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Ordinance No. 14,184ORDINANCE NO. 14,184 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS, AUTHORIZING A PROFESSIONAL SERVICES AGREEMENT WITH CAROLLO ENGINEERS, INC., TO UPDATE THE CITY OF BAYTOWN'S ALTERNATIVE CAPACITY REQUIREMENTS WITH THE TEXAS COMMISSION ON ENVIRONMENTAL QUALITY; AUTHORIZING PAYMENT BY THE CITY OF BAYTOWN IN AN AMOUNT NOT TO EXCEED ONE HUNDRED TWO THOUSAND FOUR HUNDRED NINETY-SEVEN AND NO100 DOLLARS ($102,497.00); MAKING OTHER PROVISIONS RELATED THERETO; AND PROVIDING FOR THE EFFECTIVE DATE THEREOF. ************************************************************************************* BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS: Section 1: That the City Council of the City of Baytown, Texas, hereby authorizes and directs the City Manager to execute and the City Clerk to attest to a Professional Services Agreement with Carollo Engineers, Inc., to update the City of Baytown's Alternative Capacity Requirements with the Texas Commission on Environmental Quality. A copy of said agreement is attached hereto as Exhibit "A" and incorporated herein for all intents and purposes. Section 2: That the City Council of the City of Baytown authorizes payment to Carollo Engineers, Inc., in an amount not to exceed ONE HUNDRED TWO THOUSAND FOUR HUNDRED NINETY-SEVEN AND NO.. 100 DOLLARS ($102,497.00) for professional services in accordance with the agreement authorized in Section 1 hereinabove. Section 3: That the City Manager is hereby granted general authority to approve a decrease or an increase in costs by FIFTY THOUSAND AND NO 100 DOLLARS ($50,000.00) or less, provided that the amount authorized in Section 2 hereof may not be increased by more than twenty-five percent (25° 0)• Section 4: This ordinance shall take effect immediately from and after its passage by the City Council of the City of Baytown. INTRODUCED, READ and PASSED by the affirmative vote of the City Council of the City of Baytown this the 261h day of September, 2019. B ON CAPETILLO, Mayor e;;; ATTE L1#ICIA BRYSCH, City APPROVED AS TO FORM: ACIO RAMIREZ, SR. C' y Attorney R:' Kareri Files City Council Ordinances\2019 September 26 CarolloEngineers4UpdateACRRequirementswithTCEQ.doc Exhibit "A" AGREEMENT FOR PROFESSIONAL SERVICES STATE OF TEXAS § COUNTY OF HARRIS § This Agreement (this "Agreement") entered into by and between Carollo Engineers, Inc., (hereinafter "the Professional") and the City of Baytown, a home -rule municipality located in Harris and Chambers Counties, Texas (the "City"). 1. Scope of Services/Professional Fees This Agreement authorizes Professional to perform engineering services to develop and submit an updated alternative capacity requirements ("ACR") request to the Texas Commission on Environmental Quality (the "TCEQ") for and on behalf of the City (the "Work"). As part of the Work, the Professional will update the City's Bentley Water GEMS hydraulic model and use the updated model to evaluate the system pressure. The compensation for Professional shall not exceed NINETY-THREE THOUSAND TWO HUNDRED TWENTY-FIVE AND NO/100 DOLLARS ($93,225.00) and shall be on the basis described in Exhibit "A." Reimbursable expenses shall not exceed NINE THOUSAND TWO HUNDRED SEVENTY-TWO AND NO/100 DOLLARS ($9,272.00) and shall be on the basis described in Exhibit "B." The time schedules for the Work are attached as Exhibit "C." The scope of the Work is described in Exhibit "D." Each of these Exhibits "A" through "D" is incorporated into this Agreement by reference for all purposes. 2. Progress Reports Professional shall provide written progress reports to the City regarding the Work and oral reports as requested. Such progress report shall identify the projected time and cost required by the Professional to complete the remaining phases of the Work required under this Agreement. 3. Personnel of the Professional a. Professional's Project Manager Professional shall designate Meem Victor, P.E., to serve as Project Manager for the Work performed under this Agreement. Any change of Project Manager shall require thirty (30) days' advance written approval from the City's Representative. b. Licensed and Registered Engineers Professional shall keep a full-time registered engineer licensed in the State of Texas on staff and assigned to the Work for the duration of its performance of the Work. C. Data on Professional's Employees Prior to commencement of the Work, Professional shall forward to the City a detailed resume of the personnel that will be assigned to the Work. Such personnel shall include, but not be limited to, engineers. AMement for Professional Services, Page 1 d. Rejection of Professional's Employees The City reserves the right to approve or reject from the Work any employees of the Professional. 