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R-11-07-14-11E2 - 7/14/2011
RESOLUTION NO. R -11-07-14-11E2 WHEREAS, the City of Round Rock desires to retain engineering services for the Onion Branch Bank Stabilization Project, and WHEREAS, URS Corporation, A Nevada Corporation, has submitted a Contract for Engineering Services to provide said services, and WHEREAS, the City Council desires to enter into said contract with URS Corporation, A Nevada Corporation, Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS, That the Mayor is hereby authorized and directed to execute on behalf of the City a Contract for Engineering Services with URS Corporation, A Nevada Corporation, for the Onion Branch Bank Stabilization Project, a copy of said contract being attached hereto as Exhibit "A" and incorporated herein for all purposes. The City Council hereby finds and declares that written notice of the date, hour, place and subject of the meeting at which this Resolution was adopted was posted and that such meeting was open to the public as required by law at all times during which this Resolution and the subject matter hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act, Chapter 551, Texas Government Code, as amended. RESOLVED this 14th day of July, 2011. ALAN MCGRAW, Mayor City of Round Rock, Texas ATTEST: TA4,i/t, SARA L. WHITE, City Secretary O:\wdox\SCCInts\0112\ 1104\MUNICIPAL \00226884.DOC/rmc 'ROUND ROCK, TEXAS PURPOSE PASSION. PROSPERITY. EXHIBIT CITY OF ROUND ROCK CONTRACT FOR ENGINEERING SERVICES FIRM: URS CORPORATION, A NEVADA CORPORATION ("Engineer") ADDRESS: 9400 Amberelen Blvd., Austin, TX 78729 PROJECT: Onion Branch Bank Stabilization THE STATE OF TEXAS COUNTY OF WILLIAMSON TFIIS CONTRACT FOR ENGINEERING SERVICES ("Contract") is made and entered into on this the day of , 2011 by and between the CITY OF ROUND ROCK, a Texas home - rule municipal corporation, whose offices are located at 221 East Main Street, Round Rock, Texas 78664-5299, (hereinafter referred to as "City"), and Engineer, and such Contract is for the purpose of contracting for professional engineering services. RECITALS: WHEREAS, V.T.C.A., Government Code §2254.002(2)(A)(vii) under Subchapter A entitled "Professional Services Procurement Act" provides for the procurement by municipalities of services of professional engineers; and WHEREAS, City and Engineer desire to contract for such professional engineering services; and WHEREAS, City and Engineer wish to document their agreement concerning the requirements and respective obligations of the parties; NOW, THEREFORE, WITNESSETH: That for and in consideration of the mutual promises contained herein and other good and valuable considerations, and the covenants and agreements hereinafter contained to be kept and performed by the respective parties hereto, it is agreed as follows: Engineering Services Contract 0199.7177; 225784 dr02oni 1 Rev. 05/10 00192831 CONTRACT DOCUMENTS The Contract Documents consist of this Contract and any exhibits attached hereto (which exhibits are hereby incorporated into and made a part of this Contract) and all Supplemental Contracts (as defined herein in Article 13) which are subsequently issued. These form the entire contract, and all are as fully a part of this Contract as if attached to this Contract or repeated herein. ARTICLE 1 CITY SERVICES City shall perform or provide services as identified in Exhibit A entitled "City Services." ARTICLE 2 ENGINEERING SERVICES Engineer shall perform Engineering Services as identified in Exhibit B entitled "Engineering Services." Engineer shall perforin the Engineering Services in accordance with the Work Schedule as identified in Exhibit C entitled "Work Schedule." Such Work Schedule shall contain a complete schedule so that the Engineering Services under this Contract may be accomplished within the specified time and at the specified cost. The Work Schedule shall provide specific work sequences and definite review times by City and Engineer of all Engineering Services. Should the review times or Engineering Services take longer than shown on the Work Schedule, through no fault of Engineer, Engineer may submit a timely written request for additional tune, which shall be subject to the approval of the City Manager. ARTICLE 3 CONTRACT TERM (1) Term. The Engineer is expected to complete the Engineering Services described herein in accordance with the above described Work Schedule. If Engineer does not perform the Engineering Services in accordance with the Work Schedule, then City shall have the right to terminate this Contract as set forth below in Article 20. So long as the City elects not to terminate this Contract, it shall continue from day to day until such time as the Engineering Services are completed. Any Engineering Services performed or costs incurred after the date of termination shall not be eligible for reimbursement. Engineer shall notify City in writing as soon as possible if he/she/it determines, or reasonably anticipates, that the Engineering Services will not be completed in accordance with the Work Schedule. (2) Work Schedule. Engineer acknowledges that the Work Schedule is of critical importance, and agrees to undertake all necessary efforts to expedite the performance of Engineering Services required herein so that construction of the project will be commenced and completed as scheduled. In this regard, and subject to adjustments in the Work Schedule as provided in Article 2 herein, Engineer shall proceed with sufficient qualified personnel and consultants necessary to fully and timely accomplish all Engineering Services required under this Contract in a professional manner. 2 (3) Notice to Proceed. After execution of this Contract, Engineer shall not proceed with Engineering Services until authorized in writing by City to proceed as provided in Article 7. ARTICLE 4 COMPENSATION City shall pay and Engineer agrees to accept the amount shown below as full compensation for the Engineering Services performed and to be performed under this Contract. The amount payable under this Contract, without modification of the Contract as provided herein, is the sum of One Hundred Forty -Four Thousand, Seven Hundred Forty -One and No/100 Dollars ($144341.00) as shown in Exhibit D. The lump sum amount payable shall be revised equitably only by written Supplemental Contract in the event of a change in Engineering Services as authorized by City. Engineer shall prepare and submit to City monthly progress reports in sufficient detail to support the progress of the Engineering Services and to support invoices requesting monthly payment. Any preferred format of City for such monthly progress reports shall be identified in Exhibit B. Satisfactory progress of Engineering Services shall be an absolute condition of payment. The fee herein referenced may be adjusted for additional Engineering Services requested and performed only if approved by written Supplemental Contract. ARTICLE 5 METHOD OF PAYMENT Payments to Engineer shall be made while Engineering Services are in progress. Engineer shall prepare and submit to City, not more frequently than once per month, a progress report as referenced in Article 4 above. Such progress report shall state the percentage of completion of Engineering Services accomplished during that billing period and to date. Simultaneous with submission of such progress report, Engineer shall prepare and submit one (1) original and one (1) copy of a certified invoice in a form acceptable to City. This submittal shall also include a progress assessment report in a form acceptable to City. Progress payments shall be made in proportion to the percentage of completion of Engineering Services identified in Exhibit D. Progress payments shall be made by City based upon Engineering Services actually provided and performed. Upon timely receipt and approval of each statement, City shall make a good faith effort to pay the amount which is due and payable within thirty (30) days. City reserves the right to withhold payment pending verification of satisfactory Engineering Services performed. Engineer has the responsibility to submit proof to City, adequate and sufficient in its determination, that tasks were completed. The certified statements shall show the total amount earned to the date of submission and shall show the amount due and payable as of the date of the current statement. Final payment does not relieve Engineer of the responsibility of correcting any errors and/or omissions resulting from his/her/its negligence. 3 ARTICLE 6 PROMPT PAYMENT POLICY In accordance with Chapter 2251, V.T.C.A., Texas Government Code, payment to Engineer will be made within thirty (30) days of the day on which the performance of services was complete, or within thirty (30) days of the day on which City receives a correct invoice for services, whichever is later. Engineer may charge a late fee (fee shall not be greater than that which is permitted by Texas law) for payments not made in accordance with this prompt payment policy; however, this policy does not apply in the event: A. There is a bona fide dispute between City and Engineer concerning the supplies, materials, or equipment delivered or the services performed that causes the payment to be late; or B. The terms of a federal contract, grant, regulation, or statute prevent City from making a timely payment with federal funds; or C. There is a bona fide dispute between Engineer and a subcontractor or between a subcontractor and its supplier concerning supplies, materials, or equipment delivered or the Engineering Services performed which causes the payment to be late; or D. The invoice is not mailed to City in strict accordance with instructions, if any, on the purchase order, or this Contract or other such contractual agreement. City shall docutnent to Engineer the issues related to disputed invoices within ten (10) calendar days of receipt of such invoice. Any non -disputed invoices shall be considered correct and payable per the terms of Chapter 2251, V.T.C.A., Texas Government Code. ARTICLE 7 NOTICE TO PROCEED The Engineer shall not proceed with any task listed on Exhibit B until the City has issued a written Notice to Proceed regarding such task. The City shall not be responsible for work performed or costs incurred by Engineer related to any task for which a Notice to Proceed has not been issued. ARTICLE 8 PROJECT TEAM City's Designated Representative for purposes of this Contract is as follows: Lance Shellenberger Project Manager I Infrastructure Development & Construction Management 2008 Enterprise Drive Round Rock, Texas 78664 Telephone Number (512) 218-6609 Fax Number (512) 218-5563 Email Address lshellenberger@round-rock.tx.us 4 City's Designated Representative shall be authorized to act on City's behalf with respect to this Contract. City or City's Designated Representative shall render decisions in a timely manner pertaining to documents submitted by Engineer in order to avoid unreasonable delay in the orderly and sequential progress of Engineering Services. Engineer's Designated Representative for purposes of this Contract is as follows: DatTell L. Jones, P.E. Sr. Project Manager 9400 Amberglen Blvd. Austin, TX 78729 Telephone Number (512) 419-5897 Fax Number (512) 454-8807 Email Address Darrelliones@urscorp.com ARTICLE 9 PROGRESS EVALUATION Engineer shall, from time to time during the progress of the Engineering Services, confer with City at City's election. Engineer shall prepare and present such information as may be pertinent and necessary, or as may be requested by City, in order for City to evaluate features of the Engineering Services. At the request of City or Engineer, conferences shall be provided at Engineer's office, the offices of City, or at other locations designated by City. When requested by City, such conferences shall also include evaluation of the Engineering Services. Should City determine that the progress in Engineering Services does not satisfy the Work Schedule, then City shall review the Work Schedule with Engineer to determine corrective action required. Engineer shall promptly advise City in writing of events which have or may have a significant impact upon the progress of the Engineering Services, including but not limited to the following: (1) Problems, delays, adverse conditions which may materially affect the ability to meet the objectives of the Work Schedule, or preclude the attainment of project Engineering Services units by established time periods; and such disclosure shall be accompanied by statement of actions taken or contemplated, and City assistance needed to resolve the situation, if any; and (2) Favorable developments or events which enable meeting the Work Schedule goals sooner than anticipated. 5 ARTICLE 10 SUSPENSION Should City desire to suspend the Engineering Services, but not to terminate this Contract, then such suspension may be effected by City giving Engineer thirty (30) calendar days' verbal notification followed by written confirmation to that effect. Such thirty -day notice may be waived in writing by agreement and signature of both parties. The Engineering Services may be reinstated and resumed in full force and effect within sixty (60) days of receipt of written notice from City to resume the Engineering Services. Such sixty-day notice may be waived in writing by agreement and signature of both parties. If this Contract is suspended for more than thirty (30) days, Engineer shall have the option of terminating this Contract. If City suspends the Engineering Services, the contract period as determined in Article 3, and the Work Schedule, shall be extended for a time period equal to the suspension period. City assumes no liability for Engineering Services perforated or costs incurred prior to the date authorized by City for Engineer to begin Engineering Services, and/or during periods when Engineering Services is suspended, and/or subsequent to the contract completion date. ARTICLE 11 ADDITIONAL ENGINEERING SERVICES If Engineer forms a reasonable opinion that any work he/she/it has been directed to perform is beyond the scope of this Contract and as such constitutes extra work, he/she/it shall promptly notify City in writing. In the event City finds that such work does constitute extra work and exceeds the maximum amount payable, City shall so advise Engineer and a written Supplemental Contract will be executed between the parties as provided in Article 13. Engineer shall not perform any proposed additional work nor incur any additional costs prior to the execution, by both parties, of a written Supplemental Contract. City shall not be responsible for actions by Engineer nor for any costs incurred by Engineer relating to additional work not directly associated with the performance of the Engineering Services authorized in this Contract or any amendments thereto. ARTICLE 12 CHANGES IN ENGINEERING SERVICES If City deems it necessary to request changes to previously satisfactorily completed Engineering Services or parts thereof which involve changes to the original Engineering Services or character of Engineering Services under this Contract, then Engineer shall make such revisions as requested and as directed by City. Such revisions shall be considered as additional Engineering Services and paid for as specified under Article 11. Engineer shall make revisions to Engineering Services authorized hereunder as are necessary to correct errors appearing therein, when required to do so by City. No additional compensation shall be due for such Engineering Services. 