Ordinance No. 11,043 (Exhibit A)STANDARD FORM OF AGREEMENT
BETWEEN OWNER AND ENGINEER
FOR
PROFESSIONAL SERVICES
THIS AGREEMENT effective as of the _ day of January, 2009 ( "Effective Date")_
Between
City of Baytown ( "OWNER ")
and
Jones Sc Carter, Inc. ( "ENGINEER ")
ENGINEER shall perform professional services necessary for the Steinman Lift Station Project ( "Project').
OWNER and ENGINEER in consideration oftheir mutual covenants as set forth herein agree as follows:
Standard Form of Agreement
Between Owner and Engineer for Professional Services
Page 1 of 1 1
TABLE OF CONTENTS Page
ARTICLE1 - SERVICES OF ENGINEER ......................................................................................... ............................... 3
1.01 Scope .................................................................................................................................. ............................... 3
ARTICLE 2 - OWNER'S RESPONSIBILITIES ................................................................................. ............................... 3
2.01 General ............................................................................................................................... ............................... 3
ARTICLE 3 - TINMS FOR RENDERING SERVICES ....................................................................... ............................... 3
3.01 General ............................................................................................................................... ............................... 3
3.02 Suspension .......................................................................................................................... ............................... 3
ARTICLE 4 - PAYMENTS TO ENGINEER ....................................................................................... ............................... 3
4.01 Methods of Payment for Services and Reimbursable Expenses of ENGINEER ............. ............................... 3
4.02 Other Provisions Concerning Payments ............................................................................ ............................... 3
ARTICLE 5 OPINIONS OF COST .................................................................................................... ............................... 4
5.01 Opinions of Probable Construction Cost .......................................................................... ............................... 4
5.02 Designing to Construction Cost Limit .............................................................................. ............................... 4
5.03 Opinions of Total Project Costs ........................................................................................ ............................... 4
ARTICLE 6 - GENERAL CONSIDERATIONS ................................................................................. ............................... 4
6.01 Standards of Performance .................................................................................................. ............................... 4
6.02 Authorized Project Representatives ................................................................................... ............................... 5
6.03 Design without Construction Phase Services .................................................................... ............................... 5
6.04 Use of Documents .............................................................................................................. ............................... 5
6.05 Insurance ............................................................................................................................. ............................... 6
6.06 Termination ........................................................................................................................ ............................... 6
6.07 Controlling Law ................................................................................................................. ............................... 6
6.08 Successors, Assigns, and Beneficiaries ............................................................................. ............................... 6
6.09 Dispute Resolution ............................................................................................................. ............................... 7
6.10 Hazardous Environmental Condition ................................................................................ ............................... 7
6.11 Allocation of Risks ............................................................................................................. ............................... 7
6.12 Notices ................................................................................................................................ ............................... 7
6.13 Survival ............................................................................................................................... ............................... 7
6.14 Severabil ity ......................................................................................................................... ............................... 7
6.15 Waiver ................................................................................................................................ ............................... 7
6.16 Headings ............................................................................................................................. ............................... 8
ARTICLE7 - DEFINITIONS .............................................................................................................. ............................... 8
7.01 Defined Terms ................................................................................................................... ............................... 8
ARTICLE 8 - EXHIBITS AND SPECIAL PROVISIONS .................................................................. ............................... 9
8.01 Exhibits Included ................................................................................................................ ............................... 9
8.02 Total Agreement ............................................................................................................... ............................... 10
Standard Form of Agreement
Between Owner and Engineer for Professional Services
Page 2 of 11
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. Upon this Agreement becoming effective,
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 preparation of a preliminary master plan report for the
Project. 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 are 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 famished 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, Part 2, as set forth in Exhibit C.
C. (Modified) For Reimbursable Expenses. In
addition to payments provided for in paragraphs 4.01.A and
4.01.13, OWNER shall pay ENGINEER for Reimbursable
Expenses incurred by ENGINEER and ENGINEER's
Consultants as set forth in Exhibit C.
4.02 Other Provisions Concerning Payments
A. Preparation of Invoices. Invoices will be prepared
in accordance with ENGINEER's standard invoicing
practices and will be submitted to OWNER periodically 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.
