entity retained by Design-Builder as an independent contractor to perform a portion of the Work and shall include materialmen and suppliers. 1.2.18 Sub-Subcontractor is any person or entity retained by a Subcontractor as an independent contractor to perform any portion of a Subcontractor's Work and shall include materialmen and suppliers. 1.2.19 Substantial Completion or Substantially Complete means the date on which the Work, or an agreed upon portion of the Work, is sufficiently complete in accordance with the Contract Documents so that Owner can occupy and use the Project or a portion thereof for its intended purposes. 1.2.20 Work is comprised of all Design-Builder's design, construction and other services required by the Contract Documents, including procuring and furnishing all materials, equipment, services and labor reasonably inferable from the Contract Documents. Article 2 Design-Builder's Services and Responsibilities 2.1 General Services. 2.1.1 Design-Builder's Representative shall be reasonably available to Owner and shall have the necessary expertise and experience required to supervise the Work. Design-Builder's Representative shall communicate regularly with Owner and shall be vested with the authority to act on behalf of Design-Builder. Design-Builder's Representative may be replaced only with the mutual agreement of Owner and Design-Builder. 2.1.2 Unless the parties agree on a different time period for submission of a status report, Design-Builder shall provide Owner with a monthly status report detailing the progress of the Work, including (i) whether the Work is proceeding according to schedule; (ii) whether discrepancies, DBIA Document No.535 Modified Page 2 Standard Form of General Conditions of Contract Between Owner and Design-Builder 0 2022 Design-Build Institute of America 2.4 Design Development Services. 2.4.1 Design-Builder and Owner shall, consistent with any applicable provision of the Contract Documents, agree upon any interim Design Submissions that Owner may wish to review, which interim Design Submissions may include design criteria, drawings, diagrams and specifications setting forth the Project requirements. 2.4.1.1 Design Submissions shall be consistent with the Owner's Project Criteria as well as the Basis of Design Documents, as the Basis of Design Documents may have been changed or supplemented through the design process set forth in this Section 2.4.1. By submitting Design Submissions, Design-Builder represents to the Owner that the Work depicted and otherwise shown, contained, or reflected in Design Submissions may be constructed in compliance with the then current Contract Price and Contract Time. Notwithstanding the above, Design-Builder may propose Design Submissions that may alter the Basis of Design Documents, the Contract Price and/or Contract Time; however, Design-Builder must provide notice thereof in accordance with Article 10 of the General Conditions and obtain a Change Order before such proposed Design Submissions are incorporated into the Construction Documents. 2.4.1.2 On or about the time of the Design Submissions, Design-Builder and Owner shall meet and confer about the Design Submissions, with Design-Builder identifying during such meetings, among other things, the evolution of the design and any changes to the Basis of Design Documents, or, if applicable, previously submitted Design Submissions. Changes to the Basis of Design Documents, including those that are deemed minor changes under Section 9.3.1, shall be processed in accordance with Article 9. Minutes of the meetings, including a full listing of all changes, will be maintained by Design-Builder and provided to all attendees for review. Following the design review meeting,Owner shall review and approve the interim Design Submissions and meeting minutes in a time that is consistent with the turnaround times set forth in Design-Builder's schedule. 2.4.1.3 Owner shall review and respond to Design Submissions, providing any comments and/or concerns about the Design Submissions. Owner shall provide all comments on the Design Submissions within the time provided by the Contract Documents. Design-Builder shall revise the Design Submissions (and any other deliverables) in response to Owner's comments and incorporate said responses into the next submission of Design Submissions. 2.4.1.4 If incorporation of Owner's comments results in a design that is inconsistent with or otherwise gives rise to a change in Owner's Project Criteria, the Basis of Design Documents, the Contract Price and/or the Contract Time, Design-Builder shall provide notice thereof in accordance with Articles 9 and 10 of the General Conditions. Changes to the Basis of Design Documents, the Contract Price and/or the Contract Time, including those that are deemed minor changes, shall be processed in accordance with Article 9 of the General Conditions. 2.4.2 Design-Builder shall submit to Owner Construction Documents setting forth in detail drawings and specifications describing the requirements for construction of the Work. The Construction Documents shall be consistent with the latest set of interim Design Submissions, as such submissions may have been modified in a design review meeting and recorded in the meeting minutes. The parties shall have a design review meeting to discuss, and Owner shall review and approve,the Construction Documents in accordance with the procedures set forth in Section 2.4.1 above. Design-Builder shall proceed with construction in accordance with the approved Construction Documents and shall submit one set of approved Construction Documents to Owner prior to commencement of construction. 