6 ARTICLE 13 SUPPLEMENTAL CONTRACTS The terms of this Contract may be modified by written Supplemental Contract if City determines that there has been a significant change in (1) the scope, complexity or character of the Engineering Services, or (2) the duration of the Engineering Services. Any such Supplemental Contract must be duly authorized by the City. Engineer shall not proceed until the Supplemental Contract has been executed. Additional compensation, if appropriate, shall be identified as provided in Article 4. It is understood and agreed by and between both parties that Engineer shall make no claim for extra work done or materials furnished until the City authorizes full execution of the written Supplemental Contract and authorization to proceed. City reserves the right to withhold payment pending verification of satisfactory Engineering Services performed. ARTICLE 14 USE OF DOCUMENTS All documents, including but not limited to drawings, specifications and data or programs stored electronically, (hereinafter referred to as "Instruments of Service") prepared by Engineer and its subcontractors are related exclusively to the services described in this Contract and are intended to be used with respect to this Project. However, it is expressly understood and agreed by and between the parties hereto that all of Engineer's designs under this Contract (including but not limited to tracings, drawings, estimates, specifications, investigations, studies and other documents, completed or partially completed), shall be the property of City to be thereafter used in any lawful manner as City elects. Any such subsequent use made of documents by City shall be at City's sole risk and without liability to Engineer, and, to the extent permitted by law, City shall indemnify, defend and hold harmless Engineer from all claims, damages, losses and expenses, including but not limited to attorneys fees, resulting therefrom. By execution of this Contract and in confirmation of the fee for services to be paid under this Contract, Engineer hereby conveys, transfers and assigns to City all rights under the Federal Copyright Act of 1976 (or any successor copyright statute), as amended, all common law copyrights and all other intellectual property rights acknowledged by law in the Project designs and work product developed under this Contract. Copies may be retained by Engineer. Engineer shall be liable to City for any loss or damage to any such documents while they are in the possession of or while being worked upon by Engineer or anyone connected with Engineer, including agents, employees, Engineers or subcontractors. All documents so lost or damaged shall be replaced or restored by Engineer without cost to City. Upon execution of this Contract, Engineer grants to City permission to reproduce Engineer's work and documents for purposes of constructing, using and maintaining the Project, provided that City shall comply with its obligations, including prompt payment of all sums when due, under this Contract. Engineer shall obtain similar permission from Engineer's subcontractors consistent with this Contract. If and upon the date Engineer is adjudged in default of this Contract, City is permitted to authorize other similarly credentialed design professionals to reproduce and, where permitted by law, to make changes, corrections or additions to the work and documents for the purposes of completing, using and maintaining the Project. 7 City shall not assign, delegate, sublicense, pledge or otherwise transfer any permission granted herein to another party without the prior written contract of Engineer. However, City shall be permitted to authorize the contractor, subcontractors and material or equipment suppliers to reproduce applicable portions of the Instruments of Service appropriate to and for use in their execution of the Work. Submission or distribution of Instruments of Service to meet official regulatory requirements or for similar purposes in connection with the Project is permitted. Any unauthorized use of the Instruments of Service shall be at City's sole risk and without liability to Engineer and its Engineers. Prior to Engineer providing to City any Instruments of Service in electronic form or City providing to Engineer any electronic data for incorporation into the Instruments of Service, City and Engineer shall by separate written contract set forth the specific conditions governing the format of such Instruments of Service or electronic data, including any special limitations not otherwise provided in this Contract. Any electronic files are provided by Engineer for the convenience of City, and use of them is at City's sole risk. In the case of any defects in electronic files or any discrepancies between them and any hardcopy of the same documents prepared by Engineer, the hardcopy shall prevail. Only printed copies of documents conveyed by Engineer shall be relied upon. Engineer shall have no liability for changes made to the drawings by other engineers subsequent to the completion of the Project. Any such change shall be sealed by the engineer making that change and shall be appropriately marked to reflect what was changed or modified. ARTICLE 15 PERSONNEL, EQUIPMENT AND MATERIAL Engineer shall furnish and maintain, at its own expense, quarters for the performance of all Engineering Services, and adequate and sufficient personnel and equipment to perform the Engineering Services as required. All employees of Engineer shall have such knowledge and experience as will enable them to perform the duties assigned to them. Any employee of Engineer who, in the opinion of City, is incompetent or whose conduct becomes detrimental to the Engineering Services shall immediately be removed from association with the project when so instructed by City. Engineer certifies that it presently has adequate qualified personnel in its employment for performance of the Engineering Services required under this Contract, or will obtain such personnel from sources other than City. Engineer may not change the Project Manager without prior written consent of City. ARTICLE 16 SUBCONTRACTING Engineer shall not assign, subcontract or transfer any portion of the Engineering Services under this Contract without prior written approval from City. All subcontracts shall include the provisions required in this Contract and shall be approved as to form, in writing, by City prior to Engineering Services being performed under the subcontract. No subcontract shall relieve Engineer of any responsibilities under this Contract. 8 ARTICLE 17 EVALUATION OF ENGINEERING SERVICES City, or any authorized representatives of it, shall have the right at all reasonable times to review or otherwise evaluate the Engineering Services performed or being performed hereunder and the premises on which it is being performed. If any review or evaluation is made on the premises of Engineer or a subcontractor, then Engineer shall provide and require its subcontractors to provide all reasonable facilities and assistance for the safety and convenience of City or other representatives in the performance of their duties. ARTICLE 18 SUBMISSION OF REPORTS All applicable study reports shall be submitted in preliminary form for approval by City before any final report is issued. City's comments on Engineer's preliminary reports shall be addressed in any final report. ARTICLE 19 VIOLATION OF CONTRACT TERMS/BREACH OF CONTRACT Violation of contract terms or breach of contract by Engineer shall be grounds for termination of this Contract, and any increased costs arising from Engineer's default, breach of contract, or violation of contract terms shall be paid by Engineer. ARTICLE 20 TERMINATION This Contract may be terminated as set forth below. (1) By mutual agreement and consent, in writing, of both parties. (2) By City, by notice in writing to Engineer, as a consequence of failure by Engineer to perform the Engineering Services set forth herein in a satisfactory manner. (3) By either party, upon the failure of the other party to fulfill its obligations as set forth herein. (4) By City, for reasons of its own and not subject to the mutual consent of Engineer, upon not less than thirty (30) days' written notice to Engineer. (5) By satisfactory completion of all Engineering Services and obligations described herein. Should City terminate this Contract as herein provided, no fees other than fees due and payable at the time of termination shall thereafter be paid to Engineer. In determining the value of the Engineering Services performed by Engineer prior to termination, City shall be the sole judge. Compensation for Engineering Services at termination will be based on a percentage of the Engineering 9 Services completed at that time. Should City terminate this Contract under Subsection (4) immediately above, then the amount charged during the thirty -day notice period shall not exceed the amount charged during the preceding thirty (30) days. If Engineer defaults in the performance of this Contract or if City terminates this Contract for fault on the part of Engineer, then City shall give consideration to the actual costs incurred by Engineer in performing the Engineering Services to the date of default, the amount of Engineering Services required which was satisfactorily completed to date of default, the value of the Engineering Services which are usable to City, the cost to City of employing another firm to complete the Engineering Services required and the time required to do so, and other factors which affect the value to City of the Engineering Services performed at the time of default. The termination of this Contract and payment of an amount in settlement as prescribed above shall extinguish all rights, duties, and obligations of City and Engineer under this Contract, except the obligations set forth herein in Article 21 entitled "Compliance with Laws." If the termination of this Contract is due to the failure of Engineer to fulfill his/her/its contractual obligations, then City may take over the project and prosecute the Engineering Services to completion. In such case, Engineer shall be liable to City for any additional and reasonable costs incurred by City. Engineer shall be responsible for the settlement of all contractual and administrative issues arising out of any procurements made by Engineer in support of the Engineering Services under this Contract. ARTICLE 21 COMPLIANCE WITH LAWS (1) Compliance. Engineer shall comply with all applicable federal, state and local laws, statutes, codes, ordinances, rules and regulations, and the orders and decrees of any court, or administrative bodies or tribunals in any manner affecting the performance of this Contract, including without limitation, minimum/maximum salary and wage statutes and regulations, and licensing laws and regulations. Engineer shall furnish City with satisfactory proof of his/her/its compliance. Engineer shall further obtain all permits and licenses required in the performance of the Engineering Services contracted for herein. (2) Taxes. Engineer will pay all taxes, if any, required by law arising by virtue of the Engineering Services performed hereunder. City is qualified for exemption pursuant to the provisions of Section 151.309 of the Texas Limited Sales, Excise, and Use Tax Act. ARTICLE 22 INDEMNIFICATION Engineer shall save and hold harmless City and its officers and employees from all claims and liabilities due to activities of his/her/itself and his/her/its agents or employees, performed under• this Contract, which are caused by or which result from the negligent error, omission, or negligent act of Engineer or of any person employed by Engineer or under Engineer's direction or control. 10 Engineer shall also save and hold City harmless from any and all expenses, including but not limited to reasonable attorneys fees which may be incurred by City in litigation or otherwise defending claims or liabilities which may be imposed on City as a result of such negligent activities by Engineer, its agents, or employees. ARTICLE 23 ENGINEER'S RESPONSIBILITIES Engineer shall be responsible for the accuracy of his/her/its Engineering Services and shall promptly make necessary revisions or corrections to its work product resulting from errors, omissions, or negligent acts, and same shall be done without compensation. City shall determine Engineer's responsibilities for all questions arising from design errors and/or omissions. Engineer shall not be relieved of responsibility for subsequent correction of any such errors or omissions in its work product, or for clarification of any ambiguities until after the construction phase of the project has been completed. ARTICLE 24 ENGINEER'S SEAL The responsible engineer shall sign, seal and date all appropriate engineering submissions to City in accordance with the Texas Engineering Practice Act and the rules of the State Board of Registration for Professional Engineers. ARTICLE 25 NON -COLLUSION, FINANCIAL INTEREST PROHIBITED (1) Non -collusion. Engineer warrants that he/she/it has not employed or retained any company or persons, other than a bona fide employee working solely for Engineer, to solicit or secure this Contract, and that he/she/it has not paid or agreed to pay any company or engineer any fee, commission, percentage, brokerage fee, gifts, or any other consideration, contingent upon or resulting from the award or making of this Contract. For breach or violation of this warranty, City reserves and shall have the right to annul this Contract without liability or, in its discretion and at its sole election, to deduct from the contract price or compensation, or to otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee. (2) Financial Interest Prohibited. Engineer covenants and represents that Engineer, his/her/its officers, employees, agents, consultants and subcontractors will have no financial interest, direct or indirect, in the purchase or sale of any product, materials or equipment that will be recommended or required for the construction of the project. ARTICLE 26 INSURANCE (1) Insurance. Engineer, at Engineer's sole cost, shall purchase and maintain during the entire tern while this Contract is in effect professional liability insurance coverage in the minimum amount of One Million Dollars per claim from a company authorized to do insurance business in Texas and 11 otherwise acceptable to City. Engineer shall also notify City, within twenty-four (24) hours of receipt, of any notices of expiration, cancellation, non -renewal, or material change in coverage it receives from its insurer. (2) Subconsultant Insurance. Without limiting any of the other obligations or liabilities of Engineer, Engineer shall require each subconsultant performing work under this Contract to maintain during the term of this Contract, at the subconsultant's own expense, the same stipulated minimum insurance required in Article 26, Section (1) above, including the required provisions and additional policy conditions as shown below in Article 26, Section (3). Engineer shall obtain and monitor the certificates of insurance from each subconsultant in order to assure compliance with the insurance requirements. Engineer must retain the certificates of insurance for the duration of this Contract, and shall have the responsibility of enforcing these insurance requirements among its subconsultants. City shall be entitled, upon request and without expense, to receive copies of these certificates of insurance. (3) Insurance Policy Endorsements. Each insurance policy shall include the following conditions by endorsement to the policy: (a) Each policy shall require that thirty (30) days prior to the expiration, cancellation, non- renewal or reduction in limits by endorsement a notice thereof shall be given to City by certified mail to: City Manager, City of Round Rock 221 East Main Street Round Rock, Texas 78664 (b) The policy clause "Other Insurance" shall not apply to any insurance coverage currently held by City, to any such future coverage, or to City's Self -Insured Retentions of whatever nature. (4) Cost of Insurance. The cost of all insurance required herein to be secured and maintained by Engineer shall be borne solely by Engineer, with certificates of insurance evidencing such minimum coverage in force to be filed with City. Such Certificates of Insurance are evidenced as Exhibit E herein entitled "Certificates of Insurance." ARTICLE 27 COPYRIGHTS City shall have the royalty -free, nonexclusive and irrevocable right to reproduce, publish or otherwise use, and to authorize others to use, any reports developed by Engineer for governmental purposes. 