B. (Modified) Payment of Invoices. Invoices are due
and payable within 30 days after 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 Govenunent Code (or the
maximum rate of interest permitted by law, if less) after the
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 charges. 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
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Between Owner and Engineer for Professional Services
Page 3 of 11
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.
1. 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 furnished 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) Records 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
ENGINEER's 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 Construction 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 furnished 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 - furnished information upon which ENGINEER is
authorized to rely as provided in Section 6.01.13.
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. 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
standards. This Agreement is based on these requirements as
of its Effective Date. Changes to these requirements after 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
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Between Owner and Engineer for Professional Services
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of all requirements, programs, instructions, reports, data, and
other 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 make decisions and cant' 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. (Deleted).
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 wan-ant the existence of such conditions.
1. (Deleted).
J. (Deleted)
K. (Deleted).
L. (Deleted).
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
per•
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
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 die 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
may 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 are 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
authorization 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 stored in
electronic 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
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Between Owner and Engineer for Professional Services
Page 5 of I 1
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 govern.
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:
1. For cause,
a. (Modified) By either party 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
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.
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 6.08.13 the assigns of OWNER
and ENGINEER) are hereby bound to the other party to this
Agreement and to the partners, successors, executors,
administrators and legal 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.
Standard Form of Agreement
Between Owner and Engineer for Professional Services
Page 6 of I 1
C. Unless expressly provided otherwise in this
Agreement:
1. 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 consultant(s) or contractor(s) to identify and, as
appropriate, abate, remediate, or remove the Hazardous
Environmental Condition; and (ii) wan-ants 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.
6.11 Allocation of Risks
A. (Modified) Indemnification. See Exhibit K-
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 for 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 party
shall not constitute a waiver of that provision, nor shall it
affect the enforceability of that provision or of the remainder
of this Agreement.
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Between Owner and Engineer for Professional Services
Page 7 of 11
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:
1. Deleted
2. Additional Services - -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. Application for Payment- -The form acceptable
to ENGINEER which is to be 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 Services - -The services to be performed
for or furnished to OWNER by ENGINEER in
accordance with Exhibit A, Part 1, of this Agreement.
7. Deleted
8. Deleted
9. Deleted
10. Deleted
11. Deleted
12. Deleted
13. Deleted
14. Deleted
15. Deleted
16. Deleted
17, Deleted
18. Deleted
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. Drawings- -That part of the Contract Documents
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. Deleted
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. ENGRVEER'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 vendors. The term ENGINEER
includes ENGINEER's Consultants.
24. Deleted
25. Deleted
26. Deleted
27. Hazardous Environmental Condition- -The
presence at the Site of Asbestos, PCB's, Petroleum,
Hazardous Waste, or 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
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Between Owner and Engineer for Professional Services
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Solid Waste Disposal Act (42 USC Section 6903) as
amended from time to time.
29. Laws and Regulations; Laws 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 -- Polychlorinated 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. Deleted
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. Deleted
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. Deleted
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. Deleted
40. Deleted
41. Deleted
42. Deleted
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 furnishing labor, services, and
documentation necessary to produce such construction
and furnishing, installing, and incorporating all materials
and all equipment into such construction, all as required
by the Contract Documents.
44. Deleted
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
four (4) 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 E, "Notice of Acceptability of Work," is not
used.
F. Exhibit F, "Construction Cost Limit," is not used.
G. Exhibit G, "Insurance," consisting of two (2) pages.
H. Exhibit H, "Dispute Resolution," is not used.
1. Exhibit I, "Allocation of Risks," is not used.
J. Exhibit J, "Special Provisions" is not used.
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Between Owner and Engineer for Professional Services
Page 9 of 11
K. (Added) Exhibit K, "Indemnification" consisting of
two (2) pages.
8.02 Total Agreement
A. This Agreement (consisting of pages I to I
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 be read and construed as the same Agreement,
Standard Form of Agreement
Between Owner and Engineer for Professional Services
Page 10 of 1 I
IN WITNESS WHEREOF, the parties hereto have
executed this Agreement, the Effective Date of which is
indicated on page 1.
OWNER: CITYOF BAYTOWN
Signature:
Printed Name: Garrison C. Brumback
Title: City Manager
Date Signed:
Address for giving notices:
P.O. Box 424
Baytown, Texas 77522
Designated Representative (paragraph 6.02.A):
Name: Richard E. Carter, P.E.