2.4.3 Owner's review and approval of interim Design Submissions, meeting minutes, and the Construction Documents is for the purpose of mutually establishing a conformed set of Contract DBIA Document No.535 Modified Page 4 Standard Form of General Conditions of Contract Between Owner and Design-Builder 0 2022 Design-Build Institute of America Subcontractors and any acts and omissions in connection with such performance. Nothing in the Contract Documents is intended or deemed to create any legal or contractual relationship between Owner and any Subcontractor or Sub-Subcontractor, including but not limited to any third-party beneficiary rights. 2.7.5 Design-Builder shall coordinate the activities of all Subcontractors. If Owner performs other work on the Project or at the Site with separate contractors under Owner's control, Design-Builder agrees to reasonably cooperate and coordinate its activities with those of such separate contractors so that the Project can be completed in an orderly and coordinated manner without unreasonable disruption. 2.7.6 Design-Builder shall keep the Site reasonably free from debris, trash and construction wastes to permit Design-Builder to perform its construction services efficiently, safely and without interfering with the use of adjacent land areas. Upon Substantial Completion of the Work, or a portion of the Work, Design-Builder shall remove all debris, trash, construction wastes, materials, equipment, machinery and tools arising from the Work or applicable portions thereof to permit Owner to occupy the Project or a portion of the Project for its intended use. 2.8 Design-Builder's Responsibility for Project Safety. 2.8.1 Design-Builder recognizes the importance of performing the Work in a safe manner so as to prevent damage, injury or loss to(i)all individuals at the Site,whether working or visiting; (ii)the Work, including materials and equipment incorporated into the Work or stored on-Site or off-Site; and(iii)all other property at the Site or adjacent thereto. Design-Builder assumes responsibility for implementing and monitoring all safety precautions and programs related to the performance of the Work. Design-Builder shall, prior to commencing construction, designate a Safety Representative with the necessary qualifications and experience to supervise the implementation and monitoring of all safety precautions and programs related to the Work. Unless otherwise required by the Contract Documents,Design-Builder's Safety Representative shall be an individual stationed at the Site who may have responsibilities on the Project in addition to safety.The Safety Representative shall make routine daily inspections of the Site and shall hold weekly safety meetings with Design- Builder's personnel, Subcontractors and others as applicable. 2.8.2 Design-Builder and Subcontractors shall comply with all Legal Requirements relating to safety, as well as any Owner-specific safety requirements set forth in the Contract Documents, provided that such Owner-speck requirements do not violate any applicable Legal Requirement. Design-Builder will immediately report in writing any safety-related injury, loss,damage or accident arising from the Work to Owner's Representative and, to the extent mandated by Legal Requirements, to all government or quasi-government authorities having jurisdiction over safety- related matters involving the Project or the Work. 2.8.3 Design-Builder's responsibility for safety under this Section 2.8 is not intended in any way to relieve Subcontractors and Sub-Subcontractors of their own contractual and legal obligations and responsibility for (i)complying with all Legal Requirements, including those related to health and safety matters; and (ii) taking all necessary measures to implement and monitor all safety precautions and programs to guard against injuries, losses, damages or accidents resulting from their performance of the Work. 2.8.4. MATERIAL SAFETY DATA SHEETS Under the "Hazardous Communication Act", commonly known as the "Texas Right To Know Act", Design Builder must provide to the Subrecipient with each delivery, material safety data sheets which are applicable to hazardous substances defined in the Act. Design Builder shall furnish this documentation for any material proposed within Design Builders' response subject to the Act. Texas Health and Safety Code Chapter 502. DBIA Document No.535 Modified Page 6 Standard Forth of General Conditions of Contract Between Owner and Design-Builder ©2022 Design-Build Institute of America 3.2 Furnishing of Services and Information. 