HomeMy WebLinkAbout19- Professional Services Agreement - HDR Engineering, Inc. - WRF Solids Handling Building Expansion PROFESSIONAL SERVICES AGREEMENT
THIS IS AN AGREEMENT made as of , between THE CITY OF BOZEMAN,
a Municipal Corporation, Bozeman, Monta , 59715 (OWNER) and HDR ENGINEERING INC.
(ENGINEER).
Whereas the accomplishment of the work and services described in this Agreement is essential
to the OWNER'S public works improvement program; and
Whereas the OWNER intends to and has selected the ENGINEER to provide necessary and
professional engineering services for the project; and
Whereas the ENGINEER represents that it is willing and qualified to perform the professional
engineering services for this project described in this Agreement; and
Therefore, in consideration of the foregoing recitals and the mutual covenants and conditions
contained herein, the parties agree as follows:
ARTICLE 1 - ENGINEERING SERVICES
1.1. The detailed description of the specific project components is described as follows:
Engineering services pursuant to the design of the Bozeman Solids Handling Building Expansion.
Engineering services generally include Project Management, Preliminary Design, Final Design,
and Bidding Services. Construction Phase Services are intended to be separately negotiated as
a future task to be added via a future amendment to this Agreement.
1.2. The scope of services under this contract is set forth in this agreement and the attached
EXHIBITS.
ARTICLE 2 - ENGINEER'S RESPONSIBILITIES
2.1. ENGINEER shall perform for OWNER professional engineering services in all phases of
the Project to which this Agreement applies as hereinafter provided. These services will include,
but not be limited to, serving as OWNER's professional engineering representative for the Project,
providing professional engineering consultation and advice and furnishing customary civil and
structural engineering services incidental thereto.
2.2. The ENGINEER shall furnish all labor, materials, equipment, supplies, and incidentals
necessary to conduct and complete the ENGINEER'S portions of the Project and to prepare and
deliver to the OWNER all data, reports, plans, specifications, and recommendations as
designated herein.
2.3. The ENGINEER shall ascertain such information as may have a bearing on the work from
local units of government, public, and private organizations and shall be authorized to procure
information from other authorities as to the extent of these contacts and the results thereof.
2.4. The ENGINEER'S work shall be in accordance with the standards of sound engineering
practices.
PSA for WRF Solids Handling Building Expansion pg. 1
2.5. The ENGINEER shall name a Principal-In-Charge for the duration of the project. The
Principal-In-Charge shall be Craig Caprara.
2.6. The ENGINEER shall name a Project Manager who shall be the liaison between the
ENGINEER and the OWNER. The Project Manager shall be Coralynn Revis. The OWNER may
name a Task Director who would be the liaison between the ENGINEER and the OWNER during
the design segment of the Project.
2.7. The ENGINEER shall submit an estimated progress schedule at the beginning of the work,
and monthly progress reports thereafter until the project is completed.
ARTICLE 3 -OWNER'S RESPONSIBILITIES
3.1 The OWNER shall name a Task Director who shall be the liaison between the ENGINEER
and the OWNER during DESIGN segment of the Project. The Task Director designated shall be
Brian Heaston.
3.2 The OWNER shall have the right of review and examination of the ENGINEER'S work at
all times.
3.3 The OWNER shall make available all records (record drawings, construction records, etc.)
indicating the existing configuration of the city utilities.
3.4 The OWNER will be responsible for Advertising Bid Openings.
3.5 The OWNER shall attend the pre-bid conferences, bid openings, pre-construction
conferences, construction progress and other job related meetings, substantial completion
inspections and final payment inspections.
ARTICLE 4 - BASIC ENGINEERING SERVICES
The ENGINEER shall render professional Engineering Services as follows:
TASK 100 PROJECT MANAGEMENT
Objective
Manage and control the professional services contract to provide completion of the project.
Prepare and implement a project management plan to meet the City's project needs.
Subtasks
101 Coordination Meetings/Workshops. Conduct a project kickoff meeting with key City staff
to establish project goals and objectives, review the project decision process, define anticipated
work products, identify information needed to perform the work, refine the schedule, and
establish points of contact and project communication. Conduct periodic meetings (usually
monthly) with the City to review project progress, schedule and budget. Identify information
needs and make decisions regarding any changes in the scope of the project, the design, and
the construction management efforts. For the purpose of this scope it is assumed that 2 on-site
meetings are included.
