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Signed Contract_Veenstra & Kimm, Inc. Change Order for W&RRC Wellhead RehabilitationMWH® BUILDING A BETTER WORLD August 20, 2013 Mr. Steve Sampson Brown Project Manager Engineering Department City of Dubuque 50 West 13th Street Dubuque, IA 52001 RE: Change Order for RBCA Site Investigation and Wellhead Rehabilitation Activities City of Dubuque Water Pollution Control Plant LUST No. 9LTP01 UST Registration No. 198607145 Dear Mr. Sampson Brown: MWH Americas, Inc. (MWH) appreciates the opportunity to submit this change order to finalize the Risk -Based Corrective Action (RBCA) investigation; complete rehabilitation of the existing wellheads, continue free product recovery and reporting through the end of 2013, and continue performing associated activities for the City of Dubuque, Iowa (City) related to the former petroleum product underground storage tank (UST) at the City's water pollution control plant (WPCP) site. Activities included in this change order are intended to satisfy the Iowa Department of Natural Resources (IDNR) requirements, as outlined in their February 4, 2011 and December 7, 2012 letters. MWH understands the site was classified No Action Required (NAR) for purposes of the RBCA investigation, but free product recovery and reporting activities must continue. The proposed activities are outlined below. Task 1 — Fieldwork Additional fieldwork activities were completed in March 2013 requiring additional subcontractor drilling involvement as follows: soil gas wells SG -1 and SG -2 were installed to a depth of 20 feet and 16 feet below grade, respectively; and groundwater monitoring wells MW -7 and MW -8 were installed to a depth of 47 feet and 55 feet below grade, respectively. Soil samples in all four wells were screened with a photoionization detector (PID), with soil samples collected and submitted for laboratory analysis from MW -7 and MW -8. Initial and confirmation soil gas samples were collected and submitted for laboratory analysis from SG -1 and SG -2. Costs are included in this change order to pay for the subcontractor charges associated with installation of these additional wells. With completion of the final grade and paving in the area of the digester units and administration building, six existing soil gas and groundwater monitoring wells need to be located under the asphalt paving, their top of casing (TOC) elevations raised to just below the final grade, and new well vaults installed so they are accessible for future monthly free product recovery activities. Costs are included in this change order for the drilling subcontractor to raise the TOC elevations so the wells are accessible. MWH will supervise the well TOC activities. 11153 Aurora Avenue Des Moines, IA 50322 -7904 TEL 515 253 0830 FAX 515 253 9592 www.mwhglobal.com Mr. Steve Sampson Brown Page 2 August 20, 2013 Task 2 — Project Management This subtask includes associated project management time for project administration; communication with City representatives, subcontractors, MWH staff, and IDNR staff; and associated activities. ESTIMATED COSTS The tasks will be completed on a time - and - materials basis in accordance with the attached Consulting Services Agreement (CSA). The estimated cost to complete the tasks identified above is approximately $14,463, as indicated below: MWH Services Subcontractors Task — Description and Expenses (Driller) Total 1 — Fieldwork $ 1,843 $11,520 $13,363 2 — Project Management $ 1,100 $ 1,100 Subtotal $ 2,943 $11,520 $14,463 Project Total $14,463 If you concur with the proposed scope of services and associated budget, please sign both copies of the "Consulting Services Agreement," as well as both copies of this change order; returning one copy of each document to us as our authorization to proceed. If you have questions or comments, please feel free to contact. If you have any questions please contact Randy Kroneman or me at 515 - 253 -0830. Sincerely, Brian C. Broderick, P.E. Vice President /srs:rjk:vas Attachments ACCEPTED BY: DATE: /0/2 01 For the City of Dubuque P: \Word Processing \CITY OF DUBUQUE \PRO- 08 -13- Environmental Consulting Services \CO- 08- 2013_Brown_Subs & Well Rehab (City of Dubuque).docx MINH® MWH CONTRACT No. CONSULTING SERVICES AGREEMENT [Hourly Rate] (HAZ) This agreement ( "Agreement "), with an effective date of August 20, 2013, is by and between City of Dubuque ( "CLIENT ") and MWH Americas, Inc. ( "CONSULTANT "). In consideration of the mutual covenants and promises contained herein, the parties agree as follows: 1 SCOPE OF SERVICES 1.1 The services to be performed by CONSULTANT for CLIENT under this Agreement ( "Services ") are set out in Attachment A (Scope of Services), incorporated herein by reference. The Services are to be performed in support of the project identified in Attachment A ( "Project "). 2 COMPENSATION 2.1 CLIENT shall pay to CONSULTANT, as compensation for the Services ( "Compensation "), at the rates set forth in CONSULTANT's rate schedule ( "Rate Schedule "), Attachment B, incorporated herein by reference. 2.2 CLIENT will pay CONSULTANT additional compensation for labor and expenses incurred by CONSULTANT in responding to or and assisting with any audit required by CLIENT, or any federal, state and local government agencies. The basis of payment will be the CONSULTANT's normal commercial rate for such services unless otherwise defined by an amendment to this Agreement. 3. INVOICING AND PAYMENT 3.1 CONSULTANT shall submit its standard monthly invoice describing the Services performed and expenses incurred during the preceding month. CLIENT shall make payment of all undisputed portions of such invoice and provide written justification for the withholding of any disputed portions to CONSULTANT within thirty (30) calendar days from the date of CONSULTANT's monthly invoice. 3.2 Payment of all Compensation due CONSULTANT pursuant to this Agreement shall be a condition precedent to CLIENT's use or reliance upon any of CONSULTANT's professional services or work products furnished under this Agreement. 