3.2.1 Unless expressly stated to the contrary in the Contract Documents, Owner shall provide, at its own cost and expense, for Design-Builder's information and use the following, all of which Design-Builder is entitled to rely upon in performing the Work: 3.2.1.1 Surveys describing the property, boundaries,topography and reference points for use during construction, including existing service and utility lines; 3.2.1.2 Geotechnical studies describing subsurface conditions, and other surveys describing other latent or concealed physical conditions at the Site; 3.2.1.3 Temporary and permanent easements, zoning and other requirements and encumbrances affecting land use, or necessary to permit the proper design and construction of the Project and enable Design-Builder to perform the Work; 3.2.1.4 A legal description of the Site; 3.2.1.5 To the extent available, record drawings of any existing structures at the Site; and 3.2.1.6 To the extent available, environmental studies, reports and impact statements describing the environmental conditions, including Hazardous Conditions, in existence at the Site. 3.2.2 Owner is responsible for securing and executing all necessary agreements with adjacent land or property owners that are necessary to enable Design-Builder to perform the Work. Owner is further responsible for all costs, including attorneys' fees, incurred in securing these necessary agreements. 3.3 Section Deleted. 3.4 Owner's Representative. 3.4.1 Owner's Representative shall be responsible for providing Owner-supplied information and approvals in a timely manner to permit Design-Builder to fulfill its obligations under the Contract Documents. Owner's Representative shall also provide Design-Builder with prompt notice if it observes any failure on the part of Design-Builder to fulfill its contractual obligations, including any errors, omissions or defects in the performance of the Work. Owner's Representative shall communicate regularly with Design-Builder and shall be vested with the authority to act on behalf of Owner. 3.5 Government Approvals and Permits. 3.5.1 Owner shall obtain and pay for all necessary permits, approvals, licenses, government charges and inspection fees set forth in Owner's Permit List attached as an exhibit to the Agreement. 3.5.2 Owner shall provide reasonable assistance to Design-Builder in obtaining those permits, approvals and licenses that are Design-Builder's responsibility. 3.6 Owner's Separate Contractors. 3.6.1 Owner is responsible for all work performed on the Project or at the Site by separate contractors under Owner's control. Owner shall contractually require its separate contractors to cooperate with and coordinate their activities so as not to interfere with Design-Builder in order to enable Design-Builder to timely complete the Work consistent with the Contract Documents. DBIA Document No.535 Modified Page B Standard Form of General Conditions of Contract Between Owner and Design-Builder ©2022 Design-Build Institute of America notice to Owner of such condition,which notice shall not be later than fourteen(14)days after such condition has been encountered. Design-Builder shall, to the extent reasonably possible, provide such notice before the Differing Site Condition has been substantially disturbed or altered. 4.3 Trenching. 4.3.1 The Design Builder shall not excavate, or permit a Subcontractor to excavate, a trench over five(five)feet in depth unless the bid or Contract Documents include a separate pay time for trench excavation safety in accordance with Texas Health and Safety Code Chapter 756. Article 5 Insurance and Bonds 5.1 Design-Builder's Insurance Requirements. 5.1.1 Design-Builder is responsible for procuring and maintaining the insurance for the coverage amounts all as set forth in the Insurance Exhibit to the Agreement.Coverage shall be secured from insurance companies authorized to do business in the state in which the Project is located, and with a minimum rating set forth in the Agreement. 5.1.2 Design-Builder's insurance shall specifically delete any design-build or similar exclusions that could compromise coverages because of the design-build delivery of the Project. 5.1.3 Prior to commencing any services hereunder, Design-Builder shall provide Owner with certificates evidencing that(i)all insurance obligations required by the Contract Documents are in full force and in effect and will remain in effect for the duration required by the Contract Documents; and (ii) no insurance coverage will be canceled, renewal refused, or materially changed unless at least thirty (30) days' prior written notice is given to Owner. If any of the foregoing insurance coverages are required to remain in force after final payment is reasonably available,an additional certificate evidencing continuation of such coverage shall be submitted with the Final Application for Payment. If any information concerning reduction of coverage is not furnished by the insurer, it shall be furnished by Design-Builder with reasonable promptness according to Design-Builder's information and belief. 5.2 Owner's Liability Insurance. 5.2.1 Owner shall procure and maintain from insurance companies authorized to do business in the state in which the Project is located such liability insurance as set forth in the Insurance Exhibit to the Agreement to protect Owner from claims which may arise from the performance of Owner's obligations under the Contract Documents or Owner's conduct during the course of the Project. 5.3 Bonds and Other Performance Security. 