BAWA Resolution No. 2017-09RESOLUTION NO. 2017-09
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE BAYTOWN AREA
WATER AUTHORITY AUTHORIZING THE PROFESSIONAL SERVICE
AGREEMENT WITH KIT PROFESSIONALS, INC. FOR THE BAWA CHEMICAL
FACILITIES IMPROVEMENTS PROJECT SUBJECT TO THE APPROVAL BY THE
CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS; AUTHORIZING
PAYMENT IN AN AMOUNT NOT TO EXCEED TWO HUNDRED TWENTY-
THREE THOUSAND FIVE HUNDRED FORTY-FIVE AND N0/100 DOLLARS
($223,545.00); MAKING OTHER PROVISIONS RELATED THERETO; AND
PROVIDING FOR THE EFFECTIVE DATE THEREOF.
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BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE BAYTOWN AREA WATER
AUTHORITY:
Section 1: That subject to the approval by the City Council of the City of Baytown, Texas,
the Board of Directors of the Baytown Area Water Authority hereby authorizes the Professional Service
Agreement with KIT Professionals, Inc. for the BAWA Chemical Facilities Improvements Project. A
copy of the agreement is attached 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 the payment of an amount not to exceed TWO HUNDRED TWENTY-THREE THOUSAND
FIVE HUNDRED FORTY-FIVE AND N0/100 DOLLARS ($223,545.00) to KIT Professionals, Inc.,
consistent with the Agreement.
Section 3: That the General Manager is hereby granted general authority to approve any
change order involving a decrease or an increase in costs of FIFTY THOUSAND AND NO/100
DOLLARS ($50,000.00) or less, provided that the original contract price may not be increased by more
than twenty-five percent (25%) or decreased by more than twenty-five percent (25%) without the consent
of the firm to such decrease.
Section 4: 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 151h day of March, 2017.
A T:
ETICIA BRYSCH, Assistant Secretary
APPROVED AS TO FORM:
ACIO RAMIREZ, SReeneral Counsel
BRENDA BRADLEY SMITH, President
llcobfsOI AegallKarenlFiles\BAWA1Resolution\20171M archUClTAgreementResolution4BAWAChemicalFacilitieslmpmementsProject.doc
Exhibit "A"
STANDARD FORM OF AGREEMENT
BETWEEN OWNER AND ENGINEER
FOR
PROFESSIONAL SERVICES
THIS AGREEMENT effective as of the __day of _ , 2017 ("Effective Date").
Between
Baytown Area Water Authority ("OWNER")
and
KIT Professionals, Inc. ("ENGINEER")
OWNER intends to contract with ENGINEER to provide professional engineering design and associated services for
the Chemical Facilities Improvements Project (the "Project") for and on behalf of OWNER. The Project includes
addressing the following items ofconcern:
1. Chemical System Capacity and Condition Evaluation. OWNER has requested that the capacity of the
existing chemical storage, feed, and ancillary equipment systems be evaluated to determine if the systems
can support the plant operation at its 26 -million gallons per day (mgd) re -rated capacity. Many of the
chemical storage, piping, feed, and power and control system components have exceeded their service life,
are operating at reduced capacity, are unreliable, and are in need of rehabilitation or replacement.
2. Lime Svstem Addition. OWNER is interested in the addition of lime storage and feed system for pH and
alkalinity adjustment for treatment performance, corrosion control, and chemical cost savings over the
current use of sodium hydroxide.
3. Aqueous Ammonia (Liquid Ammonium Sulfate) System Addition. Gaseous anhydrous ammonia is currently
fed for chloramine formation at the plant. The anhydrous ammonia system is reaching the end of its service
life and is a concern due to the chemical being a hazardous gas. OWNER is interested in converting from an
ammonia gas system to a liquid ammonium sulfate system, which has significant operational and safety
advantages.
4. Forebay Dike Leaks. The forcbay dike on the south side of the impoundment is leaking, possibly due to loss
of integrity of the Hypalon liner. The leak has resulted in water constantly standing in an area adjacent to
the south dike that lacks positive drainage. Discharge piping from the transfer pump station has corroded as
the result of being immersed in the stagnant water.
5. Chemical Optimization Evaluation. OWNER has expressed interest in a treatment chemical optimization
study to identify potential opportunities to maximize treatment and distribution system performance and
minimize chemical usage and costs, as such an assessment has not recently been performed. The assessment
will consider chemicals currently used and possible alternatives, as well as application locations,
sequencing, and timing. The effectiveness and efficiency of the existing rapid mix system will be evaluated
and options to improve mixing provided.
ENGINEER'S services shall include final design, bid phase, and construction phase services in support of the
Project.
OWNER and ENGINEER in consideration of their mutual covenants as set forth herein agree as follows:
Standard Form of Agreement
Between Owner and Engineer for Professional Services
Page I of 12
TABLE OF Ci3NTET(TS Em
ARTICLE I - SERVICES OF ENGINEER .... .... ...... I ........ .... ........ ....... ,a...».,..........................,... 3
1.01 x►Pe..„...._....,.......... .....,........., ... r.»,» ......................».........,....... ................,.. 3
ARTICLE 2.OAk NEWS RESPONStBIUTIES....... _ ......... .............»..,....r..».... ,>..... ... .. » 3
2.01 General................ ......................... . »... „<........�.. „ »,....
ARTICLE 3 - TIMES FOR RENDERING SIrRvIcEs ._.,,»....,......,. »,........ 3
3.01 General .... .»...... ...«„..».........»„..:.......................................» . , .. N.. , w..« ....,._..,....,.......».....„.: 3
3.02 tension ...... ._..... .,..............w.. ...».. ,.„...„»......,.. ,... ,.„... .. „...,. _..� ... � . , ...� ..... ,....». 3
ARTICLE 4 , PA'Y'MENTS TO ENGINEER.............,....... „.r ,..a..w............ u .... .................... «ror.„............... N ..... »,,..3
4.01 ivtetltods ofPaymM for .ServIM anal RcbnbwsAlc ExPetufx of ENGINEER ....................«„. a...., »......,.. 3
4.02 Other Provisions C"WCminR Payisfnts:,,,»........................»......a.„...............« ,..»..............a. ..
ARTICLE 5.OPINIONS OF COST........ ....»..... .......»..». „, ..,.... .a ...,, . .4
5.01 0*10rrs of Probable cm.uwtim cost .................». .» ............. .............»a.,... <., .....„ .... .. „ . 4
5.02 Des�ti� to Gwnstruedon Cas; Limit...... »...........„.....ra............................................, ..>......... ...... 4
,5.03 Opinions oiTcul Project Coos,.— ........ .„... ».............................. —...» .............,.........»,.o...... »....
ARTICLE 6 - GENERAL CONSiDE AI -IONS................»...,..»..... , r»...... r. ............ _...
.. . A
6.01 Stand s afPerfnrmwnae ............................... ..._... ,..... .. .......
6.02 Autimrized Pray�
RntaHuets..„.«..............>.>....................... r... ...............< .,.,..»..„ .,.. r.,..... 5
6.03 Dtsign without Ctrrrstrtrct1im Phase Stxvim..., .... ..,,. .............„.....w r, , . „......_»,..a..»...,r,.»...... .....•. 3
6.04 Use of Documents ................»... � « ..»,......�...........,» ............. ,..... 3
6.05 Iraurance............ .. +....„„o.......r.rn».r e:.,..... wu:r:, .. ...<..„.. �.+ .a...... ..»,.0 „ ,..„».........,.w..w.. ..,.. 6
6.06 Ter:rninatW...........«...,.«.....»...................«r..,.............. ,.....,.,,............ »..:.....,...«..._...................,...,. 6
+6.07, Controllbg Law............ ...... ............ .... ..........„.........» r..... _ ...»». ........... , ».....„„...,.... 7
6,08 Sacmmrs, Asst, and Senciicisrju................. ....,...»...» ..... , ,...>..,....«.« ,; ,..., ...... .,, ,,,.�.......,. 7
6.09 D'esprrte Resxatutlan ..».,.,.» ..„..»... » >, ..».......>»a,...... » «.............................. »...
6.10 fiaza ions Eawirrrttrmemtot Condition.......... «............._......... ............ .,...» „..,.............,..,.,» .., ...,........,.. '�
6.11 Alloca6op ofiflslcs...... ......,.....>...... a... ......».».........,r, ......,...,......,.. .r.... ».......,.........»..... 7
6.12 Notices ............................ .».... »r....,.. .. .... ,«......
� ..,. 8
..... ,.........«„
6.1.4 Sevefalzilrtg....._».....» ..........w....,.» ...............N .rn.......,. _»..« ...M.,....,-..» .. „«. .„„.........•... 8
<
6.16 Hea&&%........... ........ ..,........„.,...��....,.......».». ........».„.., „.,.,.....,.«................. ...«.....„,. 8
ARTICLE 7 - DEFINITIONS ...................................... 8
7.01 Defined Tarng .............. _.__ ...... _,...».... ,.........»..,» .,» ... .., ,.».<.8
ARTICLE 9 - EXHIBITS AND SPECIAL PROVISIONS » ....,......» .w. _......»..........t I
8.01 Exhibits Included._.... .............. ,.
.,„., ..................» „ ,....»„.„.......,....♦.r,.....,...,..-.„..... , »...,>,„,. i t
8.02 Til ABraemmt,.» .,...,...„...,...,.,_«....,....,„..... ,... N..........»..... ,... .r................ ».....,.• 1 I
Standard Form of Agreement
Between Owner and Engineer for Professional Services
Page 2 of 12
ARTICLE 1 -SERVICES OF ENGINEER
1.01 Scope
A. ENGINEER shall provide the Basic and Additional
Services set forth herein and in Exhibit A.
B. (modified) Upon issuance of a notice to proceed by
the OWNER, ENGINEER is authorized to begin Basic
Services as set forth in Exhibit A.
C. (Deleted).
ARTICLE 2 - OWNER'S RESPONSIBILITIES
2.01 General
A. OWNER shall have the responsibilities set forth
herein and in Exhibit B.
ARTICLE 3 - TIMES FOR RENDERING SERVICES
3.01 General
A. (Modified) ENGINEER's services and compensation
under this Agreement have been agreed to for the design of
the Project together with other services specified in Exhibit A.