12 ARTICLE 28 SUCCESSORS AND ASSIGNS This Contract shall be binding upon and inure to the benefit of the parties hereto, their successors, lawful assigns, and legal representatives. Engineer may not assign, sublet or transfer any interest in this Contract, in whole or in part, by operation of law or otherwise, without obtaining the prior written consent of City. ARTICLE 29 SEVERABILITY In the event any one or more of the provisions contained in this Contract shall for any reason be held to be invalid, illegal or unenforceable in any respect, then such invalidity, illegality or unenforceability shall not affect any other provision thereof and this Contract shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. ARTICLE 30 PRIOR AGREEMENTS SUPERSEDED This Contract constitutes the sole agreement of the parties hereto, and supersedes any prior understandings or written or oral contracts between the parties respecting the subject matter defined herein. This Contract may only be amended or supplemented by mutual agreement of the parties hereto in writing. ARTICLE 31 ENGINEER'S ACCOUNTING RECORDS Records pertaining to the project, and records of accounts between City and Engineer, shall be kept on a generally recognized accounting basis and shall be available to City or its authorized representatives at mutually convenient times. The City reserves the right to review all records it deems relevant which are related to this Contract. ARTICLE 32 NOTICES All notices to either party by the other required under this Contract shall be personally delivered or mailed to such party at the following respective addresses: City: City of Round Rock Attention: City Manager 221 East Main Street Round Rock, TX 78664 13 and to: Stephan L. Sheets City Attorney 309 East Main Street Round Rock, TX 78664 Engineer: Darrell L. Jones, P.E. Sr. Project Manager 9400 Amberglen Blvd. Austin, TX 78729 ARTICLE 33 GENERAL PROVISIONS (1) Time is of the Essence. Engineer understands and agrees that time is of the essence and that any failure of Engineer to complete the Engineering Services for each phase of this Contract within the agreed Work Schedule may constitute a material breach of this Contract. Engineer shall be fully responsible for his/her/its delays or for failures to use his/her/its reasonable efforts in accordance with the terms of this Contract and the Engineer's standard of performance as defined herein. Where damage is caused to City due to Engineer's negligent failure to perform City may accordingly withhold, to the extent of such damage, Engineer's payments hereunder without waiver of any of City's additional legal rights or remedies. (2) Force Majeure. Neither City nor Engineer shall be deemed in violation of this Contract if prevented from performing any of their obligations hereunder by reasons for which they are not responsible or circumstances beyond their control. However, notice of such impediment or delay in performance must be timely given, and all reasonable efforts undertaken to mitigate its effects. (3) Enforcement and Venue. This Contract shall be enforceable in Round Rock, Williamson County, Texas, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County, Texas. This Contract shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. (4) Standard of Performance. The standard of care for all professional engineering, consulting and related services performed or furnished by Engineer and its employees under this Contract will be the care and skill ordinarily used by members of Engineer's profession practicing under the same or similar circumstances at the same time and in the same locality. Excepting Articles 25 and 34 herein, Engineer snakes no warranties, express or implied, under this Contract or otherwise, in connection with the Engineering Services. 14 (5) Opinion of Probable Cost. Any opinions of probable project cost or probable construction cost provided by Engineer are made on the basis of information available to Engineer and on the basis of Engineer's experience and qualifications and represents its judgment as an experienced and qualified professional engineer. However, since Engineer has no control over the cost of labor, materials, equipment or services furnished by others, or over the contractor(s') methods of determining prices, or over competitive bidding or market conditions, Engineer does not guarantee that proposals, bids or actual project or construction cost will not vary from opinions of probable cost Engineer prepares. (6) Opinions and Determinations. Where the terms of this Contract provide for action to be based upon opinion, judgment, approval, review, or determination of either party hereto, such terms are not intended to be and shall never be construed as permitting such opinion, judgment, approval, review, or determination to be arbitrary, capricious, or unreasonable. ARTICLE 34 SIGNATORY WARRANTY The undersigned signatory for Engineer hereby represents and warrants that the signatory is an officer of the organization for which he/she has executed this Contract and that he/she has full and complete authority to enter into this Contract on behalf of the firm. The above -stated representations and warranties are made for the purpose of inducing City to enter into this Contract. IN WITNESS WHEREOF, the City of Round Rock has caused this Contract to be signed in its corporate name by its duly authorized City Manager or Mayor, as has Engineer, signing by and through its duly authorized representative(s), thereby binding the parties hereto, their successors, assigns and representatives for the faithful and full performance of the terms and provisions hereof. CITY OF ROUND ROCK, TEXAS APPROVED AS TO FORM: By: Alan McGraw, Mayor ATTEST: By: Sara L. White, City Secretary URS CORPORATION, A NEVADA CORPORATION By: Signature of Principal Printed Name: 15 Stephan L. Sheets, City Attorney LIST OF EXHIBITS ATTACHED (1) Exhibit A City Services (2) Exhibit B Engineering Services (3) Exhibit C Work Schedule (4) Exhibit D Fee Schedule (5) Exhibit E Certificates of Insurance EXHIBIT A City Services The City of Round Rock (CoRR) will provide the following information and perform the following services: • Hydrology and Hydraulics — CoRR will furnish any readily available; o HEC -HMS model for the Onion Branch watershed, including any related GIS files (watersheds, streamlines, backup) associated with model. o HEC -RAS model for Onion Branch including any GIS files (cross sections, survey, TIN) associated with HECRAS model. o Development plans, as-builts, and drainage reports as available, associated with all stormwater outfalls within the project reach. o As-builts (or any available data) associated with low water crossing structure. o Any geotechnical reports associated with the original site development. • Sanitary Sewer Manhole Modification Analysis — CoRR will furnish any readily available record drawings, survey, and any reports for the existing sanitary sewer manhole that is exposed along the east bank within the project reach. • Water Relocation Analysis -- CoRR will furnish any readily available record drawings for the water main crossing channel at Hwy 79. • Dry Utilities — CoRR will coordinate with utility providers to obtain information on area utilities and potential conflicts, and provide that information to URS. URS will incorporate utility information (plan location, depth information, etc.) into design drawings. CoRR will coordinate with utility owners on potential relocation and associated costs if applicable. • Design Workshop - CoRR stakeholders will participate in a one -day Design Workshop at URS' office to review and discuss the results of Tasks 1 and 2 and to develop the project approach for final design. At the end of the workshop, both entities will be in agreement on the details of the main components of final design so that URS can proceed directly to a 60% complete level of design. City staff with decision-making authority will attend the meeting. It is understood that various minor topics may require follow-up beyond the Design Workshop, but those items are not expected to be critical path issues. It is expected at the Workshop that preliminary decisions can be made, based on projected construction costs, about which additional stream improvements may be included in the project above and beyond the basic repairs and mitigation of current erosion. Final decisions on included supplemental components cannot be made until some point during the 60% design development. • CoRR will be responsible for incorporating the technical specifications produced by URS into the contract and bidding documents/project manual. • SWPPP — CoRR will famish the SWPP drawing template for URS completion. • CoRR will provide reproduction and distribution of bid documents. EXHIBIT B Engineering Services URS' proposal is based on our understanding of the project gathered from meetings with Mr. Lance Shellenberger and his staff, as well as project information provided by the City of Round Rock (CoRR) and publicly available information gathered by URS. Our understanding of the project objectives is described below. 1. PROJECT DESCRIPTION The project site is generally the stretch of Onion Branch from State Highway (SH) 79 to the low- water crossing approximately 1,300 feet downstream from the SH 79 bridge. This reach of stream has undergone significant erosion from the bridge downstream to the major bend (approx. 1,000 feet from the SH 79 bridge), resulting in steepened and unstable banks; exposed "dry", water, and sanitary sewer utilities; and eroded, broken, and/or undermined stormwater outfalls. The purpose of this project is to restore the project reach to stable conditions with respect to bank and bed stability, repair/mitigate stormwater outfall damage, and provide assessment and/or protection for utilities within the stream confines (bank to bank). As construction budget allows, other stream, utility, and/or site enhancement features may be included to improve infrastructure, aesthetics, water quality, and aquatic habitat. Generally, this scope includes data collection, preliminary/final design, and bid/construction phase services to provide solutions for the immediate erosion/stability needs for the reach described above (stabilization design). URS will develop the concept stabilization designs for City review during a design workshop, at which time, the final stabilization concept design will be selected. Depending upon the City's desires and the remaining construction/design budget, additional utility/enhancement/restoration design components may be added to the stabilization design. The preliminary and final designs of these additional design components would be treated as supplemental services. The scope of the project has been broken into discrete tasks as described in the following sections. 2. SCOPE OF WORK The Scope of Work for this project has been divided into the following tasks: • Task 1: Review of Existing Data and Preliminary Studies • Task 2: Concept Design Development • Task 3: Design Workshop • Task 4: Final Design • Task 5: Bid -Phase Services • Task 6: Construction Phase Services — TO BE NEGOTIATED • Task 7: Meetings and Project Management • Task 8: Supplemental Design Services — TO BE NEGOTIATED The task descriptions, assumptions, and anticipated other direct costs (ODCs) associated with each task are presented in the following sections. URS' estimates of labor and ODCs are based on the assumptions for each task. 2.1 Work Breakdown Structure Tasks and Description 2.1.1 Task 1: Review of Existing Data and Preliminary Studies Task Description: URS will review available data from CoRR and TxDOT as it relates to the existing stream design and construction, SH 79 bridge construction, and utility information. The following services will also be initiated during this task: • Site Geomorphic Survey — A brief site visit will be performed to document areas of instability within the channel and channel banks, and to collect soil samples for simple soil testing to aid in erosion mitigation design. • Geotechnical Investigation — URS' teaming partner, HVJ Associates, will perform soils borings along the bank to determine geologic conditions through the project reach and establish geotechnical engineering parameters for design of project components. We have budgeted four borings drilled to a depth of 25 feet below existing bank grade. In- situ testing will be conducted as applicable for granular soils, and cohesive soils and rock materials will be retrieved by steel push tube and rock coring tools, respectively, for further laboratory analysis. Anticipated laboratory tests include grain size analysis, shear strength testing, Atterberg Limits, and pH/resistivity. Details of their scope are listed in their proposal in Attachment 1. • Surveying — Our surveying partner, Baker-Aicklen, will conduct a detailed ground survey from 200 feet upstream of the SH 79 bridge to the low-water crossing and will include all features relevant to the work within the existing drainage easement and slightly beyond if on CoRR property. Details of their scope are listed in their proposal in Attachment 1. • Develop Terrain Model — A terrain model will be developed from project survey data and county LiDAR data for use in GIS and engineering design software. • Hydrology and Hydraulics — The following H&H tasks will be completed in this Task 1: 1. Hydrologic/ Hydraulic Models — CoRR will provide URS with models and documentation for Onion Branch hydrology (HEC -HMS) and hydraulics (HEC - RAS). These models will be assembled and run. It is assumed that the HEC - HMS hydrologic model for the site will be available, and can be used without revision (i.e., extreme flood hydrographs into the design reach do not require revision). 2. Corrected Effective HEC -RAS model -- A corrected effective HEC -RAS model will be derived using the newly developed terrain model and the bridge survey data. 3. Hydrology for Local Outfalls — Design flow rates will be developed using the rational method for existing stormwater outfalls into the channel. 4. Estimate Channel Equilibrium Slope — An analysis will be performed given the geomorphic survey, soils testing results, and hydraulic analyses to estimate an equilibrium bed slope(s) for the channel which neither erodes nor deposits within the subject reach. • Geographic Information System (GIS) — Data collected will be combined with publically available datasets (aerial photos, shape files from existing hydrologic/hydraulic models, etc.) into a project GIS. • Field Investigation for U.S. Army Corps (USACE) of Engineers Permitting -- URS will conduct an on-site field visit to assess existing conditions of the project site. If NWP 27 (described in Task 4) is used, this field visit will include conducting a stream function and value assessment on the reach of Onion Branch Creek. Additional areas of investigation would include a characterization of vegetative communities and dominant species (listed by Genus species), identification of potential threatened and endangered species habitat and an assessment of the presence of wetlands. • Design Criteria Memo — The results of the above sub -tasks will be assembled, and a brief memorandum presenting proposed design criteria for each project element will be developed for CoRR review and corroboration. 2.1.2 Task 2: Concept Design Development URS will perform targeted engineering analyses and develop design concepts to a level sufficient for preliminary construction cost development for the main project elements related to bank/bed stabilization and repair to utilities. The following analyses will be included: • Geotechnical Analysis — URS will perform stability analysis to design stable bank side slopes and steepened, reinforced slopes (i.e., MSE sections). • Hydraulic Analysis — Using the terrain model developed in Task 1, URS will perform HEC -RAS modeling of proposed conditions to determine minimum appropriate bank and/or bed improvements/repairs. • Sanitary Sewer Manhole Modification Analysis — URS will review record drawings and survey for the existing sanitary sewer manhole that is exposed along the east bank within the project reach. URS will determine whether it is possible and feasible to lower this manhole in order to protect it from future erosion, while not significantly impacting erosion mitigation of the bank. URS will also evaluate the cost of the proposed modification. • Water Relocation Analysis — URS will obtain and review record drawings for the water main crossing channel at Hwy 79, and coordinate with channel design/hydraulics to assess water main risk and need for relocation or adjustment. URS will prepare preliminary design (plan and profile) and opinion of probable cost for water main relocation or adjustment as applicable. • Dry Utilities -- CoRR will coordinate with utility providers to obtain information on area utilities and potential conflicts, and provide that information to URS. URS will incorporate utility information (plan location, depth information, etc.) into design drawings. CoRR will coordinate with utility owners on potential relocation and associated costs if applicable. • Conceptual Layout/Plans — URS will develop conceptual level plans in AutoCAD to include profiles and sections for the various design elements to the extent needed to support the Design Workshop (Task 3) and final designs. • Preliminary Cost Analysis -- URS will develop unit costs (i.e., per cu. yd., per sq. ft. etc.) for the various potential design element options for use and discussion in the Task 3 Design Workshop. These cost estimates will be developed based on URS' database of bid tabs from similar projects, TxDOT databases, vendor estimates, and RS Means cost software as needed. 