5.3.1 Prior to commencement of any construction activities. the Design Builder shall execute to the Owner(1)a Performance Bond as security for their faithful performance of the of the Work in accordance with the plans, specifications, and contract documents: and (2) a Labor and Material Payment Bond as security for payment solely for the protection and use of payment bond beneficiaries who have a direct contractual relationship with the prime contractor or a subcontractor to supply public work labor or material under the Contract Documents. The amounts of the Performance Bond and the Payment Bond required hereunder shall be one hundred percent (100%)of the Contract Price. The Performance Bond and the Labor and Material Payment Bond shall be in the form and content set forth in the Contract Documents. The failure or refusal of the Design Builder to furnish either the Performance Bond or the Labor and Material Payment Bond in strict conformity with Texas Government Code & 2253.021 may be deemed by the Owner as a default by the Design Builder of a material obligation hereunder. The Surety on any bond required DBIA Document No.535 Modified Page 10 Standard Form of General Conditions of Contract Between Owner and Design-Builder 0 2022 Design-Build Institute of America described therein has been performed consistent with the Contract Documents, has progressed to the point indicated in the Application for Payment, and that title to all Work will pass to Owner free and clear of all claims, liens, encumbrances, and security interests upon the incorporation of the Work into the Project, or upon Design-Builder's receipt of payment,whichever occurs earlier. 6.3 Withholding of Payments. 6.3.1 On or before the date established in the Agreement, Owner shall pay Design-Builder all amounts properly due. If Owner determines that Design-Builder is not entitled to all or part of an Application for Payment as a result of Design-Builder's failure to meet its obligations hereunder, it will notify Design-Builder in writing not later than the 21 sc day after the date the Owner receives the invoice/pay application.The notice shall indicate the specific amounts Owner intends to withhold, the reasons and contractual basis for the withholding, and the specific measures Design-Builder must take to rectify Owner's concerns. Design-Builder and Owner will attempt to resolve Owner's concerns prior to the date payment is due. If the parties cannot resolve such concerns, Design- Builder may pursue its rights under the Contract Documents, including those under Article 10 hereof. 6.3.2 Notwithstanding anything to the contrary in the Contract Documents, Owner shall pay Design-Builder all undisputed amounts in an Application for Payment within the times required by the Agreement. This Agreement is subject to the provisions of the Texas Government Code Chapter 2251, the Texas Prompt Payment Act. 6.4 Right to Stop Work and Interest. 6.4.1 If Owner fails to pay timely Design-Builder any undisputed amount that becomes due, Design-Builder, in addition to all other remedies provided in the Contract Documents, may stop Work pursuant to Section 11.3 hereof. 6.5 Design-Builder's Payment Obligations. 6.5.1 Design-Builder will pay Design Consultants and Subcontractors, in accordance with its contractual obligations to such parties, all the amounts Design-Builder has received from Owner on account of their work. Design-Builder will impose similar requirements on Design Consultants and Subcontractors to pay those parties with whom they have contracted. Design-Builder will indemnify and defend Owner against any claims for payment and mechanic's liens as set forth in Section 7.3 hereof. Texas Government Code Ch. 2251. 6.6 Substantial Completion. 6.6.1 Design-Builder shall notify Owner when it believes the Work, or to the extent permitted in the Contract Documents, a portion of the Work, is Substantially Complete. Within thirty (30)days of Owner's receipt of Design-Builder's notice, Owner and Design-Builder will jointly inspect such Work to verify that it is Substantially Complete in accordance with the requirements of the Contract Documents. If such Work is Substantially Complete,Owner shall prepare and issue a Certificate of Substantial Completion that will set forth (i) the date of Substantial Completion of the Work or portion thereof; (ii)the remaining items of Work that have to be completed before final payment; (iii)provisions(to the extent not already provided in the Contract Documents)establishing Owner's and Design-Builder's responsibility for the Project's security, maintenance, utilities and insurance pending final payment; and (iv)an acknowledgment that warranties commence to run on the date of Substantial Completion, except as may otherwise be noted in the Certificate of Substantial Completion. 6.6.2 Upon Substantial Completion of the entire Work or, if applicable, any portion of the Work, Owner shall release to Design-Builder all retained amounts relating, as applicable, to the entire Work or completed portion of the Work, less an amount equal to the reasonable value of all remaining or incomplete items of Work as noted in the Certificate of Substantial Completion. DBIA Document No.535 Modified Page 12 Standard Form of General Conditions of Contract Between Owner and Design-Builder ©2022 Design-Build Institute of America constitutes infringement of any United States patent or copyright, now or hereafter issued. Owner shall give prompt written notice to Design-Builder of any such action or proceeding and will reasonably provide authority, information and assistance in the defense of same. Design-Builder shall indemnify and hold harmless Owner from and against all damages and costs, including but not limited to attorneys'fees and expenses awarded against Owner or Design-Builder in any such action or proceeding. Design-Builder agrees to keep Owner informed of all developments in the defense of such actions. 