ENGINEER's obligation to render services hereunder will be
for whatever period necessary for the final completion of said
services.
B. (Deleted).
C. (Modified) For purposes of this Agreement the term
"day" means a calendar day of 24 hours.
3.02 Suspension
A. (Deleted)
B. (Modified) If ENGINEER's services aro delayed or
suspended in whole or in part by OWNER, ENGINEER may
be entitled to equitable adjustment of rates and amounts of
compensation provided for elsewhere in this Agreement to
reflect, reasonable costs incurred by ENGINEER in
connection with, among other things, such delay or suspension
and reactivation and the fact that the time for performance
under this Agreement has been revised, unless such delay or
suspension is caused in whole or in part by the ENGINEER,
its officers, agents, or employees. If ENGINEER causes or
contributes to the delay or suspension, ENGINEER shall have
no right to seek additional compensation.
ARTICLE 4 - PAYMENTS TO ENGINEER
4.01 Methods of Payment for Services and
Reimbursable Expenses of ENGINEER
A. For Basic Services. OWNER shall pay ENGINEER
for Basic Services performed or furnished under Exhibit A,
Part 1, as set forth in Exhibit C.
B. For Additional Services. OWNER shall pay
ENGINEER for Additional Services performed or furnished
under Exhibit A, Pan 2, as set forth in Exhibit C.
C. (Modified) For Reimbursable Expenses. In
addition to payments provided for in paragraphs 4.0I.A and
4.0I.B, OWNER shall pay ENGINEER for Reimbursable
Expenses incurred by ENGINEER and ENGINEER's
Consultants as set forth in Exhibit C. However, all expenses
associated with meals and lodging must be approved in
writing by OWNER prior to ENGINEER incurring any
expense associated thcrcwith; otherwise, the parties hereto
agree and understand that OWNER shall not be liable and
ENGINEER shall not make a claim against OWNER for any
such expenses.
4.02 Other Provisions Concerning Payments
A. Preparation of Invokes. Invoices will be prepared
in accordance with OWNER's standard processing practices
and will be submitted to OWNER monthly via mail or email
by ENGINEER, unless otherwise agreed. ENGINEER shall
supply detailed back-up information along with each invoice
in order for the OWNER to effectively evaluate the fees and
charges. The amount billed in each invoice will be calculated
as set forth in Exhibit C. Invoices shall be received by the
OWNER not later than sixty (60) days from the date the
ENGINEER and/or its subconsultants perform the services or
incur the expense. Failure by ENGINEER to comply with the
requirements herein in a timely manner with this requirement
shall result in the ENGINEER'S invoice being denied.
B. (Modified) Payment of Inivices. Invoices are due
and payable within 30 days atter the receipt of the invoice and
the necessary backup information. If OWNER fails to make
any payment due ENGINEER for services and expenses
within 30 days after receipt of ENGINEER -s invoice and the
required backup documentation therefor, the amounts due
ENGINEER will accrue interest at the rate set forth in
Section 2251.025 of the Texas Government Code (or the
maximum rate of interest permitted by law, if less) after the
Standard Form of Agreement
Between Owner and Engineer for Professional Services
Page 3 of 12
30th day. ENGINEER may after giving seven days' written
notice to OWNER suspend services under this Agreement
until ENGINEER has been paid in full all amounts due for
services, expenses, and other related chafes. However, it is
expressly understood and agreed that ENGINEER will not
charge any interest or penalty as set forth herein on any
portion of an invoice that is disputed and/or withheld in
accordance with paragraph 4.02 and that ENGINEER will not
suspend services under the agreement on account of a disputed
invoice or on account of monies withheld. All payments will
be credited first to principal and then to interest.
C. Disputed Invoices. In the event of a disputed or
contested invoice, only that portion so contested may be
withheld from payment, and the undisputed portion will be
paid.
D. Payments Upon Termination. In the event of any
termination under section 6.06, ENGINEER will be entitled to
invoice OWNER and will be paid in accordance with Exhibit
C for all services performed or fiunished and all Reimbursable
Expenses incurred through the effective date of termination
provided all instruments of service have been tendered to the
OWNER.
2. (Deleted)
E (Modified) RecoMs of ENGINEER's Costs.
Records of ENGINEER's costs pertinent to ENGINEER's
compensation under this Agreement shall be kept in
accordance with generally accepted accounting practices.
Copies of such records will be made available to OWNER
upon request at no cost to OWNER
F. Legislative Actions. In the event of legislative
actions after the Effective Date of the Agreement by any level
Of government that impose taxes, fees, or costs on
ENGINEEWs services or other costs in connection with this
Project or compensation therefor, such new taxes, fees, or
costs shall be invoiced to and paid by OWNER as a
Reimbursable Expense to which a Factor of 1.0 shall be
applied. Should such taxes, fees, or costs be imposed, they
shall be in addition to ENGINEER's estimated total
compensation.
ARTICLE 5 - OPINIONS OF COST
5.01 Opinions of Probable Coostmetion Cost
A. ENGINEER's opinions of probable Construction
Cost provided for herein are to be made on the basis of
ENGINEER's experience and qualifications and represent
ENGINEER's best judgment as an experienced and qualified
professional generally familiar with the industry. However,
since ENGINEER has no control over the cost of labor,
materials, equipment, or services famished by others, or over
the Contractor's methods of determining prices, or over
competitive bidding or market conditions, ENGINEER cannot
and does not guarantee that proposals, bids, or actual
Construction Cost will not vary from opinions of probable
Construction Cost prepared by ENGINEER. If OWNER
wishes greater assurance as to probable Construction Cost,
OWNER shall employ an independent cost estimator as
provided in Exhibit B.
5.02 Designing to Construction Cost !Limit
A. (Deleted).
5.03 Opinions of Total Project Costs
A. (Deleted)
ARTICLE 6 - GENERAL CONSIDERATIONS
6.01 Standards of Performance
A. (Modified) The standard of care for all professional
engineering and related services performed or furnished by
ENGINEER under this Agreement will be the care and skill
ordinarily used by members of ENGINEER's profession
practicing under similar circumstances at the same time and in
the same locality.
B. (Modified) ENGINEER shall be responsible for the
technical accuracy of its services and documents resulting
therefrom, and OWNER shall not be responsible for
discovering deficiencies therein. ENGINEER shall correct
such deficiencies without additional compensation except to
the extent such action is directly attributable to deficiencies in
OWNER -famished information upon which ENGINEER is
authorized to rely as provided in Section 6.01.E
C. ENGINEER shall perform or furnish professional
engineering and related services in all phases of the Project to
which this Agreement applies. ENGINEER shall serve as
OWNER's prime professional for the Project. Such
professionals shall be appropriately licensed and/or registered
to practice in the State of Texas. ENGINEER may employ
such ENGINEER's Consultants as ENGINEER deems
necessary to assist in the performance or famishing of the
services. ENGINEER shall not be required to employ any
ENGINEER's Consultant unacceptable to ENGINEER.
D. ENGINEER and OWNER shall comply with
applicable Laws or Regulations and OWNER -mandated
Standard Form of Agreement
Between Owner and Engineer for Professional Services
Page 4 of 12
standards. This Agreement is based on these requirements as
of its Effective Date. Changes to these requirements afar the
Effective Date of this Agreement may be the basis for
modifications to OWNER's responsibilities or to
ENGINEER's scope of services, times of performance, or
compensation.
E. (Modified) OWNER shall be responsible for, and
ENGINEER may rely upon, the accuracy and completeness of
all requirements, Programs. instructions, reports, data, and
odter information furnished by OWNER to ENGINEER
pursuant to this Agreement, unless expressly stated or
communicated otherwise by OWNER. ENGINEER may use
such requirements, reports. data, and information in
performing or furnishing services under this Agreement.
F. OWNER shall snake decisions and carry out its other
responsibilities in a timely manner and shall bear all costs
incident thereto so as not to delay the services of ENGINEER.
G. Prior to the commencement of the Construction
Phase, OWNER shall notify ENGINEER of any variations
from the language indicated in Exhibit E. `Notice of
Acceptability of Work," or of any other notice or certification
that ENGINEER will be requested to provide to OWNER or
thind parties in connection with the Project. OWNER and
ENGINEER shall reach agreement on the terms of any such
requested notice or certification, and OWNER shall authorize
such Additional Services as are necessary to enable
ENGINEER to provide the notices or certifications requested.
H. (Modified) ENGINEER shall not be required to sign
any documents, no matter by whom requested, that would
result in ENGINEER's having to certify, guarantee or warrant
the existence of conditions whose existence ENGINEER
cannot ascertain; provided, that ENGINEER has exercised
due diligence and was not otherwise required to certify,
guarantee or warrant the existence of such conditions.
1. During the Construction Phase, ENGINEER shall
not supervise, direct, or have control over Contractor's work,
nor shall ENGINEER have authority over or responsibility for
the means, methods, techniques, sequences, or procedures of
construction selected by Contractor, for safety precautions and
Programs incident to the Contractor's work in progress, nor
for any failure of Contractor to comply with Laws and
Regulations applicable to Contractor's furnishing and
performing the Work.
J. (Modified) ENGINEER neither guarantees the
performance of any Contractor nor assumes responsibility for
any Contractor's failure to furnish and perfonn the Work in
accordance with the Contract Documents, However, nothing
contained in this paragraph shalt be construed so as to absolve
ENGINEER from liability for any such failure about which
ENGINEER knew or should have known existed in the
exercise of ENGINEER's services under this Agreement.
K (Modified) ENGINEER shalt not be responsible for
the acts or omissions of any Contractor(s), subcontractor or
supplier, or of any of the Contractor's agents or employees or
any other persons (except ENGINEER's own employees and
its consultants for which it is legally liable) at the Site or
otherwise furnishing or performing any of the Contractor's
work; or for any decision made on interpretations or
clarifications of the Contract Documents given by OWNER
without consultation and advice of ENGINEER.
L (Modified) The General Conditions for any
construction contract documents prepared hereunder are to be
the Standard Form of Agreement between Owner and
Contractor and as approved by OWNER in writing.