3.3 In the event payment for the Services has not been made within 60 calendar days from the date of the invoice, CONSULTANT may, after giving 7 calendar days written notice and without penalty or liability of any nature, and without waiving any claim against CLIENT, suspend all or any part of the Services. In order to defray carrying charges resulting from delayed payments, simple interest at the rate of 1.5% per month (18% per annum), not to exceed the maximum rate allowed by law, shall be added to the unpaid balance of each invoice. The interest period shall commence 30 calendar days after the date of the invoice. Payments shall first be credited to interest and then to principal. 3.4 Electronic payment may be made to the following address: Bank name Bank address Bank contact Beneficiary Beneficiary a/c ABA routing Wells Fargo 1000 Lakes Drive, Suite 250 West Covina, CA 91790 Millie Pham 626/919 -6602 MWH Americas, Inc. 4945081503 121000248 3.5 Mail / Lock Box MWH Americas, Inc. Dept. 842728 Los Angeles, CA 90084 -2728 4 PERIOD OF PERFORMANCE 4.1 This Agreement shall have an effective date as set forth above and shall remain in effect December 31, 2017, unless terminated earlier pursuant to this Agreement. Consulting Services [Hourly Rate] (HAZ) (Rev. 9 -30 -2009) until (City of Dubuque — 08 -13) 5 CLIENT'S RESPONSIBILITIES 5.1 CLIENT shall designate a person to act as CLIENT's representative with respect to this Agreement. Such person will have complete authority to transmit instructions, receive information and interpret and define CLIENT's policies and decisions. 5.2 CLIENT shall furnish to CONSULTANT all applicable information and technical data in CLIENT's possession or control reasonably required for the proper performance of the Services. CLIENT shall also disclose to CONSULTANT hazards at the Project site ( "Site ") which pose a significant threat to human health or the environment. CONSULTANT shall be entitled to reasonably rely upon the information and data provided by CLIENT or obtained from generally accepted sources within the industry without independent verification except to the extent such verification is expressly included in the Services. 5.3 CLIENT shall examine all studies, reports, sketches, drawings, specifications, and other documents presented by CONSULTANT, seek legal advice, the advice of an insurance counselor, or other consultant(s), as CLIENT deems appropriate for such examination. If any document requires CLIENT to approve, comment, or to provide any decision or direction, such approval, comment, decision or direction shall be provided within a reasonable time within the context of the schedule for the Services ( "Project Schedule "). 5.4 CLIENT shall arrange for access to and make all provisions for CONSULTANT to enter upon public and private property as required for CONSULTANT to properly perform the Services. 5.5 CLIENT shall obtain, where applicable, the following: 5.5.1 All published advertisements for bids; 5.5.2 All permits and licenses that may be required of CLIENT by local, state, or federal authorities; 5.5.3 All necessary land, easements, and rights -of -way; 5.5.4 All items and services not specifically covered by the terms and conditions of this Agreement. 5.6 If the Services involve a construction phase of the Project, CLIENT shall require all construction contractor covered by the CLIENT's contracts related to the Project, to defend, indemnify and hold CONSULTANT harmless to the same extent that the contractor is obligated to defend, indemnify and hold CLIENT harmless and also require the contractor to add CONSULTANT as an additional insured on the contractor's Commercial General Liability and Auto Liability insurance policies applicable to the Project. CLIENT shall also require the construction contractor to assume sole and complete responsibility for Project site health and safety during the course of construction, including but not limited to the safety of all persons and property related to the Project. 5.7 CLIENT shall pay for any costs associated with the above items. 6 CONSULTANT'S RESPONSIBILITIES 6.1 CONSULTANT shall designate a project manager for the performance of the Services. 6.2 CONSULTANT shall perform the Services as an independent contractor and not as CLIENT's agent or employee. CONSULTANT shall be solely responsible for the compensation, benefits, contributions and taxes, if any, of its employees and agents. 6.3 The standard of care applicable to CONSULTANT's Services will be the degree of skill and diligence normally employed by professional consultants performing the same or similar services at the time and location said Services are performed. CONSULTANT will re- perform any Services not meeting this standard without additional compensation. 6.4 CONSULTANT may, during the course of its Services, prepare opinions of the probable cost of construction. CLIENT acknowledges, however, that CONSULTANT has no control over costs of labor, materials, competitive bidding environments and procedures, unknown field conditions, financial and /or market conditions or other factors affecting the cost of the construction and the operation of the facilities, all of which are beyond CONSULTANT's control and are unavoidably in a state of change. CLIENT therefore acknowledges that CONSULTANT cannot and does not make any warranty, promise, or representation, either express or implied, that proposals, bids, opinions of probable construction costs, or cost of operation or maintenance will not vary substantially from its probable cost estimates. 6.5 When CONSULTANT provides on -site monitoring personnel during construction as part of its Services, the on- site monitoring personnel will notify CLIENT of any observed defects in the Work; will otherwise make reasonable efforts to guard CLIENT against defects and deficiencies in the work of the contractor(s) and will help to determine if the provisions of the contract documents are being fulfilled. Providing on -site monitoring personnel will not, however, cause CONSULTANT to be responsible for those duties and responsibilities which belong to the construction contractor, and which include, but are not limited to, full responsibility for the means, methods, techniques, sequences and progress of 2 Consulting Services [Hourly Rate] (HAZ) (Rev. 9 -30 -2009) (City of Dubuque — 08 -13) construction, and the health and safety precautions incidental thereto, and for performing the construction in accordance with the contract documents. 