4. Designation and Duties of the City's Representative a. The City's Director of Engineering or his designee shall act as the City's Representative. b. The City's Representative shall use his best efforts to provide nonconfidential City records for Professional's usage on the Work and to provide access to City's property and easements. However, the City does not guarantee the accuracy or correctness of the documents so provided. Notwithstanding the foregoing, Professional shall be entitled to use and rely upon information provided by the City in performing the services required under this Agreement only to the extent and level specified by the City in writing for each document provided. Nothing contained herein shall be construed to require the City 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 City. 5. Standards of Performance a. The Professional shall perform all services under this Agreement with the care and skill ordinarily used by members of Professional's profession practicing under the same or similar circumstances, time and locality. Professional shall be responsible for the technical accuracy of its services and documents resulting therefrom, and the City shall not be responsible for discovering deficiencies therein. Professional shall correct such deficiencies without additional compensation. b. Codes and Standards (1) All references to codes, standards, environmental regulations and/or material specifications shall be to the latest revision, including all effective supplements or addenda thereto, as of the date that the order for any necessary equipment is made by the City or that the construction specified is bid by the City. (2) If any such equipment is specially manufactured, it shall be identified to the City, and the Contractor and the Seller shall present sufficient data to the City to support the design and the suitability of the equipment. (3) All materials furnished on any City project shall be in accordance with ASTM, ACI, TxDOT, and AASHTO specifications, and with other recognized standards. Proprietary material or other materials for which no Bement for Professional Services, Page 2 generally recognized standards exist may be used provided there has been at least five years of proven experience in the field, and such satisfactory documentation has been approved by the City's Representative. (4) The Work shall be designed and furnished in accordance with the most current codes and/or standards adopted by city, state, or federal government or in general custom and usage by the profession. (5) The codes and standards used in the profession set forth minimum requirements. These may be exceeded by the Contractor or the Professional if superior methods are available for successful operation of equipment and/or for the construction project on which the Work is performed. Any alternative codes or regulations used shall have requirements that are equivalent or better than those in the above listed codes and regulations. The Professional shall state the alternative codes and regulations used. (6) Professional agrees the services it provides as an experienced and qualified engineer will reflect the professional standards, procedures and performances common in the industry for this project. Professional further agrees that any analysis, reports, preparation of drawings, the designation or selection of materials and equipment, the selection and supervision of personnel and the performance of other services under this contract will be pursuant to the standard of performance common in the profession. (7) Professional shall promptly correct any defective analysis caused by Professional at no cost to City. The City's approval, acceptance, use of or payment for all or any part of Professional's services hereunder or of the Work itself shall in no way alter Professional's obligations or the City's rights under this Agreement. As applicable, Professional shall provide the City with record "as -built" drawings relating to the work, in an electronic format that is acceptable to the City. City shall be in receipt of record drawings, if applicable, prior to final payment. (8) Professional has no control over the cost of labor, materials, equipment or services furnished by others, over the incoming water quality and/or quantity, or over the way City's plant and/or associated processes are operated and/or maintained. Data projections and estimates are based on Professional's opinion based on experience and judgment. Professional cannot and does not guarantee that actual costs and/or quantities realized will not vary from the data projections and estimates prepared by Professional. 