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Signed Contract_Design Service Agreement with IIW Purina Drive Barge Terminal FloodwallMasterpiece on the Mississippi TO: Michael C. Van Milligen, City Manager FROM: Don Vogt, Public Works Director SUBJECT: Design Service Agreement DATE: January 5, 2011 ACTION STEP Your authorization to retain IIW for the noted project is requested. CC: Jenny Larson, Budget Director Attachments Dubuque w-n car � r 2007 INTRODUCTION The purposes of this memorandum are to provide information and recommend a course of action regarding the retention of a firm to design and oversee the repair of a section of the concrete floodwall at the City's Purina Drive barge terminal. DISCUSSION The Public Works Department's FY11 Capital Improvement Project budget includes monies for the repair of the City's floodwall infrastructure (CIP #3501445). That CIP currently has an unexpended /unencumbered fund balance of $38,170. The U.S. Army Corps of Engineers 2010 Periodic Inspection of Dubuque's floodwall cited deficiencies in the current condition of the noted concrete floodwall section. These deficiencies were deemed to be below Corps standards for flood control system maintenance and repairs were ordered to be done in the immediate future. In the attached memorandum, Street and Sewer Maintenance Supervisor John Klostermann is recommending that the design firm most familiar with the Dubuque flood control system and the East 12th Street peninsula, IIW Engineers and Surveyors PC (IIW), be retained to design and oversee the repair project. I concur with John's recommendation that IIW be retained for this project. In anticipation of your consideration of the attached contract documents, City Attorney Barry Lindahl has already reviewed them and deemed them as acceptable. Masterpiece on the Mississippi TO: FROM: SUBJECT: DATE: Don Vogt, Public Works Director John Klostermann, Street/Sewer Maintenance Supervisor `t IIW Service Agreement - Floodwall Concrete Repair Project January 3, 2011 Dubuque M4ineilcaeffy 2007 Introduction The purpose of this memorandum is to recommend that we enter into an agreement with IIW Engineers & Surveyors, P.C. (IIW) to develop design plans and specifications along with contract administration and construction oversight for the concrete floodwall repair project at the Purina Drive barge docking facility. Background In order to repair the concrete floodwall deficiencies noted in the Corps of Engineers 2010 Periodic Inspection of Dubuque's Flood Control System it is necessary to hire an engineering firm to develop plans and specifications, and provide contract administration and construction oversight for this project. Discussion In order to have repairs fully completed for this project prior to the start of the 2011 shipping season it necessary to develop a complete set of plans and specifications as soon as possible. Once the plans and specifications have been completed, price quotes or bids can then be received from qualified contractors. It is my intent to have this project completed by May 1, 2011. In order to meet this aggressive schedule it is my recommendation that we enter into an agreement with IIW for services and fees listed in the attached agreement; Section A Design plans and Specifications $2,600 Section B Contract Administration and Construction Oversight $1,900 Service fees ($4,500) for this project are not to exceed lump sum fees in accordance with IIW's hourly rates. I believe that IIW Engineers & Surveyors, P.C. have the expertise and staff available to complete these services within the proposed time schedule. I am a recommending that the IIW services provided under this agreement be funded by the current Floodwall Post Flood Repair Project CIP (3501445) which has a current fund balance of $38,170. Action Required I am requesting that you review the attached proposal and recommend it to the City Manager for his approval. DUBQ Pt # 3049 Concrete Surfaces Periodic Inspection: Dubuque System 70 i RIVER SOLUTIONS Periodic Inspection: Dubuque System 71 DUBQ Pt # 3050 Concrete Surfaces RIVER SOLUTIONS IIW ENGINEERS & SURVEYORS, P.C. December 21, 2010 John Klostermann City of Dubuque Public Works 925 Kerper Court Dubuque, IA 52001 -2405 Re: Proposal for Professional Services Dubuque Flood Wall Concrete Repair IIW File No.: 10267-00 Dear Mr. Klostermann Thank you for the opportunity to submit a proposal for professional services for the referenced project. This proposal is divided into the following sections to fully describe our scope of services: • Project Description • Scope of Professional Services • Compensation • Schedule • General Conditions and Acceptance PROJECT DESCRIPTION In order to comply with Corps of Engineers flood wall inspection deficiencies noted at the road salt storage, site repairs must be made to the concrete flood wall. The problem area is located at the salt unloading gate and areas of the wall running approximately 