7.1.2 If Owner is enjoined from the operation or use of the Work,or any part thereof,as the result of any patent or copyright suit, claim, or proceeding, Design-Builder shall at its sole expense take reasonable steps to procure the right to operate or use the Work. If Design-Builder cannot so procure such right within a reasonable time, Design-Builder shall promptly, at Design-Builder's option and at Design-Builder's expense,(i)modify the Work so as to avoid infringement of any such patent or copyright; or (ii) replace said Work with Work that does not infringe or violate any such patent or copyright. 7.1.3 Sections 7.1.1 and 7.1.2 above shall not be applicable to any suit, claim or proceeding based on infringement or violation of a patent or copyright(i)relating solely to a particular process or product of a particular manufacturer specified by Owner and not offered or recommended by Design-Builder to Owner; or(ii)arising from modifications to the Work by Owner or its agents after acceptance of the Work. If the suit, claim or proceeding is based upon events set forth in the preceding sentence,Owner shall defend,indemnify and hold harmless Design-Builder to the fullest extent of the law. 7.1.4 The obligations set forth in this Section 7.1 shall constitute the sole agreement between the parties relating to liability for infringement of violation of any patent or copyright. 7.2 Tax Claim Indemnification. 7.2.1 The Owner is a tax exempt local government. Owner shall furnish Design-Builder with any applicable tax exemption certificates necessary to obtain such exemption, upon which Design- Builder may rely. 7.3 Payment Claim Indemnification. 7.3.1 Provided that Owner is not in breach of its contractual obligation to make payments to Design-Builder for the Work,Design-Builder shall indemnify,defend and hold harmless Owner from any claims or mechanic's liens brought against Owner or against the Project as a result of the failure of Design-Builder,or those for whose acts it is responsible,to pay for any services,materials, labor, equipment,taxes or other items or obligations furnished or incurred for or in connection with the Work. Within three (3) days of receiving written notice from Owner that such a claim or mechanic's lien has been filed, Design-Builder shall commence to take the steps necessary to discharge said claim or lien, including, if necessary, the furnishing of a mechanic's lien bond. If Design-Builder fails to do so, Owner will have the right to discharge the claim or lien and hold Design-Builder liable for costs and expenses incurred, including attorneys'fees. 7.4 Design-Builder's General Indemnification. 7.4.1 EXCEPT AS SET FORTH IN SECTION 7.4.2 BELOW, DESIGN-BUILDER, TO THE FULLEST EXTENT PERMITTED BY LAW, SHALL INDEMNIFY, HOLD HARMLESS AND DEFEND OWNER, ITS OFFICERS, DIRECTORS, AND EMPLOYEES FROM AND AGAINST CLAIMS, LOSSES, DAMAGES, LIABILITIES, INCLUDING ATTORNEYS' FEES AND EXPENSES. FOR NON-PARTY BODILY INJURY, SICKNESS OR DEATH AND NON-PARTY PROPERTY DAMAGE OR DESTRUCTION (OTHER THAN TO THE WORK ITSELF) BUT ONLY TO THE EXTENT RESULTING FROM THE NEGLIGENT ACTS OR OMISSIONS OF DESIGN- BUILDER, DESIGN CONSULTANTS, SUBCONTRACTORS, ANYONE EMPLOYED DIRECTLY OR INDIRECTLY BY ANY OF THEM OR ANYONE FOR WHOSE ACTS ANY OF THEM MAY BE DBIA Document No.535 Modified Page 14 Standard Form of General Conditions of Contract Between Owner and Design-Builder ©2022 Design-Build Institute of America provided, however,that the Contract Price shall not be adjusted for Force Majeure Events or to the extent a delay is due to the fault of Design-Builder or those for whom Design-Builder is responsible unless otherwise provided in the Agreement. Article 9 Changes to the Contract Price and Time 9.1 Change Orders. 9.1.1 A Change Order is a written instrument issued after execution of the Agreement signed by Owner and Design-Builder, stating their agreement upon all of the following: 9.1.1.1 The scope of the change in the Work; 9.1.1.2 The amount of the adjustment to the Contract Price; and 9.1.1.3 The extent of the adjustment to the Contract Time(s). 9.1.2 All changes in the Work authorized by applicable Change Order shall be performed under the applicable conditions of the Contract Documents. Owner and Design-Builder shall negotiate in good faith and as expeditiously as possible the appropriate adjustments for such changes. 9.1.3 If Owner requests a proposal for a change in the Work from Design-Builder and subsequently elects not to proceed with the change, a Change Order shall be issued to reimburse Design-Builder for reasonable costs incurred for estimating services, design services and services involved in the preparation of proposed revisions to the Contract Documents. 9.2 Work Change Directives. 