6. Schedule Professional shall not proceed with the Work or any stage thereof until written notice to proceed is provided by the City's Representative. Agreement for Professional Services, Page 3 7. Instruments of Service Upon execution of this Agreement, Professional grants to the City an ownership interest in the Instruments of Service. Professional shall obtain similar interests from the City and Professional's consultants consistent with this Agreement. As noted in Articles 5 & 11, Professional shall be required to tender to City all Instruments of Service. With such ownership interest, it is expressly understood by the parties hereto that the City may use the Instruments of Service for any purposes which the City sees fit, including, but not limited to, subsequent construction, reconstruction, alteration, and/or repairs of the Project. As a condition to the City's use of the Instruments of Service, the City hereby expressly agrees to remove Professional's name and all references to Professional and its consultants from the Documents. Provided that this Agreement is not terminated for cause by the City, the City shall release any and all claims which the City could make arising out of or in connection with any reuse of the documents by the City. 8. Insurance Professional shall procure and maintain at its sole cost and expense for the duration of the Agreement, insurance against claims for injuries to person or damages to property which may arise from or in connection with the performance of the Work hereunder by Professional, its agents, representatives, volunteers, employees or subconsultants. a. Professional's insurance coverage shall be primary insurance with respect to the City, its officials, employees and agents. Any insurance or self-insurance maintained by the City, its officials, employees or agents shall be considered in excess of Professional's insurance and shall not contribute to it. Further, Professional shall include all subconsultants, agents and assigns as additional insureds under its 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 of standard insurance policies along with their respective minimum coverage amounts required in this Agreement: 1. Commercial General Liability ■ General Aggregate: $2,000,000 ■ Products & Completed Operations Aggregate: $2,000,000 ■ Personal & Advertising Injury: $1,000,000 ■ Per Occurrence: $1,000,000 ■ Fire Damage $50,000 ■ Coverage shall be broad form CGL. ■ Waiver of Subrogation required. ■ 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 ■ Waiver of Subrogation required. ■ Coverage will be in force for one (1) year after completion of the Project. 4. Workers' Compensation ■ Statutory Limits ■ Employer's Liability $500,000 ■ Waiver of Subrogation required. b. The following shall be applicable to all policies of insurance required herein. 1. Insurance carrier for all liability policies must have an A.M. Best Rating of A-:VIII or better. 2. Only insurance carriers licensed and admitted to do business in the State of Texas will be accepted. 3. Liability policies must be on occurrence form. Errors and Omissions can be on claims -made form. 4. Each insurance policy shall be endorsed to state that coverage shall not be suspended, voided, canceled or reduced in coverage or in limits except after thirty (30) days' prior written notice by mail has been given to the City. 5. The City, its officers, agents and employees are to be added as Additional Insureds to all liability policies, with the exception of the Workers Compensation and Errors and Omissions Policies required herein. 6. Upon request and without cost to the City, certified copies of all insurance polices and/or certificates of insurance shall be furnished to the City. 7. Upon request and without cost to the City, loss runs (claims listing) of any and/or all insurance coverages shall be furnished to the City. 8. All insurance required herein shall be secured and maintained in a company or companies satisfactory to the City, and shall be carried in the name of Professional. Professional shall provide copies of insurance policies and endorsements required hereunder to the City on or before the effective date of this Agreement. Agreement for Professional Services, Page 5 9. Indemnification and Release PROFESSIONAL AGREES TO AND SHALL INDEMNIFY AND HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERS, AGENTS, AND EMPLOYEES (HEREINAFTER 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 INJURY TO OR DEATH OF ANY PERSON, FOR DAMAGE TO ANY PROPERTY OR FOR ANY BREACH OF CONTRACT 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 THE PROFESSIONAL OR THE PROFESSIONAL'S AGENT, CONSULTANT UNDER CONTRACT, OR ANOTHER ENTITY OVER WHICH THE PROFESSIONAL EXERCISES CONTROL (COLLECTIVELY PROFESSIONAL'S PARTIES). IT IS THE EXPRESSED INTENTION OF THE PARTIES