140 feet to the east. The deterioration appears to be reinforcing steel corrosion expansion causing splitting of the cover concrete. The top 18 inches of the wall have been affected in the first 100 feet. Concrete spalling is occurring full height on the river face in the last approximately 30 feet. Spot corrosion is evident elsewhere. Some of this may be due to form ties left in the concrete after forms were removed. The usual repair is to chip off the loose concrete down to the rebar, clean the rebar and paint with epoxy paint on the exposed steel surface, form, and replace the concrete with a suitable repair concrete. This is a similar procedure that the DOT uses for repairing bridge decks. Depending on the estimated construction cost, the City of Dubuque may be able to secure competitive quotes rather than conducting a formal public letting for this maintenance work. SCOPE OF PROFESSIONAL SERVICES This proposal is limited to the services outlined in this document. Our services will specifically include the following: A. DESIGN PLANS AND SPECIFICATIONS 1. Produce plans showing the extent of repair work to be accomplished. It is anticipated that the work required can best be shown through photographs identifying areas to be repaired with associated instructions specifying type of repair work to be conducted. 2. Prepare specifications identifying the extent of concrete removal, the cleaning of corroded reinforcing steel, the method and products to be used for coating cleaned reinforcing steel, material to be used to replace removed concrete, and methods to form and place the new concrete. 4155 Pennsylvania Avenue, Dubuque, Iowa 52002 -2628 • [P] 563.556.2464/800.556.4491 • [F] 563.556.8711 BUILDING DESIGN CIVIL ENGINEERING CONSTRUCTION SERVICES ENVIRONMENTAL ENGINEERING LAND SURVEYING MUNICIPAL ENGINEERING STRUCTURAL ENGINEERING TRANSPORTATION ENGINEERING www.iiwengr.com Dennis F. Waugh, PE/SE* Charles A. Cate, PE Gary D. Sejkora, PE Michael A. Jansen, PE/SE Ronald A. Balmer, PE/SE /AIA John M. Tranmer, PLS Timothy J. Tranel, PE* John F. Wandsnider, PE Julie P. Neebel, PE James P. Kaune, PE Thomas J. Oster, PLS Wray A. Childers, PLS Geoffry T. Blandin, PE Mark C. Jobgen, PE Lauren N. Ray, PE/SE* Bradley J. Mootz, PE/SE Cody T. Austin, PE* Marc D. Ruden, PE Mark R. Fassbinder, AIA* Michael A. Ruden, AIA* Alice M. Ohrtmann, PE Craig J. Elskamp, AIA Robert W. Blok, PE Eric J. Helminiak, PE /SE* * LEED AP iiw INTEGRITY. EXPERTISE. SOLUTIONS. City of Dubuque Public Works December 21, 2010 Page 2 of 4 B. CONTRACT ADMINISTRATION AND CONSTRUCTION OVERSIGHT 1. Prepare contract documents needed to obtain competitive quotes and award the work to the selected contractor. 2. Assist with obtaining quotes from qualified contractors for performing the required repair work. Answer questions contractors may have regarding the project. 3. Assist the City of Dubuque with award of work to the selected contractor. 4. Assist the City of Dubuque with oversight of the repair work to ensure compliance with plans, specifications and contract documents. COMPENSATION Compensation for services provided under the above scope of services will be not to exceed lump sum fees in accordance with IIW's hourly rates in effect at the time the services are performed: Section A Section B Design Plans and Specifications Contract Administration and Construction Oversight Invoices will be submitted either on a monthly progress schedule basis or upon completion to be decided by the project manager. All accounts are due within thirty (30) days from the date of invoice. Late payment would be subject to 1.5% per month (18% annual rate) finance charge on the unpaid balance. SCHEDULE Engineering work can commence upon City of Dubuque authorization and be completed within approximately 40 days for purposes of obtaining construction quotes. However, construction repair work must wait until Spring of 2011 when atmospheric temperature is consistently warm enough to ensure proper coating adherence and concrete setting. GENERAL CONDITIONS AND ACCEPTANCE The attached General Terms and Conditions are a part of this proposal. This proposal will remain valid for a period of (60) calendar days from the date is was written. If the services and fees defined in this proposal are acceptable, please return one signed copy to our office. IIW would like to thank you for allowing us the opportunity to submit this proposal for engineering services. We look forward to working with you. Feel free to contact us at 556 -2464 if you have any questions. Sincerely, IIW, P. Charles A. ale, Presiden I hereby adept this Proposal and General Terms and Conditions. AuthoFized Signature Typed or Printed Name $2,600.00 $1,900.00 )cf-cak Timothy J. rarfel, P.E. Principal Structural Engineer / 0 / IIW, P.C. Page 3 of 4 iw THE FOLLOWING GENERAL TERMS AND CONDITIONS SHALL APPLY TO THE ATTACHED AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN IIW, P.C., HEREIN REFERRED