9.2.1 A Work Change Directive is a written order prepared and signed by Owner directing a change in the Work prior to agreement on an adjustment in the Contract Price and/or the Contract Time(s). 9.2.2 Owner and Design-Builder shall negotiate in good faith and as expeditiously as possible the appropriate adjustments for the Work Change Directive. Upon reaching an agreement, the parties shall prepare and execute an appropriate Change Order reflecting the terms of the agreement. 9.3 Minor Changes in the Work. 9.3.1 Minor changes in the Work do not involve an adjustment in the Contract Price and/or Contract Time(s)and do not materially and adversely affect the Work, including the design,quality, performance and workmanship required by the Contract Documents. Design-Builder may make minor changes in the Work consistent with the intent of the Contract Documents, provided, however, that Design-Builder shall promptly inform Owner, in writing, of any such changes and record such changes on the documents maintained by Design-Builder. 9.4 Contract Price Adjustments. 9.4.1 The increase or decrease in Contract Price resulting from a change in the Work shall be determined by one or more of the following methods: 9.4.1.1 Unit prices set forth in the Agreement or as subsequently agreed to between the DBIA Document No.535 Modified Page 16 Standard Form of General Conditions of Contract Between Owner and Design-Builder ©2022 Design-Build Institute of America claimant shall provide more complete information with respect to the claim within fourteen(14)days of the initial notice.The more complete information shall include sufficient information to advise the other party of the circumstances giving rise to the claim for relief,the specific contractual adjustment or relief requested and the basis of such request. 10.2 Dispute Avoidance and Resolution. 10.2.1 The parties are fully committed to working with each other throughout the Project and agree to communicate regularly with each other at all times so as to avoid or minimize disputes or disagreements. If disputes or disagreements do arise, Design-Builder and Owner each commit to resolving such disputes or disagreements in an amicable, professional and expeditious manner so as to avoid unnecessary losses,delays and disruptions to the Work. 10.2.2 Design-Builder and Owner will first attempt to resolve disputes or disagreements at the field level through discussions between Design-Builder's Representative and Owner's Representative which shall conclude within fourteen (14)days of the written notice provided for in Section 10.1.1 unless Owner and Design-Builder mutually agree otherwise. 10.2.3 If a dispute or disagreement cannot be resolved through Design-Builder's Representative and Owner's Representative, Design-Builder's Senior Representative and Owner's Senior Representative, upon the request of either party, shall meet as soon as conveniently possible, but in no case later than thirty(30)days after such a request is made,to attempt to resolve such dispute or disagreement. Five (5) days prior to any meetings between the Senior Representatives, the parties will exchange relevant information that will assist the parties in resolving their dispute or disagreement. 10.2.4 If after meeting the Senior Representatives determine that the dispute or disagreement cannot be resolved on terms satisfactory to both parties, the parties shall submit within thirty (30) days of the conclusion of the meeting of Senior Representatives the dispute or disagreement to non-binding mediation. The mediation shall be conducted by a mutually agreeable impartial mediator, or if the parties cannot so agree, a mediator designated by the American Arbitration Association ("AAA") pursuant to its Construction Industry Mediation Rules. The mediation will be governed by and conducted pursuant to a mediation agreement negotiated by the parties or, if the parties cannot so agree, by procedures established by the mediator. Unless otherwise mutually agreed by Owner and Design-Builder and consistent with the mediator's schedule, the mediation shall commence within ninety (90) days of the submission of the dispute to mediation. Representatives of the parties with authority to resolve the dispute shall be present at any mediation. 10.2.5 For any Claim subject to, but not resolved by, mediation, the method of binding resolution shall be litigation in a court of competent jurisdiction.Venue for any dispute arising from this Agreement or the construction of the Project shall lie exclusively in the state or federal courts in Chambers County,Texas, 10.3 Section Deleted. 10.4 Duty to Continue Performance. 10.4.1 Unless provided to the contrary in the Contract Documents, Design-Builder shall continue to perform the Work and Owner shall continue to satisfy its payment obligations for undisputed amounts to Design-Builder as well as any further amounts pursuant to Section 9.4.3, pending the final resolution of any dispute or disagreement between Design-Builder and Owner. 10.5 CONSEQUENTIAL DAMAGES. 