HERETO, BOTH PROFESSIONAL AND THE CITY, THAT THE INDEMNITY PROVIDED FOR IN THIS PARAGRAPH IS INDEMNITY BY PROFESSIONAL TO INDEMNIFY AND PROTECT THE CITY FROM THE CONSEQUENCES OF PROFESSIONAL'S PARTIES' OWN WILLFUL MISCONDUCT, JOINT OR SOLE NEGLIGENCE AS WELL AS THE PROFESSIONAL'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 THE PROFESSIONAL'S PARTIES. IN THE EVENT THAT ANY ACTION OR PROCEEDING IS BROUGHT AGAINST THE CITY FROM WHICH THE CITY IS INDEMNIFIED, PROFESSIONAL FURTHER AGREES AND COVENANTS TO DEFEND THE ACTION OR PROCEEDING BY LEGAL COUNSEL ACCEPTABLE TO THE CITY. THE INDEMNITY PROVIDED HEREINABOVE Agmement for Professional Services, Page 6 SHALL SURVIVE THE TERMINATION AND/OR EXPIRATION OF THIS AGREEMENT. By this Agreement, the City does not consent to litigation or suit, and the City 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 the City's sovereign immunity. Professional assumes full responsibility for its work performed hereunder and hereby releases, relinquishes and discharges the City, its officers, agents, and employees from all claims, demands, and causes of action of every kind and character, including the cost of defense thereof, for any injury to or death of any person (whether they be either of the parties hereto, their employees, or other third parties) and any loss of or damage to property (whether the property be that of either of the parties hereto, their employees, or other third parties) that is caused by or alleged to be caused by, arising out of, or in connection with Professional's work to be performed hereunder. This release shall apply with respect to Professional's work regardless of whether said claims, demands, and causes of action are covered in whole or in part by insurance. 10. Subcontractors and Subconsuitants Professional shall receive written approval of the City's Representative prior to the use of any subcontractors or subconsultants. A copy of all proposed contracts with subconsultants and/or subcontractors shall be given to the City before execution of such contracts. 11. Termination of Professional The City, besides all other rights or remedies it may have, shall have the right to terminate this Agreement without cause upon ten (10) days' written notice from the City Manager to Professional of the City's election to do so. Furthermore, the City may immediately and without notice terminate this Agreement if Professional breaches this Agreement. A breach of this Agreement shall include, but not be limited to, the following: (a) failing to pay insurance premiums, liens, claims or other charges; (b) failing to pay any payments due the city, state, or federal government from Professional or its principals, including, but not limited to, any taxes, fees, assessments, liens, or any payments identified in this Agreement; (c) the institution of voluntary or involuntary bankruptcy proceeding against Professional; (d) the dissolution of Professional; (e) refusing or failing to prosecute the Work or any separable part, with the diligence that will ensure its completion within the time specified in this Agreement; (f) failing to complete work wthin the time period specified in this Agreement; and/or (g) the violation of any provision of this Agreement. Agmement for Professional Services, Page 7 Upon delivery of any notice of termination required herein, Professional shall discontinue all services in connection with the performance of the Agreement. Within ten (10) days after receipt of the notice of termination, Professional shall submit a final statement showing in detail the services satisfactorily performed and accepted and all other appropriate documentation required herein for payment of services. At the same time that the final statement is tendered to the City, Professional shall also tender all of Professional's work product, whether complete or not, in an acceptable form and format to the City's Representative. No final payment will be made until all work product is so tendered. If this Agreement is terminated for cause, Professional shall be liable for any damage to the City resulting therefrom. This liability includes any increased costs incurred by the City in completing Professional's work. The rights and remedies of the City in this section are in addition to any other rights and remedies provided by law or under this Agreement. 12. Records Within ten (10) days of the City's request and at no cost to the City, the City will be entitled to review and receive a copy of all documents that indicate work on the Project that is subject to this Agreement. 13. Supervision of Professional Professional is an independent contractor and the City neither reserves nor possesses any right to control the details of the Work performed by Professional under the terms of this Agreement. 