PSA for WRF Solids Handling Building Expansion pg.2
102 Management Plan. Develop a project management plan that includes: 1) project objectives
and priorities; 2) roles of the City and HDR throughout the project; 3) contract work plan,
including work plan, schedule, budget, resource assignments, and coordination requirements; 4)
quality assurance and quality control plan; 5) management tools and techniques; 6) reporting
requirements; and 7) administrative procedures such as invoicing, communication protocol, and
formats.
103 Progress Reports. Provide monthly progress reports (with each monthly invoice) in letter
format. The progress reports will summarize the work progress and budget expenditures to-date
and identify any information requirements or decisions that need to be made.
Task 100 Deliverables
• Management Plan
• Meeting agendas/minutes
• Monthly invoices and project reports
TASK 200: PRELIMINARY DESIGN
Objective
Complete project preliminary design to meet the requirements of the City and the State of
Montana DEQ Circular DEQ-2 Design Standards for Wastewater Facilities.
Subtasks
201 Preliminary Design. Review previous reports and studies, as well as plant solids loading,
and update design parameters as necessary for dewatering facilities. Prepare Preliminary
Design Report.
202 HVAC PreDesign. Review current configuration for ventilation rates and heating capacity
and provide plan to modify the existing systems. Modifications will consist of increasing the
heating design setpoint from 550F to 68°F, and increasing ventilation rates of the main drain
sump to reduce corrosion. Heating and ventilation of the building addition to be incorporated,
along with an analysis of energy recovery ventilators.
Task 200 Deliverables
• Preliminary Design Report: Prepare a Report containing schematic layouts, sketches and
conceptual design criteria with appropriate exhibits to indicate clearly the considerations
involved (including applicable requirements of governmental authorities having jurisdiction
as aforesaid) and the alternative solutions available to OWNER and setting forth
ENGINEER's findings and recommendations. This Report will be accompanied by
ENGINEER's opinion of probable costs for the Project, including the following which will
be separately itemized: Construction Cost, allowance for engineering costs and
contingencies, and (on the basis of information furnished by OWNER) allowances for such
other items as charges of all other professionals and consultants, for the cost of land and
rights-of-way, for compensation for or damages to properties, for interest and financing
PSA for WRF Solids Handling Building Expansion pg.3
charges and for other services to be provided by others for Owner. The total of all such
costs, allowance, etc. are hereinafter called "Total Project Costs".
TASK 300: FINAL DESIGN
After acceptance of the preliminary design report and receipt of written authorization to proceed
with the Final Design Phase, ENGINEER shall:
Objective
Prepare project construction documents for construction of the recommended project
improvements. Prepare technical documents necessary for project implementation.
Subtasks
301 Project Design. Prepare detailed plans and specifications for the dewatering facility
expansion. All facility design will be prepared in 3D format. 3D facility design models will be
extracted into 2D plan drawings suitable for submittal to MDEQ for review and approval and for
use in bidding the project. Prepare specifications using the six digit format of the Construction
Specifications Institute. Incorporate HDR's and the City's engineering and equipment standards
to maintain consistency and compatibility with the City's facilities.
Prepare project specifications using HDR's standard master specifications tailored to meet City
of Bozeman requirements, Engineer's Joint Council General Conditions, and other Contract
Documents. The Engineer's Joint Council General Conditions are consistent with the Montana
State Standards for Public Works Facilities. The HDR master specifications utilize the six digit
format of the Construction Specification Institute.
Conduct such geotechnical explorations and analysis as necessary for project design and bidding.
The geotechnical report from the Phase 1 project will be reviewed and used for the design of this
project. Subsurface information will be obtained by reviewing any existing geotechnical data
available and using additional backhoe test pits and soil borings as necessary.
Prepare final plan and specifications in accordance with MDEQ guidelines and in accordance
with the requirements of Circular DEQ-2.
302 Design Reviews. Conduct a formal design review at the 60% and 95% design points.
Present the design and seek input and comments from the City staff. Prepare a memorandum
which summarizes all comments and provides the design team's response to the comments.
