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GM-13-02-06-045A. ParlDershlp of Cedar Park, L.1f1d.r, .nd Round Rock BRUSHY CREEK REGIONAL UTILITY AUTHORITY CONTRACT FOR ENGINEERING SERVICES FIRM: HDR ENGINEERING. INC. ("Engineer") ADDRESS: 4401 West Gate Blvd., Suite 400. Austin. TX 78745 PROJECT: BCRUA Regional Water System Phase 2 Deep Water Intake Site Acquisition Services THE STATE OF TEXAS § § COUNTY OF WILLIAMSON § THIS CONT T FOR ENGINEERING SERVICES ("Contract") is made and entered into on this the ~day of ,2013 by and between the BRUSHY CREEK REGIONAL UTILITY AUTHORITY, a Texas local overnment corporation, whose offices are located at 221 East Main Street, Round Rock, Texas 78664-5299, (hereinafter referred to as "BCRUA"), and Engineer, and such Contract is for the purpose of contracting for professional engineering services. RECITALS: WHEREAS, V.T.C.A., Govermnent 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, BCRUA and Engineer desire to contract for such professional engineering services; and WHEREAS, BCRUA 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 pal1ies hereto, it is agreed as follows: Engineering Services Contract Rev. 06/12 AI40,4634-34; 00265813 /'vIr-196074 1tlN~3-D2..D(.-~ 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 fOlm the entire contract, and all are as fully a pal1 ofthis Contract as if attached to this Contract or repeated herein. ARTICLE 1 BeRDA SERVICES BCRUA shall perform or provide services as identified in Exhibit A entitled "BCRUA 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 BCRUA 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 General 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 BCRUA shall have the right to terminate this Contract as set f011h below in Article 20. So long as the BeRUA elects not to terminate tlus 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 tor reimbursement. Engineer shall notify BCRUA 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 impOltance, and agrees to undeltake 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 Al1icle 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. (3) Notice to Proceed. After execution of this Contract, Engineer shall not proceed with Engineering Services until authorized in writing by BCRUA to proceed as provided in Article 7. ARTICLE 4 COMPENSATION BCRUA 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 Thirly Thousand and No/lOO Dollars ($30,000) as shown in Exhibit D. The lump SUlll amount payable shaH be revised equitably only by written Supplemental Contract in the event of a change in Engineering Services as authorized by BCRUA. Engineer shall prepare and submit to BCRUA monthly progress reports in sufficient detail to support the progress of the Engineering Services and to support invoices requesting monthly payment. Any prefel'l'ed format of BCRUA for such monthly progress repOits shall be identified in Exhibit B. Satisfactory progress ofEngineering 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. ARTICLES METHOD OF PAYMENT Payments to Engineer shall be made while Engineering Services are in progress. Engineer shall prepare and submit to BCRUA, not more frequently than once per month, a progress repOit 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 repOlt, Engineer shall prepare and submit one (1) original and one (1) copy of a certified invoice in a form acceptable to BCRUA. This submittal shall also include a progress assessment report in a form acceptable to BCRUA. Progl'ess payments shall be made in propOltion to the percentage of completion of Engineering Services identified in Exhibit D. Progress payments shall be made by BCRUA based upon Engineering Services actually provided and performed. Upon timely receipt and approval of each statement, BCRUA shall make a good faith effort to pay the amount which is due and payable within thirty (30) days. BCRUA reserves the right to withhold payment pending verification of satisfactory Engineering Services perfonned. Engineer has the responsibility to submit proof to BCRUA, 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 e11'0rs and/or omissions resulting fr0111 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 HCRUA receives a correct invoice for services, whichever is later. Engineer may charge a latc 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 BCRUA and Engineer concerning the supplies, materials, or equipment delivered or the services performed that causes the payment to be late; or B. The tenns ofa federal contract, grant, regulation, or statute prevent BCRUA 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 HCRUA in strict accordance with instl1lctions, if any, on the purchase order, or this Contract or other such contractual agreement. BCRUA 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 tenus of Chapter 2251, V.T.C.A., Texas Government Code. ARTICLE? NOTICE TO PROCEED The Engineer shall not proceed with any task listed on Exhibit B until the BCRUA has issued a written Notice to Proceed regarding such task. The BCRUA 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 