14. Billing The City shall have thirty (30) days to pay Professional's bills from the date of receipt of such bills. All bills must identify with specificity the work or services performed and the date(s) of such work or services. In the event of a disputed or contested invoice, the parties understand and agree that the City may withhold the portion so contested, but the undisputed portion will be paid. The Professional shall invoice the City for work performed no more than once a month. 15. Indebtedness. If Professional, at any time during the term of this agreement, incurs a debt, as the word is defined in section 2-662 of the Code of Ordinances of the City of Baytown, it shall immediately notify the City's Director of Finance in writing. If the City's Director of Finance becomes aware that the Professional has incurred a debt, the City's Director of Finance shall immediately notify the Professional in writing. If the Professional does not pay the debt within 30 days of either such notification, the City's Director of Finance may deduct funds in an amount equal to the debt from any payments owed to the Professional under this Agreement, and the Professional waives any recourse therefor. 16. Reputation in the Community Professional shall retain a high reputation in the community for providing professional engineering and testing services. Professional shall forward a summary of any current petition or complaint in any court of law which (a) asserts a claim for $50,000 or more for errors or omissions in providing engineering services and/or (b) seeks to deny the Professional the right to practice engineering services or to perform any other services in the State of Texas. Professional shall provide a copy of the petition or claim upon written request. Agreement for Professional Services, Page 8 17. Payroll and Basic Records a. Professional shall maintain payrolls and basic payroll records during the course of the work performed under this Agreement and shall preserve them for a period of three (3) years from the completion of the work called for under this Agreement for all personnel working on such work. Such records shall contain the name and address of each such employee, social security number, correct classification, hourly rates of wages paid, daily and weekly number of hours worked, deductions made and actual wages paid. b. Professional shall make the records required to be maintained under the preceding subsection (a) of this section available at no cost to the City for inspection, copying or transcription or its authorized representatives within fifteen (15) days of the City's request therefor. Professional shall permit such representatives to interview Professional's employees during working hours on the job. 18. Governing Law This Agreement has been made under and shall be governed by the laws of the State of Texas. The parties fiuther agree that performance and all matters related thereto shall be in Harris County, Texas. 19. Notices Unless otherwise provided in this Agreement, any notice provided for or permitted to be given must be in writing and delivered in person or by depositing same in the United States mail, postpaid and registered or certified, and addressed to the party to be notified, with return receipt requested, or by delivering the same to an officer of such party. Notice deposited in the mail as described above shall be conclusively deemed to be effective, unless otherwise stated in this Agreement, from and after the expiration of three (3) days after it is so deposited. For the purpose of notice, the addresses of the parties shall be as follows unless properly changed as provided for herein below: For the City: For the Professional: CITY OF BAYTOWN Attn: City Manager P. O. Box 424 Baytown, Texas 77522-0424 FAX: 281-420-6586 CAROLLO ENGINEERS, INC. Attn: Meera Victor, P.E. 10375 Richmond Avenue, Suite 1625 Houston, TX 77042 FAX: Agmment for Professional Services, Page 9 Each party shall have the right from time to time at any time to change its respective address and each shall have the right to specify a new address, provided that at least fifteen (15) days' written notice is given of such new address to the other party. 20. No Third Party Beneficiary This Agreement shall not bestow any rights upon any third party, but rather, shall bind and benefit Professional and the City only. No person or entity not a signatory to this Agreement shall be entitled to rely on Professional's performance of its services hereunder, and no right to assert a claim against Professional by assignment of indemnity rights or otherwise shall accrue to a third party as a result of this Agreement or the performance of Professional's services hereunder. 