TO AS THE CONSULTANT, AND THE CLIENT IDENTIFIED IN THE ATTACHED AGREEMENT. General Terms and Conditions For City of Dubuque Agreements The Client shall provide all criteria and full information with regard to his or her requirements for the Project, and shall designate a person to act with authority on his or her behalf with respect to all aspects of the Project. This shall include, but not be limited to, review and approval of design issues in the schematic design phase, design development phase, and contract documents phase. These approvals shall include an authorization to proceed to the next phase. Services beyond those outlined in the proposal may be required or be required as a result of unforeseen circumstances. The Consultant under terms mutually agreed upon by the Client and the Consultant may provide these services. For the scope of services agreed upon, the Client agrees to pay the Consultant the compensation as stated. Invoices for the Consultant's services shall be submitted, at the Consultant's option, either upon completion of any phase of service or on a monthly basis. Invoices shall be payable when rendered and shall be considered past due if not paid within 30 days after the invoice date. A service charge will be charged at the rate of 1.5% (18% true annual rate) per month or the maximum allowed by law on the then outstanding balance of Past Due accounts. In the event any portion of an account remains unpaid 90 days after billing, the Client shall pay all costs of collection, including reasonable attomey's fees. The Consultant shall secure and maintain professional liability insurance, commercial general liability insurance, and automobile liability insurance to protect the Consultant from claims for negligence, bodily injury, death, or property damage which may arise out of the performance of the Consultant's services under this Agreement, and from claims under the Worker's Compensation Acts. The Consultant shall, if requested in writing, issue a certificate confirming such insurance to the Client. Consultant shall at all times during the performance of this Agreement provide insurance as required by the City of Dubuque Insurance Schedule C with a Certificate of Insurance on file with the City. The Client and the Consultant each agree to indemnify and hold the other harmless, and their respective officers, employees, agents, and representatives, from and against any and all claims, damages, losses and expenses (including reasonable attomey's fees) to the extent such claims, losses, damages, or expenses are caused by the indemnifying party's negligent acts, errors, or omissions. In the event claims, losses, damages or expenses are caused by the joint or concurrent negligence of Client and Consultant, they shall be borne by each party in proportion to its negligence. Neither party shall be deemed in default of this Agreement to the extent that any delay or failure in the performance of its obligations results from any cause beyond its reasonable control and without its negligence. The Client and Consultant agree that they shall first submit any and all unsettled claims, counterclaims, disputes, and other matters in question between them arising out of or relating to this Agreement to mediation in accordance with the Construction Industry Mediation Rules of the American Arbitration Association effective as of the date of this agreement. The City acknowledges the Consultant's plans and specifications, including all documents on electronic media, as instruments of professional service. Nevertheless, any plans, specifications or studies prepared under this Agreement shall become the property of the City upon completion of the services and payment in full of all moneys due to the Consultant. Copies of documents that may be relied upon by the Client are limited to the printed copies (also known as hard copies) that are signed or sealed by the Consultant. Files in electronic media format or text, data, graphic, or of other types that are furnished by the Consultant to the Client are only for convenience of the Client. Any conclusion or information obtained or derived from such electronic files will be at the user's sole risk. When transferring documents in electronic media format, the Consultant makes no representations as to long -term compatibility, usability, or readability of documents resulting from the use of software application packages, operating systems, or computer hardware differing from those used by the Consultant at the beginning of this project. The delivery of electronic information to Contractors is for the benefit of the Owner for whom the design services have been performed. Nothing in the transfer should be construed to provide any right of the Contractor to rely on the information provided or that the use of the electronic information implies the review and approval by the Design Professional of the information. Electronic information is drawings, data, modeled