6.02 Authorized Project Representatives
A. Contemporaneous with the execution of this
Agreement, ENGINEER and OWNER shall designate
specific individuals to act as ENGINEER's and OWNER's
representatives with respect to the services to be performed or
furnished by ENGINEER and responsibilities of OWNER
under this Agreement. Such individuals shall have authority
to transmit instructions, receive information, and render
decisions relative to the Project on behalf of each respective
party.
6.03 Design without Construction Phase Services
(Deleted)
6.04 Use of Documents
A. (Modified) Upon execution of this Agreement, the
ENGINEER grants to the OWNER an ownership interest in
the Instruments of Service. The ENGINEER shall obtain
similar interests from the OWNER and the ENGINEER -s
consultants consistent with this Agreement. Within seven
days of any termination or expiration of this Agreement, the
ENGINEER shall be required to tender to OWNER all
Instruments of Service; provided OWNER has paid all
monies, excluding any disputed amount, due and owing to
ENGINEER in accordance with this Agreement. With such
ownership interest, it is expressly understood by the parties
hereto that the OWNER may use the Instruments of Service
for any purposes which the OWNER sees fit, including, but
not limited to, subsequent construction, reconstruction,
alteration, and/or repairs of the Project. As a condition to the
Standard Form of Agreement
Between Owner and Engineer for Professional Services
Page 5 of 12
OWNER's use of the Instruments of Service, the OWNER
hereby expressly agrees to remove the ENGINEER's name
and all references to the ENGINEER, and its consultants from
the Documents. The OWNER hereby releases any and all
claims which the OWNER could make arising out of or in
connection with any reuse of the documents by the OWNER.
This release of claims for the matters covered in this
Paragraph 6.04.A shall be for the benefit of the ENGINEER,
its officers, and employees and sub -consultants, as well as
their successors and assigns.
B. (Modified) Copies of OWNER -furnished data that
MY be relied upon by ENGINEER are limited to the printed
copies that are delivered to ENGINEER pursuant to Exhibit B
unless otherwise expressly stated or communicated by
OWNER. Files in electronic media format of text, data,
graphics, or of other types that are furnished by OWNER to
ENGINEER are only for convenience of ENGINEER. Any
conclusion or information obtained or derived from such
electronic files will be at the user's sole risk.
C. Copies of Documents that may be relied upon by
OWNER are limited to the printed copies (also known as hard
copies) that are signed or sealed by the ENGINEER. Files in
electronic media format of text, data, graphics, or of other
types that are furnished by ENGINEER to OWNER arc only
for convenience of OWNER. Any conclusion or information
obtained or derived from such electronic files will be at the
user's sole risk.
D. Because data stored in electronic media format can
deteriorate or be modified inadvertently or otherwise without
authorisation of the data's creator, the party receiving
electronic files agrees that it will perform acceptance tests or
procedures within 60 days, after which the receiving party
shall be deemed to have accepted the data thus transferred.
The party delivering the electronic files will correct any errors
detected within the 60 -day acceptance period. ENGINEER
shall not be responsible to maintain documents stomd in
elemonic media format after acceptance by OWNER.
E. When transferring documents in electronic media
format, ENGINEER makes no representations as to long-term
compatibility, usability, or readability of documents resulting
from the use of software application packages, operating
systems, or computer hardware differing from those used by
ENGINEER at the beginning of this Project.
F. (Modified) Any use of the Documents on any
extension of the Project or on any other project shall be at
OWNER's sole risk and OWNER hereby releases
ENGINEER from any liability associated solely with the reuse
of the Documents.
G. If there is a discrepancy between the electronic files
and the hard copies, the hard copies govem.
H. Any verification or adaptation of the Documents for
extensions of the Project or for any other project will entitle
ENGINEER to further compensation at rates to be agreed
upon by OWNER and ENGINEER.
6.05 Insurance
A. ENGINEER shall procure and maintain insurance as
set forth in Exhibit G, "insurance."
B. Not used.
C. Not used.
D. Not used,
E. Not used.
F. At any time, OWNER may request that ENGINEER,
at OWNER's sole expense, provide additional insurance
coverage, increased limits, or revised deductibles that are
more protective than those specified in Exhibit G. If so
requested by OWNER, with the concurrence of ENGINEER,
and if commercially available, ENGINEER shall obtain and
shall require ENGINEER's Consultants to obtain such
additional insurance coverage, different limits, or revised
deductibles for such periods of time as requested by OWNER,
and Exhibit G will be supplemented to incorporate these
requirements.
6.06 Termination
A. (Modified) The obligations hereunder may be
terminated:
I. Forcause,
a. (Modified) By either parry upon 30 days'
written notice in the event of failure by the other
party to perform in accordance with the terms hereof
through no fault of the terminating party; or
b. By ENGINEER upon seven days written
notice if ENGINEER is being requested by OWNER
to furnish or perform services contrary to
ENGINEER's responsibility as a licensed
professional.
c. Notwithstanding the foregoing, this
Agreement will not terminate as a result of such
substantial failure if the party receiving such notice
Standard Form of Agreement
Between Owner and Engineer for Professional Services
Page 6 of 12
begins, within seven days of receipt of such notice, to
correct its failure to perform and proceeds diligently
to cure such failure within no more than 30 days of
receipt thereof, provided, however, that if and to the
extent such substantial failure cannot be reasonably
cured within such 30 day period, and if such party
has diligently attempted to cure the same and
thereafter continues diligently to cure the same then
the cure period provided for herein shall extend up
to, but in no case more than 60 days after the date of
receipt of the notice.
2. For convenience by OWNER effective upon the
receipt of notice by ENGINEER
B. Not used.
6.07 Controlling Law
A. This Agreement is to be governed by the law of the
state in which the Project is located. Venue for all purposes
shall be in Harris County, Texas.
6.08 Successors, Assigns, and Beneficiaries
A. OWNER and ENGINEER each is hereby bound and
the partners, successors, executors, administrators and legal
representatives of OWNER and ENGINEER (and to the
extent permitted by paragraph 6.08.8 the assigns of OWNER
and ENGINEER) are hereby bound to the other parry to this
Agreement and to the partners, successors, executors,
administrators and legal representatives (and said assigns) of
such other party, in respect of all covenants, agreements and
obligations of this Agreement.
B. Neither OWNER nor ENGINEER may assign,
sublet, or transfer any rights under or interest (including, but
without limitation, moneys that are due or may become due) in
this Agreement without the written consent of the other,
except to the extent that any assignment, subletting, or transfer
is mandated or restricted by law. Unless specifically stated to
the contrary in any written consent to an assignment, no
assignment will release or discharge the assignor from any
duty or responsibility under this Agreement.
C. Unless expressly provided otherwise in this
Agreement:
I. Nothing in this Agreement shall be construed to
create, impose, or give rise to any duty owed by OWNER
or ENGINEER to any Contractor, Contractor's
subcontractor, supplier, other individual or entity, or to
any surety for or employee of any of them.
2. All duties and responsibilities undertaken
pursuant to this Agreement will be for the sole and
exclusive benefit of OWNER and ENGINEER and not
for the benefit of any other party. The OWNER agrees
that the substance of the provisions of this paragraph
6.08.0 shall appear in the Contract Documents.
6.09 Not Used.
6.10 Hazardous Environmental Condition
A. OWNER represents to ENGINEER that to the best
of its knowledge a Hazardous Environmental Condition does
not exist.
B. (Modified) OWNER has disclosed to the best of
its knowledge and belief to ENGINEER the existence of all
Asbestos, PCB's, Petroleum, Hazardous Waste, or
Radioactive Material located at or near the Site, including
type, quantity and location.
C. (Modified) If a Hazardous Environmental
Condition is encountered or alleged, ENGINEER shall have
the obligation to notify OWNER on or before the next
business day of the same.
D. It is acknowledged by both parties that
ENGINEER'S scope of services does not include any services
related to a Hazardous Environmental Condition. in the event
ENGINEER or any other party encounters a Hazardous
Environmental Condition, ENGINEER may, at its option and
without liability for consequential or any other damages,
suspend performance of services on the portion of the Project
affected thereby until OWNER: (i) retains appropriate
specialist consultants) or contractor(s) to identify and, as
appropriate, abate, remediate, or remove the Hazardous
Environmental Condition; and (ii) warrants that the Site is in
full compliance with applicable Laws and Regulations.
E. OWNER acknowledges that ENGINEER is
performing professional services for OWNER and that
ENGINEER is not and shall not be required to become an
":arranger," "operator," "generator," or "transporter" of
hazardous substances, as defined in the Comprehensive
Environmental Response, Compensation, and Liability Act of
1990 (CERCLA), which are or may be encountered at or near
the Site in connection with ENGINEER's activities under this
Agreement.
F. If ENGINEER's services under this Agreement
cannot be performed because of a Hazardous Environmental
Condition, the existence of the condition shall justify
ENGINEER's terminating this Agreement for cause on 30
days notice.
Standard Form of Agreement
Between Owner and Engineer for Professional Services
Page 7 of 12
6.11 Allocation or Risks
A. (Modified) Indemnification. See Exhibit K
B. (Added) Notwithstanding anything to the contrary
contained in this Agreement, the OWNER and ENGINEER
hereby agree that no claim or dispute between the OWNER
and ENGINEER arising out of or relating to this Agreement
shall be decided by any arbitration proceeding including,
without limitation, any proceeding under the Federal
Arbitration Act (9 U.S.C. Sections 1-14), or any applicable
State arbitration statute, including, but not limited to, the
Texas General Arbitration Act, provided that in the event
that the OWNER is subjected to an arbitration proceeding
notwithstanding this provision, ENGINEER consents to be
joined in the arbitration proceeding if ENGINEER'S
presence is required or requested by the OWNER for
complete relief to be recorded in the arbitration proceeding.
6.12 Notices
A. (Modified) Any notice required under this
Agreement will be in writing, addressed to the appropriate
party at its address on the signature page and given personally,
or by registered or certified mail postage prepaid, or by a
commercial courier service. Additionally, notices may be
given via facsimile or by electronic mail if such notice is also
given personally, or by registered or certified mail or by a
commercial courier service. All notices shall be effective
upon the date of receipt.