6.6 In addition to or in lieu of on -site personnel, CONSULTANT's off -site staff may periodically visit the Project site as part of its Services. Such periodic visits and any observations made by CONSULTANT during such periodic visits shall not make CONSULTANT responsible for, nor relieve the construction contractor of the sole responsibility for all construction means, methods, techniques, sequences and progress of construction, and the health and safety precautions incidental thereto, and for performing the construction in accordance with the contract documents. 6.7 All samples, sample residues, and byproducts from the sample testing process relating to the Services shall be disposed of by CONSULTANT in accordance with applicable Law. If included in the Scope of Services, CONSULTANT shall also dispose of all non - hazardous waste generated in the performance of the Services. 6.8 CONSULTANT shall not arrange or otherwise be responsible for the disposal of any regulated waste, including but not limited to toxic, radioactive or hazardous substances, wastes or materials ( "Hazardous Wastes ") associated with the Services, either directly or indirectly through its subcontractors or others. CONSULTANT, at CLIENT's request, may assist the CLIENT in identifying or evaluating disposal alternatives for the off-site treatment, storage or disposal of Hazardous Wastes, but neither CONSULTANT nor others for whom CONSULTANT bears responsibility related to the Services shall make any independent determination relating to the selection of a treatment, storage or disposal facility or sign any hazardous waste manifest. 7 CHANGE ORDERS 7.1 CLIENT or CONSULTANT may, from time to time, request modifications or changes in the Services. To the extent that the Services to be performed by CONSULTANT has been affected by the change, CONSULTANT's Compensation and Project Schedule shall be equitably adjusted. All changes shall be set forth in a written Change Order, and executed by both parties. 8 FORCE MAJEURE 8.1 Neither party shall be responsible for a delay in its performance under this Agreement, other than a delay in payment for Services already performed, if such delay is caused by extraordinary weather conditions or other natural catastrophes war, terrorism, riots, strikes, lockouts or other industrial disturbances, acts of any governmental agencies or other events beyond the reasonable control of the claiming party. CONSULTANT shall be entitled to an equitable adjustment to the Compensation and the Project Schedule as a result of any such delay. 9 CONFIDENTIALITY 9.1 CONSULTANT shall treat as confidential and proprietary all information and data gathered from any source or developed relative to the Project. Confidential information shall not be disclosed to any third party, other than CONSULTANT's subcontractors or subconsultants, during or subsequent to the term of this Agreement. Nothing contained herein shall preclude CONSULTANT from disclosing information or data: (i) in the public domain without breach of this Agreement; (ii) developed independently by CONSULTANT without reference to CLIENT's information or data; (iii) where disclosure or submission to any governmental authority is required by applicable statutes, ordinances, codes, regulations, consent decrees, orders, judgements, rules, and all other requirements of any and all governmental or judicial entities that have jurisdiction over the Services ( "Law "), but only after written notice has been given to CLIENT. 10 RIGHTS IN DATA 10.1 All right, title and interest in and to the work products provided by CONSULTANT to CLIENT shall be the property of CLIENT ( "Work Product "). Methodologies, process know -how and other instruments of service used to prepare the Work Product shall remain the property of CONSULTANT. Any modification or reuse of the Work Product without written verification or adaptation by CONSULTANT for the specific purpose intended will be at CLIENT's sole risk and without liability or legal exposure to CONSULTANT or to CONSULTANT'S subcontractors and subconsultants. 11 INSURANCE 11.1 CONSULTANT will furnish to CLIENT copies of insurance certificates evidencing that it maintains the following coverages while performing Services, subject to the terms and conditions of the policies: TYPE AMOUNT Workers Compensation Statutory Employers' Liability $1,000,000 policy limit Commercial General Liability $1,000,000 Automobile Liability $1,000,000 Professional Liability $1,000,000 Contractors Pollution Liability $1,000,000 3 Consulting Services [Hourly Rate] (HAZ) (Rev. 9 -30 -2009) (City of Dubuque — 08 -13) 11.2 CONSULTANT will furnish CLIENT with certificates of insurance verifying the above referenced coverages and stating that the insurance carrier will provide CLIENT with thirty days prior written notice of insurance cancellation or reduction below the above listed requirements. CONSULTANT shall list CLIENT as an additional insured on the Commercial General Liability and the Automobile Liability insurance. 12 INDEMNITY 12.1 CONSULTANT agrees to indemnify CLIENT, its officers, directors and employees, from loss or damage for bodily injury or property damage, ( "Claims "), to the extent caused by the negligence of CONSULTANT in the performance of the Services. This obligation to indemnify CLIENT shall not impose any obligation on CONSULTANT that exceeds the Limitation of Liability provisions set forth below. 12.2 IN NO EVENT SHALL CONSULTANT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSE- QUENTIAL DAMAGES WHATSOEVER (INCLUDING BUT NOT LIMITED TO LOST PROFITS OR INTERRUPTION OF BUSINESS) ARISING OUT OF OR RELATED TO THE SERVICES PROVIDED UNDER THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 13 LIMITATION OF LIABILITY 13.1 RECOGNITION OF THE RELATIVE RISKS AND BENEFITS OF THE PROJECT TO BOTH THE CLIENT AND CONSULTANT, THE PARTIES AGREE, TO THE FULLEST EXTENT PERMITTED BY LAW, TO LIMIT THE AGGREGATE LIABILITY OF CONSULTANT, ITS PARENT, AFFILIATES AND SUBCONTRACTORS, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS, TO THE AMOUNT OF THE INSURANCE CONSULTANT IS REQUIRED TO EVIDENCE UNDER THE TERMS OF SECTION 11.1. THIS LIMITATION OF LIABILITY SHALL APPLY TO ALL SUITS, CLAIMS, ACTIONS, LOSSES, COSTS (INCLUDING ATTORNEY FEES) AND DAMAGES OF ANY NATURE ARISING FROM OR RELATED TO THIS AGREEMENT AND WITHOUT REGARD TO THE LEGAL THEORY UNDER WHICH SUCH LIABILITY IS IMPOSED. 