Title: Director of Engineering
Phone Number: (281) 420 -7154
Facsimile Number. (281) 420 -6586
E -Mail Address: dick.carter @baytown.org
ENGINEER: JON & C ' ER, INC.
c
Signature:
Printed Name: ��� S<�V�K
Title: I/
Date Signed: 2_3
Address for giving notices:
6335 Gu1Ron, Suite 100
Houston, TX 77081 -1169
Designated Representative (paragraph 6.02.A):
Name: Tobin Synatschk, P.E.
Title: Vice President
Phone Number: (713) 777 -5337
Facsimile Number: (713) 777 -5976
E -Mail Address: tts@jonescarter.com
Standard Form of Agreement
Between Owner and Engineer for Professional Services
Page 11 of 11
This is EXHIBIT A, consisting of 4 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 1 -- BASIC SERVICES (Modified)
A 1.01 Preliminary Design Phase
A. ENGINEER shall:
1. Consult with OWNER to define and clarify OWNER's requirements for the Project and available data.
2. 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.
3. (Modified) Identify, consult with, and analyze requirements of governmental authorities having
jurisdiction 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.
5. (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. Determination of Design Flow
Flow Monitoring - ENGINEER will coordinate with OWNER for the installation of a
flow monitoring device and data collector on the existing force main near where the
force main exits the existing Steinman Lift Station. The meter will be temporarily
attached to the exterior of the existing force main for the sole purpose of monitoring
and recording the volume of flow pumped through the force main from the Steinman
Lift Station to the West District Waste Treatment Plant. The goal of the flow
monitoring will be to record dry weather and wet weather flow volumes. Flow
monitoring will continue as long as practical in order to capture a representative wet -
weather event. If no such event occurs during the data collection period, ENGINEER
will use his best judgment to estimate a wet - weather flow. Additionally, ENGINEER
or its Consultant will review the number of equivalent single- family service
connections (ESFC) served by the Steinman Lift Station. The ENGINEER will
Page 1 of 4 Pages
(Exhibit A -- ENGINEER's Services)
analyze the flow monitoring data to estimate the required pump capacity and will
perform engineering calculations to determine the capacity of the existing force main.
2. Review of Historical Flow Records - ENGINEER will review existing electric bills,
runtime meters, chart recorder data, and other records provided by the OWNER as
part of the analysis. This data will be compared to the existing force main capacity
calculations for verification.
b. Preliminary Sizing of Pump Station - ENGINEER will utilize the results of the flow
monitoring, the ESFC count, the recorded or estimated wet weather flow, and other
pertinent data to determine the number, size, and required capacity of the proposed lift
pumps. ENGINEER will use the preliminary pump data to verify the available wet well
volume, and configure a dry well to house the pumps.
c. Preliminary Sizing of Force Main - ENGINEER will review the dry and wet weather
flow data, the length of the force main, the head losses associated with the force main
size and length, and perform engineering calculations to determine the optimal size of the
proposed force main(s).
d. Analysis of the Suitability of the Existing Force Main Alignment - The ENGINEER will
drive the alignment of the existing force main to identify known above and under ground
conflicts, review dry utility maps, review OWNER construction documents for existing
public utilities, communicate with other public agencies regarding planned infrastructure
improvements that may conflict with the location of the existing and proposed force
main, perform a cursory preliminary environmental review to identify any environmental
issues that may impact the force main route, and include in the report an analysis of the
route along with a recommendation as to whether the route is suitable for the existing or
proposed force main(s).
7. (Modified) Prepare a letter report (the "Report") which will contain findings, comparisons of
alternatives, and recommendations for the proposed lift station structural modifications and additions,
the required pump capacity, the proposed pumps, emergency standby generators, generator fuel
systems (diesel versus natural gas), the existing force main alignment, identification of conflicts that
may cause the alignment to deviate from the existing route, proposed alternate routes, and the size of
the proposed force main. Additionally, the report will identify any easements or fee strips needed to
construct the project. This Report will be accompanied by ENGINEER's opinion of Total Project
Costs for each solution which is so recommended for the Project with each component separately
itemized, including the following, which will be separately itemized: opinion of probable
Construction Cost, allowances for contingencies and for the estimated total costs of design,
professional, and related services provided by ENGINEER, including reimbursable costs (i.e.
geotechnical fees, construction material testing costs, structural engineering fees, land acquisition
expenses, estimated easement/fee strip costs based on HCAD, etc., and, on the basis of information
fumished by OWNER, allowances for other items and services included within the definition of Total
Project Costs.