6.13 Survival
A. (Modified) All express representations,
indemnifications, and limitations of liability included in this
Agreement will survive its completion or termination Car any
reason.
6.14 Severability
A. Any provision or part of the Agreement held to be
void or unenforceable under any Laws or Regulations shall be
deemed stricken, and all remaining provisions shall continue
to be valid and binding upon OWNER and ENGINEER, who
agree that the Agreement shall be reformed to replace such
stricken provision or part thereof with a valid and enforceable
provision that comes as close as possible to expressing the
intention of the stricken provision.
6.15 Waiver
A. Non -enforcement of any provision by either patty
shall not constitute a waiver of that provision, nor shall it
affect the enforceability of that provision or of the remainder
of this Agreement.
6.16 Headings
A. The headings used in this Agreement are for general
reference only and do not have special significance.
ARTICLE 7 - DEFINITIONS
7.01 Defined Terms
A. Wherever used in this Agreement (including the
Exhibits hereto) and printed with initial or all capital letters,
the terms listed below have the meanings indicated, which
are applicable to both the singular and plural thereof.
I. Addenda --Written or graphic instruments issued
prior to the opening of Bids which clarify, correct, or change
the Bidding Documents.
2. Additional Sen ices—The services to be performed
for or furnished to OWNER by ENGINEER in accordance
with Exhibit A, Part 2 of this Agreement.
3. Agreement --'This "Standard Form of Agreement
between OWNER and ENGINEER for Professional
Services," including those Exhibits listed in Article 8 hereof
4. APplicatlon for Payment—The form acceptable to
ENGINEER which is to he used by Contractor in requesting
progress or final payments for the completion of its Work and
which is to be accompanied by such supporting
documentation as is required by the Contract Documents.
S. Asbestos --Any material that contains more than one
percent asbestos and is friable or is releasing asbestos fibers
into the air above current action levels established by the
United States Occupational Safety and Health Administration.
6. Basic SetWces—The services to be performed for or
furnished to OWNER by ENGINEER in accordance with
Exhibit A, Part 1, of this Agreement.
7. Bid—The offer or proposal of the bidder submitted
on the prescribed form setting forth the prices for the Work to
be performed.
S. Bidding Documents—The advertisement or invitation
to Bid, instructions to bidders, the Bid form and attachments,
the Bid bond, if any, the proposed Contract Documents, and
all Addenda, if any.
Standard Form of Agreement
Between Owner and Engineer for Professional Services
Page 8 of 12
9. Change Order—A document recommended by
ENGINEER, which is signed by Contractor and OWNER to
authorize an addition, deletion or revision in the Work, or an
adjustment in the Contract Price or the Contract Times, issued
on or after the Effective Date of the Construction Agreement.
10. Construction Agreement --The written instrument
which is evidence of the agreement, contained in the Contract
Documents, between OWNER and Contractor covering the
Work.
11. Construction Contract—The entire and integrated
written agreement between the OWNER and Contractor
concerning the Work.
12. Construction Cost—The cost to OWNER of those
portions of the entire Project designed or specified by
ENGINEER. Construction Cost does not include costs of
services of ENGINEER or other design professionals and
consultants, cost of land, rights-of-way, or compensation for
damages to properties, or OWNER's costs for legal,
accounting, insurance counseling or auditing services, or
interest and financing charges incurred in connection with the
Project, or the cost of other services to be provided by others
to OWNER pursuant to Exhibit B of this Agreement.
Construction Cost is one of the items comprising Total Project
Costs.
13. (Modified) Contract Documents—Documents that
establish the rights and obligations of the parties engaged in
construction and include the Construction Agreement between
OWNER and Contractor and all documents referenced
therein, Addenda (which pertain to the Contract Documents),
Contractor's Bid (including documentation accompanying the
Bid and any post -Bid documentation submitted prior to the
notice of award) when attached as an exhibit to the
Construction Agreement, the notice to proceed, the bonds,
appropriate certifications, insurance documents the General
Conditions, the Supplementary Conditions, the Specifications
and the Drawings as the same are more specifically identified
in the Construction Agreement, together with all Written
Amendments, Change Orders, Work Change Directives, Field
Orders, and ENGINEER's written interpretations and
clarifications issued on or after the Effective Date of the
Construction Agreement. Approved Shop Drawings and the
reports and drawings of subsurface and physical conditions
are not Contract Documents.
14. Contract Price—The moneys payable by OWNER to
Contractor for completion of the Work in accordance with the
Contract Documents and as stated in the Construction
Agreement.
15. Contract Times—The numbers of days or the dates
stated in the Construction Agreement to: (i) achieve Final
Completion, and (ii) complete the Work so that it is ready for
final payment as evidenced by ENGINEER's written
recommendation of final payment.
16. Contractor --An individual or entity with whom
OWNER enters into a Construction Agreement.
17. Correction Period The time after Final Completion
during which Contractor must correct, at no cost to OWNER,
any Defective Work, normally one year after the date of Final
Completion or such longer period of time as may be
prescribed by Laws or Regulations or by the terms of any
applicable special guarantee or specific provision of the
Contract Documents.
IS. Defective—An adjective which, when modifying the
word Work, refers to Work that is unsatisfactory, faulty, or
deficient, in that it does not conform W the Contract
Documents, or does not meet the requirements of any
inspection, reference standard, test, or approval referred to in
the Contract Documents, or has been damaged prior to
ENGINEER's recommendation of final payment.
19. Documents—Data, reports, Drawings, Specifications,
Record Drawings, and other deliverables, whether in printed
or electronic media format, provided or furnished in
appropriate phases by ENGINEER to OWNER pursuant to
this Agreement.
20. Drnwings—That part of the Contract Dmments
prepared or approved by ENGINEER which graphically
shows the scope, extent, and character of the Work to be
Performed by Contractor. Shop Drawings are not Drawings as
so defined.
21. Effective Date of the Construction Agreement—The
date indicated in the Construction Agreement on which it
becomes effective, but if no such date is indicated, it means
the date on which the Construction Agreement is signed and
delivered by the last of the two parties to sign and deliver.
22. Effective Date of the Agreement --The date indicated
in this Agreement on which it becomes effective, but if no
such date is indicated, it means the date on which the
Agreement is signed and delivered by the last of the two
parties to sign and deliver.
23. ENGINEER's Consultants—Individuals or entities
having a contract with ENGINEER to furnish services with
respect to this Project as ENGINEER's independent
professional associates, consultants, subcontractors, or
Standard Form of Agmcment
Between Owner and Engineer for Professional Services
Page 9 of 12
vendors. The term ENGINEER includes ENGINEER's
Consultants,
24. Field Order A written order issued by ENGINEER
which directs minor changes in the Work but which does not
involve a change in the Contract Price or the Contract Times.
25. Final Completion shall mean that all work has been
completed, all final punch list items have been inspected and
satisfactorily completed, all payments to subcontractors have
been made, all documentation and warranties have been
submitted, all closeout documents have been executed and
approved by the OWNER, and the Project has been finally
accepted by the OWNER.
26. General Conditions shall mean that part of the
Contract Documents which sets forth terms, conditions, and
procedures that govern the Work to be performed or furnished
by Contractor with respect to the Project.
27. Hazardous Environmental Condition --The presence
at the Site of Asbestos, PCB's, Petroleum, Hazardous Waste,
Of Radioactive Materials in such quantities or circumstances
that may present a substantial danger to persons or property
exposed thereto in connection with the Work.
28. Hazardous Waste—The term Hazardous Waste shall
have the meaning provided in Section 1004 of the Solid Waste
Disposal Act (42 USC Section 6903) as amended from time to
time.
29. laws and Regulations, Last's or Regulations—Any
and all applicable laws, rules, regulations, ordinances, codes,
standards, and orders of any and all governmental bodies,
agencies, authorities, and courts having jurisdiction.
30. PCB's—Polvchlorinated biphenyls.
31. Petroleum—Petroleum, including crude oil or any
fraction thereof which is liquid at standard conditions of
temperature and pressure (60 degrees Fahrenheit and 14.7
Pounds per square inch absolute), such as oil, petroleum, fuel
oil, oil sludge, oil refuse, gasoline, kerosene, and oil mixed
with other non -Hazardous Waste and crude oils.
32. Radioactive Materials—Source, special nuclear, or
byproduct material as defined by the Atomic Energy Act of
1954 (42 USC Section 2011 et seq.) as amended from time to
time.
33. Record Drawings—The Drawings as issued for
construction on which the ENGINEER, upon completion of
the Work, has shown changes due to Addenda or Change
Orders and other information which ENGINEER considers
significant based on record documents furnished by
Contractor to ENGINEER and which were annotated by
Contractor to show changes made during construction.
34. Reimbursable Expenses—The expenses incurred
directly by ENGINEER in connection with the performing or
furnishing of Basic and Additional Services for the Project for
which OWNER shall pay ENGINEER as indicated in Exhibit
C.
35. Resident Pmject Representatite—The authorized
representative of ENGINEER, if any, assigned to assist
ENGINEER at the Site during the Construction Phase. The
Resident Project Representative will be ENGINEER's agent
or employee and under ENGINEER's supervision. As used
herein, the term Resident Project Representative includes any
assistants of Resident Project Representative agreed to by
OWNER. The duties and responsibilities of tate Resident
Project Representative are as set forth in Exhibit D.
36. Samples—Physical examples of materials, equipment,
or workmanship that are representative of some portion of the
Work and which establish the standards by which such portion
of the Work will be judged.
37. Shop Drawings—All drawings, diagrams,
illustrations, schedules, and other data or information which
are specifically prepared or assembled by or for Contractor
and submitted by Contractor to ENGINEER to illustrate some
portion of the Work.
38. Site—Lands or areas indicated in the Contract
Documents as being furnished by OWNER upon which the
Work is to be performed, rights-of-way and easements for
access thereto, and such other lands furnished by OWNER
which are designated for use of Contractor.
39. Specifications—That part of the Contract Documents
consisting of written technical descriptions of materials,
equipment, systems, standards, and workmanship as applied to
the Work and certain administrative details applicable thereto.