303 MDEQ Approval Assistance. Submit plans and specifications to MDEQ for review and
approval of the dewatering improvements project. Respond to comments and incorporate
revisions as needed to acquire project approval. Review fees to DEQ will be paid separately by
the City and are not included.
304 Local Authority Approval Assistance. Submit plans and specifications to the local
building department for review and approval of the dewatering improvements project. Respond
to comments and incorporate revisions as needed to acquire project approval. Assemble site
plans for the City to use for the planning review process. Review fees will be paid separately by
the City and are not included.
PSA for WRF Solids Handling Building Expansion pg.4
305 Estimates of Probable Construction Cost. Update the estimated project cost at the 60%
and 95% design points and submit a final estimate of the anticipated construction cost prior to
advertising the project for bid.
Task 300 Deliverables
• Drawings, specifications and cost estimate submittals at 60%, 95% and final design
stages
• Memorandum summarizing comments and responses
• Final Bid and Contract Documents
TASK 400: BIDDING SERVICES
Objective
Provide bid period services assisting the City in administering the advertisement of and
obtaining bids for the project.
Subtasks
401 Bid Advertisement. Assist in advertising for and obtaining bids for the construction
contract. Prepare advertisements and notices announcing or soliciting bids for the construction
of the project. The City will determine the newspapers or other media where the advertisements
and notices will be placed, coordinate with the advertisement agencies, and pay directly for the
advertisements and notices.
402 Bid Document Production & Distribution. Provide pdfs of bidding documents for issuing
to plan centers, bidders, City and others requesting copies of the bidding documents. Drawings
will be half size, 11 inches by 17 inches. Other documents will be 8 '/2 inches by 11 inches.
Receive requests for bidding documents and half-size drawings, and issue and transmit the
documents and drawing copies. Maintain a Plan holders List recording to whom copies of the
bidding documents and half-size drawings have been issued
403 Addenda & Bid Assistance. Assemble addenda as appropriate to interpret, clarify or
expand the Contract Documents and distribute the addenda to plan holders.
404 Pre-Bid Conference. Prepare an agenda and conduct a pre-bid conference to be attended
by the City, interested Contractors, and project team. Provide a presentation and a tour of the
work site.
406 Bid Opening, Tabulation & Contract Award. City will administer the bid opening and
prepare the bid tabulation. HDR will review the bid tabulation sheets, and assist the City in
evaluating bids, and make an award recommendation to City.
Task 400 Deliverables
• Bid documents and drawings for distribution to interested bidders
• Addenda as required
PSA for WRF Solids Handling Building Expansion pg.5
• Bid advertisement
• Pre-bid conference agenda/minutes
• Bid tabulation review and recommendation
• Bid award and notice to proceed documents
ARTICLE 5 -ADDITIONAL SERVICES
5.1. If OWNER wishes ENGINEER to perform any of the following Additional Services,
OWNER shall so instruct ENGINEER in writing, and ENGINEER shall perform or obtain from
others such services and will be paid therefor as provided in the Agreement:
5.1.1. Legal land surveys performed to obtain data for preparing easements and rights-
of-way descriptions.
5.1.2. Preparation of applications and supporting documents for governmental agencies
in addition to those required under Basic Services; preparation or review of
environmental studies and related services; and assistance in obtaining environmental
approvals.
5.1.3. Services resulting from significant changes in the general scope, extent or
character of the Project or major changes in documentation previously accepted by
OWNER where changes are due to causes beyond ENGINEER's control.
5.1.4. Providing renderings or models.
5.1.5. Preparing documents for alternate bids requested by OWNER for work not
executed or for out-of-sequence work.
5.1.6. Providing other services not otherwise provided for in the Agreement, including
services normally furnished by the OWNER as elsewhere herein described.
5.1.7. Furnishing the services of independent professional associates or consultants for
other than Basic Services.
5.2. When required by the Contract Documents in circumstances beyond ENGINEER's
control, ENGINEER shall perform or obtain from others any of the following Additional Services
as circumstances require during construction and without waiting for specific instructions from
OWNER, and ENGINEER will be paid therefor as provided in this Agreement:
5.2.1. Services in connection with work directive changes and change orders to reflect
the changes requested by OWNER if the resulting change in compensation for Basic
Services is not commensurate with the additional services rendered.