8. Furnish six (6) review copies of the Draft Report to OWNER within ninety (90) calendar days of
authorization to begin services and review it with OWNER.
9. Revise the Draft Report in response to OWNER's and other parties' comments, as appropriate, and
furnish fourteen (14) final copies of the revised Report to the OWNER within ten (10) calendar days
after completion of reviewing it with OWNER.
Page 2 of Pages
(Exhibit A -- ENGINEER's Services)
B. (Modified) ENGINEER's services under the Preliminary Design Phase will be considered complete on the
date when the final copies of the revised Report has been delivered to and accepted by OWNER.
A 1.02 Final Design Phase (Deleted in its entirety)
A 1.03 Bidding or Negotiating Phase (Deleted in its entirety)
A 1.04 Construction Phase (Deleted in its entirety)
A 1.05 Post - Construction Phase (Deleted in its entirety)
PART 2 — ADDITIONAL SERVICES
A2.01 Additional Services Requiring OWNER's Authorisation in Advance
A. If authorized in writing in advance by OWNER, ENGINEER shall furnish or obtain from others Additional
Services of the types listed below. These services will be paid for by OWNER as indicated in Article 4 of the
Agreement; provided they are not already included as part of the Basic Services and they have been approved
in writing by the OWNER prior to their performance.
1. (Modified) Preparation of applications and supporting documents (in addition to those furnished under
Basic Services) for private or governmental grants, loans or advances in connection with the Project;
preparation or review of environmental assessments and impact statements; review and evaluation of the
effects on the design requirements for the Project of any such statements and documents prepared by
others; assistance in obtaining approvals of authorities having jurisdiction over the anticipated
environmental impact of the Project; and assistance in obtaining on behalf of the OWNER permits not
otherwise included with the scope of Basic Services from all governmental authorities having jurisdiction
to approve all phases of the PROJECT designed or specified by ENGINEER
2. Services to make measured drawings of or to investigate existing conditions or facilities, or to verify the
accuracy of drawings or other information furnished by OWNER.
3. (Modified) Services resulting from significant changes in the scope, extent, or character of the portions of
the Project designed or specified by ENGINEER or its design requirements including, but not limited to,
changes in size, OWNER's schedule, or character of construction; and revising previously accepted
studies, reports, Drawings, Specifications, or Contract Documents when such revisions are required by
changes in Laws and Regulations enacted subsequent to the Effective Date of this Agreement.
4. (Modified) Services resulting from OWNER's request to evaluate additional Phase alternative solutions
beyond those identified in paragraph A 1.01.A.4.
5. Services required as a result of OWNER's providing incomplete or incorrect Project information with
respect to Exhibit B; provided, such information was to be relied upon by ENGINEER pursuant to
Section 6.01.E of the Agreement.
6. Providing renderings or models for OWNER's use.
7. Undertaking investigations and studies including, but not limited to, assistance in obtaining financing for
the Project; evaluating processes available for licensing, and assisting OWNER in obtaining process
licensing; detailed quantity surveys of materials, equipment, and labor; and audits or inventories required
in connection with construction performed by OWNER.
8. Furnishing services of ENGINEER's Consultants for other than Basic Services.
9. Services attributable to more prime construction contracts than specified in paragraph A 1.03.C.
Page 3 of 4 Pages
(Exhibit A -- ENGINEER's Services)
10. Services during out -of -town travel required of ENGINEER other than for visits to the Site or OWNER's
office.
11. Preparing for, coordinating with, participating in and responding to structured independent review
processes, including, but not limited to, construction management, cost estimating, project peer review,
value engineering, and constructability review requested by OWNER; and performing or furnishing
services required to revise studies, reports, Drawings, Specifications, or other Bidding Documents as a
result of such review processes.
12. Providing assistance in resolving any Hazardous Environmental Condition in compliance with current
Laws and Regulations.