21. No Right to Arbitration Notwithstanding anything to the contrary contained in this Agreement, the City and Professional hereby agree that no claim or dispute between the City and Professional 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 City is subjected to an arbitration proceeding notwithstanding this provision, Professional consents to be joined in the arbitration proceeding if Professional's presence is required or requested by the City of complete relief to be recorded in the arbitration proceeding. 22. Waiver No waiver by either party to this Agreement of any term or condition of this Agreement shall be deemed or construed to be a waiver of any other term or condition or subsequent waiver of the same term or condition. 23. Complete Agreement This Agreement represents the entire and integrated agreement between the City and Professional in regard to the subject matter hereof and supersedes all prior negotiations, representations or agreements, either whether written or oral, on the subject matter hereof. This Agreement may only be amended by written instrument approved and executed by both of the parties. The City and Professional accept and agree to these terms. 24. No Assignment Professional may not sell or assign all or part interest in this Agreement to another party or parties without the prior express written approval of the City Manager of such sale or assignment. The City may require any records or financial statements necessary in its opinion to ensure such sale or assignment will be in the best interest of the City. 25. No Boycott Israel Professional herein agrees that it will not boycott Israel during the term of this Agreement. As used in this section, "boycott Israel" means refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or Agmement for Professional Services, Page 10 limit commercial relations specifically with Israel, or with a person or entity doing business in Israel or in an Israeli -controlled territory, but does not include an action made for ordinary business purposes. 26. Headings The headings used in this Agreement are for general reference only and do not have special significance. 27. Severability All parties agree that should any provision of this Agreement be determined to be invalid or unenforceable, such determination shall not affect any other term of this Agreement, which shall continue in full force and effect. 28. Ambiguities In the event of any ambiguity in any of the terms of this Agreement, it shall not be construed for or against any party hereto on the basis that such party did or did not author the same. 29. Authority The officers executing this Agreement on behalf of the parties hereby represent that such officers have full authority to execute this Agreement and to bind the party he/she represents. IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiple copies, each of which shall be deemed to be an original, but all of which shall constitute but one and the same Agreement on the _ day of _ _ , 2019, the date of execution by the City Manager of the City of Baytown. CAROLLO E GINEERS, INC. lAle�'��• ;� (Signature) (Printed Name) SF7" 'oR VP \l 1 (Title) CITY OF BAYTOWN RICHARD L. DAVIS, City Manager Agreement for Professional Services, Page 11 ATTEST: LETICIA BRYSCH, City Clerk APPROVED AS TO FORM: IGNACIO RAMIREZ, SR., City Attorney STATE OF TEXAS COUNTY OF HARRIS Before me on this day personally appeared ivl , in his/her capacity as Vic-6 �6z14�-j- of Carollo Engineers, Inc., on behalf of such corporation, known to me; proved to me on the oath of _ _ _ ; or proved to me through his/her current (description of identification card or other document issued by the federal government or any state government that contains the photograph and signature of the acknowledging person) (check one) to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he/she executed the same for the purposes and consideration therein expressed. '')-fI SUBSCRIBED AND SWORN before me this � day of be� , 2019. CNRISTINAL.JUCKES Notary Pub] ic in and f he State of Texas My Notary ID # 124064262 ;y,.'•� F.xpfresDec�mber10,2021 R:\Karen\Files\Engineering\Engineering Agreements%Carollo\ACR\Agreement08282019.doc Agreement for Professional Services, Page 12 EXHIBIT A COMPENSATION Services of Professional and its subcontractors required under this Agreement shall not exceed NINETY-THREE THOUSAND TWO HUNDRED TWENTY-FIVE AND NO/100 DOLLARS ($93,225.00) based upon the rate schedule, which is attached hereto and incorporated herein as Appendix 1 to this exhibit, and shall not exceed the following for any task of the project: I Task 1 Service Phase Pro'ect Mane ement Cost not to Exceed $2 298.00 2 Data Request and Review $4 404.00 3 Update to WaterGEMS Model $15 720.00 4 WaterGEMS Model Calibration $44 893.00 5 ACR Update and submittal $12 854.00 6 WTP Expansion Schedule Evaluation $13 056.00 Total Cost Not to Exceed $93 25.00 The above -referenced not -to -exceed amount includes all expenses that Professional may incur as part of this project, including, but not limited to, all costs associated with parking, mileage, deliveries, and copies. The parties hereto agree and understand that the City shall not be liable and the Professional shall not make a claim against the City for any such expenses. APPENDIX 1 TO EXHIBIT A RATE SCHEDULE Staff Category Hourly Rate Principal in Charge..........................................