10.5.1 NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY (EXCEPT AS SET FORTH IN SECTION 10.5.2 BELOW), NEITHER DESIGN-BUILDER NOR OWNER SHALL BE DBIA Document No.535 Modified Page 18 Standard Form of General Conditions of Contract Between Owner and Design-Builder ©2022 Design-Build Institute of America Guaranteed Maximum Price, Design-Builder will only be entitled to be paid for Work performed prior to its default. If Owner's cost and expense of completing the Work exceeds the unpaid balance of the Contract Price,then Design-Builder shall be obligated to pay the difference to Owner. Such costs and expense shall include not only the cost of completing the Work,but also losses,damages, costs and expense, including attorneys'fees and expenses, incurred by Owner in connection with the reprocurement and defense of claims arising from Design-Builder's default, subject to the waiver of consequential damages set forth in Section 10.5 hereof. 11.2.4 If Owner improperly terminates the Agreement for cause, the termination for cause will be converted to a termination for convenience in accordance with the provisions of Section 11.6 hereof. 11.3 Design-Builder's Right to Stop Work. 11.3.1 Design-Builder may, in addition to any other rights afforded under the Contract Documents or at law, stop the Work for the following reasons: 11.3.1.1 Owner's failure to provide financial assurances as required under Section 3.3 hereof;or 11.3.1.2 Owner's failure to pay amounts properly due under Design-Builder's Application for Payment. 11.3.2 Should any of the events set forth in Section 11.3.1 above occur, Design-Builder has the right to provide Owner with written notice that Design-Builder will stop the Work unless said event is cured within seven(7)days from Owner's receipt of Design-Builder's notice.Design-Builder shall not stop work unless it provides such written notice and Owner has failed to cure the reason for default within the seven (7)day cure period. If Owner does not cure the problem within such seven (7)day period,Design-Builder may stop the Work. In such case, Design-Builder shall be entitled to make a claim for adjustment to the Contract Price and Contract Time(s)to the extent it has been adversely impacted by such stoppage. 11.4 Design-Builder's Right to Terminate for Cause. 11.4.1 Design-Builder, in addition to any other rights and remedies provided in the Contract Documents or by law, may terminate the Agreement for cause for the following reasons: 11.4.1.1 The Work has been stopped for sixty (60) consecutive days, or more than ninety(90)days during the duration of the Project,because of court order,any government authority having jurisdiction over the Work, or orders by Owner under Section 11.1.1 hereof,provided that such stoppages are not due to the acts or omissions of Design-Builder or anyone for whose acts Design-Builder may be responsible. 11.4.1.2 Owner's failure to provide Design-Builder with any information, permits or approvals that are Owner's responsibility under the Contract Documents which result in the Work being stopped for sixty(60)consecutive days, or more than ninety(90)days during the duration of the Project, even though Owner has not ordered Design-Builder in writing to stop and suspend the Work pursuant to Section 11.1.1 hereof. 11.4.1.3 Owner's failure to cure the problems set forth in Section 11.3.1 above after Design-Builder has stopped the Work. 11.4.2 Upon the occurrence of an event set forth in Section 11.4.1 above, Design-Builder may provide written notice to Owner that it intends to terminate the Agreement unless the problem cited is cured, or commenced to be cured, within seven (7) days of Owner's receipt of such notice. If Owner fails to cure,or reasonably commence to cure,such problem,then Design-Builder may give a second written notice to Owner of its intent to terminate within an additional seven(7)day period. DBIA Document No.535 Modified Page 20 Standard Form of General Conditions of Contract Between Owner and Design-Builder ©2022 Design-Build Institute of America Article 12 Electronic Data 12.1 Electronic Data. 12.1.1 The parties recognize that Contract Documents, including drawings, specifications and three-dimensional modeling (such as Building Information Models)and other Work Product may be transmitted among Owner, Design-Builder and others in electronic media as an alternative to paper hard copies(collectively"Electronic Data"). 12.2 Transmission of Electronic Data. 12.2.1 Owner and Design-Builder shall agree upon the software and the format for the transmission of Electronic Data. Each party shall be responsible for securing the legal rights to access the agreed-upon format, including, if necessary,obtaining appropriately licensed copies of the applicable software or electronic program to display, interpret and/or generate the Electronic Data. 12.2.2 Neither party makes any representations or warranties to the other with respect to the functionality of the software or computer program associated with the electronic transmission of Work Product. Unless specifically set forth in the Agreement,ownership of the Electronic Data does not include ownership of the software or computer program with which it is associated,transmitted, generated or interpreted. 12.2.3 By transmitting Work Product in electronic form,the transmitting party does not transfer or assign its rights in the Work Product.The rights in the Electronic Data shall be as set forth in Article 4 of the Agreement. Under no circumstances shall the transfer of ownership of Electronic Data be deemed to be a sale by the transmitting party of tangible goods. 