13.2 CONSULTANT MAY AGREE, AT CLIENT'S REQUEST, TO INCREASE THIS LIMITATION OF LIABILITY TO A GREATER SUM IN EXCHANGE FOR A NEGOTIATED INCREASE IN CONSULTANT'S FEE. ANY INCREASE IN THIS LIMITATION OF LIABILITY MUST BE IN WRITING AS A FORMAL AMENDMENT TO THIS AGREEMENT AND MUST BE SIGNED AND DATED BY AUTHORIZED REPRESENTATIVES OF EACH PARTY. ANY ADDITIONAL CHARGE FOR HIGHER LIABILITY IS CONSIDERATION FOR THE GREATER RISK ASSUMED BY CONSULTANT AND IS NOT A CHARGE FOR ADDITIONAL INSURANCE. 13.3 BY ENTERING INTO THIS AGREEMENT, THE PARTIES ACKNOWLEDGE THAT THIS LIMITATION OF LIABILITY CLAUSE HAS BEEN REVIEWED, UNDERSTOOD, IS A MATERIAL PART OF THIS AGREEMENT, AND EACH PARTY HAS HAD THE OPPORTUNITY TO SEEK LEGAL ADVICE REGARDING THIS PROVISION. 14 PREEXISTING CONDITIONS 14.1 CLIENT hereby understands and agrees that CONSULTANT has not created nor contributed to the creation or existence of any Hazardous Substances at or related to the Project site or in connection with or related to this Agreement. The compensation to be paid CONSULTANT for the Services is in no way commensurate with, and has not been calculated with reference to, the potential risk of injury or loss which may be caused by the exposure of persons or property to such Hazardous Substances. Therefore, to the fullest extent permitted by law, CLIENT agrees to defend, indemnify, and hold CONSULTANT, its officers, directors, employees, and consultants, harmless from and against any and all claims, damages, and expenses, whether direct, indirect, or consequential, including but not limited to attorney's fees and court costs, arising out of, or resulting from the threatened or actual release of Hazardous Substances ( "Release "), except to the extent that such Release is caused by the negligence of CONSULTANT. Nothing contained within this Agreement shall be construed or interpreted as requiring CONSULTANT to assume the status of a generator, arranger, transporter or as a storage, treatment or disposal facility as those terms appear within applicable Law. 15 SUSPENSION 15.1 CLIENT may, at any time and without cause, suspend the Services of CONSULTANT, or any portion thereof for a period of not more than 90 days by notice in writing to CONSULTANT. CONSULTANT shall resume the Services on receipt from CLIENT of a written notice of resumption of the Services. If such suspension causes an increase in CONSULTANT's cost or a delay in the performance of the Services, then an equitable adjustment shall be made to the Compensation and Project Schedule, as appropriate. In the event that the period of suspension exceeds 90 days, the contract time and compensation are subject to renegotiation. 16 TERMINATION 16.1 CLIENT may terminate all or part of this Agreement for CLIENT's convenience by providing 10 days written notice to CONSULTANT. In such event, CONSULTANT will be entitled to Compensation for the Services performed up to the effective date of termination plus compensation for reasonable termination expenses. CONSULTANT will not be entitled to compensation for profit on Services not performed. 17 DISPUTES RESOLUTION — ARBITRATION 17.1 Any dispute arising between the parties concerning this Agreement or the rights and duties of either party in relation thereto shall first be submitted to a panel consisting of at least one representative of each party who shall have the authority to enter into an agreement to resolve the dispute. The disputes panel shall be conducted in good faith, 4 Consulting Services [Hourly Rate] (HAZ) (Rev. 9 -30 -2009) (City of Dubuque — 08 -13) either physically or electronically, within two weeks of a request by either party. No written, verbal or electronic representation made by either party during the course of any panel proceeding or other settlement negotiations shall be deemed to be a party admission. 17.2 If the panel fails to convene within two weeks, or if the panel is unable to reach resolution of the dispute, then either party may submit the dispute for binding arbitration to be held in accordance with the Construction Industry Rules of the American Arbitration Association ( "Association ") in effect at the time that the demand for arbitration is filed with the Association. Either party may file in the manner provided by the Rules of the Association, a Demand for Arbitration at any time. The arbitrator or arbitrators appointed by the Association shall have the power to award to either party to the dispute such sums, costs, expenses, and attorney's fees as the arbitrator or arbitrators may deem proper. 18 NOTICE 18.1 Any notice or communication required or permitted by this Agreement shall be deemed sufficiently given if in writing and when delivered personally or 48 hours after deposit with the a receipted commercial courier service or the U.S. Postal Service as registered or certified mail, postage prepaid, and addressed as follows: CLIENT City of Dubuque 501 West 13th Street Dubuque, IA 52001 Attn: Mr. Steve Brown CONSULTANT MWH Americas, Inc. 11153 Aurora Avenue Des Moines, IA 50322 Attn: Brian C. Broderick, P.E. or to such other address as the party to whom notice is to be given has furnished to the other party(ies) in the manner provided above. 19 SURVIVAL OF CONTRACT TERMINATION 19.1 The Articles relating to Indemnification, Limitation of Liability, Preexisting Conditions, Data Rights, Confidentiality, Governing Law and Venue shall survive completion of the Services, payment in full of the Compensation and termination of this Agreement. 20 MISCELLANEOUS 20.1 Governing Law. The validity, construction and performance of this Agreement and all disputes between the parties arising out of this Agreement or as to any matters related to but not covered by this Agreement shall be governed by the laws, without regard to the laws as to choice or conflict of laws, of the State where the Project is located. 