BCRUA's Designated Representative for purposes of this Contract is as follows: Sam P. Roberts, P.E. Assistant City Manager I Public Works & Development Services City of Cedar Park 450 Cypress Creek Rd. I Cedar Park, Texas 78613 Telephone Number (512) 401-5368 Email Address sam.robelts@cedarparktexas.gov 4 BCRDA's Designated Representative shall be authorized to act on BCRUA's behalf with respect to this Contract. BCRUA or BCRUA'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 ofEngineering Services. Engineer's Designated Representative for purposes ofthis Contract is as follows: Aaron Archer, P.E. Project Manager 4401 West Gate Blvd., Suite 400 Austin, TX 78745 Telephone Number (5 I2) 9I2-5 I83 Fax Number (512) 912-5158 Email Addressaaron.archer@hdrinc.com ARTlCLE9 PROGRESS EVALUATION Engineer shall, fi'0lll time to time during the progress of the Engineering Services, confer with BCRUA at BCRUA's election. Engineer shall prepare and present such information as may be pel1inent and necessary, or as may be requested by BCRUA, in order for BCRUA to evaluate features of the Engineering Services. At the request of BCRUA or Engineer, conferences shall be provided at Engineer's office, the offices of BCRUA, or at other locations designated by SCRUA. When requested by BCRUA, such conferences shall also include evaluation ofthe Engineering Services. Should BCRUA determine that the progress in Engineering Services does not satisfy the Work Schedule, then BCRUA shall review the Work Schedule with Engineer to determine corrective action required. Engineer shall promptly advise HCRUA 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 ofproject Engineering Services units by established time periods; and such disclosure shall be accompanied by statement of actions taken or contemplated, and BCRDA 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 BCRDA desire to suspend the Engineering Services, but not to terminate this Contract, then such suspension may be effected by BCRDA 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 BCRDA to resume the Engineering Services. Such sixty-day notice may be waived in writing by agreement and signature of both palties. If this Contract is suspended for more than thirty (30) days, Engineer shall . have the option of temlinating this Contract. If BCRDA suspends the Engineering Services, the contract period as determined in Alticle 3, and the Work Schedule, shall be extended for a time period equal to the suspension period. BCRDA assumes no liability for Engineering Services performed or costs incurred prior to the date authorized by BCRUA 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 BCRDA in writing. In the event BCRDA finds that such work does constitute extra work and exceeds the maximum amount payable, BCRUA shall so advise Engineer and a written Supplemental Contract will be executed between the palties 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. BCRDA 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 BCRDA deems it necessary to request changes to previously satisfactorily completed Engineering Services or Palts 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 BCRUA. Such revisions shall be considered as additional Engineering Services and paid for as specified under Attic1e II. Engineer shall make revisions to Engineering Services authorized hereunder as are necessary to correct errors appearing therein, when required to do so by BCRDA. 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 BCRDA determines that there has been a significant change in (I) the scope, complexity or character of tbe Engineering Services, or (2) the duration ofthe Engineering Services. Any such Supplemental Contract must be duly authorized by the BCRDA. 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 BCRDA authorizes full execution of the written Supplemental Contract and authorization to proceed. BCRDA reserves the right to withhold payment pending verification ofsatisfactory Engineering Services performed. ARTICLE 14 OWNERSHIP OF DOCUMENTS All data, basic sketches, charts, calculations, plans, specifications, and other documents created or coHected under the terms of this Contract are the exclusive property of BCRUA and shaH be furnished to BCRDA upon request. All documents prepared by Engineer and all documents furnished to Engineer by BCRDA shaH be delivered to BCRDA upon completion or tennination of this Contract. Engineer, at its own expense, may retain copies of such documents 01' any other data which it has furnished BCRDA under this Contract. ARTICLE 15 PERSONNEL, EQUIPMENT AND MATERIAL Engineer shaH 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. AH 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 BCRDA, is incompetent or whose conduct becomes detrimental to the Engineering Services shall immediately be removed from association with the project when so instructed by BCRDA. Engineer cel1ifies that it presently has adequate qualified personnel in its employment for pelformance of the Engineering Services required under this Contract, or will obtain such persollilel from sources other than BCRDA. Engineer may not change the Project Manager without prior written consent of BCRDA. ARTICLE 16 SUBCONTRACTING Engineer shall not assign, subcontract or transfer any portion of the Engineering Services under this Contract without prior written approval from BCRUA. All subcontracts shall include the provisions required in this Contract and shall be approved as to form, in writing, by BCRDA prior to Engineering Services being performed under the subcontract. No subcontract shall relieve Engineer of any responsibilities under this Contract. 