data, or computational models. It is our professional opinion that this electronic information provides design information current as of the date of its release. Any use of this information is at the sole risk and liability of the user who is also responsible for updating the information to reflect any changes in the design following the preparation date of this information. The transfer of electronic information is subject to the approval of the Design Professional. Depending upon the type of information requested, and the format, a fee may be required for acquisition of the data, payable to the Design Professional. Contractors are required to submit a request in writing to the Design Professional indicating the type and format of the information requested. The Design Professional will make a reasonable effort to determine whether or not the information can be provided as requested, and the fee for providing the information. IIW, P.C. iiw If this Agreement provides for any construction phase services by the Consultant, it is understood that the Contractor, not the Consultant, its agents, employees, or sub - consultants, is responsible for the construction of the project, and that the Consultant is not responsible for the acts or omissions of any contractor, subcontractor, or material supplier; for safety precautions, programs, or enforcement; or for construction means, methods, techniques, sequences, and procedures employed by the Contractor. When included in the Consultant's scope of services, opinions of probable construction cost are prepared on the basis of the Consultant's experience and qualifications and represent the Consultant's judgment as a professional generally familiar with the industry. However, since the Consultant has no control over the cost of labor, materials, equipment, or services furnished by others; over contractor's methods of determining prices, or over competitive bidding or market conditions, the Consultant cannot and does not guarantee that proposals, bids, or actual construction cost will not vary from the Consultant's opinions of probable construction cost. The Client and the Consultant each binds himself or herself, partners, successors, executors, administrators, assigns, and legal representative to the other party of this Agreement and to the partners, successors, executors, administrators, assigns, and legal representative of such other party in respect to all covenants, agreements, and obligations of this Agreement. Neither the Client nor the Consultant shall assign, sublet or transfer any rights under or interest in (including but without limitations, monies that may be due or monies that are due) this Agreement, without the written consent of the other, except as stated in the paragraph above, and except to the extent that the effect of this limitation may be restricted by law. Unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assigner from any duty or responsibility under this Agreement. Nothing contained in this paragraph shall prevent the Consultant from employing such independent consultants, associates, and sub - contractors, as he or she may deem appropriate to assist in the performance of services hereunder. It is acknowledged by both parties that the Consultant's scope of services does not include any services related to the presence at the site of asbestos, PCB's, petroleum, hazardous waste, or radioactive materials. The Client acknowledges that the Consultant is performing professional services for the Client and the Consultant 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). The Client may terminate this Agreement with seven days (7) prior written notice to the Consultant for convenience or cause. The Consultant may terminate this Agreement for cause with seven (7) days prior written notice to the Client. The Client is obligated to pay for all services rendered up to the date the Consultant receives the written notice of intent to terminate. Failure of the Client to make payments when due shall be cause for suspension of services or ultimately termination, unless and until the Consultant has been paid in all full amounts due for services, expenses, and other related charges. This Agreement supersedes all terms and conditions contained on a purchase order typically procuring products. It is understood by both parties upon execution of this agreement that if a purchase order is issued, it is for accounting purposes only. Purchase order terms and conditions are void and are not a part of our agreement. Page 4 of 4 IIW ENGINEERS & SURVEYORS, P.C. December 21, 2010 John Klostermann City of Dubuque Public Works 925 Kerper Court Dubuque, IA 52001 -2405 Re: Proposal for Professional Services Dubuque Flood Wall Concrete Repair IIW File No.: 10267-00 Dear Mr. Klostermann Thank you for the opportunity to submit a proposal for professional services for the referenced project. This proposal is divided into the following sections to