12.3 Electronic Data Protocol. 12.3.1 The parties acknowledge that Electronic Data may be altered or corrupted, intentionally or otherwise, due to occurrences beyond their reasonable control or knowledge, including but not limited to compatibility issues with user software, manipulation by the recipient, errors in transcription or transmission, machine error, environmental factors, and operator error. Consequently, the parties understand that there is some level of increased risk in the use of Electronic Data for the communication of design and construction information and, in consideration of this, agree, and shall require their independent contractors, Subcontractors and Design Consultants to agree,to the following protocols,terms and conditions set forth in this Section 12.3. 12.3.2 Electronic Data will be transmitted in the format agreed upon in Section 12.2.1 above, including file conventions and document properties, unless prior arrangements are made in advance in writing. 12.3.3 The Electronic Data represents the information at a particular point in time and is subject to change. Therefore, the parties shall agree upon protocols for notification by the author to the recipient of any changes which may thereafter be made to the Electronic Data,which protocol shall also address the duty,if any,to update such information,data or other information contained in the electronic media if such information changes prior to Final Completion of the Project. 12.3.4 The transmitting party specifically disclaims all warranties,expressed or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose, with respect to the media transmitting the Electronic Data. However,transmission of the Electronic Data via electronic means shall not invalidate or negate any duties pursuant to the applicable standard of care with respect to the creation of the Electronic Data, unless such data is materially changed DBIA Document No.535 Modified Page 22 Standard Form of General Conditions of Contract Between Owner and Design-Builder ©2022 Design-Build Institute of America meaning of any provision. 13.8 Notice. 13.8.1 Whenever the Contract Documents require that notice be provided to the other party,notice will be deemed to have been validly given (i) if delivered in person to the individual intended to receive such notice;(ii)four(4)days after being sent by registered or certified mail, postage prepaid to the address indicated in the Agreement; (iii) if transmitted by facsimile, by the time stated in a machine-generated confirmation that notice was received at the facsimile number of the intended recipient; or (iv) by electronic mail, by the time frame stated in the email-generated confirmation that notice was received by the email of the intended recipient. 13.9 Amendments. 13.9.1 The Contract Documents may not be changed, altered, or amended in any way except in writing signed by a duly authorized representative of each party. 13.10 Prevailing Wage Rates. 13.10.1 All work performed under this Agreement shall be at or above the prevailing wage rate of per diem wages as provided by Texas Government Code Chapter 2258. In compliance with Section 2258 of the Texas Government Code,Design Builder and any subcontractor hired by them for the construction of any project, shall pay not less than the rates set forth in the Schedule of Prevailing Wages attached and incorporated by reference. Design Builder must submit certified payroll of contractor and all subcontractors on a weekly basis.At Owner's request, Design Builder must make available and shall require its subcontractors to make available, copies of cancelled checks and check stubs for comparisons by the Owner or its agents. Pursuant to Texas Government Code Section 2258.051, the Owner reserves the right to withhold any monies due Design Builder until such discrepancy is resolved and the necessary adjustment made.The Design Builder shall forfeit as a penalty,in accordance with Texas Government Code Section 2258.023(b), to the Owner or entity who administers the subject Project Sixty Dollars ($60.00)for each worker, employed for each calendar day, or a portion thereof, such worker is paid less than the said stipulated rates for any work done under this Project, by him/her or by any contractor/subcontractor under him/her. All contractors/subcontractor shall keep, or cause to be kept, an accurate record showing the names of all workers,also the actual per diem wages paid to each of such workers. 13.11' Workers Compensation Notice. 13.11.1 WORKERS'COMPENSATION INSURANCE COVERAGE RULE 110.110 Design Builder must comply with Texas Labor Code Ch. 401, including Section 401.011(44) and the applicable state regulations, which is applicable for any building or construction contract—see the Workers' Compensation Insurance Coverage Rule 110.110 in the Insurance Exhibit for more detail. 13.12 Parties in Interest. 13.12.1 This Agreement does not bestow any rights upon any third party but binds and benefits the Owner/Baytown Area Water Authority and Design-Builder only. DBIA Document No.535 Modified Page 24 Standard Form of General Conditions of Contract Between Owner and Design-Builder ©2022 Design-Build Institute of America