$273.00 Project Manager/ACR Lead.............................$219.00 Task Leader for WaterGEMS Update..............$201.00 Project Engineer...............................................$151.00 Admin and Document Processing ......................$87.00 EXHIBIT B Reimbursable Expenses Reimbursable expenses shall include costs for incidental items such as parking, mileage, deliveries, and copies. Such expenses will be invoiced to the City at the Professional's direct cost plus 10%, except mileage will be invoiced at the IRS rate without a factor. Reimbursable expenses will not exceed TWO THOUSAND AND NO/100 DOLLARS ($2,804.00). Reimbursable expenses associated with project equipment and communications expenses shall not exceed SIX THOUSAND FOUR HUNDRED SIXTY-EIGHT AND NO/100 DOLLARS ($6,468.00). EXHIBIT C SCHEDULE OF WORK The Professional shall perform all of deliverables referenced in Exhibit "A" withii calculated from the date of the notice to proceed: the services required herein and submit the the time period referenced hereinbelow as Task 1....................................................................... Until acceptance of the Project Task2..............................................................................................35 calendar days Task3..............................................................................................70 calendar days Task4............................................................................................112 calendar days Task5............................................................................................133 calendar days Task6............................................................................................147 calendar days EXHIBIT D SCOPE OF WORK A. Generally: The Professional shall develop and submit an updated ACR request to TCEQ. As part of the effort, the Professional will update the City's Bentley WaterGEMs hydraulic model and use the updated model to evaluate the system pressure. B. Basic Services: The scope of services will include the following: Task 1. Project Management The Professional shall perform project management services, including, but not limited to, project setup and closeout, ongoing project cost control, project staffing, coordination and schedule management. The Professional will prepare a monthly invoice and progress report throughout the term of this task order. Deliverables: Electronic copies of the invoices and progress reports submitted to the City designated personnel. Task 2. Data Request and Review The Professional shall: 1. issue a data request will be issued to the City to support development of the ACR, which request may include any of the following information that has not already been received and reviewed prior to initiation of this work effort: ➢ Contractual obligations between the City and the Baytown Area Water Authority ("BAWA"), and the City and its customer cities; ➢ Map of water system; ➢ Number of active service connections per month for the past 3 years; ➢ Daily production data for BAWA treatment plant for the past 36-consecutive month period; ➢ Daily water use rates for the City and its customer cities for the past 36-consecutive month period; ➢ Production and water use rates during the last drought (2011); ➢ Most recent Future Water Projections; ➢ Detailed inventory list for the City's and BAWA's systems including ground and elevated storage tanks, pressures zones, pump stations, and fire hydrants; ➢ Description of unusual demands such as fire flows or major main breaks ➢ Fire flow requirements based on land use; and ➢ Description of any additional nodes and pipes that need to be included in the model and water usage and parcel information; and 2. review the data to identify the maximum daily demand during the updated 36- consecutive month period; and 3. review data from the last drought period. Deliverables: Data requested Task 3. Update to WaterGEMS Model The Professional shall: 1. update the City's extended period simulation (EPS) WaterGEMS hydraulic model with new water connections and associated water distribution