5.2.2. Services in making revisions to Drawings and Specifications occasioned by the
OWNER'S acceptance of substitutions proposed by Contractor(s); services after the
award of each contract in evaluating and determining the acceptability of an
unreasonable or excessive number of substitutions proposed by Contractor; and
PSA for WRF Solids Handling Building Expansion pg.6
evaluating an unreasonable or extensive number of claims submitted by Contractor(s) or
others in connection with the work.
5.2.3. Services resulting from significant delays, changes or price increases occurring
as a direct result of materials, equipment or energy shortages.
5.2.4. Additional or extended services during construction made necessary by (1) work
damage by fire or other causes during construction, (2) a significant amount of defective
or neglected work of any Contractor, (3) acceleration of the progress schedule involving
services beyond normal working hours, (4) default by any Contractor.
ARTICLE 6 -COMPENSATION FOR ENGINEERING SERVICE
6.1 LUMP SUM AGREEMENT FOR BASIC SERVICES AND EXPENSES OF ENGINEER
6.1.1 Payment. The OWNER shall, for services performed as Basic Engineering
Services under Article 4, Task 100—Task 400, pay a total sum in the amount of$203,214
for such services.
6.1.2 General. Engineer shall submit monthly statements for services rendered. The
statements shall be based upon Engineer's estimate of the proportion of the total services
actually completed at the time of billing, subject to any limitations on Payments based on
completion of tasks or specific retainage requirements pursuant to the payment provisions
of the Agreement.
6.1.3 Reimbursable Expenses, as defined in section 7.4 of this Agreement, for Basic
Services and Approved Additional Services shall be paid to the ENGINEER by the
OWNER in the actual amount of the costs incurred up to an amount not to exceed $3,886
which includes $0 for consultants employed by the Engineer and $3,886 for all other
reimbursable expenses. The estimated reimbursable expenses are identified in Exhibit
"A" attached to this Agreement.
6.1.4 The OWNER shall pay an amount for Additional Services rendered by the
ENGINEER under Article 5, and approved in writing by the OWNER, on the basis of the
ENGINEER'S Direct Labor Costs found in Part 7.3 times a factor of 3_2, or an amount
otherwise negotiated at the time such services are requested and approved by the
OWNER
ARTICLE 7 - MEANING OF TERMS
7.1 AGREEMENT
As used herein the term "this Agreement" refers to the contents of this document and its Exhibits
attached hereto and referred to as if they were part of one and the same document.
7.2 CONSTRUCTION COSTS
The construction cost of the entire Project (herein referred to as "Construction Cost") means the
total cost to OWNER of those portions of the entire Project designed and specified by ENGINEER,
PSA for WRF Solids Handling Building Expansion pg•7
but it will not include ENGINEER's compensation and expenses, the cost of land, rights-of-way,
or compensation for or damages to, properties unless this Agreement so specifies, nor will it
include OWNER's legal, accounting, insurance counseling or auditing services, or interest and
financing charges incurred in connection with the Project or the cost of other services to be
provided by others to OWNER.
7.3 DIRECT LABOR COSTS
Direct Labor Costs used as a basis for payment mean the actual salaries and wages paid to all
ENGINEER's personnel engaged directly on the Project, including, but not limited to, engineers,
architects, surveyors, designers, drafters, specification writers, estimators, other technical and
business personnel; but does not include indirect payroll related costs or fringe benefits. For the
purposes of this Agreement the principals and employees of the ENGINEER maximum billable
Direct Labor Costs are:
Principals $275.00/hour
Project Manager $155.00/hour
Senior Engineer $255.00/hour
Staff Engineer $165.00/hour
Senior CAD Drafter $120.00/hour
CAD Drafter $70.00/hour
Construction Inspector $160.00/hour
Clerical $70.00/hour
7.4 REIMBURSABLE EXPENSES
Reimbursable Expenses mean the actual expenses incurred by ENGINEER or ENGINEER's
independent professional associates or consultants directly in connection with the Project, such
as expenses for: transportation and subsistence incidental thereto; obtaining bids or proposals
from Contractor(s); subsistence and transportation of Resident Project Representatives and their
assistants; toll telephone calls and telegrams; reproduction of reports, Drawings, Specifications,
Bidding Documents and similar Project-related items; and if authorized in advance by OWNER,
overtime work requiring higher than regular rates. In addition, when compensation for Basic
Services is on the basis of Direct Labor Costs method of payment, Reimbursable Expenses will
also include the amount billed to ENGINEER by special consultants employed by ENGINEER
and authorized by OWNER (other than as an authorized Additional Services) and will also include
expenses incurred for computer time and other specialized equipment, including an appropriate
charge for previously established programs and expenses of photographic production techniques.