fully describe our scope of services: • Project Description • Scope of Professional Services • Compensation • Schedule • General Conditions and Acceptance PROJECT DESCRIPTION In order to comply with Corps of Engineers flood wall inspection deficiencies noted at the road salt storage, site repairs must be made to the concrete flood wall. The problem area is located at the salt unloading gate and areas of the wall running approximately 140 feet to the east. The deterioration appears to be reinforcing steel corrosion expansion causing splitting of the cover concrete. The top 18 inches of the wall have been affected in the first 100 feet. Concrete spalling is occurring full height on the river face in the last approximately 30 feet. Spot corrosion is evident elsewhere. Some of this may be due to form ties left in the concrete after forms were removed. The usual repair is to chip off the loose concrete down to the rebar, clean the rebar and paint with epoxy paint on the exposed steel surface, form, and replace the concrete with a suitable repair concrete. This is a similar procedure that the DOT uses for repairing bridge decks. Depending on the estimated construction cost, the City of Dubuque may be able to secure competitive quotes rather than conducting a formal public letting for this maintenance work. SCOPE OF PROFESSIONAL SERVICES This proposal is limited to the services outlined in this document. Our services will specifically include the following: A. DESIGN PLANS AND SPECIFICATIONS 1. Produce plans showing the extent of repair work to be accomplished. It is anticipated that the work required can best be shown through photographs identifying areas to be repaired with associated instructions specifying type of repair work to be conducted. 2. Prepare specifications identifying the extent of concrete removal, the cleaning of corroded reinforcing steel, the method and products to be used for coating cleaned reinforcing steel, material to be used to replace removed concrete, and methods to form and place the new concrete. 4155 Pennsylvania Avenue, Dubuque, Iowa 52002 -2628 • [P] 563.556.2464/800.556.4491 • [F] 563.556.8711 BUILDING DESIGN CIVIL ENGINEERING CONSTRUCTION SERVICES ENVIRONMENTAL ENGINEERING LAND SURVEYING MUNICIPAL ENGINEERING STRUCTURAL ENGINEERING TRANSPORTATION ENGINEERING www.iiwengr.com Dennis F. Waugh, PE/SE* Charles A. Cate, PE Gary D. Sejkora, PE Michael A. Jansen, PE/SE Ronald A. Balmer, PE/SE/AIA John M. Tranmer, PLS Timothy J. Tranel, PE* John F. Wandsnider, PE Julie P. Neebel, PE James P. Kaune, PE Thomas J. Oster, PLS Wray A. Childers, PLS Geoffry T. Blandin, PE Mark C. Jobgen, PE Lauren N. Ray, PE /SE* Bradley J. Mootz, PE /SE Cody T. Austin, PE* Marc D. Ruden, PE Mark R. Fassbinder, AIA* Michael A. Ruden, AIA* Alice M. Ohrtmann, PE Craig J. Elskamp, AIA Robert W. Blok, PE Eric J. Helminiak, PE/SE* * LEED AP jjw INTEGRITY. EXPERTISE. SOLUTIONS. City of Dubuque Public Works December21, 2010 Page 2 of 4 B. CONTRACT ADMINISTRATION AND CONSTRUCTION OVERSIGHT 1. Prepare contract documents needed to obtain competitive quotes and award the work to the selected contractor. 2. Assist with obtaining quotes from qualified contractors for performing the required repair work. Answer questions contractors may have regarding the project. 3. Assist the City of Dubuque with award of work to the selected contractor. 4. Assist the City of Dubuque with oversight of the repair work to ensure compliance with plans, specifications and contract documents. COMPENSATION Compensation for services provided under the above scope of services will be not to exceed lump sum fees in accordance with IIW's hourly rates in effect at the time the services are performed: Section A Section B Invoices will be submitted either on a monthly progress schedule basis or upon completion to be decided by the project manager. All accounts are due within thirty (30) days from the date of invoice. Late payment would be subject to 1.5% per month (18% annual rate) finance charge on the unpaid balance. SCHEDULE Engineering work can commence upon City of Dubuque authorization and be completed within approximately 40 days for purposes of obtaining construction quotes. However, construction repair work must wait until Spring of 2011 when atmospheric temperature is consistently warm enough to ensure proper coating adherence and concrete setting. GENERAL AND ACCEPTANCE The attached General Terms and Conditions are a part of this proposal. This proposal will remain valid for a period of (60) calendar days from the date is was written. If the services and fees defined in this proposal are acceptable, please return one signed copy to our office. IIW would like to thank you for allowing us the opportunity to submit this proposal for engineering services. We look forward to working with you. Feel free to contact us at 556 -2464 if you have any questions. Sincerely, IIW, I? C arles Cate, P.E. Preside Auth6rized Signature Typed or