pipes that have been added to the City's water system since the model was last updated in 2018; 2. add base demands for new connections to the model; 3. use the updated model to evaluate minimum system pressures during maximum day demand and fire flow conditions for both existing and future demands (10 year horizon); 4. meet with City staff to review the updated model and hydraulic analysis results. Deliverables: Updated Water Model. Task 4. Water Model Calibration The Professional shall: 1. calibrate the updated hydraulic model for flows and pressures for one 24-hour extended period simulation using available SCADA pressure and flow level data; 2. prepare a calibration plan that includes objectives, timeline, SCADA and field data to be collected, and other considerations for model calibration; a. City shall: (1) provide list of SCADA tags and a historical data for relevant SCADA information for the last 36 months; (2) install temporary pressure loggers provided by the Professional at key locations as determined by the Professional, which pressure loggers will be installed at fire hydrants and will record data for a one week period; (3) provide SCADA and other operational data for the one -week period, which SCADA data will include suction and discharge pressures and flow for pump stations; tank levels; upstream and downstream pressure and flows for critical valves; and status of valves and pumps. b. The Professional shall: (1) evaluate available SCADA data to determine gaps and identify locations for installing pressure loggers; (2) meet with City staff via conference call to review the calibration plan; and (3) provide up to five (5) pressure loggers to be installed at select key locations by City staff. 3. prepare a model calibration in which Professional shall: a. review SCADA, field, and other operational data collected during subtask; b. develop spreadsheet templates to support the comparison of field and model data; c. calibrate the hydraulic model for pump and pipe flows and for pressure/head levels at junctions and tanks; d. set up boundary conditions in the model to represent field conditions on calibration day; e. compare model to field data and will adjust model parameters as appropriate to obtain reasonable accuracy; and f. conduct a meeting with City staff (in -person) to discuss system operations and review the calibration results; 4. prepare model current typical simulations, in which Professional shall: a. develop current average day and maximum day scenarios in the model to represent typical operating conditions (24-hour extended period simulation); b. review historical average daily production data to determine average and maximum day demands; and c. conduct a meeting with City staff (in -person) to discuss typical system operations and review the typical simulations set up; and 5. prepare calibration and typical simulations technical memorandum, in which Professional shall: a. prepare a draft Technical Memorandum summarizing the hydraulic model calibration for flows and pressures, and the typical simulations setup; and b. incorporate comments received from the City into Final Technical Memorandum. Deliverables: Calibration and Typical Simulations Technical Memorandum Task 5. ACR Review and Update The Professional shall: 1. calculate an updated equivalency ratio based on data from the recent 36-consecutive month period. Total and elevated storage capacity will be reviewed and compared to requirements under 30 TAC §290.45; and 2. develop and submit a letter request to TCEQ on behalf of the City of Baytown for approval of an updated ACR. The letter will include the actual request, the methodology used, and supporting documentation as attachments. Deliverables: ACR Letter Submittal — including all the forms and documentation required by TCEQ. Task 6. Water Treatment Plant Expansion Schedule Evaluation The Professional shall: 1. review the existing water treatment plant information (rated capacity) and the planning data — water demands/projections, provided by the City. 2. based on the water demand and supply project, perform an evaluation on the Surface Water Treatment Plant expansion schedule 3. present the findings of the task to the City Council and the BAWA Board. Deliverables: Technical Memorandum Presentation to the City Council. Presentation to the BAWA Board. C. Additional Services: The City shall not be responsible or liable for any additional services performed by the Professional unless such additional services have been approved in writing prior to the performance of the same. Professional will perform additional services at a price agreed upon by the parties in writing prior to the performance of such services based upon the rate schedule indicated in Exhibit "A."