PSA for WRF Solids Handling Building Expansion pg.8
ARTICLE 8 - PAYMENT PROVISIONS
8.1 TIMES OF PAYMENTS. ENGINEER may submit monthly statements for Basic Services
and approved Additional Services rendered and for Reimbursable Expenses incurred; however,
payments shall not exceed the ceilings provided in 6.1 and 6.2. Final payment shall be made
only after acceptance of the project by the OWNER. If OWNER disputes the amount of the billing,
OWNER will notify the ENGINEER in writing within ten (10) calendar days of the receipt of bill of
the dispute.
8.2 REQUESTS FOR PAYMENT. Each request for payment shall include a documentation
summary of the period incremental man hours incurred, direct labor rates and billed rates, detail
of reimbursable costs, total period billing, and total cumulative billing. When requested by
OWNER services for distinct project segments shall be accounted and billed separately.
8.3 PAYMENT UNDER TERMINATION. In the event of termination by the OWNER upon the
completion of any phase of the Basic Services, progress payments due ENGINEER for services
rendered through such phase shall constitute total payment for such services. In the event of
such termination by OWNER during any phase of the Basic Services, ENGINEER also will be
reimbursed for the charges of pre-approved independent professional associates and consultants
employed by ENGINEER to render Basic Services, and paid for services rendered during that
phase on the basis of the payment provisions of the Agreement. In the event of any such
termination, ENGINEER will be paid for unpaid pre-approved Additional Services and unpaid
Reimbursable Expenses which are authorized under this agreement.
ARTICLE 9 -GENERAL CONSIDERATIONS
9.1 TERMINATION OF AGREEMENT
9.1.1 The sole right is hereby reserved to the OWNER to terminate this Engineering
Agreement for any and all causes or for its convenience at any time upon fifteen (15) days
written notice and a reasonable opportunity to cure for the ENGINEER.
9.1.2 If termination for default is effected by the OWNER, an equitable adjustment in the
price provided for in this Agreement shall be made, but (1) no amount shall be allowed for
anticipated profit on unperformed services or other work, and (2) any payment due to the
ENGINEER at the time of termination may be adjusted to cover any additional costs to the
OWNER because of the ENGINEER's default. If termination for convenience is effected
by the OWNER, the equitable adjustment shall include a reasonable profit, as determined
by owner, for services or other work performed. The equitable adjustment for any
termination shall provide for payment to the ENGINEER for services rendered and
expenses incurred prior to the termination, in addition to termination settlement costs
reasonably incurred by the ENGINEER relating to commitments which had become firm
prior to the termination.
9.1.3 Upon receipt of a termination action under paragraph 9.1.2, the ENGINEER shall
(1) promptly discontinue all affected work (unless the notice directs otherwise), and (2)
deliver or otherwise make available to the OWNER within ten (10) days copies of all data,
PSA for WRF Solids Handling Building Expansion pg.9
design drawings, specifications, reports, estimates, summaries and such other information
and materials as may have been accumulated by the ENGINEER in performing this
Agreement, whether completed or in process.
9.1.4 In the event this Contract is terminated prior to completion, the original copies of
the ENGINEER'S data, recommendations, plans, specifications, analysis and other
related documents prepared by the ENGINEER prior to said termination shall be delivered
to and become the property of the OWNER.
9.1.5 Upon termination, the OWNER may take over the work and may award another
party an Agreement to complete the work under this Agreement.
9.1.6 OWNER'S right to terminate is in addition to any other remedies OWNER may
have under the law.
9.2 INSPECTION AND AUDIT
All books, papers, records, payrolls, vouchers and invoices relating to costs and expenditures
incurred as to the performance of the services by the ENGINEER hereunder shall be made
available to the OWNER, or their authorized representatives for audit and review, at the
ENGINEER'S respective offices at all reasonable times during the contract period and for three
years from the date of final payment.