7 ARTICLE 17 EVALUATION OF ENGINEERING SERVICES BCRDA, 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 perfOImed hereunder and the premises on which it is being pelfonned. 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 BCRUA 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 BCRDA before any final report is issued. BCRDA's comments on Engineer's preliminary reports shall be addressed in any final report. ARTICLE 19 VIOLATION OF CONTRACT TERMSIBREACH OF CONTRACT Violation ofcontract terms or breach ofcontract by Engineer shall be grounds for tennination of this Contract, and any increased costs arising from Engineer's default, breach of contract, or violation ofcontract tenns shall be paid by Engineer. ARTICLE 20 TERMINATION This Contract may be terminated as set forth below. (J) By mutual agreement and consent, in writing, of both parties. (2) By BCRDA, 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 fi.llfill its obligations as set fOlth herein. (4) By BCRDA, for reasons of its own and not subject to the mutual consent of Engineer, upon not less than thiliy (30) days' written notice to Engineer. (5) By satisfactory completion ofall Engineering Services and obligations described herein. Should BCRDA 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 perfonned by Engineer prior to tennination, BCRDA shall be the sole judge. Compensation for Engineering Services at termination will be based 011 a percentage of the Engineering 8 Services completed at that time. Should BCRUA terminate this Contract under Subsection (4) immediately above, then the amount charged during the thil1y-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 BCRUA tenninates this Contract for fault on the part of Engineer, then BCRUA 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 BCRUA, the cost to BCRUA 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 BCRUA ofthe Engineering Services performed at the time ofdefault. The termination of this Contract and payment of an amount in settlement as prescribed above shall extinguish all rights, duties, and obligations of BCRUA and Engineer under this Contract, except thc obligations set fOl1h herein in Article 21 entitled "Compliance with Laws." If the termination of this Contract is due to the failure ofEngineer to fulfill his/her/its contractual obligations, then BCRUA may take over the project and prosecute the Engineering Services to completion. In such case, Engineer shall be liable to BCRUA for any additional and reasonable costs inclUl'ed by BCRUA. 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 BCRUA with satisfactory proof of his/her/its compliance. Engineer shall fmther obtain all permits and licenses required in the pertormance 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. BCRUA is qualified for exemption pursuant to the provisions ofSection 151.309 ofthe Texas Limited Sales, Excise, and Use Tax Act. ARTICLE 22 INDEMNIFICATION Engineer shall save and hold harmless BCRUA 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 ofany person employed by Engineer or under Engineer's direction or control. 9 Engineer shall also save and hold BCRUA harmless from any and all expenses, including but not limited to reasonable attorneys fees which may be incurred by HCRDA in litigation or otherwise defending claims or liabilities which may be imposed on BeRUA 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. HCRUA 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 fOl' 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 BCRDA 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, BCRUA reserves and shall have the right to anllul tltis 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 Iuterest 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 sale cost, shall purchase and maintain during the entire term while this Contract is in effect professional liability insUI'ance coverage in the minimum amount of One Million Dollars per claim from a company authorized to do insurance business in Texas and 10 otherwise acceptable to BCRUA. Engineer shall also notifY BCRDA, within twenty-foul' (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 (l) 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 SUbCollsultant in order to assure compliance with the inslU'ance 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. BCRUA shall be entitled, upon request and without expense, to receive copies of these certificates ofinsurance. (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 