20.2 Assignment. Neither this Agreement nor any rights under this Agreement may be assigned by any party, other than to a party's affiliate, parent or subsidiary, without the prior written consent of the other party(ies). 20.3 Binding Effect. The provisions of this Agreement shall bind and inure to the benefit of the parties and their respective successors and permitted assigns. 20.4 Parties in Interest. Nothing in this Agreement, expressed or implied, is intended to confer on any person or entity other than the parties any right or remedy under or by reason of this Agreement. 20.5 Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute a single agreement. 20.6 Amendment and Waiver. This Agreement may be amended, modified or supplemented only by a writing executed by each of the parties. Any party may in writing waive any provisions of this Agreement to the extent such provision is for the benefit of the waiving party. No action taken pursuant to this Agreement shall be deemed to constitute a waiver of any other party's compliance with provisions of this Agreement. No waiver by any party of a breach of any provision of this Agreement shall be construed as a waiver of any subsequent or different breach, and no forbearance by a party to seek a remedy for noncompliance or breach by another party shall be construed as a waiver of any right or remedy with respect to such noncompliance or breach. 5 Consulting Services [Hourly Rate] (HAZ) (Rev. 9 -30 -2009) (City of Dubuque — 08 -13) 20.7 Venue, Jurisdiction and Process. The parties agree that any arbitration proceeding arising out of this Agreement or for the interpretation, performance or breach of this Agreement, shall be instituted in the County where the Project is located, and each party irrevocably submits to the jurisdiction of such proceeding and waives any and all objections to jurisdiction or venue that it may have under the laws of that state or otherwise in such proceeding. 20.8 Severability. The invalidity or unenforceability of any particular provision of this Agreement shall not affect the other provisions, and this Agreement shall be construed in all respects as if any invalid or unenforceable provision were omitted. 20.9 Preparation of Agreement. All provisions of this Agreement have been subject to full and careful review by and negotiation between CONSULTANT and CLIENT. Each such party has availed itself of such legal advice and counsel as it, respectively, has deemed appropriate. The parties hereto agree that neither one of them shall be deemed to be the drafter or author of this Agreement, and in the event this Agreement is subject to interpretation or construction by a court of law or panel of arbitration, such court or panel shall not construe this Agreement or any portion hereof against either party as the drafter of this Agreement. 20.10 Entire Agreement. This Agreement embodies the entire agreement and understanding between the parties pertaining to the subject matter of this Agreement, and supersedes all prior agreements, understandings, negotiations, representations and discussions, whether verbal or written, of the parties, pertaining to that subject matter. CLIENT CONSULTANT Signature ture Sign g nature Name (Printed or Typed) Date i/ (21- Brian C. Broderick, P.E. Name (Printed or Typed) August 20, 2013 Date 6 Consulting Services [Hourly Rate] (HAZ) (Rev. 9 -30 -2009) (City of Dubuque — 08 -13) Attachment A SCOPE OF SERVICES 1. PROJECT DESCRIPTION The Services to be performed by CONSULTANT shall be as follows: In accordance with MWH Americas, Inc.'s August 20, 2013, "Change Order for RBCA Site Investigation and Wellhead Rehabilitation Activities, City of Dubuque Water Pollution Control Plant, LUST No. 9LTP01, UST Registration No. 198607145 to Mr. Steve Sampson Brown with the City of Dubuque." 2. PROJECT SCHEDULE In accordance with MWH Americas, Inc.'s August 20, 2013, "Change Order for RBCA Site Investigation and Wellhead Rehabilitation Activities, City of Dubuque Water Pollution Control Plant, LUST No. 9LTP01, UST Registration No. 198607145 to Mr. Steve Sampson Brown with the City of Dubuque." 7 Consulting Services [Hourly Rate] (HAZ) (Rev. 9 -30 -2009) (City of Dubuque — 08 -13) PROFESSIONAL, TECHNICAL AND Classification Senior Company Officer Principal Professional II Principal Professional I Supervising Professional 11 Supervising Professional I Senior Professional II Senior Professional I OTHER TERMS AND CONDITIONS ATTACHMENT B MWH AMERICAS, INC. Iowa / Kansas Program Fee Schedule Effective January 1, 2013 ADMINISTRATIVE STAFF Rate /Hour $ 180.00 $ 173.00 $ 166.00 $ 143.00 $ 138.00 $ 118.00 $ 113.00 Classification Professional II Professional I Associate Professional Senior Designer Designer Drafter Senior Administrator /Accounting Administrator /Accounting Rate /Hour $ 107.00 $ 102.00 $ 87.00 $ 118.00 $ 102.00 $ 87.00 $ 89.00 $ 67.00 • Subcontracted services will be invoiced at actual cost plus fifteen (15) percent for general and administrative expenses. Other Out -of- Pocket Expenses, including travel expenses and shipping expenses (UPS /FedEx for reports, materials, supplies, and laboratory samples), will be invoiced at actual cost plus twelve (12) percent for general and administrative expenses. Health & Safety, Field and Construction Equipment will be invoiced according to MWH AMERICAS, INC.'s standard unit rates. A partial list is available upon request. Leased and personal vehicle usage will be invoiced as follows (rental vehicles will be charged at actual cost plus twelve [12] percent): Automobile $ .56 per mile plus $35.00 per day* Field Vehicle $ .66 per mile plus $35.00 per day* * Adjusted in conjunction with the federal allowable rate. Associated project expenses, including telecommunications (equipment, local and long distance charges), facsimile, computer and word processing equipment, first class postage, network charges, and in -house reproduction and printing of plans, reports, and other documents (black & white, up to 11x17 inches, up to 5 copies) will be invoiced at $10.40 per total labor hour, in lieu of detailed