2.1.3 Task 3: Design Workshop URS and CoRR stakeholders (include outside stakeholders if applicable) will participate in a one -day Design Workshop at URS' office to review and discuss the results of Tasks 1 and 2 and to develop the project approach for final design. At the end of the workshop, both entities will be in agreement on the details of the main components of final design so that URS can proceed directly to a 60% complete level of design. City staff with decision-making authority will attend the meeting. It is understood that various minor topics may require follow-up beyond the Design Workshop, but those items are not expected to be critical path issues. It is expected at the Workshop that preliminary decisions can be made, based on projected construction costs, about which additional stream improvements may be included in the project above and beyond the basic repairs and mitigation of current erosion. Final decisions on included supplemental components cannot be made until some point during the 60% design development. 2.1.4 Task 4: Final Design Task Description: This task consists of preparing 60%, 90%, and issued -for -bid design packages and environmental permits for the project as described below. • Drawings -- Drawing packages will be developed for 60%, 90% and issued -for -bid level of completion. Drawings will be completed in AutoCAD 2010 format. Only the final set of stamped plans will be issued in full-size (22 inches x 34 inches). All other sets for review will be issued 11 inches x 17 inches. • Specifications — A specification list for technical specifications (Division 1 and higher) will be developed at the 60% level. The actual technical specifications will be developed and submitted at the 90% level. To the extent possible, URS will utilize standard CoRR specifications. URS will deliver the technical specifications and bid form to CoRR, who will be responsible for incorporating the technical specifications into the contract and bidding documents/project manual. • Construction Cost Estimate -- URS will develop construction cost estimates (Engineer's Estimate) at the 60% (and 90% design level if significant change requires), and the 100% issued -for -bid package. URS utilizes a combination of internal cost databases from similar project work, TxDOT databases, and RS Means costing software. • USACE Permitting — During the early stages of final design, URS will initiate coordination with USACE's Fort Worth. District Regulatory Branch. This coordination will include a letter request for a USACE Project Manager and pre -coordination (either via phone conference or an in-person meeting). Depending on the final design approach, there are a number of Section 404 Nationwide Permits (NWP) that may be used to permit impacts to Onion Branch. The most applicable appear to be NWP 27: Aquatic Habitat Restoration, Establishment, and Enhancement Activities or NWP 13: Bank Stabilization. The early coordination process will be essential to ensure that the proposed permitting strategy for the improvements is appropriate. It is assumed that proposed impacts to jurisdictional waters will exceed the criteria stipulated under the NWP, and a PCN will be required. The components of the PCN will include: 1. A description of the purpose and need for the project 2. An indication of possible areas of all waters of the United States in the project area, including wetlands and other special aquatic sites, using the current USACE Regulations and in accordance with the USACE's 1987 Wetlands Delineation Manual and the USACE 2008 Interim Regional Supplement to the USACE Wetland Delineation Manual: Great Plains Region. 3. Vicinity map and general project area location information, in relation to nearby roadways and other pertinent features. 4. Plan, profile, and cross section views of all proposed work, permanent and temporary. 5. Volume of material to be discharged and or excavated from jurisdictional waters. 6. Desktop review of cultural resources 7. A written discussion of alternatives considered and a rationale for selecting the proposed design as the least environmentally damaging alternative. 8. An assessment of the adverse and beneficial effects, both perrnanent and temporary of the proposed work. URS will provide the city with the draft PCN for review and comment. It is assumed that URS will respond to one round of comments from the CoRR to be incorporated into the final PCN. URS will then submit the PCN to the USACE and respond, with the CoRR assistance as required, to up to two requests for additional information from the USACE. • SWPPP — URS will obtain SWPP drawing template from City of Round Rock and complete the drawing. Assumptions: • The assumption is made in this task that modification to the sanitary sewer (SS) manhole is feasible and design related to the SS is limited to drawings and specifications for such modification. If it is determined that a relocation is necessary additional design and possibly permitting tasks will need to be negotiated. 2.1.5 Task 5: Bid -Phase Services Task Description: This task consists of URS' participation in the bid phase as described below: • Attendance at Pre -Bid Meeting (if applicable) • Engineering responses as required by the CoRR to questions during biding phase. • Review of contractor bids and recommendation to CoRR staff. 2.1.6 Task 6: Construction Phase Services Task Description: • This task will involve participation in construction related meetings, site visits acting as Owner's representative, review of Contractor submittals, responses to RFI's, and review of QA/QC as requested. The scope of this task will be negotiated at a later time as a Time and Materials task. 2.1.7 Task 7: Meetings and Proiect Management Task Description: • This task involves meetings during the design phases of the project and project management tasks such as sub -contractor coordination and oversight, schedule and budget tracking, invoice review, etc. Assumptions: • Does not include Design Workshop or construction phase meetings which are accounted for in Tasks 3 and 6 respectively. • URS has budgeted six 2 -hour meetings with CoRR. 2.1.8 Task 8: Supplemental Design Services Task Description: • This task is left as a place holder for supplemental design services to be determined later. It is intended that this task would be used for the design of utility relocations/adjustments, additional stream enhancement measures, on site LID stormwater quality measures, surveying/ easements, if needed, etc., that may be identified and desired by the City, but are currently above and beyond the basic mitigation of current erosion damage. 3. KEY PERSONNEL The URS Project Manager for this work will be Mr. Darrell Jones, P.E. (Telephone: 512-419- 5897, e-mail: Darrell_Jones@urscorp.com). A summary of the proposed design team including names and titles are presented in Table B-2. TABLE B-2 SUMMARY OF PROPOSED DESIGN TEAM PERSONNEL NAME TITLE Dan Warth, PE Project Principal Darrell Jones, PE Project Manager Colin Young, PE Final Design Discipline Lead Jeff Irvin, PE Concept Design Discipline Lead Mike Lenherr, PE Project Engineer/Bank Stabilization 4. OTHER GENERAL ASSUMPTIONS This proposal is based in part on the following general assumptions: • This scope of work assurnes that USACE will not require extensive archeological or historic resource surveys or coordination with Texas Historical Commission. If during permit preparation, desktop cultural resources review indicates a potential for additional investigations, URS will notify the CoRR. Such surveys can be provided as an additional service. • It is unlikely that any federally listed species will be found in the project area; however should the potential to impact habitat for any federally -listed species be determined to occur as a result of the proposed project, URS will advise the CoRR on the U.S. Fish and Wildlife Service (USFWS) consultation and permitting requirements in accordance with the Endangered Species Act. Formal presence/absence surveys and permitting with the USFWS are not included in this Scope of Work. If required, these can be completed for the CoRR as additional services. • This scope of work assumes that, based on the nature of the project, USACE-mandated mitigation plans or the costs of securing and purchasing mitigation credits will not be required, and an Individual Permit is not required. • A Letter of Map Revision (LOMR) is not included in this scope; a LOMR can be developed as a supplemental service, if required at the conclusion of the work. • City of Round Rock will pay for all permit and approval application fees. • Any utilities to be removed or relocated do not contain asbestos. • No easements are required to conduct the work. • City will provide reproduction and distribution of bid documents. • URS support for public meetings is not required. • URS will endeavor to protect the City in providing these services outlined above. URS does not guarantee the Contractor's performance, nor will URS be responsible for supervision of the Contractor's operation and employees, or the means, methods, techniques, sequences or procedures of construction selected by the Contractor, or any safety precautions and programs of the Contractor or any of its Subcontractors. City requests for assistance for Contractor claims, liquidated damages, and similar contractual disagreements with City/Contractor will be considered additional services. .EXHIBIT C Work Schedule URS is prepared to start work within one week after notice -to -proceed is received from CoRR. The design is scheduled for completion in February 2012 with the following anticipated contract milestones: • Contract Award/Notice to Proceed: July 15, 2011 • Task 1: Review of Existing Data/Preliininary Studies: September 2, 2011 • Task 2: Concept Design: September 16, 2011 • Task 3: Design Workshop: Week of September 19-23, 2011 • 60% Design Submittal: November 18, 2011 • 60% CoRR Review Continents/Meeting by November 25, 2011 • 90% Design Submittal: December 23, 2011 • 90% CoRR Review Comments/Meeting by January 6, 2012 • Final Design Submittal: February 3, 2012 We have proposed an aggressive design schedule and have assumed a 1 -week CoRR review period for each submittal, except the 90% submittal which falls over the Christmas/New Year's holiday period. C-1 EXHIBIT D Fee Schedule Attached Behind This Page N N 3 C I- E Q z N • 0. E A ▪ E o w co �) -D .0 r LL C C� ,c- 1 O • (Ns N Q er3 C . 0 t,gs X W UO-, 49, >r< N 0 CO (0r N GRAN© TOTAL EXHIBIT E Certificates of Insurance Attached Behind This Page a� Q CERTIFICATE OF LIABILITY INSURANCE Page 1 of 1 DATE 1) THIS CERTIFICATE'S ISSUED ASA MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the pollcy(les)must be endorsed. If SUBROGATION IS WANED, subject to . the terms and conditions of the policy, certain policies may require an endorsement. Astatement an this certificate does not confer rights to the certificate holder In lieu of. such endorsement(s). PRObUCER Willis insurance Services of California, Inc. 26 Century Blvd. P. O. Box 305191 CONTACT PHONE NO; EXE): 877-945-7378,___,,,_F 888467-2378 __ -MAIL cartificateo0w111i6.Cpm Nashville, TN 37230-5191 NSURER(S)AFFORDING COVERAGE .-r NAM* INSURER A: Lexington insurance Company 19437-000 StSURED URS Corporation 600 Montgomery Street, 26th Floor San Francisco, CA 94111 I INSURER B: Lloyd's of London & British Co Y Companies 15792-004 INSURER C: INSURER D: INSURER 5: CLAIMS-MAOEE INSURER F; S .set�on.tiy THIS IS TO CERTIFY THAT INDICATED, NOTWITHSTANDING CERTIFICATE MAY BE ISSUED EXCLUSIONS AND CONDITIONS Mie •INIVI‘ II JIIIIGIGR. THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD ANY REQUIREMENT, TERM OR CONDITION OP ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, OF SUCH POLICIES. LIMITS SHOWNMAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR _MI- TYPE OF INSURANCE IADD ime,- SUB* wvri. POLICY NUMBER POLICY EFF VALVIIDNVYY) POLICY EXP (I<IM/DDIYYYY) LIMITS $ GENERALLIABILI1Y COMMERCIAL GENERAL LIABILITY OCCUR pEAACHgOCCURRRENCE AREMIGS pEs NNTEueOnos) CLAIMS-MAOEE MED EXP (Myo. a person) S PERSONAL & ADV INJURY 6 • GENERAL AGGREGATE 5 GEM. AGGREGATE LIMIT APPLIES —1 POLICY El PER: �� LOC PRODUCTS - COMP/OP AGO 5 $ AUTOMOBILE LIABILITY ANY AUTO ALL°MED AUTOS HIRED AUTOS _AUTOS SCHEDULED NON -OWNED AUTOS C LISNED&INGLELIMIT (E ) $ BODILY INJURY/Per parson) S BODILY INJURY(Pereedda,t) S {OPPxRTY AMAGE P $ $ • UMBRELLA LIAR OCCUR EACH OCCURRENCE $ EXCESS•LIAO " CLAIMS -MADE' •• AGGREGATE• • $ • DEO I [RETENTION 6 $ WORKERS COMPENSATION AND EMPLOYERS' LIABIUTY ANY PROPRIETOR/PAR TNER/EXECUTIVEl OFFICER/MEMRER EXCLUDED? {t�I udl�t tounder DESCRIPTION OF OPERATIONS (_ j Wow NJA I WCSTATU- f lOTH- Timm 11,;[[$ L E!3— E.L. EACH ACCIDENT $ • E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE-POLICYLIMIT $ A i3 Professional Liability w/Limited Contractual Claims Made Policy - 015438088 Ps1105150/PRx105490 5/1/2011 5/1/2011 6/1/2012 6/1/2012 $1,000,000 Each Claim $1,000,000 Aggregate DESCRIPTION OF OPERATIONS / LOCATIONS Re: Onion Branch Stabilization /VEHICLES (Attack Acord 101, Addiona! Remarks Schedule, If more space Is required) Improvements Lloyd's Syndicate numbers are 4711, 2623, and 0623 CANCELLATION City of Round Rock Attn: City Manager 221 East Main Street Round Rock, TX 78664 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH TH -OLIQ'S' PROVISIONS. AUTHORIZED REPRES Coll:3398434 Tp1:1257871 Cart:1612871 988-20t0ACORD CORPORATION. Ail rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered m: s of ACORD ROUND ROCK, TEXAS PURPOSE. PASSION, PROSPERITY City Council Agenda Summary Sheet Agenda Item No. 11E2. Consider a resolution authorizing the Mayor to execute a Contract for Engineering Agenda Caption: Services with URS Corporation for the Onion Branch Bank Stabilization Project. Meeting Date: July 14, 2011 Department: Utilities and Environmental Services Staff Person making presentation: Michael Thane, P.E. Utilities Director Item Summary: The Onion Branch Bank Stabilization Project site is generally the stretch of Onion Branch from State Highway (SH) 79 to the low-water crossing approximately 1,300 feet downstream from the SH 79 bridge. This reach of stream has undergone significant erosion from the bridge downstream to the major bend, approximately 1,000 feet from the SH 79 bridge, resulting in steepened and unstable banks; exposed "dry", water, and sanitary sewer utilities; and eroded, broken, and/or undermined storm water outfalls. The purpose of this project is to restore the project reach to stable conditions with respect to bank and bed stability, repair/mitigate storm water outfall damage, and provide assessment and/or protection for utilities within the stream confines bank to bank. As the construction budget allows, other stream, utility, and/or site enhancement features may be included to improve infrastructure, aesthetics, water quality, and aquatic habitat. Strategic Plan Relevance: Goal No. 28: Protect public health and protect the environment through proper waste disposal. Goal No. 29: Provide for effective management of storm water. Cost: $144,741 Source of Funds: General Self —Financed Construction Date