40. Substantial Completion—The time at which the Work
(or a specified part thereof) has progressed to the point where,
in the opinion of ENGINEER, the Work (or a specified part
thereof) is sufficiently complete, in accordance with the
Contract Documents, so that the Work (or a specified part
thereof) can be utilized for the purposes for which it is
intended. The terms "substantially complete' and
"substantially completed" as applied to all or part of the Work
refer to Substantial Completion thereof.
Standard Form of Agreement
Between Owner and Engineer for Professional Services
Page 10 of 12
41. Supplementary Conditions --That part of the Contract
Documents which amends or supplements the General
Conditions.
42. (Modified) Total Project Costs—The sum of the
Construction Cost, allowances for contingencies, the total
costs of services of ENGINEER or other design professionals
and consultants, cost of land, rights-of-way, compensation for
damages to properties, OWNER's costs for legal, accounting,
insurance counseling or auditing services, interest and
financing charges incurred in connection with the Project, and
the cost of outer services to be provided by others to OWNER
pursuant to Exhibit B of this Agreement.
43. Work—The entire completed construction or the
various separately identifiable parts thereof required to be
provided under the Contract Documents with respect to this
Project. Work includes and is the result of performing or
fumishing labor, services, and documentation necessary to
produce sirch construction and furnishing, installing, and
incorporating all materials and all equipment into such
construction, all as required by the Contract Documents.
44. Work Change Directive—A written directive to
Contractor issued on or after the Effective Date of the
Construction Agreement and signed by OWNER upon
recommendation of the ENGINEER, ordering an addition,
deletion, or revision in the Work, or responding to differing or
unforeseen subsurface or physical conditions under which the
Work is to be performed or to emergencies. A Work Change
Directive will not change the Contract Price or the Contract
Titres but is evidence that the parties expect that the change
directed or documented by a Work Change Directive will be
incorporated in a subsequently issued Change Order following
negotiations by the parties as to its effect, if any, on die
Contract Price or Contract Times.
45. Written Amendment—A written amendment of the
Contract Documents signed by OWNER and Contractor on or
after the Effective Date of the Construction Agreement and
normally dealing with the non -engineering or non-technical
rather than strictly construction -related aspects of the Contract
Documents.
ARTICLE 8 - EXHIBITS AND SPECIAL
PROVISIONS
8.01 Exhibits Included
A. Exhibit A, "ENGINEER'S Services," consisting of
three (3) pages.
B. Exhibit B, "OWNER's Responsibilities," consisting
of two (2) pages.
C. Exhibit C, "Payments to ENGINEER for Services
and Reimbursable Expenses," consisting of two (2) pages.
D. Exhibit D. "Duties, Responsibilities and Limitations
of Authority of Resident Project Representative," is not used.
E. Exhibit Iw "Notice of Acceptability of Wort:," is not
used
F. Exhibit F, ''Construction Cost Limit," is not used.
G. Exhibit G, "Insurance," consisting oftwo (2) pages.
H. Exhibit H, "Dispute Resolution," is not used.
1. Exhibit I, "Allocation of Risks," is not used.
J. Exhibit ),"Special Provisions," is not used.
K. (Added) Exhibit K, "indemnification," consisting of
two (2) pages.
8.02 Total Agreement
A. This Agreement (consisting of pages 1 to 12
inclusive, together with the Exhibits identified above)
constitutes the entire agreement between OWNER and
ENGINEER and supersedes all prior written or oral
understandings. This Agreement may only be amended,
supplemented, modified, or canceled by a duly executed
written instrument. This Agreement along with the exhibits
shall he read and construed as the same Agreement.
Standard Form of Agreement
Between Owner and Engineer for Professional Services
Page 11 of 12
IN WITNESS WHEREOF, the parties hereto have executed this Agreement, the Effective Date of which is
indicated on page 1.
OWNER BAYTOWN AREA WATER AUTHORITY
Signature:
Printed Name: Richard L. Davis
Title: Qcncrai
Date Signed:
Address for giving notices:
P.O. Box 424
Baytown, Texas 77522
Designated Representative (paragraph 6.02.A):
Name: lose A. Pastrana, P.E.
Title: Director of Engineering
Phone Number: (281) 420-7154
Facsimile Number: (281)420-6586
E -Mail Address: iose.nastranaQbavtown.org
ENGINEER KITPROF IONAL
Printed Name:
Title: _.. + t raw 4C {T s
Date Signed:
Address for giving notices:
2000 W. Sam Houston Pkwy S., Suite 1400
Houston, Texas 77042
Designated Representative (paragraph 6.02.A).-
Name:
.02.A):Name: Stent Slovak. P.E.. BCEE
Title: Senior Vice President
Phone Number. (713) 972-6618
Facsimile Number: (713) 783-8747
E -Mail Address: isIgXakilpr+ut_ _Sone
Standard Form of Agreement
Between Owner and Engineer for Professional Services
Page 12 of 12
This is EXHIBIT A, consisting of 3 pages, referred to in and
part of the Agreement between OWNER and ENGINEER
for Professional Services dated_
Initial:
OWNER
ENGINEER
ENGINEER's Services
Article 1 of the Agreement is amended and supplemented to include the following agreement of the parties.
ENGINEER shall provide Basic and Additional Services as set forth below.
PART I -- BASIC SERVICES (Modified)
ALOI Preliminary Design Phare
A. ENGINEER shall:
1. (Modified) Consult with OWNER to define and clarify OWNER's requirements for the Project and to
gather operational information on the existing facilities.
3. (Modified) Advise OWNER as to the necessity of OWNER's providing data or services of the types
described in Exhibit B, which are not part of ENGINEER's Basic Services, and assist OWNER in
obtaining such data and services. Develop a data needs list for submittal to Owner.
3. (Modified) Identify, consult with, and analyze requirements of OWNER and all other governmental
authorities having jurisdiction to issue permit or to approve the portions of the Project designed or
specified by ENGINEER, including, but not limited to, mitigating measures identified in the
environmental assessment (if any).
4. Identify and evaluate potential solutions available to OWNER; and, after consultations with OWNER,
recommend to OWNER those solutions which in ENGINEER's judgment meet OWNER's
requirements for the Project.
S. (Modified) Attend meetings with OWNER to receive input into OWNER'S requirements for the
Project and evaluation of potential solutions available to OWNER and to discuss and finalize design
criteria and acquire pertinent information regarding the Project.
6. (Modified) Perform or provide the following additional Preliminary Design Phase tasks or deliverables:
a. Project Initiation and Basis of Design Development
D Conduct and coordinate a project kick-off meeting to discuss project goals and objectives.
Prepare list of data needs.
> Collect and analyze historical plant data and develop profiles/trends for key plant performance
and water quality indicators. Facilitate mcetingstworkshops with plant operations and
maintenance staff to discuss operational experiences and institutional knowledge. Review
plant operations and perfonnancc during water quality stressed conditions such as high
turbidity events. Identify data gaps and prepare list of required data or information.
> Review existing finished water and distribution system water quality goals. Based on findings,
update current and future water quality goals. Coordinate and conduct a workshop (Workshop
No. I) to discuss the draft current and future water quality goals. Based on the stakeholder
input, finalize the water quality goals to be used in the basis of design.
Page 1 of 3 Pages
(EXHIBIT A - Scope of Work)
i Identify and summarize all applicable local, state, and federal regulatory requirements and
parameters for project, including requests for variances.
b. Chemical System Capacity and Condition Evaluation
i Inventory and list existing chemical storage, containment, piping, pumping, application, and
ancillary equipment and system components and, based on best available information, identify
actual capacities. Chemical facility capacities required to support operation of the SWTP at 26
mgd in compliance with current regulatory requirements will be established and actual
capacities compared with required capacities. The chemical system evaluations will be based
on adequacy of capacity per current Texas Commission on Environmental Quality (TCEQ)
requirements. If the existing systems do not have adequate capacity, provide recommendations
for improvements.
Assess the physical and functional condition of chemical storage, piping, pumping, electrical,
instrumentation, and control systems. Current operational status and maintenance history will
be documented, and a determination made relative to expected remaining service life.
Structures will be visually assessed for overall condition. Electrical equipment will be
assessed for operability, reliability, maintenance history, and current electrical code
compliance. Existing plant control system will be assessed for performance, maintainability,
quality of trends and reports, and operator functionality and recommendations for
improvements developed.
S- Develop a plan or strategy to integrate chemical injection system components into the future
SCADA system.
c. Lite System Addition
i Review the current basis for alkaline chemical addition practices (use of sodium hydroxide)
such as chemical sequence and dosages to develop a plan for use of lime. Review BAWA
bench -scale test data for lime addition. Conduct bench -scale tests to confirm optimal long-
term lime addition strategy. Results of bench -scale tests will be used as the basis of design
evaluation for candidate lime system alternatives. Bench -scale testing to be performed at
SAWA SWTP process laboratory with support and assistance of BAWA staff.
"r Perform desktop alternative analysis of three candidate systems for addition of lime as
pretreatment chemical at SWTP. Results of the alternative analysis will be described in the
applicable section of the Technical Memorandum deliverable that will describe the basis of
design/analysis assumptions, alternatives, findings, recommendations, schematic diagrams,
and conceptual -level cost estimates for capital and life -cycle costs for alternatives.
d. Liquid Ammonium Sulfate System Addition
i Review the current basis for ammonia chemical addition practices such as chemical injection
locations and dosages to develop a plan for use of liquid ammonium sulfate. Review BAWA
SWTP data for ammonia addition and chloramine residuals. Conduct bench -scale tests to
confirm optimal long-term liquid ammonia sulfate addition strategy. Results of bench -scale
tests will be used in the basis of design. Bench -scale testing will be performed at BAWA
SWTP process laboratory with support and assistance of OWNER.
7. (Modified) Prepare a preliminary engineering report (the "Report") documenting the findings, the
alternatives available for the Project, the results of the workshop, and the recommendations for
inclusion in the Final Design of the Project. The report will include, but not be limited to, an
introduction summary of the background information and project objectives, a description of approach
used for project including the basis of design, and the description of results and findings including
alternatives analysis with life cycle costs. The Report will, as appropriate, contain schematic layouts,
sketches and conceptual design criteria with appropriate exhibits to indicate the agreed -to requirements,
considerations involved, and those alternate solutions available to OWNER which ENGINEER
recommends. ENGINEER will prepare an Association for Advancement of Cost Engineering (AACE)
Engineers Class 4 Opinion of Probable Construction Costs (EOPCC) for the Project.