invoicing of the specified items. • A surcharge of fifty (50) percent will be added to hourly rates for expert witness testimony, participation, preparation time, hearings, depositions, etc. • Rates for Computer -Aided Design and Drafting equipment, when required, will be invoiced at the rate of $15.00 per hour. • A surcharge for Contractors Pollution Liability Insurance coverage on Remediation /Construction activities will be negotiated for each contract where required. • The above rates are subject to change January 1 of each year. • A service fee will be added to the unpaid balance after 30 days at the rate of eighteen (18) percent per year. L: \FEE SCHEDULES\2013 FEE SCHEDULESWttachment B_2013 Standard Iowa - Kansas.doc Masterpiece on the Mississippi TO: FROM: Bob Green, Water Department Manage SUBJECT: Veenstra & Kimm, Inc. Contract — Water Treatment Plant North Softening Basins Rehabilitation, CIP# 740 -2396, Fund Balance - $119,923.00 Michael C. Van Milligen, City Manager Dubuqw ***** AII- America C-tty 11 111 2007 • 2012 • 201: DATE: October 15, 2013 The purpose of this memorandum is to request your signature to the two attached contracts with Veenstra & Kimm, Inc. of Moline, IL. This contract has been reviewed and approved for your signature by City Attorney, Barry Lindahl and Finance Director, Ken Tekippe. Please return these contracts to me when signed. Staff and I are available should you have any questions. BG:jr Attachments cc: Jackie Rodriguez, Water Plant Manager File AGREEMENT BETWEEN THE CITY OF DUBUQUE, IOWA AND VEENSTRA & KIMM, INC. NORTH SOFTENING BASINS REHABILITATION PROJECT PROFESSIONAL ENGINEERING SERVICES THIS AGREEMENT, made and entered into this /8 a day of peal) e.p3 , 2013, by and between the CITY OF DUBUQUE, hereinafter referred to as the City, party of the first part, and VEENSTRA & KIMM, INC., a corporation organized and existing under the laws of the State of Iowa, party of the second part, hereinafter referred to as the Engineers. WITNESSETH, THAT WHEREAS, the City contemplates the rehabilitation and restoration of the North Softening Basins at the Municipal Water Plant, with said project being referred to as the North Softening Basins Rehabilitation Project, hereinafter referred to as the Project. WHEREAS, the City desires to retain the Engineers to provide complete engineering design services for the Project as defined herein. NOW, THEREFORE, it is hereby agreed by and between the parties hereto that the City does hereby retain the said Engineers for engineering services on the Project, subject to the following terms, conditions and stipulations, to wit: SECTION 1. SCOPE OF PROJECT. It is understood and agreed the Project shall include those items listed below: a. Evaluation of structural conditions of the North basins and equipment operations. b. Development of alternate costs for repairs and coatings. c. Preliminary design report and recommendations. d. Development of plans and specifications for agreed upon Project recommendations. e. IDNR permit submittals. f. Bidding phase. g. Construction phase including site visits and resident review. SECTION 2. SECTION 3. SECTION 4. SECTION 5. SECTION 6. SECTION 7. DESIGN SURVEYS. The Engineers don not believe any topographic surveys will be necessary for the Project. DESIGN AND PROJECT CONFERENCES. The Engineers shall attend such design conferences with the City and others as may be necessary to make decisions as to details of design of the Project. The City shall provide personnel to attend such conferences either at the offices of the City or at other designated locations. The Engineers shall work with the City and attend any conferences necessary to coordinate this Project. PREDESIGN REPORT. The Engineers will develop a predesign report that will identify alternative repair and /or replacement costs, and provide final Project recommendations. PLANS AND SPECIFICATIONS. The Engineers shall prepare such detailed plans and specifications as are reasonably necessary and desirable for construction of the Project. Two sets of preliminary plans and specifications shall be submitted to the City for review prior to completion of preparation of final plans and specifications. Five sets of final plans and specifications shall be submitted to the City. The Engineers shall also provide the City with one set of reproducible contract drawings. It is anticipated this project will include minor structural (welding) repairs and coatings. Large scale equipment changes or process changes will be considered extra work. PERMITS AND LICENSES. The Engineers shall provide copies of plans and specifications, explanatory letters of transmittal, completion of required application forms and other information necessary to obtain permits, licenses or other documentation required for securing permits, licenses or permissions necessary from governmental agencies for construction. The cost of such services is included in the fee set forth hereinafter except that the Engineers shall not provide property surveys except as set forth hereinbefore, legal descriptions and related services except as set forth under EXTRA WORK. The City shall pay for all licenses and other costs associated with permits and licenses and said costs shall not be charged against the Engineers' maximum fee set forth hereinafter. GENERAL SERVICES DURING CONSTRUCTION. The Engineers shall provide general services during construction including, but not limited to, the following: a. Consult with and advise City. b. Coordinate work of testing laboratories. c. Assist in interpretation of plans and specifications. -2- d. Review drawings and data of manufacturers. e. Process and certify payment estimates of the Contractor to City. f. Prepare and process necessary change orders or modifications to the construction contract. Keep and maintain documentation of the Project. h. Make routine and special trips to the Project site as required. Make final reviews after construction contract is completed to determine that the construction complies with the plans and specifications and certify that the reviews were made and that to the best of the knowledge and belief of the Engineers, the work on the contract