of Public Hearing (if required): N/A Recommended Action: Approval EXECUTED DOCUMENTS FOLLOW ROUND ROCK, TEXAS PURPOSE. PASS!O,Y PROSPERITY CITY OF ROUND ROCK CONTRACT FOR ENGINEERING SERVICES FIRM: URS CORPORATION, A NEVADA CORPORATION ("Engineer") ADDRESS: 9400 Amberglen Blvd., Austin, TX 78729 PROJECT: Onion Branch Bank Stabilization THE STATE OF TEXAS COUNTY OF WILLIAMSON THIS CONTRACT FOR ENGINEERING SERVICES ("Contract") is made and entered into on this the (4 .day of Sir , 2011 by and between the CITY OF ROUND ROCK, a Texas home - rule municipal corporation, whose offices are located at 221 East Main Street, Round Rock, Texas 78664-5299, (hereinafter referred to as "City"), and Engineer, and such Contract is for the purpose of contracting for professional engineering services. RECITALS: WHEREAS, V.T.C.A., Government Code §2254.002(2)(A)(vii) under Subchapter A entitled "Professional Services Procurement Act" provides for the procurement by municipalities of services of professional engineers; and WHEREAS, City and Engineer desire to contract for such professional engineering services; and WHEREAS, City and Engineer wish to document their agreement concerning the requirements and respective obligations of the parties; NOW, THEREFORE, WITNESSETH: That for and in consideration of the mutual promises contained herein and other good and valuable considerations, and the covenants and agreements hereinafter contained to be kept and performed by the respective parties hereto, it is agreed as follows: Engineering Services Contract 0199.7177; 225784 dr02oni 1 Rev. 05/10 00192831 CONTRACT DOCUMENTS The Contract Documents consist of this Contract and any exhibits attached hereto (which exhibits are hereby incorporated into and made a part of this Contract) and all Supplemental Contracts (as defined herein in Article 13) which are subsequently issued. These form the entire contract, and all are as fully a part of this Contract as if attached to this Contract or repeated herein. ARTICLE 1 CITY SERVICES City shall perform or provide services as identified in Exhibit A entitled "City Services." ARTICLE 2 ENGINEERING SERVICES Engineer shall perform Engineering Services as identified in Exhibit B entitled "Engineering Services." Engineer shall perform the Engineering Services in accordance with the Work Schedule as identified in Exhibit C entitled "Work Schedule." Such Work Schedule shall contain a complete schedule so that the Engineering Services under this Contract may be accomplished within the specified time and at the specified cost. The Work Schedule shall provide specific work sequences and definite review times by City and Engineer of all Engineering Services. Should the review times or Engineering Services take longer than shown on the Work Schedule, through no fault of Engineer, Engineer may submit a timely written request for additional time, which shall be subject to the approval of the City Manager. ARTICLE 3 CONTRACT TERM (1) Term. The Engineer is expected to complete the Engineering Services described herein in accordance with the above described Work Schedule. If Engineer does not perform the Engineering Services in accordance with the Work Schedule, then City shall have the right to terminate this Contract as set forth below in Article 20. So long as the City elects not to terminate this Contract, it shall continue from day to day until such time as the Engineering Services are completed. Any Engineering Services performed or costs incurred after the date of termination shall not be eligible for reimbursement. Engineer shall notify City in writing as soon as possible if he/she/it determines, or reasonably anticipates, that the Engineering Services will not be completed in accordance with the Work Schedule. (2) Work Schedule. Engineer acknowledges that the Work Schedule is of critical importance, and agrees to undertake all necessary efforts to expedite the performance of Engineering Services required herein so that construction of the project will be commenced and completed as scheduled. In this regard, and subject to adjustments in the Work Schedule as provided in Article 2 herein, Engineer shall proceed with sufficient qualified personnel and consultants necessary to fully and timely accomplish all Engineering Services required under this Contract in a professional manner. 2 (3) Notice to Proceed. After execution of this Contract, Engineer shall not proceed with Engineering Services until authorized in writing by City to proceed as provided in Article 7. ARTICLE 4 COMPENSATION City shall pay and Engineer agrees to accept the amount shown below as full compensation for the Engineering Services performed and to be performed under this Contract. The amount payable under this Contract, without modification of the Contract as provided herein, is the sum of One Hundred Forty -Four Thousand, Seven Hundred Forty -One and No/100 Dollars ($144341.00) as shown in Exhibit D. The lump sum amount payable shall be revised equitably only by written Supplemental Contract in the event of a change in Engineering Services as authorized by City. Engineer shall prepare and submit to City monthly progress reports in sufficient detail to support the progress of the Engineering Services and to support invoices requesting monthly payment. Any preferred format of City for such monthly progress reports shall be identified in Exhibit B. Satisfactory progress of Engineering Services shall be an absolute condition of payment. The fee herein referenced may be adjusted for additional Engineering Services requested and performed only if approved by written Supplemental Contract. ARTICLE 5 METHOD OF PAYMENT Payments to Engineer shall be made while Engineering Services are in progress. Engineer shall prepare and submit to City, not more frequently than once per month, a progress report as referenced in Article 4 above. Such progress report shall state the percentage of completion of Engineering Services accomplished during that billing period and to date. Simultaneous with submission of such progress report, Engineer shall prepare and submit one (1) original and one (1) copy of a certified invoice in a form acceptable to City. This submittal shall also include a progress assessment report in a form acceptable to City. Progress payments shall be made in proportion to the percentage of completion of Engineering Services identified in Exhibit D. Progress payments shall be made by City based upon Engineering Services actually provided and performed. Upon timely receipt and approval of each statement, City shall make a good faith effort to pay the amount which is due and payable within thirty (30) days. City reserves the right to withhold payment pending verification of satisfactory Engineering Services performed. Engineer has the responsibility to submit proof to City, adequate and sufficient in its determination, that tasks were completed. The certified statements shall show the total amount earned to the date of submission and shall show the amount due and payable as of the date of the current statement. Final payment does not relieve Engineer of the responsibility of correcting any errors and/or omissions resulting from his/her/its negligence. 3 ARTICLE 6 PROMPT PAYMENT POLICY In accordance with Chapter 2251, V.T.C.A., Texas Government Code, payment to Engineer will be made within thirty (30) days of the day on which the performance of services was complete, or within thirty (30) days of the day on which City receives a correct invoice for services, whichever is later. Engineer may charge a late fee (fee shall not be greater than that which is permitted by Texas law) for payments not made in accordance with this prompt payment policy; however, this policy does not apply in the event: A. There is a bona fide dispute between City and Engineer concerning the supplies, materials, or equipment delivered or the services performed that causes the payment to be late; or B. The terms of a federal contract, grant, regulation, or statute prevent City from making a timely payment with federal funds; or C. There is a bona fide dispute between Engineer and a subcontractor or between a subcontractor and its supplier concerning supplies, materials, or equipment delivered or the Engineering Services performed which causes the payment to be late; or D. The invoice is not mailed to City in strict accordance with instructions, if any, on the purchase order, or this Contract or other such contractual agreement. City shall document to Engineer the issues related to disputed invoices within ten (10) calendar days of receipt of such invoice. Any non -disputed invoices shall be considered correct and payable per the terms of Chapter 2251, V.T.C.A., Texas Government Code. ARTICLE 7 NOTICE TO PROCEED The Engineer shall not proceed with any task listed on Exhibit B until the City has issued a written Notice to Proceed regarding such task. The City shall not be responsible for work performed or costs incurred by Engineer related to any task for which a Notice to Proceed has not been issued. ARTICLE 8 PROJECT TEAM City's Designated Representative for purposes of this Contract is as follows: Lance Shellenberger Project Manager 1 Infrastructure Development & Construction Management 2008 Enterprise Drive Round Rock, Texas 78664 Telephone Number (512) 218-6609 Fax Number (512) 218-5563 Email Address Ishellenberger@round-rock.tx.us 4 City's Designated Representative shall be authorized to act on City's behalf with respect to this Contract. City or City's Designated Representative shall render decisions in a timely manner pertaining to documents submitted by Engineer in order to avoid unreasonable delay in the orderly and sequential progress of Engineering Services. Engineer's Designated Representative for purposes of this Contract is as follows: Darrell L. Jones, P.E. Sr. Project Manager 9400 Amberglen Blvd, Austin, TX 78729 Telephone Number (512) 419-5897 Fax Number (512) 454-8807 Email Address Darrell_Jones@urscorp.com urscorp.com ARTICLE 9 PROGRESS EVALUATION Engineer shall, from time to time during the progress of the Engineering Services, confer with City at City's election. Engineer shall prepare and present such information as may be pertinent and necessary, or as inay be requested by City, in order for City to evaluate features of the Engineering Services, At the request of City or Engineer, conferences shall be provided at Engineer's office, the offices of City, or at other locations designated by City. When requested by City, such conferences shall also include evaluation of the Engineering Services. Should City determine that the progress in Engineering Services does not satisfy the Work Schedule, then City shall review the Work Schedule with Engineer to determine corrective action required. Engineer shall promptly advise City in writing of events which have or may have a significant impact upon the progress of the Engineering Services, including but not limited to the following: (1) Problems, delays, adverse conditions which may materially affect the ability to meet the objectives of the Work Schedule, or preclude the attainment of project Engineering Services units by established time periods; and such disclosure shall be accompanied by statement of actions taken or contemplated, and City assistance needed to resolve the situation, if any; and (2) Favorable developments or events which enable meeting the Work Schedule goals sooner than anticipated. 5 ARTICLE 10 SUSPENSION Should City desire to suspend the Engineering Services, but not to terminate this Contract, then such suspension may be effected by City giving Engineer thirty (30) calendar days' verbal notification followed by written confirmation to that effect. Such thirty -day notice may be waived in writing by agreement and signature of both parties. The Engineering Services may be reinstated and resumed in full force and effect within sixty (60) days of receipt of written notice from City to resume the Engineering Services. Such sixty-day notice may be waived in writing by agreement and signature of both parties. If this Contract is suspended for more than thirty (30) days, Engineer shall have the option of terminating this Contract. If City suspends the Engineering Services, the contract period as determined in Article 3, and the Work Schedule, shall be extended for a time period equal to the suspension period. City assumes no liability for Engineering Services performed or costs incurred prior to the date authorized by City for Engineer to begin Engineering Services, and/or during periods when Engineering Services is suspended, and/or subsequent to the contract completion date. ARTICLE 11 ADDITIONAL ENGINEERING SERVICES If Engineer forms a reasonable opinion that any work he/she/it has been directed to perform is beyond the scope of this Contract and as such constitutes extra work, he/she/it shall promptly notify City in writing. In the event City finds that such work does constitute extra work and exceeds the maximum amount payable, City shall so advise Engineer and a written Supplemental Contract will be executed between the parties as provided in Article 13. Engineer shall not perform any proposed additional work nor incur any additional costs prior to the execution, by both parties, of a written Supplemental Contract. City shall not be responsible for actions by Engineer nor for any costs incurred by Engineer relating to additional work not directly associated with the performance of the Engineering Services authorized in this Contract or any amendments thereto. ARTICLE 12 CHANGES IN ENGINEERING SERVICES If City deems it necessary to request changes to previously satisfactorily completed Engineering Services or parts thereof which involve changes to the original Engineering Services or character of Engineering Services under this Contract, then Engineer shall make such revisions as requested and as directed by City. Such revisions shall be considered as additional Engineering Services and paid for as specified under Article 11. Engineer shall make revisions to Engineering Services authorized hereunder as are necessary to correct errors appearing therein, when required to do so by City. No additional compensation shall be due for such Engineering Services. 6 ARTICLE 13 SUPPLEMENTAL CONTRACTS The terms of this Contract may be modified by written Supplemental Contract if City determines that there has been a significant change in (1) the scope, complexity or character of the Engineering Services, or (2) the duration of the Engineering Services. Any such Supplemental Contract must be duly authorized by the City. Engineer shall not proceed until the Supplemental Contract has been executed. Additional compensation, if appropriate, shall be identified as provided in Article 4. It is understood and agreed by and between both parties that Engineer shall make no claim for extra work done or materials furnished until the City authorizes full execution of the written Supplemental Contract and authorization to proceed. City reserves the right to withhold payment pending verification of satisfactory Engineering Services performed. ARTICLE 14 USE OF DOCUMENTS All documents, including but not limited to drawings, specifications and data or programs stored electronically, (hereinafter referred to as "Instruments of Service") prepared by Engineer and its subcontractors are related exclusively to the services described in this Contract and are intended to be used with respect to this Project. However, it is expressly understood and agreed by and between the parties hereto that all of Engineer's designs under this Contract (including but not limited to tracings, drawings, estimates, specifications, investigations, studies and other documents, completed or partially completed), shall be the property of City to be thereafter used in any lawful manner as City elects. Any such subsequent use made of documents by City shall be at City's sole risk and without liability to Engineer, and, to the extent permitted by law, City shall indemnify, defend and hold harmless Engineer from all claims, damages, losses and expenses, including but not limited to attorneys fees, resulting therefrom. By execution of this Contract and in confirmation of the fee for services to be paid under this Contract, Engineer hereby conveys, transfers and assigns to City all rights under the Federal Copyright Act of 1976 (or any successor copyright statute), as amended, all common law copyrights and all other intellectual property rights acknowledged by law in the Project designs and work product developed under this Contract. Copies may be retained by Engineer. Engineer shall be liable to City for any loss or damage to any such documents while they are in the possession of or while being worked upon by Engineer or anyone connected with Engineer, including agents, employees, Engineers or subcontractors. All documents so lost or damaged shall be replaced or restored by Engineer without cost to City. Upon execution of this Contract, Engineer grants to City permission to reproduce Engineer's work and documents for purposes of constructing, using and maintaining the Project, provided that City shall comply with its obligations, including prompt payment of all sums when due, under this Contract. Engineer shall obtain similar permission from Engineer's subcontractors consistent with this Contract. If and upon the date Engineer is adjudged in default of this Contract, City is permitted to authorize other similarly credentialed design professionals to reproduce and, where permitted by law, to make changes, corrections or additions to the work and documents for the purposes of completing, using and maintaining the Project. 