Page 2 of Pages
(EXHIBIT A - Scope of Work)
S. Furnish three (3) review copies of the draft Report plus one(]) electronic copy to OWNER within one
hundred twenty (120) calendar days of authorization to begin services and review the preliminary
design submittal with OWNER.
9. Furnish three (3) final copies of the preliminary design submittal plus one electronic copy to OWNER
within thirty (30) calendar days after reviewing the draft of such submittal with OWNER.
B. (Modified) ENGINEER's services under the Preliminary Design Phase will be considered complete on the
date when the final copies of the preliminary design submittal has been delivered to and accepted by
OWNER.
A1.02 Final Design Phase
Not Included
A1.03 Bidding or Negotiating Phase
Not Included
A 1.04 Construction Phase
Not Included
PART 2 — ADDITIONAL SERVICES
A2.01 Additional Services Requiring OWNER's Written Authorization in Advance. ENGINEER shall, only after
receiving a written authorization specifically for each aspect listed below, perform the following:
A. Forebay Leaks. Develop plan for the future inspection of forebay and raw water pumping and piping
systems by others and maintenance of plant operation during future inspections. Identify and evaluate
solutions to address standing water issue near the transfer pump station piping on site.
B. Chemical Optimization Evaluation. Review the current basis for treatment chemical practices such as
chemical purpose and type, location of application, sequencing, and dosages. Evaluate current practices and
assess chemical compatibilities, potential inefficiencies, conflicts or interferences, and identify options for
optimization. Review information on current corrosion control strategies for SWTP and distribution system,
including review of any past corrosion control studies, standard operating procedures for corrosion control
systems, and water quality targets (such as pH, alkalinity, and corrosion control inhibitor dosages). Conduct
bench -scale testing to assess performance and validate options. Results from bench -scale tests will be used
to determine the best protocols (both from a water quality and cost perspective) for chemical application.
C. Pilot or demonstration scale tests of alternative treatment chemicals, sequencing, and feed locations, as
required for TCEQ approvals and/or process optimization. Includes obtaining TCEQ approval.
D. Analysis performed by contract laboratory.
E. Professional electrical engineer.
F. Surveying.
G. Geotechnical and materials testing.
A2.02 Required Additional Services
Not Included
Page 3 of 3 Pages
(EXHIBIT A- Scope of Work)
This is EXHIBIT B, consisting of 2 pages, referred to in and
part of the Agreement between OWNER and ENGINEER
for Professional Services dated
Initial:
OWNER
Article 2 of the Agreement is amended and supplemented to include the following agreement of the parties.
82.01 In addition to other responsibilities of OWNER as set forth in this Agreement, OWNER shall:
A. Provide ENGINEER with all criteria and full information as to OWNER's requirements for the Project,
including design objectives and constraints, space, capacity and performance requirements, flexibility, and
expandability, and any budgetary limitations; and furnish copies of all design and constnrcdon standards which OWNER
will require to be included in the Drawings and Specifications; and furnish copies of OWNER's standard forms,
conditions, and related documents for ENGINEER to include in the Bidding Documents, when applicable.
B. Furnish to ENGINEER any other available information pertinent to the Project including reports and data
relative to previous designs, or investigation at or adjacent to the Site. Nothing contained in this Exhibit or in this
Agreement shall be construed to require the OWNER to provide such records in any certain format. The format in
which the existing data and documentation will be provided shall be at the sole discretion of the OWNER.
C. (Modified) Following ENGINEER's assessment of initially -available Project information and data and upon
ENGINEER's written request, furnish or otherwise make available such additional available Project related information
and data as is reasonably required to enable ENGINEER to complete its Basic and Additional Services.
1. (Deleted).
2. (Deleted).
3. (Deleted).
4. (Deleted).
5. (Deleted).
6. (Deleted).
D. (Deleted).
E. (,Modified) Authorize ENGINEER to provide Additional Services as set forth in Part 2 of Exhibit A of die
Agreement as the OWNER determines is necessary.
F. (Modified) Arrange for access to and make all provisions for ENGINEER to enter upon public and private
property as required for ENGINEER to perform services under the Agreement.
G. Examine all alternate solutions, studies, reports, sketches, Drawings, Specifications, proposals, and other
documents presented by ENGINEER (including obtaining advice of an attorney, insurance counselor, and other advisors
or consultants as OWNER deems appropriate with respect to such examination) and render in writing timely decisions
pertaining thereto.
Page I of 2 Pages
(Exhibit 0 — OWNER's Responsibilities)
H. (Deleted).
1. (Deleted).
J. Advise ENGINEER of the identity and scope of services of any independent consultants employed by
OWNER to perform or furnish services in regard to the Project, including, but not limited to, cost estimating, project
peer review, value engineering, and constructability review.
K (Deleted).
L. (Deleted).
M. (Deleted).
N. (Deleted).
Page 2 of 2 Pages
(Exhibit B--OWNER's Responsibilities)
This is EXHIBIT C, consisting of 2 pages, referred to in and
part of the Agreement between OWNER and ENGINEER
for Professional Services dated
Initial:
OWNER
ENGINES
Payments to ENGINEER for Services and Reimbursable Expenses
Article 4 of the Agreement is amended and supplemented
to include the following agreement of the parties:
ARTICLE 4 -- PAYMENTS TO THE ENGINEER
C4.01 For Basic Services Having A Determined
Scope Cost not to Exceed Method of Payment
A. OWNER shall pay ENGINEER for Basic
Services set forth in Exhibit A as follows:
1. (Modified) A cost not to exceed
amount of $106.945.00based upon the rate
schedule, which is attached as Appendix 1 of Exhibit
C .and incorporated herein for all intents and
purposes. This amount does not include those
ENGINEER'S Consultant's charges as provided
below in this Article 4, Subparagraph 04.05, and
will be distributed at the completion of the
preliminary design phase.
2. Deleted.
3. The cost not to exceed includes
compensation for ENGINEER's services and
services of ENGINEER's Consultants (with the
exception of those outlined in paragraph C4.05), if
any. Appropriate amounts have been incorporated
in the cost not to exceed to account for labor,
overhead, and profit.
4. Deleted.
5. The portion of the amount billed for
ENGINEER's services will be based upon total
services actually completed during the billing
period, which shall be a calendar month. Invoices
shall be tendered no more often than once a month
for all of the services performed during the
applicable month.
C4.02 For Basic Services Having An Undetermined
Scope — Direct Labor Costs times a Factor Method of
Paymrent
A. (Not Used).
C4.03 For Additional Services
A. OWNER shall pay ENGINEER for Additional
Services as follows:
I. General. For services of ENGINEER's
employees engaged directly on the Project pursuant
to paragraph A2.01 or A2.02 of Exhibit A of the
Agreement, except for services as a consultant or
witness under paragraph A2.0t.A.13, an amount
based upon the actual hours worked and the rate
schedule, which is attached as Appendix I of Exhibit
C and incorporated herein for all intents and
purposes plus Reimbursable Expenses. Additional
Services shall not be performed without the prior
written consent of the OWNER and if requested,
shall not exceed the following:
Forebay Leak Evaluation .............................$10,000
Chemical Optimization Evaluation
..............$18,600
Pilot or Demonstration Testing ....................$10,000
Laboratory Services .....................................$25,000
Electrical Engineer .......................................$30,000
Topographic Surveying ................................$10,000
Geotechnical Investigation ...........................$10,000
C4.04 For Reimbursable Expenses
A. (Modified) When not included in compensation
for Basic Services under paragraph C4.01, OWNER
shall pay ENGINEER for Reimbursable Expenses as
the rate set forth in Appendix 2 of this Exhibit C.
Before the OWNER shall be liable for any
reimbursable expenses, the ENGINEER must obtain
prior written approval of the OWNER of any expense
that exceeds $1,000 for which the ENGINEER seeks
Page I of 2 Pages
(Exhibit C - Basic Services With Determined Scope — Cost not to exceed Method)
reimbursement. Reimbursable Expenses shall not
exceed the following for each phase:
a. Preliminary Design Phase .............. $3,000.00
B. (Modified) Reimbursable Expenses include the
following categories: mileage, parking tolls, long
distance, reproduction of Drawings, Specifications,
Bidding Documents, and similar Project -related items in
addition to those required under Exhibit A, and, if
authorized in advance by OWNER.
C. The amounts payable to ENGINEER for
Reimbursable Expenses will be the Project -related
internal expenses actually incurred or allocated by
ENGINEER, plus all invoiced external Reimbursable
Expenses allocable to the Project, the latter multiplied by
a Factor of (1.10). Travel, meals, mileage, rental cars,
and like expenses are not subject to the LI0 Factor.
D. Deleted.
E. (Added) The OWNER must approve all travel
expenses before the same are incurred. If such approval
is not obtained, the OWNER shall not be liable for such
travel expenses.
04.05 For ENGINEER's Consultant's Charges
A. (Deleted)
C4.06 Direct Labor Costs
A. Direct Labor Costs means salaries and wages
{raid to ENGINEER's employees but does not include
payroll related costs or benefits.
B. (Deleted).
4A7 Factors
(Deleted)
04.08 Other Provisions Concerning Payment
A. Progress Payments. The portion of the
amounts billed for ENGINEER's services which are
identified in paragraphs C4.01 and 04.03, will be
based on the Direct labor Costs for the cumulative
hours charged to the Project during the billing
period by all of ENGINEER's employees, plus
Reimbursable Expenses and ENGINEER's
Consultant's charges, if any.