has been substantially completed. SECTION 8. RESIDENT REVIEW. The Engineers shall provide resident review during construction including, but not limited to, the following: a. Provide resident review services understood to include the detailed observation and review of work of the Contractors and materials to assure compliance with the plans and specifications. b. The Engineers shall provide resident review services by assigning resident engineers and /or engineering technicians to the Project for such periods reasonably required to ensure proper review of the construction work. SECTION 9. COMPENSATION. The City shall compensate the Engineers for the services set forth herein as follows: a. The fee for field studies, alternative development, report recommendations as a lump sum fee of Five Thousand Dollars ($5,000). b. The fee for final design, preparation of bidding and construction documents as a lump sum fee of Six Thousand Seven Hundred Twenty Dollars ($6,720). c. Compensation for the bidding phase on a lump sum fee of One Thousand Dollars ($1,000). d. The fee for general services during construction shall be a lump surn fee of Five Thousand Dollars ($5,000). -3- e. The fee for the construction observation and inspection including 120 hours of resident review and expenses shall not exceed Ten Thousand Eight Hundred Dollars ($10,800) charged on an hourly basis. f. The total fee for all engineering services for the Project shall not exceed the sum of Twenty Eight Thousand Five Hundred Twenty Dollars ($28,520). SECTION 10. PAYMENT. The fee shall be due and payable upon receipt of monthly statements during the course of the Project, and proportionately with progress thereon. SECTION 11. CHANGES. If, after the plans and specifications are completed and approved by the designated representative of the City, the Engineers are required to change the plans and specifications because of changes made by the City, the. Engineers shall receive additional compensation for such changes which shall be based upon their standard hourly fees for personnel engaged in making the changes. Changes made for the convenience of accommodation of the City requiring addenda to the plans and specifications shall constitute CHANGES. SECTION 12. EXTRA WORK. The above - stated fee covers the specific services as outlined in this Agreement. If the City requires additional services of the Engineers in connection with the Project, the Engineers shall receive additional compensation for said extra services. Such additional compensation shall be at the standard hourly fees of the Engineers plus expenses for personnel engaged in authorized extra work. This is applicable to CHANGES set forth hereinbefore. SECTION 13. SERVICES NOT INCLUDED. Services not included under this Agreement are as follows: a. Concrete testing such as tank corings and other intrusive testing. b. If, after the plans and specifications are completed and approved by the City, the Engineers are required to change plans and specifications because of changes made by the City, the Engineers shall receive additional compensation for such changes which shall be based upon standard hourly fees plus expenses for personnel engaged in performance of the work associated with making the required changes. c. Services related to or regarding arbitration or litigation of any claim by a bidder on the Project. SECTION 14. INTERPRETATION OF PLANS. If problems arise during construction as to conflicts of the proposed project above- ground obstructions, incorrect profiles or any other defects in the plans due to errors and /or omissions by the Engineers, the Engineers shall provide such assistance, resurveys and other necessary services to resolve conflicts and problems at no cost to the City. Such work shall not include conflicts with City services where it was impossible for the Engineers to determine the elevation of such services. SECTION 15. INDEMNIFICATION AND INSURANCE. The Engineers shall defend, indemnify and hold harmless the City from and against all claims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from performance of the Agreement, provided that such claim, damages, loss or expense is attributable to bodily injury, sickness, disease or death, or injury to or destruction of property including loss of use resulting therefrom, but only to the extent caused in whole or in part by negligent acts or omissions of the Engineers, the Engineers' subcontractor, or anyone directly or indirectly employed by the Engineers or the Engineers' subcontractor or anyone for whose acts the Engineers or the Engineers' subcontractor may be liable, regardless of whether or not such claim, damage, loss or expense is caused in part by a party indemnified hereunder. The Engineers shall at all times during the performance of the Agreement meet the requirements of the attached Schedule C. SECTION 16.TIME OF COMPLETION. The Engineers shall complete the work outlined in this Agreement in preparation for a February 2014 letting. The letting is contingent upon permit approval. The goal of the Project is to be completed by May 2014. SECTION 17.TERMINATION. Should the City abandon the Project before the. Engineers have completed their work, the Engineers shall be paid proportionately for the work and services performed to date of termination. SECTION 18. ASSISTANTS AND CONSULTANTS. It is understood and agreed that the employment of the Engineers by the City for the purposes aforesaid shall be exclusive, but the Engineers shall have the right to employ such assistants and consultants as they may deem proper in the performance of the work subject to the approval of the City. Should such employment involve a total cost which would exceed the fee set forth hereinbefore, written authorization by the City shall be required prior to said employment. SECTION 19.ASSIGNMENT. THIS AGREEMENT, and each and every portion thereof, shall be binding upon the successors and the assigns of the parties hereto subject to the permission of the other party. The undersigned do hereby covenant and state that this Agreement is executed in duplicate as though each were an original and that there are no oral agreements that have not been