7 City shall not assign, delegate, sublicense, pledge or otherwise transfer any permission granted herein to another party without the prior written contract of Engineer. However, City shall be permitted to authorize the contractor, subcontractors and material or equipment suppliers to reproduce applicable portions of the Instruments of Service appropriate to and for use in their execution of the Work. Submission or distribution of Instruments of Service to meet official regulatory requirements or for similar purposes in connection with the Project is permitted. Any unauthorized use of the Instruments of Service shall be at City's sole risk and without liability to Engineer and its Engineers. Prior to Engineer providing to City any Instruments of Service in electronic form or City providing to Engineer any electronic data for incorporation into the Instruments of Service, City and Engineer shall by separate written contract set forth the specific conditions governing the format of such Instruments of Service or electronic data, including any special limitations not otherwise provided in this Contract. Any electronic files are provided by Engineer for the convenience of City, and use of them is at City's sole risk. In the case of any defects in electronic files or any discrepancies between them and any hardcopy of the same documents prepared by Engineer, the hardcopy shall prevail. Only printed copies of documents conveyed by Engineer shall be relied upon. Engineer shall have no liability for changes made to the drawings by other engineers subsequent to the completion of the Project. Any such change shall be sealed by the engineer making that change and shall be appropriately marked to reflect what was changed or modified. ARTICLE 15 - PERSONNEL EQUIPMENT AND MATERIAL Engineer shall furnish and maintain, at its own expense, quarters for the performance of all Engineering Services, and adequate and sufficient personnel and equipment to perform the Engineering Services as required. All employees of Engineer shall have such knowledge and experience as will enable them to perform the duties assigned to them. Any employee of Engineer who, in the opinion of City, is incompetent or whose conduct becomes detrimental to the Engineering Services shall immediately be removed from association with the project when so instructed by City. Engineer certifies that it presently has adequate qualified personnel in its employment for performance of the Engineering Services required under this Contract, or will obtain such personnel from sources other than City. Engineer may not change the Project Manager without prior written consent of City. ARTICLE 16 SUBCONTRACTING Engineer shall not assign, subcontract or transfer any portion of the Engineering Services under this Contract without prior written approval from City. All subcontracts shall include the provisions required in this Contract and shall be approved as to form, in writing, by City prior to Engineering Services being performed under the subcontract. No subcontract shall relieve Engineer of any responsibilities under this Contract. 8 ARTICLE 17 EVALUATION OF ENGINEERING SERVICES City, or any authorized representatives of it, shall have the right at all reasonable times to review or otherwise evaluate the Engineering Services performed or being performed hereunder and the premises on which it is being performed. If any review or evaluation is made on the premises of Engineer or a subcontractor, then Engineer shall provide and require its subcontractors to provide all reasonable facilities and assistance for the safety and convenience of City or other representatives in the performance of their duties. ARTICLE 18 SUBMISSION OF REPORTS All applicable study reports shall be submitted in preliminary form for approval by City before any final report is issued. City's comments on Engineer's preliminary reports shall be addressed in any final report. ARTICLE 19 VIOLATION OF CONTRACT TERMS/BREACH OF CONTRACT Violation of contract terms or breach of contract by Engineer shall be grounds for termination of this Contract, and any increased costs arising from Engineer's default, breach of contract, or violation of contract terms shall be paid by Engineer. ARTICLE 20 TERMINATION This Contract may be terminated as set forth below. (1) By mutual agreement and consent, in writing, of both parties. (2) By City, by notice in writing to Engineer, as a consequence of failure by Engineer to perform the Engineering Services set forth herein in a satisfactory manner. (3) By either party, upon the failure of the other party to fulfill its obligations as set forth herein. (4) By City, for reasons of its own and not subject to the mutual consent of Engineer, upon not less than thirty (30) days' written notice to Engineer. (5) By satisfactory completion of all Engineering Services and obligations described herein. Should City terminate this Contract as herein provided, no fees other than fees due and payable at the time of termination shall thereafter be paid to Engineer. In determining the value of the Engineering Services perforrned by Engineer prior to termination, City shall be the sole judge. Compensation for Engineering Services at termination will be based on a percentage of the Engineering 9 Services completed at that time. Should City terminate this Contract under Subsection (4) immediately above, then the amount charged during the thirty -day notice period shall not exceed the amount charged during the preceding thirty (30) days. If Engineer defaults in the performance of this Contract or if City terminates this Contract for fault on the part of Engineer, then City shall give consideration to the actual costs incurred by Engineer in performing the Engineering Services to the date of default, the amount of Engineering Services required which was satisfactorily completed to date of default, the value of the Engineering Services which are usable to City, the cost to City of employing another firm to complete the Engineering Services required and the time required to do so, and other factors which affect the value to City of the Engineering Services performed at the time of default. The termination of this Contract and payment of an amount in settlement as prescribed above shall extinguish all rights, duties, and obligations of City and Engineer under this Contract, except the obligations set forth herein in Article 21 entitled "Compliance with Laws." If the termination of this Contract is due to the failure of Engineer to fulfill his/her/its contractual obligations, then City may take over the project and prosecute the Engineering Services to completion. In such case, Engineer shall be liable to City for any additional and reasonable costs incurred by City. Engineer shall be responsible for the settlement of all contractual and administrative issues arising out of any procurements made by Engineer in support of the Engineering Services under this Contract. ARTICLE 21 COMPLIANCE WITH LAWS (1) Compliance. Engineer shall comply with all applicable federal, state and local laws, statutes, codes, ordinances, rules and regulations, and the orders and decrees of any court, or administrative bodies or tribunals in any manner affecting the performance of this Contract, including without limitation, minimum/maximum salary and wage statutes and regulations, and licensing laws and regulations. Engineer shall furnish City with satisfactory proof of his/her/its compliance. Engineer shall further obtain all permits and licenses required in the performance of the Engineering Services contracted for herein. (2) Taxes. Engineer will pay all taxes, if any, required by law arising by virtue of the Engineering Services performed hereunder. City is qualified for exemption pursuant to the provisions of Section 151.309 of the Texas Limited Sales, Excise, and Use Tax Act. ARTICLE 22 INDEMNIFICATION Engineer shall save and hold harmless City and its officers and employees from all claims and liabilities due to activities of his/her/itself and his/her/its agents or employees, performed under this Contract, which are caused by or which result from the negligent error, omission, or negligent act of Engineer or of any person employed by Engineer or under Engineer's direction or control. 10 Engineer shall also save and hold City harmless from any and all expenses, including but not limited to reasonable attorneys fees which may be incurred by City in litigation or otherwise defending claims or liabilities which may be imposed on City as a result of such negligent activities by Engineer, its agents, or employees. ARTICLE 23 ENGINEER'S RESPONSIBILITIES Engineer shall be responsible for the accuracy of his/her/its Engineering Services and shall promptly make necessary revisions or corrections to its work product resulting from errors, omissions, or negligent acts, and same shall be done without compensation. City shall determine Engineer's responsibilities for all questions arising from design errors and/or omissions. Engineer shall not be relieved of responsibility for subsequent correction of any such errors or omissions in its work product, or for clarification of any ambiguities until after the construction phase of the project has been completed. ARTICLE 24 ENGINEER'S SEAL The responsible engineer shall sign, seal and date all appropriate engineering submissions to City in accordance with the Texas Engineering Practice Act and the rules of the State Board of Registration for Professional Engineers. ARTICLE 25 NON -COLLUSION, FINANCIAL INTEREST PROHIBITED (1) Non -collusion. Engineer warrants that he/she/it has not employed or retained any company or persons, other than a bona fide employee working solely for Engineer, to solicit or secure this Contract, and that he/she/it has not paid or agreed to pay any company or engineer any fee, commission, percentage, brokerage fee, gifts, or any other consideration, contingent upon or resulting from the award or making of this Contract. For breach or violation of this warranty, City reserves and shall have the right to annul this Contract without liability or, in its discretion and at its sole election, to deduct from the contract price or compensation, or to otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee. (2) Financial Interest Prohibited. Engineer covenants and represents that Engineer, his/her/its officers, employees, agents, consultants and subcontractors will have no financial interest, direct or indirect, in the purchase or sale of any product, materials or equipment that will be recommended or required for the construction of the project. ARTICLE 26 INSURANCE (1) Insurance. Engineer, at Engineer's sole cost, shall purchase and maintain during the entire term while this Contract is in effect professional liability insurance coverage in the minimum amount of One Million Dollars per claim from a company authorized to do insurance business in Texas and 11 otherwise acceptable to City. Engineer shall also notify City, within twenty-four (24) hours of receipt, of any notices of expiration, cancellation, non -renewal, or material change in coverage it receives from its insurer. (2) Subconsultant Insurance. Without limiting any of the other obligations or liabilities of Engineer, Engineer shall require each subconsultant performing work under this Contract to maintain during the term of this Contract, at the subconsultant's own expense, the same stipulated minimum insurance required in Article 26, Section (1) above, includingthe required provisions and additional policy conditions as shown below in Article 26, Section (3). Engineer shall obtain and monitor the certificates of insurance from each subconsultant in order to assure compliance with the insurance requirements. Engineer must retain the certificates of insurance for the duration of this Contract, and shall have the responsibility of enforcing these insurance requirements among its subconsultants. City shall be entitled, upon request and without expense, to receive copies of these certificates of insurance. (3) Insurance Policy Endorsements. Each insurance policy shall include the following conditions by endorsement to the policy: (a) Each policy shall require that thirty (30) days prior to the expiration, cancellation, non- renewal or reduction in limits by endorsement a notice thereof shall be given to City by certified mail to: City Manager, City of Round Rock 221 East Main Street Round Rock, Texas 78664 (b) The policy clause "Other Insurance" shall not apply to any insurance coverage currently held by City, to any such future coverage, or to City's Self -Insured Retentions of whatever nature. (4) Cost of Insurance. The cost of all insurance required herein to be secured and maintained by Engineer shall be borne solely by Engineer, with certificates of insurance evidencing such minimum coverage in force to be filed with City. Such Certificates of Insurance are evidenced as Exhibit E herein entitled "Certificates of Insurance." ARTICLE 27 COPYRIGHTS City shall have the royalty -free, nonexclusive and irrevocable right to reproduce, publish or otherwise use, and to authorize others to use, any reports developed by Engineer for governmental purposes. 