13. (Modified) Preparing to serve or serving as a consultant or witness for OWNER in any litigation,
arbitration or other dispute resolution process related to the Project if ENGINEER is not a party to the
same).
14. Providing more extensive services required to enable ENGINEER to issue notices or certifications
requested by OWNER under paragraph 6.01.G of the Agreement.
15. Property descriptions.
16. (Modified) Property, easement, right -of -way, and other special surveys or data, including establishing
relevant reference points.
17. (Added) Environmental assessments, audits, investigations and impact statements, and other relevant
environmental or cultural studies as to the Project, the Site, and adjacent areas.
A2.02 Required Additional Services (Deleted)
Page 4 of 4 Pages
(Exhibit A -- ENGINEER's Services)
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
ENGINEER
_,26
OWNER's Responsibilities
Article 2 of the Agreement is amended and supplemented to include the following agreement of the parties.
B2.01 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 construction 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.
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, if any.
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 the
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.
H. (Deleted).
Page I of 2 Pages
(Exhibit B — OWNER's Responsibilities)
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
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 $45,100.00, based upon the rate
schedule, which is attached as Appendix l 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
C4.05. The cost not to exceed will be distributed
at the completion of each of the phases in an
amount not exceeding the following for each
task:
a. Preliminary Design Phase $45,100
2. (Modified) ENGINEER may with the
consent of OWNER alter the distribution of
compensation between individual tasks noted
herein to be consistent with services actually
rendered, but shall not exceed the total cost not
to exceed amount unless approved in writing by
the OWNER.
3. The cost not to exceed includes
compensation for ENGINEER's services.
Appropriate amounts have been incorporated in
the cost not to exceed to account for labor,
overhead, and profit.
4. Deleted.
Initial:
OWNER
ENGINEER
5. The portion of the amount billed for
ENGINEER's services will be based upon total
services actually completed during the billing
period.
C4.02 For Basic Services Having An Undetermined
Scope — Direct Labor Costs Times a Factor
Method of Payment
A. (Deleted).
C4.03 For Additional Services
A. OWNER shall pay ENGINEER for
Additional Services as follows:
1. 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
A2.01.A.13, an amount based upon the actual
hours worked and the rate schedule, which is
attached as Appendix 1 of Exhibit C and
incorporated herein for all intents and purposes,
plus Reimbursable Expenses and ENGINEER's
Consultant's charges, if any, No Additional
Services shall be preformed without the prior
written consent of the Owner.
2. (Deleted).
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 reimbursement.
Page 1 of 2 Pages
(Exhibit C - Basic Services With Determined Scope -- Cost not to exceed Method)
Reimbursable Expenses shall not exceed the
following for the Project, whether incurred by the
ENGINEER or ENGINEER's consultant(s):
a. Preliminary Design Phase $3,900
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 based upon the rate schedule for
reimbursable expenses, plus all invoiced external
Reimbursable Expenses allocable to the Project, the
latter multiplied by a Factor of 1.1.
D. (Deleted).
E. (Deleted)
C4.05 For ENGINEER's Consultant's Charges
A.
(Deleted).
C4.06
Direct Labor Costs
A.
(Deleted).
B.
(Deleted).
4.07 Factors
A.
(Deleted).
B.
(Deleted).
C4.08 Other Provisions Concerning Payment
A. Progress Payments. The portion of the
amounts billed for services which are identified in
paragraphs C4.01, C4.03, and C4.05 will be based on
the rate schedule for the cumulative hours charged to
the Project during the billing period by all of
ENGINEER's employees and consultant(s), plus
Reimbursable Expenses.
Page 2 of 2 Pages
(Exhibit C - All Other Services/Charges -- Cost not to Exceed Method of Payment)
APPENDIX I OF EXHIBIT C
RATESCHEDULE
ENGINEERING PERSONNEL
EngineerI ....................... ..............................S
76
Engineer II ...................... ..............................S
82
EngineerIII ..................... ..............................S
90
Engineer IV ....................... ...........................S100
$180
Engineer V ......................... ...........................5115
$170
Engineer VI ....................... ...........................S130
$146
Staff Engineer .................... ...........................$140
$125
Project Engineer ...........................................