reduced to writing in this instrument. It is further covenanted and stated that there are no other considerations or monies contingent upon or resulting from the execution of this Agreement nor have any of the above been implied by or for any party to this Agreement. IN WITNESS WHEREOF, the parties hereto have hereunto subscribed their names on the date first written above. CITY OF DUBUQUE, IOWA ATTEST: By.. By City Manager VEENSTRA & KIMM, INC. By ATTEST: Eastern Iowa General Manager INSURANCE SCHEDULE City of Dubuque Insurance Requirements for Professional Services Insurance Schedule C � shall furnish asig,neu Certificate m Insurance m the City mDubuque, Iowa for the coverage required m Exhibit / prior to commendn work and at the nd af the project if the trm of work is Ionger than 60 day. Providers presenting annual certificates shall present n Certificate at the end o, each project with the final billing. Each Certifkate shall be prepard on the most cuimnt ACORD form approved »v the Iowa Department m Insurance n,aoequivalent. Each certificte shall include a statement under Dcription af Operations as to why issued. Eg: Project or Lease of premises at or construction uf 2. All policies of insurance required hereunder shall be with a carrier authorized to do business in Iowa and all carriers shall have a rating af A or better in the current A.M. Best's Rating Guide. e. Each Certifkate shali be furnished to the ontracting department of the City of Dubuque. 4' Faure to provide minimum coverage shall not be deemed a waiver of these requirements by the City of Dubuque. Failure m obtain o, maintain the required insurance shall ue considered a material breach m this agreement. 5. Subcontractor and ub subcontractor perforrning work o, service shall provide a Certificate o,Insurance in accord with Exhibit 1. 6. All required endornnts to various polide shall be attached ta Certificate ofinsurance. 7. Whenever a specifi ISO fonhi is Iisted, an equwalent forrn may be substitutad subject to the proder identifying and listing in ,.yriting all deviations and exclusions that differ from the ISO form. S. Provider shall be required to carry the minimum coverage/limits, or greater if required by law or other legal agreement, mcxhmu!. 9. Whenever an ISO farm is referenced the current edition of the forrn must be used. Page 1. of 3 Schedule C, Professional nenxssApril, 2013 -8- City of Dubuque Insurance Requirements for Professional Services Insurance Schedule C (continued) Exhibit I A) COMMERCIAL GENERAL LIABILITY General Aggregate Limit $2,000,000 Products-Completed Operations Aggregate Limit $1,000,000 Personal and Advertising Injury Limit $1,000,000 Each Occurrence $1,000,000 Fire Damage Limit (any one occurrence) $ 50,000 Medical Payments $ 5,000 a) Coverage shall be written on an occurrence, not claims made, form. All deviations from the standard ISO commercial general liability form CG 0001, or Business owners form BP 0002, shall be clearly identified. b} Include ISO endorsement form CG 25 04 "Designated Location(s) General Aggregate Limit" or CG 25 03 'Designated Construction Project (s) General Aggregate Limit" as appropriate. c) Include endorsement indicating that coverage is primary and non-contributory. d) Include endorsement to preserve Governmental Immunity. (Sample attached). e) Include an endorsement that deletes any fellow employee exclusion_ f) Include additional insured endorsement for: The City of Dubuque, including all its elected and appointed officials, all its employees and volunteers, all its boards, commissions andfor authorities and their board members, employees and volunteers. Use ISO form CG 2026. B) AUTOMOBILE LIABILITY $1,000,000 (Combined Single limit) C) WORKERS' COMPENSATION & EMPLOYERS LIABILITY Statutory benefits covering all employees injured on the job by accident or disease as prescribed by Iowa Code Chapter 85 as amended. Coverage A Coverage B Statutory—State of Iowa Employers Liability Each Accident 5100,000 Each Employee-Disease 5100,000 Policy Limit-Disease 5500,000 Policy shall include an endorsement providing a waiver of subrogation to the City of Dubuque. Coverage ES limits shall be greater if required by Umbrella Carrier. UMBRELLA LIABILITY 52,000,000 Umbrella liability coverage must be at least following form with the underlying policies included herein. E) PROFESSIONAL LIABILITY $1,000,000 Page 2 of 3 Schedule C, Professional Services April, 2013 -9- City of Dubuque Insurance Requirements for Professional Services Preservation of Governmental Immunities Endorsement 1. Nonwaiver of Governmental Immunity. The insurance carrier expressly agrees and states that the purchase of this policy and the including of the City of Dubuque, Iowa as an Additional Insured does not waive any of the defenses of governmental immunity available to the City of Dubuque, Iowa under Code of Iowa Section 670.4 as it is now exists and as it may be amended from time to time. 2. Claims Cove.raRe. The insurance carrier further agrees that this policy of insurance shall cover only those claims not subject to the defense of governmental immunity under the Code of Iowa Section 670.4 as it now exists and as it may be amended from time to time. Those daims not subject to Code of Iowa Section 670.4 shall be covered by the terms and conditions of this insurance policy. 3. Assertion of Government Immunity. The City of Dubuque, Iowa shall be responsible for asserting any defense of governmental immunity, and may do so at any time and shall do so upon the timely written request of the insurance carrier. 4. Non-Denial of Coverage. The insurance carrier shall not deny coverage under this policy and the insurance. carrier shall not deny any of the rights and benefits accruing to the City of Dubuque, Iowa under this policy for reasons of governmental immunity unless and until a court of competent jurisdiction has ruled in favor of the defense(s) of governmental immunity asserted by the City of Dubuque, Iowa. No Other Change in Policy. The above preservation of governmental immunities shall not otherwise change or alter the coverage available under the policy. SPECIMEN Page 3 of 3 Schedule C, Professional Services April, 2013 -10-