12 ARTICLE 28 SUCCESSORS AND ASSIGNS This Contract shall be binding upon and inure to the benefit of the parties hereto, their successors, lawful assigns, and legal representatives. Engineer may not assign, sublet or transfer any interest in this Contract, in whole or in part, by operation of law or otherwise, without obtaining the prior written consent of City. ARTICLE 29 SEVERABILITY In the event any one or more of the provisions contained in this Contract shall for any reason be held to be invalid, illegal or unenforceable in any respect, then such invalidity, illegality or unenforceability shall not affect any other provision thereof and this Contract shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. ARTICLE 30 PRIOR AGREEMENTS SUPERSEDED This Contract constitutes the sole agreement of the parties hereto, and supersedes any prior understandings or written or oral contracts between the parties respecting the subject matter defined herein. This Contract may only be amended or supplemented by mutual agreement of the parties hereto in writing. ARTICLE 31 ENGINEER'S ACCOUNTING RECORDS Records pertaining to the project, and records of accounts between City and Engineer, shall be kept on a generally recognized accounting basis and shall be available to City or its authorized representatives at mutually convenient times. The City reserves the right to review all records it deems relevant which are related to this Contract. ARTICLE 32 NOTICES All notices to either party by the other required under this Contract shall be personally delivered or mailed to such party at the following respective addresses: City: City of Round Rock Attention: City Manager 221 East Main Street Round Rock, TX 78664 13 and to: Stephan L. Sheets City Attorney 309 East Main Street Round Rock, TX 78664 Engineer: Darrell L. Jones, P,E. Sr. Project Manager 9400 Amberglen Blvd. Austin, TX 78729 ARTICLE 33 GENERAL PROVISIONS (1) Time is of the Essence. Engineer understands and agrees that time is of the essence and that any failure of Engineer to complete the Engineering Services for each phase of this Contract within the agreed Work Schedule may constitute a material breach of this Contract. Engineer shall be fully responsible for his/her/its delays or for failures to use his/her/its reasonable efforts in accordance with the terms of this Contract and the Engineer's standard of performance as defined herein. Where damage is caused to City due to Engineer's negligent failure to perforin City may accordingly withhold, to the extent of such damage, Engineer's payments hereunder without waiver of any of City's additional legal rights or remedies. (2) Force Majeure. Neither City nor Engineer shall be deemed in violation of this Contract if prevented from performing any of their obligations hereunder by reasons for which they are not responsible or circumstances beyond their control. However, notice of such impediment or delay in performance must be timely given, and all reasonable efforts undertaken to mitigate its effects. (3) Enforcement and Venue. This Contract shall be enforceable in Round Rock, Williamson County, Texas, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County, Texas. This Contract shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. (4) Standard of Performance. The standard of care for all professional engineering, consulting and related services performed or furnished by Engineer and its employees under this Contract will be the care and skill ordinarily used by members of Engineer's profession practicing under the same or similar circumstances at the same time and in the same locality. Excepting Articles 25 and 34 herein, Engineer makes no warranties, express or implied, under this Contract or otherwise, in connection with the Engineering Services. 14 (5) Opinion of Probable Cost. Any opinions of probable project cost or probable construction cost provided by Engineer are made on the basis of information available to Engineer and on the basis of Engineer's experience and qualifications and represents its judgment as an experienced and qualified professional engineer. However, since Engineer has no control over the cost of labor, materials, equipment or services furnished by others, or over the contractor(s') methods of determining prices, or over competitive bidding or market conditions, Engineer does not guarantee that proposals, bids or actual project or construction cost will not vary from opinions of probable cost Engineer prepares. (6) Opinions and Determinations. Where the terms of this Contract provide for action to be based upon opinion, judgment, approval, review, or determination of either party hereto, such terms are not intended to be and shall never be construed as permitting such opinion, judgment, approval, review, or determination to be arbitrary, capricious, or unreasonable. ARTICLE 34 SIGNATORY WARRANTY The undersigned signatory for Engineer hereby represents and warrants that the signatory is an officer of the organization for which he/she has executed this Contract and that he/she has full and complete authority to enter into this Contract on behalf of the firm. The above -stated representations and warranties are made for the purpose of inducing City to enter into this Contract. IN WITNESS WHEREOF, the City of Round Rock has caused this Contract to be signed in its corporate name by its duly authorized City Manager or Mayor, as has Engineer, signing by and through its duly authorized representative(s), thereby binding the parties hereto, their successors, assigns and representatives for the faithful and full performance of the terms and provisions hereof. CITY OF ROUND ROCK, TEXAS APP 0 ED ' S TO ORM: By: Alan McGraw, Mayor ATTEST: By: S2 Sara L. White, City Secretary URS CORPORATION, A NEVADA CORPORATION By: Signature of Principal Printed Name: % VP 15 ep ��: n L. Sheets, City Attorney LIST OF EXHIBITS ATTACHED (1) Exhibit A City Services (2) Exhibit B Engineering Services (3) Exhibit C Work Schedule (4) Exhibit D Fee Schedule (5) Exhibit E Certificates of Insurance EXHIBIT A City Services The City of Round Rock (CoRR) will provide the following information and perform the following services: • Hydrology and Hydraulics — CoRR will furnish any readily available; o HEC -HMS model for the Onion Branch watershed, including any related GIS files (watersheds, streamlines, backup) associated with model. o HEC -RAS model for Onion Branch including any GIS files (cross sections, survey, TIN) associated with HECRAS model. o Development plans, as-builts, and drainage reports as available, associated with all stormwater outfalls within the project reach. o As-builts (or any available data) associated with low water crossing structure. o Any geotechnical reports associated with the original site development. • Sanitary Sewer Manhole Modification Analysis -- CoRR will furnish any readily available record drawings, survey, and any reports for the existing sanitary sewer manhole that is exposed along the east bank within the project reach. • Water Relocation Analysis — CoRR will furnish any readily available record drawings for the water main crossing channel at Hwy 79. • Dry Utilities — CoRR will coordinate with utility providers to obtain information on area utilities and potential conflicts, and provide that information to URS. URS will incorporate utility information (plan location, depth information, etc.) into design drawings. CoRR will coordinate with utility owners on potential relocation and associated costs if applicable. • Design Workshop - CoRR stakeholders will participate in a one -day Design Workshop at URS' office to review and discuss the results of Tasks I and 2 and to develop the project approach for final design. At the end of the workshop, both entities will be in agreement on the details of the main components of final design so that URS can proceed directly to a 60% complete level of design. City staff with decision-making authority will attend the meeting. It is understood that various minor topics may require follow-up beyond the Design Workshop, but those items are not expected to be critical path issues. It is expected at the Workshop that preliminary decisions can be made, based on projected construction costs, about which additional stream improvements may be included in the project above and beyond the basic repairs and mitigation of current erosion. Final decisions on included supplemental components cannot be made until some point during the 60% design development. • CoRR will be responsible for incorporating the technical specifications produced by URS into the contract and bidding documents/project manual. • SWPPP — CoRR will furnish the SWPP drawing template for URS completion. • CoRR will provide reproduction and distribution of bid documents. EXHIBIT B Engineering Services URS' proposal is based on our understanding of the project gathered from meetings with Mr. Lance Shellenberger and his staff, as well as project information provided by the City of Round Rock (CoRR) and publicly available information gathered by URS. Our understanding of the project objectives is described below. 1. PROJECT DESCRIPTION The project site is generally the stretch of Onion Branch from State Highway (SH) 79 to the low- water crossing approximately 1,300 feet downstream from the SH 79 bridge. This reach of stream has undergone significant erosion from the bridge downstream to the major bend (approx. 1,000 feet from the SH 79 bridge), resulting in steepened and unstable banks; exposed "dry", water, and sanitary sewer utilities; and eroded, broken, and/or undermined stormwater outfalls. The purpose of this project is to restore the project reach to stable conditions with respect to bank and bed stability, repair/mitigate stormwater outfall damage, and provide assessment and/or protection for utilities within the stream confines (bank to bank). As construction budget allows, other stream, utility, and/or site enhancement• features may be included to improve infrastructure, aesthetics, water quality, and aquatic habitat. Generally, this scope includes data collection, preliminary/final design, and bid/construction phase services to provide solutions for the immediate erosion/stability needs for the reach described above (stabilization design). URS will develop the concept stabilization designs for City review during a design workshop, at which time, the final stabilization concept design will be selected. Depending upon the City's desires and the remaining construction/design budget, additional utility/enhancement/restoration design components may be added to the stabilization design. The preliminary and final designs of these additional design components would be treated as supplemental services. The scope of the project has been broken into discrete tasks as described in the following sections. 2. SCOPE OF WORK The Scope of Work for this project has been divided into the following tasks: • Task 1: Review of Existing Data and Preliminary Studies • Task 2: Concept Design Development • Task 3: Design Workshop • Task 4: Final Design • Task 5: Bid -Phase Services • Task 6: Construction Phase Services -- TO BE NEGOTIATED • Task 7: Meetings and Project Management • Task 8: Supplemental Design Services — TO BE NEGOTIATED The task descriptions, assumptions, and anticipated other direct costs (ODCs) associated with each task are presented in the following sections, URS' estimates of labor and ODCs are based on the assumptions for each task. 2.1 Work Breakdown Structure Tasks and Description 2.1.1 Task 1: Review of Existing Data and Preliminary Studies Task Description: URS will review available data from CoRR and TxDOT as it relates to the existing stream design and construction, SH 79 bridge construction, and utility information. The following services will also be initiated during this task: • Site Geomorphic Survey -- A brief site visit will be performed to document areas of instability within the channel and channel banks, and to collect soil samples for simple soil testing to aid in erosion mitigation design. • Geotechnical Investigation — URS' teaming partner, H'V.1 Associates, will perform soils borings along the bank to determine geologic -conditions through the project reach and establish geotechnical engineering parameters for design of project components. We have budgeted four borings drilled to a depth of 25 feet below existing bank grade. Ili - situ testing will be conducted as applicable for granular soils, and cohesive soils and rock materials will be retrieved by steel push tube and rock coring tools, respectively, for further laboratory analysis. Anticipated laboratory tests include grain size analysis, shear strength testing, Atterberg Limits, and pH/resistivity. Details of their scope are listed in their proposal in Attachment 1. • Surveying — Our surveying partner, Baker-Aicklen, will conduct a detailed ground survey from 200 feet upstream of the SH 79 bridge to the low-water crossing and will include all features relevant to the work within the existing drainage easement and slightly beyond if on CoRR property. Details of their scope are listed in their proposal in Attachment 1. • Develop Terrain Model — A terrain model will be developed from project survey data and county LiDAR data for use in GIS and engineering design software. • Hydrology and Hydraulics — The following H&H tasks will be completed in this Task 1: 1. Hydrologic/ Hydraulic Models — CoRR will provide URS with models and documentation for Onion Branch hydrology (HEC -HMS) and hydraulics (HEC - RAS). These models will be assembled and run. It is assumed that the HEC - HMS hydrologic model for the site will be available, and can be used without revision (i.e., extreme flood hydrographs into the design reach do not require revision). 2. Corrected Effective HEC -RAS model — A corrected effective HEC -RAS model will be derived using the newly developed terrain model and the bridge survey data. 3. Hydrology for Local Outfalls — Design flow rates will be developed using the rational method for existing stormwater outfalls into the channel. 4. Estimate Channel Equilibrium Slope -- An analysis will be performed given the geomorphic survey, soils testing results, and hydraulic analyses to estimate an equilibrium bed slope(s) for the channel which neither erodes nor deposits within the subject reach. • Geographic Information System (GIS) — Data collected will be combined with publically available datasets (aerial photos, shape files from existing hydrologic/hydraulic models, etc.) into a project GIS. • Field Investigation for U.S. Army Corps (USACE) of Engineers Permitting — URS will conduct an on-site field visit to assess existing conditions of the project site. If NWP 27 (described in Task 4) is used, this field visit will include conducting a stream function and value assessment on the reach of Onion Branch Creek. Additional areas of investigation would include a characterization of vegetative communities and dominant species (listed by Genus species), identification of potential threatened and endangered species habitat and an assessment of the presence of wetlands. • Design Criteria Memo — The results of the above sub -tasks will be assembled, and a brief memorandum presenting proposed design criteria for each project element will be developed for CoRR review and corroboration. 2.1.2 Task 2: Concept Design Development URS will perform targeted engineering analyses and develop design concepts to a level sufficient for preliminary construction cost development for the main project elements related to bank/bed stabilization and repair to utilities. The following analyses will be included: • Geotechnical Analysis — URS will perform stability analysis to design stable bank side slopes and steepened, reinforced slopes (i.e., MSE sections). • Hydraulic Analysis — Using the terrain model developed in Task 1, URS will perform HEC -RAS modeling of proposed conditions to determine minimum appropriate bank and/or bed improvements/repairs. • Sanitary Sewer Manhole Modification Analysis -- URS will review record drawings and survey for the existing sanitary sewer manhole that is exposed along the east bank within the project reach. URS will determine whether it is possible and feasible to lower this manhole in order to protect it from future erosion, while not significantly impacting erosion mitigation of the bank. URS will also evaluate the cost of the proposed modification. • Water Relocation Analysis — URS will obtain and review record drawings for the water main crossing channel at Hwy 79, and coordinate with channel design/hydraulics to assess water main risk and need for relocation or adjustment. URS will prepare preliminary design (plan and profile) and opinion of probable cost for water main relocation or adjustment as applicable. • Dry Utilities — CoRR will coordinate with utility providers to obtain information on area utilities and potential conflicts, and provide that information to URS. URS will incorporate utility information (plan location, depth information, etc.) into design drawings. CoRR will coordinate with utility owners on potential relocation and associated costs if applicable. • Conceptual Layout/Plans — URS will develop conceptual level plans in AutoCAD to include profiles and sections for the various design elements to the extent needed to support the Design Workshop (Task 3) and final designs. • Preliminary Cost Analysis — URS will develop unit costs (i.e., per cu. yd., per sq. ft. etc.) for the various potential design element options for use and discussion in the Task 3 Design Workshop. These cost estimates will be developed based on URS' database of bid tabs from similar projects, TxDOT databases, vendor estimates, and RS Means cost software as needed. 