9.3 EMPLOYMENT
The ENGINEER warrants that he has not employed or retained any company or persons, other
than a bona fide employee, working solely for the ENGINEER, to solicit to secure this contract,
and that he has not paid or agreed to pay any company or person, other than bona fide employees
working solely for the ENGINEER, any fee, commission, percentage, brokerage fee, gifts or any
other considerations contingent upon or resulting from the award or making of this Contract. For
breach or violation of this warranty, the OWNER shall have the right to annul the Contract without
liability or in its discretion to deduct from the price or consideration or otherwise recover the full
amount of such fee, commission, percentage, brokerage fee, gift or contingent fee.
All employees of the ENGINEER or other persons while engaged in the performance of work or
services required by the ENGINEER shall be considered employees of the ENGINEER only and
not of the OWNER.
9.4 NONDISCRIMINATION
The ENGINEER will have a policy to provide equal employment opportunity in accordance with
all applicable state and federal anti-discrimination laws, regulations, and contracts.
The ENGINEER will not refuse employment to a person, bar a person from employment, or
discriminate against a person in compensation or in a term, condition, or privilege of employment
because of race, color, religion, creed, political ideas, sex, age, marital status, national origin,
actual or perceived sexual orientation, gender identity, physical or mental disability, except when
PSA for WRF Solids Handling Building Expansion pg. 10
the reasonable demands of the position require an age, physical or mental disability, marital status
or sex distinction.
The ENGINEER shall be subject to and comply with Title VI of the Civil Rights Act of 1964; Section
140, Title 2, United States Code, and all regulations promulgated thereunder.
The ENGINEER shall require these nondiscrimination terms of its sub-consultants providing
services under this agreement.
9.5 SUBLETTING OR ASSIGNING OF WORK
The ENGINEER shall not sublet or assign any of the work covered herein without prior written
approval of the OWNER.
9.6 STANDARD OF CARE
In providing services under this agreement, the ENGINEER will perform in a manner consistent
with the degree of care and skill ordinarily exercised by members of the same profession currently
practicing under similar circumstances. If any service should be found to be not in conformance
with this standard, the ENGINEER shall, at the OWNER's request, re-perform the service at its
own expense. Engineer shall also, at its own expense, make such changes, modifications or
additions to the project which are made necessary as a result of the initial non-performance or
the re-performance of services. The OWNER's rights herein are in addition to any other remedies
the OWNER may have under the law.
9.7 LEGAL RELATIONS:
9.7.1 The ENGINEER shall, consistent with the standard care, comply with those
Federal, State, and Local laws and ordinances applicable to the work to be done.
9.7.2 The ENGINEER agrees to defend, indemnify and hold harmless the OWNER, its
officers, directors, agents and employees from and against any suit, cause of action, claim,
cost, expenses, obligation and liability of any character, including reasonable attorney's
fees, which is brought or asserted for any bodily injury, death, or physical damage to
property received or sustained by any person, persons, property, business or any other
entity, to the extent caused by and arising out of or resulting from, or in connection with
the ENGINEER'S negligent performance of the work specified in this agreement.
9.7.3. The ENGINEER agrees to defend, indemnify and hold harmless the OWNER, its
officers, directors, agents and employees, should OWNER, its officers, directors, agents
or employees be named as a defendant in any action where the OWNER'S alleged liability
to the extent caused by and which arises from the negligent performance of the
ENGINEER'S work herein described. The obligations of the ENGINEER to defend,
indemnify and hold harmless the OWNER will apply to any suit, cause of action, claim,
cost or obligation including, without limitation, those alleged under the common law or
pursuant to a federal or state statute or regulation including those arising in tort, trespass,
nuisance, and strict liability.
PSA for WRF Solids Handling Building Expansion pg.11
9.7.4 In the event the OWNER is found proportionately responsible for any damages
ultimately awarded to a plaintiff or plaintiffs in any lawsuit, the ENGINEER will be
responsible for only those damages, costs, or liabilities as are attributable to the
ENGINEER'S percent of fault as compared with 100% of the fault giving rise to the
damages. Should the OWNER be found responsible for negligence by its own officers,
directors, agents or employees, then in that event the OWNER agrees to reimburse the
ENGINEER for the reasonable attorney's fees and costs incurred in any defense of the
OWNER in an amount proportional to the fault attributed to the OWNER. The indemnity
required herein shall not be limited by reason of the specification of any particular
insurance coverage in this Agreement.