Printed Name Design Plans and Specifications Contract Administration and Construction Oversight , / g I hereby ap pt this Proposal and General Terms and Conditions. D $2,600.00 $1,900.00 Timothy J. raffel, P.E. Principal Structural Engineer / 0 IIW, P.C. Page 3 of 4 IIW THE FOLLOWING GENERAL TERMS AND CONDITIONS SHALL APPLY TO THE ATTACHED AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN IIW, P.C., HEREIN REFERRED TO AS THE CONSULTANT, AND THE CLIENT IDENTIFIED IN THE ATTACHED AGREEMENT. General Terms and Conditions For City of Dubuque Agreements The Client shall provide all criteria and full information with regard to his or her requirements for the Project, and shall designate a person to act with authority on his or her behalf with respect to all aspects of the Project. This shall include, but not be limited to, review and approval of design issues in the schematic design phase, design development phase, and contract documents phase. These approvals shall include an authorization to proceed to the next phase. Services beyond those outlined in the proposal may be required or be required as a result of unforeseen circumstances. The Consultant under terms mutually agreed upon by the Client and the Consultant may provide these services. For the scope of services agreed upon, the Client agrees to pay the Consultant the compensation as stated. Invoices for the Consultant's services shall be submitted, at the Consultant's option, either upon completion of any phase of service or on a monthly basis. Invoices shall be payable when rendered and shall be considered past due if not paid within 30 days after the invoice date. A service charge will be charged at the rate of 1.5% (18% true annual rate) per month or the maximum allowed by law on the then outstanding balance of Past Due accounts. In the event any portion of an account remains unpaid 90 days after billing, the Client shall pay all costs of collection, including reasonable attomey's fees. The Consultant shall secure and maintain professional liability insurance, commercial general liability insurance, and automobile liability insurance to protect the Consultant from claims for negligence, bodily injury, death, or property damage which may arise out of the performance. of the Consultant's services under this Agreement, and from claims under the Worker's Compensation Acts. The Consultant shall, if requested in writing, issue a certificate confirming such insurance to the Client. Consultant shall at all times during the performance of this Agreement provide insurance as required by the City of Dubuque Insurance Schedule C with a Certificate of Insurance on file with the City. The Client and the Consultant each agree to indemnify and hold the other harmless, and their respective officers, employees, agents, and representatives, from and against any and all claims, damages, losses and expenses (including reasonable attorney's fees) to the extent such claims, losses, damages, or expenses are caused by the indemnifying party's negligent acts, errors, or omissions. In the event claims, losses, damages or expenses are caused by the joint or concurrent negligence of Client and Consultant, they shall be bome by each party in proportion to its negligence. Neither party shall be deemed in default of this Agreement to the extent that any delay or failure in the performance of its obligations results from any cause beyond its reasonable control and without its negligence. The Client and Consultant agree that they shall first submit any and all unsettled claims, counterclaims, disputes, and other matters in question between them arising out of or relating to this Agreement to mediation in accordance with the Construction Industry Mediation Rules of the American Arbitration Association effective as of the date of this agreement. The City acknowledges the Consultant's plans and specifications, including all documents on electronic media, as instruments of professional service. Nevertheless, any plans, specifications or studies prepared under this Agreement shall become the property of the City upon completion of the services and payment in full of all moneys due to the Consultant. Copies of documents that may be relied upon by the Client are limited to the printed copies (also known as hard copies) that are signed or sealed by the Consultant. Files in electronic media format or text, data, graphic, or of other types that are furnished by the Consultant to the Client are only for convenience of the Client. Any conclusion or information obtained or derived from such electronic files will be at the users sole risk. When transferring documents in electronic media format, the Consultant makes no representations as t� long -term compatibility, usability, or readability of documents resulting from the use of software application packages, operating systems, or computer hardware differing from those used by the Consultant at the beginning of this project. The