APPENDIX 1 OF EXHIBIT C— HOURLY RATES
Page 2 of 2 Pages
(Exhibit C - All Other Services/Charges -- Cost not to Exceed Method of Payment)
Hourly Rates for ENGINEER'S Staff:
All services are to be billed on an hourly basis based on time and materials and based upon the following rates:
Principal/ Technical Advisor
5263.50
Project Manager
$213.90
Desi Manager
$179.80
Project En ineer 117
$170.50
Project Engineer I
S124.00
Graduate Engineer
$108.50
Senior CADD
$108.50
CADD
$93.00
Site Representative
$85.00
Admin Assistant
$77.50
Page I of 1 pages
(Appendix 1 of Exhibit C Hourly Rates)
APPENDIX 2 OF EXHIBIT C-- REIMBURSEMENT OF COSTS
External Reproduction and Deliveries: Cost plus 10%
Internal expenses: Cost
Mileage: IRS Rate
Travel: Cost
Page I of I Pages
(Appendix 2 of Exhibit C _, Reimbursement of Costs)
This is EXHIBIT G, consisting of 2 pages, referred to in and
part of the Agreement between OWNER and ENGINEER
for Proresslonal Services dated
Initial:
OWNER
ENGINEER
Insurance
Paragraph 6.05 of the Agreement is amended and supplemented to include the following agreement of the parties
G6.05 Insurance
Throughout the term of this Agreement, the ENGINEER at its own expense shall purchase, maintain and keep in
force and effect insurance against claims for injuries to or death of persons or damages to property which may arise
out of or result from the ENGINEER's operations and/or performance of the work under this Agreement, whether
such operations and/or performance be by the ENGINEER, its agents, representatives, volunteers, employees or
subcontractors or by anyone directly or indirectly employed by any of them, or by anyone for whose acts any of them
may be liable.
The ENGINEER's insurance coverage shall be primary insurance with respect to the OWNER, its officers, agents
and employees. Any insurance or self-insurance maintained by the OWNER, its officials, agents and employees
shall be considered in excess of the ENGINEER's insurance and shall not contribute to it. Further, the ENGINEER
shall include all subcontractors as additional insureds under its commercial general liability policies or shall furnish
separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all
of the requirements stated herein.
The following is a list of standard insurance policies along with their respective minimum coverage amounts required
in this contract:
Commercial General Liability (CGL)
General Aggregate: S2,000,000
Products & Completed Operations: S 1,000,000
Personal & Advertising Injury: 51,000,000
Per Occurrence: 51,000,000
a. Coverage shall be broad form CGL.
b. No coverage shall be excluded from standard policy without notification of individual exclusions being
attached for review and acceptance.
C. Waiver of Subrogation required.
Business Automobile Policy (BAP)
Combined Single Limits: S2,000,000
a_ Coverage for "Any Auto."
b. Waiver of Subrogation required.
Workers' Compensation Insurance
Statutory Limits
Employer's Liability $1,000,000
Waiver of Subrogation required.
Errors & Omissions (E&O)
Limit: 52,000,000
a. For all engineers, and/or design companies.
Page I of 2 Pages
(Exhibit G - Insurance)
b. Claims-made form is acceptable.
c. Coverage will be in force for three (3) years after project is completed.
Upon execution of this contract, ENGINEER shall file with the OWNER valid Certificates of Insurance and
endorsements acceptable to the OWNER. Such Certificates shall contain a provision that coverage afforded under
the policies will not be canceled, suspended, voided, or reduced until at least thirty (30) days' prior written notice has
been given to the OWNER via certified mail, return receipt requested.
The ENGINEER shall also file with the OWNER valid Certificates of Insurance covering all subcontractors.
The following are general requirements applicable to all policies:
a. AM Hest Rating of A-:VII or better.
b. Insurance carriers licensed and admitted to do business in State of Texas will be accepted.
c. Liability policies will be on occurrence form. E & O can be on claims-made form.
d. OWNER, its officers, agents and employees are to be added as Additional Insured to the commercial general
liability and business automobile policies.
e. Upon request of and without cost to OWNER, certified copies of all insurance policies and/or certificates of
insurance shall be furnished to OWNER's representative. Certificates of insurance showing evidence of
insurance coverage shall be provided to OWNER's representative prior to execution of this agreement.
f. Upon request of and without cost to OWNER, loss runs (claims listing) of any and/or all insurance coverage
shall be furnished to OWNER's representative.
Page 2 of 2 Pages
(Exhibit G - Insurance)
This is EXHIBIT K, consisting of Z pages, mleRed to in and part of
the Agreement between OWNER and ENGINEER fur
Professional Services dated
Initial:
OWNER
ENGINEE �.--�---
Indemniiication
ENGINEER AGREES TO AND SHALL INDEMNIFY AND HOLD
HARMLESS AND DEFEND OWNER, ITS OFFICERS, AGENTS,
AND EMPLOYEES (HEREAFTER REFERRED TO AS THE
"CITY") FROM AND AGAINST ANY AND ALL CLAIMS,
LOSSES, DAMAGES, CAUSES OF ACTION, SUITS AND
LIABILITY OF EVERY KIND, INCLUDING ALL EXPENSES OF
LITIGATION, COURT COSTS, AND ATTORNEY'S FEES, FOR
DAMAGES TO ANY PERSON(S) OR PROPERTY TO THE
EXTENT ARISING OUT OF OR IN CONNECTION WITH AN
ACT OF NEGLIGENCE, INTENTIONAL TORT, INTELLECTUAL
PROPERTY INFRINGEMENT, OR FAILURE TO PAY A
SUBCONTRACTOR OR SUPPLIER COMMITTED BY
ENGINEER OR ENGINEER'S AGENT, CONSULTANT UNDER
CONTRACT, OR ANOTHER ENTITY OVER WHICH
ENGINEER EXERCISES CONTROL (COLLECTIVELY
ENGINEER'S PARTIES). IT IS THE EXPRESSED INTENTION
OF THE PARTIES HERETO, BOTH ENGINEER AND OWNER,
THAT THE INDEMNITY PROVIDED FOR IN THIS PARAGRAPH
IS INDEMNITY BY ENGINEER TO INDEMNIFY AND PROTECT
OWNER FROM THE CONSEQUENCES OF ENGINEER'S
PARTIES' OWN WILLFUL MISCONDUCT, JOINT OR SOLE
NEGLIGENCE AS WELL AS ENGINEER'S PARTIES'
INTENTIONAL TORTS, INTELLECTUAL PROPERTY
INFRINGEMENTS, AND FAILURES TO MAKE PAYMENTS
ARISING OUT OF OR IN CONNECTION WITH THIS
AGREEMENT. SUCH INDEMNITY SHALL NOT APPLY,
HOWEVER, TO LIABILITY ARISING FROM THE PERSONAL
INJURY, DEATH, OR PROPERTY DAMAGE OF PERSONS THAT
IS CAUSED BY OR RESULTS FROM THE NEGLIGENCE OF
ANY PERSON OTHER THAN ENGINEER'S PARTIES. IN THE
EVENT THAT ANY ACTION OR PROCEEDING IS BROUGHT
AGAINST THE OWNER FROM WHICH THE OWNER IS
INDEMNIFIED, ENGINEER FURTHER AGREES AND
COVENANTS TO DEFEND THE ACTION OR PROCEEDING BY
LEGAL COUNSEL ACCEPTABLE TO THE OWNER. THE
INDEMNITY PROVIDED HEREINABOVE SHALL SURVIVE
THE TERMINATION AND/OR EXPIRATION OF THIS
By this Agreement, the OWNER does not consent to litigation or suit, and the OWNER
hereby expressly revokes any consent to litigation that it may have granted by the terms
of this Contract or any other contract or agreement, any charter, or applicable state law.
Nothing herein shall be construed so as to limit or waive OWNER'S sovereign immunity.
ENGINEER assumes full responsibility for its work performed hereunder and hereby
releases, relinquishes and discharges OWNER, its officers, agents, and employees from
all claims, demands, and causes of action of every kind and character for any injury to
or death of any person and/or any loss of or damage to any property that is caused by or
alleged to be caused by, arising out of, or in connection with ENGINEER's work to be
performed hereunder. This release shall apply with respect to ENGINEER's work
regardless of whether said claims, demands, and causes of action are covered in whole or
in part by insurance.
The protections afforded to OWNER in this Exhibit K shall control and supersede
any apportionment of liability or release of liability contained elsewhere in the
Contract Documents. Furthermore, the provisions contained in this Exhibit "IV'
shall survive the termination and/or expiration of this Agreement.
Cliantil: 197279
OCITPROFE
ACORD. CERTIFICATE OF LIABILITY INSURANtCEDAseIMVAOnrYY)
Z128f2017
THIS CERTIFICATE (S ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(SI, AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: H the certificate holder In an ADDITIONAL INSURED, the poltcy(les) must be endorsed. If SUBROGATION IS WAIVED, subject to
the Isrms and conditions of the Policy, certain pollci m may raquire an andorsemeni. A statement on this certificate does not confer rights to the
cartificate holder in Ileu of such andormmwnt(s).
PRODUCER
A
USI southwest
9811 Katy Freeway, Suite 500
; 713 490.4600 Arca .7I3-490.4700
E,t,k,L
Houston, TX 77024
743 490.4600
w JUa*anocoo COVERAGE NAR s
INSURER A: Hartford Lloyds Insurance Co. 38253
NMR90
KCf Professionals, Inc.
2000 W Sam Houston Pkwy S, Suite 1400
Houston, TX T7042
wsumR13 Hartford Underwriters Insurance ;30104
wsuRERC Starr Surplus Lines InsuranceCo 113604
INSURER D
RtsuRER E:
w RERF.
G1UYERA0E5 CERTIFICATE NUMBER., REVISION NUMELERc
THIS IS TO CERTIFY THAT THE POLICES OF INSURANCE LISTED BELOW HAVE BEEN aIJEO TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT. TERM OR CONOITIONOF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
IN
TYPE OF INSURANCE
POLICY NUbMER
61SOAPA9174
08/2016
0410812017
umrra
EACHOCCURRENCE $1000000
A
X r-OuuzRc1ALGENERALLU5ILTY
CLAMS -MADE . Xl OCCUR
yT RENNTED , s300OOO
MEG EV ony ON parson) $10,000
PERSONAL A ADV INJURY S 1 000 OOO
GENt AGGREGATE LIMIT APPLIES PER. w
POLICY l_ ^JI JECT C,_ LOC
GENERAL AGGREGATE s2 000 00
PRODUCTS • COMPIOP AGO s2,000,000
S
OTHER:
A
MrfamftLt:LIAO""
SISSAPA9174
MIOS12016
04/081201
(aljlNEDSINOL! Lahr s1,00D,fl00
BODILY INJURY (Par perm) L
ANY AUTO
X.