9.7.5 Should either OWNER or ENGINEER be held responsible, for any damages, costs
or liabilities resulting from intentional misconduct by any officer, director, agent or
employee in connection with the work specified in this Agreement, then in that event, that
party shall defend, indemnify and hold harmless the other as to any damages, costs or
liabilities that result from or arise out of that intentional misconduct, including reasonable
attorney's fees and costs which shall include costs and salary of the city attorney or other
in-house counsel. Further, notwithstanding the obligations set forth in paragraphs 9.7.2
and 9.7.3 above, the ENGINEER agrees to defend OWNER where the OWNER'S alleged
liability arises from intentional misconduct by the ENGINEER. Should the OWNER be
found responsible for intentional misconduct by its own officer, director, agent or
employee, then OWNER agrees to reimburse ENGINEER for the reasonable attorney's
fees and costs incurred in any defense of the OWNER.
9.7.6 The ENGINEER shall perform this agreement as an independent contractor, and
as such, is responsible to the OWNER only as to the results to be obtained in the work
herein specified, and to the extent that the work shall be done in accordance with the
terms, plans and specifications. The ENGINEER shall have and maintain complete
control over all of its employees, subcontractors, agents and operations, being responsible
for any required payroll deductions and providing required benefits, such as, but not limited
to worker's compensation with statutory limits, and unemployment insurance.
9.8 INSURANCE
The ENGINEER shall secure and furnish to the OWNER certificate of insurance, therein, naming
the OWNER as an additional insured, to include thirty (30) days notice of cancellation or non-
renewal.
Without limiting any of ENGINEER's obligations hereunder, ENGINEER shall secure and
maintain, until the work is completed and accepted by the OWNER, insurance coverage naming
the OWNER as additional insured with minimum insurance coverage as follows:
Type of Coverage Limits
Employers' Liability: $ 100,000.00 per accident
PSA for WRF Solids Handling Building Expansion pg.12
General Liability:
Bodily Injury & Property Damage
Single and combined $ 1,000,000.00 per accident
General Aggregate: $ 2,000,000.00
Excess Liability Coverage (umbrella) $1,000,000.00 each occurrence
Automobile:
Bodily Injury covering all $ 1,000,000.00 each person
automobiles, trucks,
tractors, trailers, or $ 1,000,000.00 each occurrence
other automotive equip-
ment whether owned or
rented by Engineer or
owned by employees of
Engineer.
Property Damage covering $ 100,000.00 each occurrence
all automobiles, trucks,
tractors, trailers or other
automotive equipment whether
owned or rented by Engineer
or owned by employees of
Engineer.
OR
Bodily Injury & Property $1,000,000.00 each occurrence
Damage; Single and combined
In addition to the above insurance coverage, the ENGINEER shall secure and maintain, until the
work is completed and accepted by the OWNER, and without naming OWNER as an additional
insured, professional errors and omissions coverage as follows:
PSA for WRF Solids Handling Building Expansion pg. 13
Professional Errors & Omissions: $ 1,000,000.00 per claim and
aggregate each occurrence
9.9 ENDORSEMENT
The ENGINEER shall place his endorsement on all drawings and other data furnished by him.
9.10 OWNERSHIP OF DOCUMENTS
The parties admit and agree the documents produced under this agreement are not intended or
represented to be suitable for reuse by OWNER or any other individual on any other project. Any
reuse without written verification or adaptation by ENGINEER will be at OWNER's sole risk and
without liability or legal exposure to ENGINEER, or to ENGINEER independent professional
associates or consultants. 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.
9.11 PUBLIC INFORMATION
The ENGINEER shall not issue any statements, releases or information for public dissemination
without prior approval of the OWNER.
9.12 PROPRIETARY RIGHTS
If patentable discoveries or inventions should result from work required herein, all rights accruing
from such discoveries or inventions shall be joint property of the ENGINEER and the OWNER.
Provided that the OWNER, state agencies or political subdivisions and the United States
Government shall have the irrevocable, nonexclusive, nontransferable and royalty-free license to
use each invention in the manufacture, use and disposition, according to law, of any article or
material, and in the use of any method that may be developed as part of the work described and
contemplated herein.