delivery of electronic information to Contractors is for the benefit of the Owner for whom the design services have been performed. Nothing in the transfer should be construed to provide any right of the Contractor to rely on the information provided or that the use of the electronic information implies the review and approval by the Design Professional of the information. Electronic information is drawings, data, modeled data, or computational models. It is our professional opinion that this electronic information provides design information current as of the date of its release. Any use of this information is at the sole risk and liability of the user who is also responsible for updating the information to reflect any changes in the design following the preparation date of this information. The transfer of electronic information is subject to the approval of the Design Professional. Depending upon the type of information requested, and the format, a fee may be required for acquisition of the data, payable to the Design Professional. Contractors are required to submit a request in writing to the Design Professional indicating the type and format of the information requested. The Design Professional will make a reasonable effort to determine whether or not the information can be provided as requested, and the fee for providing the information. IIW, P.C. Page 4 of 4 ij If this Agreement provides for any construction phase services by the Consultant, it is understood that the Contractor, not the Consultant, its agents, employees, or sub - consultants, is responsible for the construction of the project, and that the Consultant is not responsible for the acts or omissions of any contractor, subcontractor, or material supplier; for safety precautions, programs, or enforcement; or for construction means, methods, techniques, sequences, and procedures employed by the Contractor. When included in the Consultant's scope of services, opinions of probable construction cost are prepared on the basis of the Consultant's experience and qualifications and represent the Consultant's judgment as a professional generally familiar with the industry. However, since the Consultant has no control over the cost of labor, materials, equipment, or services fumished by others; over contractor's methods of determining prices, or over competitive bidding or market conditions, the Consultant cannot and does not guarantee that proposals, bids, or actual construction cost will not vary from the Consultant's opinions of probable construction cost. The Client and the Consultant each binds himself or herself, partners, successors, executors, administrators, assigns, and legal representative to the other party of this Agreement and to the partners, successors, executors, administrators, assigns, and legal representative of such other party in respect to all covenants, agreements, and obligations of this Agreement. Neither the Client nor the Consultant shall assign, sublet or transfer any rights under or interest in (including but without limitations, monies that may be due or monies that are due) this Agreement, without the written consent of the other, except as stated in the paragraph above, and except to the extent that the effect of this limitation may be restricted by law. Unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assigner from any duty or responsibility under this Agreement. Nothing contained in this paragraph shall prevent the Consultant from employing such independent consultants, associates, and sub - contractors, as he or she may deem appropriate to assist in the performance of services hereunder. It is acknowledged by both parties that the Consultant's scope of services does not include any services related to the presence at the site of asbestos, PCB's, petroleum, hazardous waste, or radioactive materials. The Client acknowledges that the Consultant is performing professional services for the Client and the Consultant 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). The Client may terminate this Agreement with seven days (7) prior written notice to the Consultant for convenience or cause. The Consultant may terminate this Agreement for cause with seven (7) days prior written notice to the Client. The Client is obligated to pay for all services rendered up to the date the Consultant receives the written notice of intent to terminate. Failure of the Client to make payments when due shall be cause for suspension of services or ultimately termination, unless and until the Consultant has been paid in all full amounts due for services, expenses, and other related charges. This Agreement supersedes all terms and conditions contained on a purchase order typically procuring products. It is understood by both parties upon execution of this agreement that if a purchase order is issued, it is for accounting purposes only. Purchase order terms and conditions are void and are not a part of our agreement.