S 150
Sr. Project Engineer ........... ...........................5155
$200
Sr. Project Manager ........... ...........................$160
$170
Department Manager ......... ...........................$170
$150
Division Manager .............. ...........................$180
$ 50
Officer — Regional Manager .........................$190
$ 60
Officer — Corporate Manager .......................$200
$ 65
Officer — President ............. ...........................$225
$ 78
CONSTRUCTION PERSONNEL
(includes mileage)
SURVEYING PERSONNEL
4-Man Field Crew ........... ...............................
$150
3 -Man Field Crew ........... ...............................
$140
2 -Man Field Crew ........... ...............................
$116
4 -Man Field Crew w/Robotic Survey System
$180
3 -Man Field Crew w/Robotic Survey System
$170
2 -Man Field Crew w/Robotic Survey System
$146
1 -Man Field Crew w/Robotic Survey System
$125
4 -Man Field Crew w /GPS System .................
$210
3 -Man Field Crew w /GPS System .................
$200
2 -Man Field Crew w /GPS System .................
$170
I -Man Field Crew w /GPS System .................
$150
Survey Technician I ........ ...............................
$ 50
Survey Technician II ...... ...............................
$ 60
ProjectSurveyor I ........... ...............................
$ 65
Project Surveyor II ......... ...............................
$ 78
Project Surveyor III ........ ...............................
$ 90
Chief of Survey Crews ... ...............................
$ 90
Registered Prof. Land Surveyor ....................
$130
Survey Manager .............. ...............................
$140
Project Representative I .. ..............................$
48
Project Representative II ..............................$
55
DESIGNERS/DRAFTING PERSONNEL
Project Representative III .............................$
65
CAD Operator I.............. ...............................
$ 42
Project Representative IV .............................S
75
CAD Operator II............. ...............................
$ 48
Project Representative Coordinator ..............S
80
CAD Operator III ........... ...............................
$ 57
Construction Engineer I .. ..............................$
76
CAD Operator IV ........... ...............................
$ 66
Construction Engineer 11 ..............................5
82
CAD Operator V ............ ...............................
$ 76
Construction Engineer III .............................$
90
CAD Manager................ ...............................
$ 90
Construction Engineer IV .. ...........................$100
Designer I ....................... ...............................
$ 80
Construction Engineer V ..............................
$115
Designer 11...................... ...............................
$ 90
Construction Manager ....... ...........................$150
Chief Designer................ ...............................
$ 93
Design Coordinator ........ ...............................
$100
Design Coordinator II ..... ...............................
$110
GISOperator I ................ ...............................
$ 55
OFFICE PERSONNEL
GIS Operator 11 ............... ...............................
$ 75
Office Assistant .............. ..............................$
25
Computer Tech ............... ...............................
$ 50
Clerk ............................... ..............................$
30
Computer Manager......... ...............................
$100
Engineer's Assistant I ..... ..............................$
45
Engineer's Assistant II ... ..............................$
60
Secretary 1 ....................... ..............................S
37
Secretary If ..................... ..............................$
45
Secretary III .................... ..............................S
55
Contract Coordinator ...... ..............................S
60
Bookkeeper ..................... ..............................$
65
Staff Assistant ................. ..............................$
70
Chief Accountant ............ ..............................$
90
Page 1 of 1 Pages
(Appendix 1 of Exhibit C — Hourly Rates)
APPENDIX 2 OF EXHIBIT C
REIMBURSEMENT OF COSTS
Reproduction performed in office
Size
Black & White
Color
8' /2" x 11" (single- sided)
$ 0.10 /page
$ 0.50 /page
8' /z" x 11" (double- sided)
$ 0.15/page
$ 1.00 /page
8'/2" x I V (double- sided)
$ 0.15 /page
$ 0.75 /page
11 " x 17"
$ 0.20 /page
$ 1.00 /page
Large Document Prints/Plots
Black & White
Color
Translucent Bond
$ 0.20 /page
$ 5.00 /sq ft
Color Bond
$ 0.30 /page
$ 6.00 /sq It
Photographic Bond
$ 5.00 /page
$10.00 /sq ft
Vellum
$ 1.00 /page
N/A
Mylar
$ 2.00 /page
N/A
Aerial Back ogr unds
All sizes
$5.00 /sheet
2. Facsimiles sent: $1.00 /each
3. Transportation (mileage): $0.55 /mile
4. Subcontracts and all other outside expenses and fees: Actual cost plus 10% service charge
5. Surveying Expenses
a. Crew Rates: Includes time charged portal to portal and the first 120 miles of transportation and
standard survey equipment
b. Special Rental Equipment: Actual cost plus 10%
c. Stakes: Cost plus 10% service charge where an excessive number of wooden stakes or any
special stakes are required
d. Iron Rods and Pipes: Cost plus 10%
e. All- Terrain Vehicle (ATV): $150 /day
f. Ovemight Stays: $190 /night
g. Overtime Rates: Jobs requiring work on weekends or holidays billed at 1.5 times the standard rate
h. Sales Tax: To be paid on boundary- related services.