9.13 RECORDS
The ENGINEER shall maintain accounting records and other evidence pertaining to the cost
incurred and to make the records available at all reasonable times during the Contract term and
for one (1) year from the date of final payment, for any services performed on a time and materials
basis. Such accounting records and other evidence pertaining to the cost incurred will be made
available for inspections by OWNER.
9.14 SUCCESSORS IN INTEREST
The covenants, agreements and all statements in this Contract apply to and shall be binding on
the heirs, personal representatives, successors and assigns of the respective parties.
PSA for WRF Solids Handling Building Expansion pg.14
9.15 ATTORNEY'S FEES AND COSTS
That in the event it becomes necessary for either Party of this Contract to retain an attorney to
enforce any of the terms or conditions of this Contract or to give any notice required herein, then
the prevailing Party or the Party giving notice shall be entitled to reasonable attorney's fees and
costs, including fees, salary, and costs of in-house counsel to include City Attorney.
9.16 MODIFICATIONS AND AMENDMENTS
That any amendment or modification of this Contract or any provisions herein shall be made in
writing or executed in the same manner as this original document and shall after execution
become a part of this Contract.
**End of Agreement Except for Signatures**
In witness Whereof, the Parties hereto do make and execute this Agreement.
CITY OF BOZEMAN, MONTANA ENGINEER
BY: BY: R Ala
(City Manager) �wcea jPresident)
DATE: DATE: C /
ATTEST:
F 13
r v
(City Clerk) * ; :;`� ,-�- •
TrN co. rt°�
PSA for WRF Solids Handling Building Expansion pg.15
Yes Optional tasks? Yca
HDR 7ith.,Wool Cod Total Budpt
a U � ,2
LL s� "- P e�
Tack Task Description Status PJM15 EWR20 EC130 EC130-1 ESA10 ECI30-2 EST30 EME30 CC104 CC102 ADM10 PJM01 EEL30 EEL20 EME30- EME20 TOTAL LABOR INCL. EXPENSES TOTAL COST
1 HOURS ESCALATION
Task100 Protect Management
101 Coordlnatlon Meetin e/Workstlo s 24 2 16 42 $ 5,305 $ 500 $
102 Mana amen[Plan 4 2 6 E 812 $ $
103 Progress Re ortc 12 12 24 $ 3.058 $ 50 S
Subtotal(Including optional) 40 2 0 0 16 0 0 0 0 0 0 14 0 0 0 0 72 S 9,184 S 550 Is 9,734
Task 200 Prcllminary Design
201 Prelimine Desl n 60 4 4 80 16 164 $ 19,593 S 500 E
202 HVAC Prodesl n 7D 4 74 $ 11,965 S $
Subtotal(including optional) 60 0 4 4 80 0 0 70 16 0 0 D 0 0 4 0 238 S 31,558 $ 500 $ 32,058
Task300tE�I'I'—IAs.f
esign
301 Design 80 B 16 100 3: 80 86 100 120 24 BO 80 12 100 918 $ 119,304 $ 1,D00 E
302 ew Meetin s 24 8 24 56 $ 7.679 $ 400 $
303 oyal Assistance 16 16 2 34 $ 3.915 $ $
304 r) Approval Assistance 16 16 16 2 50 $ 5,783 $ $
305 Probable Construction Costs 16 B .1 48 $ 8,
477 $ $
Subtotal(including optional) 152 0 8 32 180 32 8D 86 116 120 28 0 80 80 12 100 1106 S 143.157 S 1,400 $ 144,557
Task 400113id
Bidding Services
401 Bid Advertisement 4 4 S 619 $ E
402 Bld Document Production 8 Dlstibution 8 8 4 30 50 $ 4,518 $ 1,000 $
403 Addenda S Bid Assistance 20 4 40 4 8 8 4 4 92 $ 11,30D $ $
404 Pre-Bld Conference 8 4 4 16 S 2,259 $ 436 $
405 Opening,Tabulation 8 Contract Award 4 4 S 619 $ $
Subtotal(Including optional) 44 8 0 0 52 4 0 0 12 0 38 0 4 0 4 0 166 $ 19,314 $ 1,436 $ 20,750
296 10 12 36 328 36 - 80 156 1" 12D 66 14 e4 80 20 100 1582 $ 203,214 $ 3,886 $ 207,100