2.1.3 Task 3: Design Workshop URS and CoRR stakeholders (include outside stakeholders if applicable) will participate in a one -day Design Workshop at URS' office to review and discuss the results of Tasks 1 and 2 and to develop the project approach for final design. At the end of the workshop, both entities will be in agreement on the details of the main components of final design so that URS can proceed directly to a 60% complete level of design. City staff with decision-making authority will attend the meeting. It is understood that various minor topics may require follow-up beyond the Design Workshop, but those items are not expected to be critical path issues. It is expected at the Workshop that preliminary decisions can be made, based on projected construction costs, about which additional stream improvements may be included in the project above and beyond the basic repairs and mitigation of current erosion. Final decisions on included supplemental components cannot be made until some point during the 60% design development. 2.1.4 Task 4: Final Design Task Description: This task consists of preparing 60%, 90%, and issued -for -bid design packages and environmental permits for the project as described below. • Drawings — Drawing packages will be developed for 60%, 90% and issued -for -bid level of completion. Drawings will be completed in AutoCAD 2010 format. Only the final set of stamped plans will be issued in full-size (22 inches x 34 inches). All other sets for review will be issued 11 inches x 17 inches. • Specifications — A specification list for technical specifications (Division 1 and higher) will be developed at the 60% level. The actual technical specifications will be developed and submitted at the 90% level. To the extent possible, URS will utilize standard CoRR specifications. URS will deliver the technical specifications and bid form to CoRR, who will be responsible for incorporating the technical specifications into the contract and bidding documents/project manual. • Construction Cost Estimate — URS will develop construction cost estimates (Engineer's Estimate) at the 60% (and 90% design level if significant change requires), and the 100% issued -for -bid package. URS utilizes a combination of internal cost databases from similar project work, TxDOT databases, and RS Means costing software. • USACE Permitting — During the early stages of final design, URS will initiate coordination with USACE's Fort Worth District Regulatory Branch. This coordination will include a letter request for a USACE Project Manager and pre -coordination (either via phone conference or an in-person meeting). Depending on the final design approach, there are a number of Section 404 Nationwide Permits (NWP) that may be used to permit impacts to Onion Branch. The most applicable appear to be NWP 27: Aquatic Habitat Restoration, Establishment, and Enhancement Activities or NWP 13: Bank Stabilization. The early coordination process will be essential to ensure that the proposed permitting strategy for the improvements is appropriate. It is assumed that proposed impacts to jurisdictional waters will exceed the criteria stipulated under the NWP, and a PCN will be required. The components of the PCN will include: I . A description of the purpose and need for the project 2. An indication of possible areas of all waters of the United States in the project area, including wetlands and other special aquatic sites, using the current USACE Regulations and in accordance with the USACE's 1987 Wetlands Delineation Manual and the USACE 2008 Interim Regional Supplement to the USACE Wetland Delineation Manual: Great Plains Region. 3. Vicinity map and general project area location information, in relation to nearby roadways and other pertinent features. 4. Plan, profile, and cross section views of all proposed work, permanent and temporary. 5. Volume of material to be discharged and or excavated from jurisdictional waters. 6. Desktop review of cultural resources 7. A written discussion of alternatives considered and a rationale for selecting the proposed design as the least environmentally damaging alternative. 8. An assessment of the adverse and beneficial effects, both permanent and temporary of the proposed work. URS will provide the city with the draft PCN for review and comment. It is assumed that URS will respond to one round of comments from the CoRR to be incorporated into the final PCN. URS will then submit the PCN to the USACE and respond, with the CoRR assistance as required, to up to two requests for additional information from the USACE. • SWPPP - URS will obtain SWPP drawing template from City of Round Rock and complete the drawing. Assumptions: • The assumption is made in this task that modification to the sanitary sewer (SS) manhole is feasible and design related to the SS is limited to drawings and specifications for such modification. If it is determined that a relocation is necessary additional design and possibly permitting tasks will need to be negotiated. 2.1.5 Task 5: Bid -Phase Services Task Description: This task consists of URS' participation in the bid phase as described below: • Attendance at Pre -Bid Meeting (if applicable) • Engineering responses as required by the CoRR to questions during biding phase. • Review of contractor bids and recommendation to CoRR staff. 2.1.6 Task 6: Construction Phase Services Task Description: • This task will involve participation in construction related meetings, site visits acting as Owner's representative, review of Contractor submittals, responses to RFI's, and review of QA/QC as requested. The scope of this task will be negotiated at a later time as a Time and Materials task. 2.1.7 Task 7: Meetings and Project Management Task Description: • This task involves meetings during the design phases of the project and project management tasks such as sub -contractor coordination and oversight, schedule and budget tracking, invoice review, etc. Assumptions: • Does not include Design Workshop or construction phase meetings which are accounted for in Tasks 3 and 6 respectively. • URS has budgeted six 2 -hour meetings with CoRR. 2.t8 Task 8: Supplemental Design Services Task Description: • This task is left as a place holder for supplemental design services to be determined later. It is intended that this task would be used for the design of utility relocations/adjustments, additional stream enhancement measures, on site LID stormwater quality measures, surveying/ easements, if needed, etc., that may be identified and desired by the City, but are currently above and beyond the basic mitigation of current erosion damage. 3. KEY PERSONNEL The URS Project Manager for this work will be Mr. Darrell Jones, P.E. (Telephone: 512-419- 5897, e-mail: Darrell Jones a urscorp.com). A summary of the proposed design team including names and titles are presented in Table B-2. TABLE B-2 SUMMARY OF PROPOSED DESIGN TEAM PERSONNEL NAME TITLE Dan Warth, PE Project Principal Darrell Jones, PE Project Manager Colin Young, PE Final Design Discipline Lead Jeff Irvin, PE Concept Design Discipline Lead Mike Lenherr, PE Project Engineer/Bank Stabilization 4. OTHER GENERAL ASSUMPTIONS This proposal is based in part on the following general assumptions: • This scope of work assumes that USACE will not require extensive archeological or historic resource surveys or coordination with Texas Historical Commission. If during permit preparation, desktop cultural resources review indicates a potential for additional investigations, URS will notify the CoRR. Such surveys can be provided as an additional service. • It is unlikely that any federally listed species will be found in the project area; however should the potential to impact habitat for any federally -listed species be determined to occur as a result of the proposed project, URS will advise the CoRR on the U.S. Fish and Wildlife Service (USFWS) consultation and permitting requirements in accordance with the Endangered Species Act. Formal presence/absence surveys and permitting with the USFWS are not included in this Scope of Work. If required, these can be completed for the CoRR as additional services. • This scope of work assumes that, based on the nature of the project, USACE-mandated mitigation plans or the costs of securing and purchasing mitigation credits will not be required, and an Individual Permit is not required. • A Letter of Map Revision (LOMR) is not included in this scope; a LOMR can be developed as a supplemental service, if required at the conclusion of the work. • City of Round Rock will pay for all permit and approval application fees. • Any utilities to be removed or relocated do not contain asbestos. • No easements are required to conduct the work. • City will provide reproduction and distribution of bid documents. • URS support for public meetings is not required. • URS will endeavor to protect the City in providing these services outlined above. URS does not guarantee the Contractor's performance, nor will URS be responsible for supervision of the Contractor's operation and employees, or the means, methods, techniques, sequences or procedures of construction selected by the Contractor, or any safety precautions and programs of the Contractor or any of its Subcontractors. City requests for assistance for Contractor claims, liquidated damages, and similar contractual disagreements with City/Contractor will be considered additional services. EXHIBIT C Work Schedule URS is prepared to start work within one week after notice -to -proceed is received from CoRR. The design is scheduled for completion in February 2012 with the following anticipated contract milestones: • Contract Award/Notice to Proceed: July 15, 2011 • Task 1: Review of Existing Data/Preliminary Studies: September 2, 2011 • Task 2: Concept Design: September 16, 2011 • Task 3: Design Workshop: Week of September 19-23, 2011 • 60% Design Submittal: November 18, 2011 • 60% CoRR Review Comments/Meeting by November 25, 2011 • 90% Design Submittal: December 23, 2011 • 90% CoRR Review Comments/Meeting by January 6, 2012 • Final Design Submittal: February 3, 2012 We have proposed an aggressive design schedule and have assumed a 1 -week CoRR review period for each submittal, except the 90% submittal which falls over the Christmas/New Year's holiday period. C-1 EXHIBIT D Fee Schedule Attached Behind This Page N s O 'f 0 U D 0 U w s- 0 ++ Ced 0 'a .c '-- LL. C U r 0 E civ rto co L y— .0 O cO IV :E C C w c�o-?) k+..-.. "k _r • • • M (.14, �}.,� _ 7yp -y„, ' Oakps _(py `."''F a Citi r .,a. 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AAAA r..r:.. ... ... s:l�%: '::H:),$::J',i`;:`; `:�i';'P•' . ........ AAAA .. AAAA. 5.. .. .......... AAAA ._ :•r::':.::.. AAAA .:........ AAAA ,:.s..:-.:. �...r. .. .. ....i AAAA.: ,. .. AAAA.. r-.{...> AAAA AAAA (..::.r:...�::..;: .: .J„t.+�Ta.r a.JI,.Y:T' ':::l.r.:�l�:>•`:n;C%i`i':':iii ,, AAAA .,. .. .. .:, :. AAAA .. AAAA, ,. .. . y AAAA. AAAA. ::; :: '. � AAAA_. .. ... Tas - - k . �i'eet �. :..art��. : s P ro ect-;� n. � . .:...rt ,, .-AAAA: . a a .e.�rierat��_��-. ...:.:::,.........:::::.. AAAA � ............. .......... r........ -AAAA... AAAA, ........::... AAAA. GRAND TOTAL EXHIBIT E Certificates of Insurance Attached Behind This Page A 9$ii' CERTIFICATE OF LIABILITY INSURANCE Page 1 of 1 DATE 06/22/20 1 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the pollcy(fes)must be endorsed. if SUBROGATION IS WAIVED, subject to . the terms and conditions of the policy, certain policies may require en endorsement. Astatement on this certificate does not confer rights to the certificate holder In lieu of. such endorsement(s). PRODUCER Willie Insurance Services of California. Inc. 26 Century Blvd. P. 0. Box 305191 CONTACT PHMS ONE toffy 877-945-7378 888-467-2378 _Zs/Lim 1452 .r certificatestwilliS.Com Naehvilla, TR 37230-5191 LN SURER(S)AFFORDING COVERAGE NAIC# 1NSUREtA:taxing ton Xnaurance Company 19437-000 INSURED DRS Corporation 600 Montgomery Street, 26th Floor San Francisco, CA 94111 I INSURER B:Lloyd' s of London & British Companies 15792-004 INSURER C: IS INSURER 0: INSURERS: INSURER F: J OCCUR GES CERTIFICATE NUMBER: 36128113• THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD ' INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY. THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LT5 TYPE OF INSURANCE ADO'L INSRzwup SUB R POLICY EFF POLICY NUMBER IMMJ1nrYYYh POLICY EXP MM� LIMN GENERAL LIABILITY COMMERCIAL GENERAL LIABILITYA EACH OCCURRENCE IS GF�TOEa RENTEroD IS S occa CLAIMS-MADE J OCCUR MED EXP (Any one person) $ . PERSONAL & ADVINJURY S GENERAL AGGREGATE S GEN'LAGGREGATE LIMIT ANPUES PER: POLICY LOC nn � � � PRODUCTS - COMP/OP AGG S $ AUTOMOBILE LIABILITY ANYAUTO ALL OWNED AUTOS HIRED AUTOS . _.-NON SCHEDULED AUTOS •t)UVNEO AUTOS (Ea SINGLE LIMIT ccide $ BODILY INJURY Per I person) ) S BODILY INJURY(Prraccldeat) S PROPERTY DAMAGE (Per ecc ant) S S UMe RELLA L1AB EXCESS •LtAB — OCCUR CLANS -MADE- • EACH OCCURRENCE AGGREGATE • S • ' DEC. f RETEYnON $ WORKERS COMPENSATION AHDEhIPLOYERS'LIABILITY ANY PROPRIETORIPARTh'ERIEXECLITIVE Y l N {OFFICER/ MEI NBER EXCLUDED? E Es, describe unser DESCRIPTION OF OPERATIONSbe'oW N!A I WC STATU- I lag- T RYL1ItitITS FR E.L, EACH ACCIDENT • E.L, DISEASE - EA EMPLOYEE S E.I.. DISEASE - POLICY LIMIr S A Profesuional Liability w/Limited Contractual - Claims Made Policy 015438088 PE110S150/PE1105490 5/1/2011 5/1/2011 6/1/2012 6/1/2012 $1,000,000 Each Clain $1,000,000 Aggregate DESCRIPTION OF OPERATIONS / LOCATIONS /VEHICLES (Attach Acord 101, Addltonal Remarks Schedule, II mom space is required) Re: Onion Branch Stabilization Improvements Lloyd's Syndicate numbers are 9711, 2623, and 0623 CANCELLATION City of Round Rock Attnt City Manager 221 Eaet Main Street Round Rock, TX 78664 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH TH-'OLIgY PROVISIONS. AUTHORIZED REPRES AT ACORD 25 (20i0/05) Co11:3394434 Tp1:1257871 Cert:1612871 988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered m: 's of ACORD w c 0 m • E E Y cc N j C O E. CC m p c ✓ • 0 44. r -r O d6 yYd1 q . uO� O O 111 O O HH O Ny O H H _ . 8 111 III 51799.87 111111111111111 $5.732.47 54.323.88 $690.81 $1.426.76 {4711125'78 0.00 $0.00 50.00 $0.00 20030 - $1.236.59 $4.162.83 $6.225.58 .,:,118.03 122 73 1 1 $190.88 5432.72 MIN $2,556.48 $2,906.961 $1.380.801 I IIhIIF $2,346.40 $1.769.84 $2,725.521 $1.032.40 $3.099.04 IHSS $1,047.361 5565.08 $589.521 iiii: N O •,',2 R,& -AR 71 NAN -Ali V n NDN 821 43 01160 CAOnN F., Yf fr: v ..F.4100000 .. O V♦ V' 4W ON 0 0 N ID EO b 0 0 0 0 0 0 D v o 0 o 0 0 0 0 0 v v N W o R H 0 0 0 0 0 0 ro v:E.014 R 0 0 0 o O o ao v V 0 ,9.‘,,s, N 10 O ? aD a0 NN $ O `. O p 1D O O O g O O f c0 r 0 0 M 0' O O O 0 0 (.2 p< p 0 N N O O O br p p O O 0 N V N Ng 0 WV 1^ H 0 0 O a 10 W 0 M ' M N N g M. N 0 0 r r ONN N,,rO 8 V$ ,,-.. V d O O G Q o O O N N 0.: 0 O N � O V I D V V NN V N N N I D N V 0 0 O R q O N V VN r R O .. M N g :. V f O N M M N V N V V a N OmN WO N G W N! V — 10 V V 00H y O N o MN V N N N . v V V —04 H N v .. O O O M tD . . a N V V N N N W 0 0 0 C O V 1.-N N NI... V V N V WO V V V 1 -NN ,- N N :. O W M• 1 1 Ism wont Geomorphic Survey Geotechnical Investigation (Subconsuttant - HVJ Associates) Topographic Survey (Subconsultant - Baker Aicklen) Field Investigation for USAGE Permitting Marl H&H Models Corrected Effective HEC -RAS model - v d l of W 1 vmer awaw$rvnwx won( Existing Data Review/Research Terrain ModeeGIS Design Criteria Memo tngrneenng Analyses Geotechnical i = sanitary sewer mannose tvaivabon Water Line Relocation Analysis Dry utilities Coordination and Assessment Piens/LayouVCost ConceptualLayoutlians Preliminary Cost Analysis N r, uesgn woncsnop Design Workshop o f 5U7 Issue -tor -Bid Speciucauons as Cost Esumate 60% Spec list + Cost Estimate I90 % specs + Cost Eshmate Issue -for -Bid Specs + Final Construction Cost Estimate Permnana USACE (404 NWP) S W PPP Dry Utilities Coordination During Design p. rQYq t meetings Pre -Bid Meeting o 111 5Q2i O N S 1 ° re -construction Weekly Progress Meetings RFI's, Review QA/QC data D Y gg Project setup and Project Execution Plan (PXP) Subcontract Preparation Internal Kickoff Meeting Nesting* SI. Meeting progress Meetings (six meetings) cg. c ,cocontractor invoicing ;Tient Invoicing and Monthly Reporting 3udget and Schedule Management TASK 7 TOTAL 3RAND TOTAL •- N. V N ID n .. - N M V U9 ID ^ O Ot N N N R NIMH N N M M M M M M M +1A1+1+ 4 V V V O O 8 N tfi 3 N H H N 53 N tD ID tD t0 3 iD Ino Mn n n n n n