ALL UTO ED AUTSCHODULED
HtREO AUTOS X AUTN�OSS ED
BODLY INJURY tPer xddw4 s
PROPERTY DAMAGE S
Is
A
X
uwaREL1A uAs , X OCCUR
61SBAPA9174
D410812016
04108MO
EACH OCCURRENq 510,000 00
AGGREGATE 510.000,000
EXCESS LIAR CLAIMS.MADE
QEQ.1 X RETEN11ONs10000000
S
B
woRKERSCOMMSATION
AND EXPLOYERS' LIABILITY
ANY PROPRIETORNARTNERIEXECUTIVE.Y"�
OFFICERAMMBEREIICLUDED7 N
(Nyaont4,lwy M NNi
OESCRI�P IO OFOPERATIONSbelow
NIA-
61WECAE0401
0111912017
01119/201
X W '
, EL. EACH ACCIDENT131,000,000
E.L. DI354SE • EA EMPLOYE4 $1,000,000
El DISEASE -POL)M.— S1,flOO,OOO
C i Professional
LSPRO26229116
3/2012016
0=012011
62,000,000 per claim
Liability
64,000,000 anni aggr.
DESCRIPTION OF QPERAMONS I LOCATWNS / VORCLUS (ACORD te}, AadMmd RonvAs Scfte*dc may be ausdad It mars span Is rowM)
RE: SAWA Chemical Facilities Improvements Project.
The General Liability and Auto Uabillty policies Include an automatic Additional Insured endorsement that
provides Additional Insured status to the Certificate Holder, only when there Is a written contract or
written agreement between the named Insured and the certificate holder that requires such status, and only
with regard to work performed on behalf of the named Insured. All policies provide a Blanket Waiver of
(See Attached Descriptions)
Baytown Area Water Authority
PO Box 424
Baytown, TX 77522
SHOULD ANY OF THE ABOVE DE SCREED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERER) IN
ACCORDANCE WITH THE POLICY PROVISIONS,
AUTHOR12E0 REPRESENTATIVE
m 1988.2014 ACORD CORPORATION_ All riehts ressmsd
ACORD 2B (2014!81) 1 of 2 The ACORD name and logo aro registered marks of ACORD
#5199667871A919646140 AT'KZP
Subrogation when required by written contract, except as prohibited by law. The General Liability and Auto
Liability policies contain an endorsement with "Primary and Noncontributory" wording with respects to the
sole negligence of the named insured, when required by written contrail. When required by written contract,
the General Liability and Auto Liability policies Include a blanket endorsement providing that 30 days
notice of cancellation for reasons other than non payment of premium and 10 days notice of cancellation for
non payment of premium will be given to the Certificate Holder by the Insurance Carrier.
5AUi11 1A 15.3 (Ze7AN7) Z DTZ
#S1996B? ?/M19U6140
CERTIFICATE OF INTERESTED PARTIES
FORM 1295
1of1
Complete Noll. 1- a and 6 N dhere are interested parties.
OFFICE USE ONLY
Complete Nos, 1, 21 3, 5, and 6 if there are no interested parties.
CERTIFICATION OF FILING
Certificate Number:
1 Name of business entity filing form, and the city, state and country of the business entity's place
of business.
2017-173235
KIT Professionals, Inc -
Houston, TX United States
Date tiled:
03/0112017
Name at governme en&y7 or etata agency s a party to the contract for which M form Is
being filed.
Baytown Area Water Authority
nate acknowledged:
3 Provide the identific-adon number used by the governmental entity or state agency to track or identify the contract, and provide a
description of the services, goods, or other property to be provided under the contract
Chem Facflttles Impr. Project
Professional Engineering Services
4
Name of Interested Party
City, State, Country (place of business)
Nature of lntarest
(check applicable)
Controlling
Iftermedinry
S Check only N there is No interested Party. ❑
X
6 I swear, or affirm, under penalty of perjury, that the above disclosure is true and correct:
�,�gYn,r44 DEREK LIANG
a "�' , Notary Public, State of Taxes
'r Comm, Expires 04-29-2020
Nolofy LD 128465538 Zgnatue
of ed rtt
co smess entity
AFFIX NOTARY STAMP d SEAL. ABOVE
Swom to and subscribed before me, by the said �AL ! _ ,. this the
20_ff7_, to certify which, witness my hand and seal of office
day of
i
0
n e ocer adnu g oath ed name of Hic administerfn
title of officer administering oath
Forms provided by Texas Ethics Commission www.ethics.stateAx.us Version V1.0.277
Orig. Dept.: File -'1.D. No.:
INSTRUCTION: ENTITIES USING AN ASSUMED NAME SHOULD DISCLOSE SUCH FACT TO AVOID
REJECTION OF THE AFFIDAVIT, THE FOLLOWING FORMAT IS RECOMMENDED,.
CORPORATEILEGAL NAME DBA ASSUMED NAME
STATE OF Texas
AFFIDAVIT OF OWNERSHIP OR CONTROL
COUNTY OF Harris
BEFORE ME, the undersigned authority, on this day personally appeared
Sudhakar Kalaga [FULL NAME] (hereinafter "Affiant"),
Pre a [STATE TITLE/CAPACITY WITH
CONTRACTING ENTITY] of KIT Professionals, Inc._� [CONTRACTING
ENTITY'S CORPORATE/LEGAL NANIE] ("Contracting Entity"), who being by me duly sworn on
oath stated as follows:
1. Affiant is authorized to give this affidavit and has personal knowledge of
the facts and matters herein stated.
2. Contracting Entity seeks to do business with the City in connection with
Chemical Facilities Improvements Projects [DESCRIBE PROJECT
OR MATTER] which is expected to be in an amount that exceeds $50,000.
The following information is submitted in connection with the proposal,
submission or bid of Contracting Entity in connection with the above
described project or matter.
4. Contracting Entity is organized as a business entity as noted below (check
box as applicable).
FOR PROFIT ENTITY: NON-PROFIT ENTITY:
[ ] SOLE PROPRIETORSHIP [ ] NON-PROFIT CORPORATION
[X1 CORPORATION [ ] UNINCORPORATED ASSN.
[) PARTNERSHIP
[ ] LIMITED PARTNERSHIP
[ ] JOIN I' VENTURE
[ ] LIMITED LIABILITY COMPANY
[ ] 0 (TIER (Specify type in space below):
S. The information shown below is true and correct for the Contracting
Entity and all owners of 5% or more of the Contmeting Entity and, where
the Contracting Entity is a non-profit entity, the required information has
been shown for each officer. [NOTE IN ALL CASES, USE EVLL NAMES,
LOCAL BUSINESS AND RESIDENCE ADDRESSI✓S AND TELEPHONE
Aff&vlt of Ownership Z.Qn.1ral Page',
Orig. Dept.: _ - -- - File/I.D. No.:
NIMBERS. DO MI USE POST OFFICE BOXES FOR ANY ADDRESS.
INCLUSION OF E-MAII- ADDRESSES IS OPTIONAL, BUT RECOMMENDED
ATTACH ADDITIONAL SHEETS AS NEEDED.)
Contracting Entity
Name: KIT Professionals, Inc.
Business Address [NO./STREET] 2000 W Sam Houston Pkwy. S., STE 1400
[CITY/STATE/ZIP CODE] Houston, Texas 77042
Telephone Number (_IL3 j 783-8700
Email Address [OPTIONAL] skalagaQk9tprofs.com
Residence Address [NOJS`TREET] 10 Ellicott Way
[C1TYlSTATE/ZiP CODE[ Sugar Land, Texas 77479
Telephone Number [OPTIONAL]7( 13 ) 443-6431
Email Address [OPTIONAL] skalaga@kitprofs.com
j% or More Owners)/06Ceers of Non -Profit Corporation
(IF NONE, STATE °'NONE.")
Name: Mr. Sudhakar Kalaga, PE
Business Address [NO./STREhT] 2000 W Sam Houston Pkwy. S., STE 1400
[CITY/STATE/ZIP CODE] -Houston, Texas 77042
Telephone Number
7( 13 ) 783-8700,
Email Address [OPTIONAL] skalaga4ltitprofs.ctxn
Residence Address NOJSTREET 10 Ellicott Way
[CITY/STATE/ZIP CODR] Sugar Land, Texas 77479
Telephone Number [OPTIONAL] (713 j 443-6431
Email Address [OPTIONAL] skalaga(glkitprofs.com
6. Optional information
Contracting Entity and/or
[NAhIE OF
Affidavit orOwnershin or Cantml, Page
Orig. Dapt.: _ - _. _ File/I.D. leo.:._.-....—..._.
OWNER OR NON-PROFIT OFFICER] is actively protesting, challenging; or
appealing the accuracy xrtdr''or amount of taxes levied against
[CONTRACTING ENTITY,
OWNER OR NON-PROFIT OFFICER] as follows:
Name of Debtor:,_
Type of Debt:
Account Nos.:
Case or File Nos.:
Attorney/Agent Name:
Attorney/Agent Phone No.;___________
Delinquent Years/Months:,,,_..... ,,,,,_,,,,,._,.,__Tw.�__�__�__ w -
Status of Appeal
Affiant certifies that he or she is duly authorized to submit the above information on
behalf of the Contracting Entity, that Affiant is associated with the Contracting Entity in the
capacity noted above and has personal knowledge of the accuracy of the information provided
herein, and that the information provided herein is true and c' t to th4e of Affiants
knowledge and belief.
r'
A t nt
SWORN TO AND SUBSCRIB ,D b a me this - 1 day of 20
�,F*►v �� DEREK UANG r
(Seal),f" Notary Public, State of Texas
�y f
-Comm. Expires 04-29.2020
Mp, , Notary ID 12896553@ Na tt nd far the to of
At
I`OTE: . —.-
This affidavit constitutes a government record as defined by Section 37.01 of the Texas Penal
Code. Submission of a false government record is punishable as provided in Section 37.10 of the
Texas Penal Code.
Attach additional pages if needed to supply the required names and addresses.
R %KaretftFticACommctsb;ffidiavrt of Uwncrsh,p ur Control due
Ayvit ofOwnershiR Qr Contml, Page 3