L Deliveries, abstracting services, outside reproduction costs, and other reimbursable expenses
charged at cost plus 10%
6. Flow meter: $800 /month.
Page 1 of 1 Pages
(Appendix 2 of Exhibit C — Consultant's Hourly Rates)
This is EXHIBIT G, consisting of 2 pages, referred to in and
part of the Agreement between OWNER and ENGINEER
for Professional 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: $1,000,000
Products & Completed Operations: $1,000,000
Personal & Advertising Injury: $1,000,000
Per Occurrence: $500,000
a. Coverage shall be at least as broad as ISO CG 00 01 10 93
b. No coverage shall be excluded from standard policy without notification of individual exclusions being
attached for review and acceptance.
Business Automobile Policy (BAP)
Combined Single Limits: 51,000,000
a. Coverage for "Any Auto."
Workers' Compensation Insurance
Statutory Limits
Employer's Liability $500,000
Waiver of Subrogation required
Errors & Omissions (E &O)
Limit: $500,000
a. For all engineers, and/or design companies.
b. Claims -made form is acceptable.
c. Coverage will be in force for one (1) year after project is completed.
Page 1 of 2 Pages
(Exhibit G - Insurance)
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 Best Rating of B +: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. The City of Baytown, 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 the City of Baytown, certified copies of all insurance policies and/or
certificates of insurance shall be furnished to the City of Baytown's representative. Certificates of insurance
showing evidence of insurance coverage shall be provided to the City of Baytown's representative prior to
execution of this agreement.
f. Upon request of and without cost to the City of Baytown, loss runs (claims listing) of any and/or all insurance
coverage shall be furnished to the City of Baytown's representative.
Page 2 of 2 Pages
(Exhibit G - Insurance)
'Phis is EXHIBIT K, consisting of 2 pages, referred to in and
part of the Agreement between OWNER and ENGINEER
for Professional Services dated
Initial:
OWNER
ENGINEER AGREES TO AND SHALL INDEMNIFY AND HOLD
HARMLESS AND DEFEND THE OWNER, ITS OFFICERS,
AGENTS, AND EMPLOYEES (HEREINAFTER REFERRED TO
AS THE "OWNER ") 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,
ARISING OUT OF, OR IN CONNECTION WITH THE WORK
DONE BY ENGINEER UNDER THIS CONTRACT CAUSED BY
THE SOLE OR JOINT NEGLIGENCE OF ENGINEER. IT IS THE
EXPRESSED INTENTION OF THE PARTIES HERETO, BOTH
ENGINEER AND THE OWNER, THAT THE INDEMNITY
PROVIDED FOR IN THIS PARAGRAPH IS INDEMNITY BY
ENGINEER TO INDEMNIFY AND PROTECT THE OWNER
FROM THE CONSEQUENCES OF ENGINEER'S OWN
NEGLIGENCE, WHETHER THAT NEGLIGENCE IS THE SOLE
OR A CONCURRING CAUSE OF THE RESULTING INJURY,
DEATH OR DAMAGE. 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
THE OWNER. 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 FOR IN THIS EXHIBIT
K SHALL SURVIVE THE TERMINATION OR EXPIRATION OF
THIS AGREEMENT.
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
Page 1 of 2 Pages
(Exhibit K - Indemnification)
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 supercede
any apportionment of liability or release of liability contained elsewhere in the
Contract Documents. Furthermore, the provisions contained in this Exhibit "K"
shall survive the termination and /or expiration of this Agreement.
Page 2 of 2 Pages
(Exhibit K - Indemnification)