BCRUA by cel1ified mail to: BCRUA General Manager 221 East Main Street Round Rock, TX 78664 (b) The policy clause "Other Insurance" shall not apply to any insurance coverage currently held by BCRUA, to any such future coverage, or to BCRUA's Self-Insured Retentions of whatever nature. (4) Cost of Insul·ance. The cost of all insurance required herein to be secured and maintained by Engineer shall be borne solely by Engineer, with certificates ofinsurance evidencing such minimum coverage in force to be filed with BCRUA. Such Certificates of Insurance are evidenced as Exhibit E herein entitled "Certificates of lnsurallce." ARTICLE 27 COPYRIGHTS BeRDA shall have the royalty-fi-ee, nonexclusive and irrevocable right to reproduce, publish or otherwise use, and to authorize others to use, any rep0l1s developed by Engineer for governmental purposes. 11 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 ofBCRUA. ARTICLE 29 SEVERABILITY In the event anyone 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 palties 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 RECOIIDS Records pertaining to the project, and records of accounts between BCRUA and Engineer, shall be kept on a generally recognized accounting basis and shall be available to BCRUA or its authorized representatives at mutually convenient times. The BCRUA reserves the right to review all records it deems relevant which are related to this Contract. ARTICLE 32 NOTICES All notices to either patty by the other required under this Contract shall be personally delivered or mailed to such party at the following respective addresses: BCRUA: Brushy Creek Regional Utility Authority Attention: BCRUA General Manager 221 East Main Street Round Rock, TX 78664 12 and to: Stephan L. Sheets BCRDA Attorney 309 East Main Street Round Rock, TX 78664 Engineer: Aaron Archer, P.E. Project Manager 4401 West Gate Blvd., Suite 400 Austin, TX 78745 ARTICLE 33 GENERAL PROVISIONS (1) Time is of the Essence. Engineer understands and agrees that time is of the essence and that any failure ofEngineer 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 BCRVA due to Engineer's negligent failure to perform BCRVA may accordingly withhold, to the extent of such damage, Engineer's payments hereunder without waiver of any of BCRDA's additional legal rights or remedies. (2) FOI'ce MajclII·e. Neither BCRUA 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 110t responsible or circumstances beyond their control. However, notice of such impediment or delay in performance must be timely given, and all reasonable effOlts undertaken to mitigate its effects. (3) Enforcement and Venue. This Contract shall be enforceable in Round Rock, Williamson County, Texas, and iflegal 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 ofTexas. (4) Standard of Pcl'formance. The standard of care for all professional engineering, consulting and related services performed or furnished by Engineer and its employees under this Contract wiII be the care and skill ordinarily tlsed 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 cOlUlection with the Engineering Services. (5) Opinion of Probable Cost. Any opinions ofprobable project cost or probable construction cost provided by Engineer are made on the basis of information available to Engineer and on the basis 13 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 constl1lction cost will not vary from opinions ofprobable 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 ofeither party hereto, such tenus 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 indncing BCRUA to enter into this Contract. IN WITNESS WHEREOF, the BCRUA of Round Rock has caused this Contract to be signed in its corporate name by its duly authorized BCRUA Manager or Mayor, as has Engineer, signing by and tlu'ough 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. BRUSHY fREEK REGIONAL UTILITY AUTHORITY By: _~r;?~- Christopher Veldel"Pfe~nt7 AM . (;u0!2fL A'fTE:S1: ]::{) t(l-(\ l-V\. &V'\ eIOt I M(Af)t:..C)CI' ~------=----------G~rge Wktte, DCRUA Seeretar)'.. 14 LIST OF EXHIBITS ATTACHED (1) Exhibit A BCRUA Services (2) Exhibit B Engineering Services (3) Exhibit C Work Schedule (4) Exhibit D Fee Schedule (5) Exhibit E Certificates of Insurance 15 EXHIBIT A BCRUA Services BCRUA shall furnish to ENGINEER the following items, information, and assistance: 1. Provide any existing data, evaluations, rep0l1s, drawings, maps, plans, and environmental and real estate information provided by other entities that is required to complete the scope of work included in Exhibit B. 2. Assist ENGINEER in visiting the proposed intake sites by providing coordinating with private property owners if required. 3. BCRDA and its members shall take the lead role in all environmental permitting efforts and public relations/involvement efforts for the project. The ENGlNEER shall assist these efforts as directed by BCRUA. II!f .f ~ fiI! EXHIBITB Engineering Services GENERAL The purpose of this agreement is to perform the following Professional Engineering Services for acquisition ofa site for the Phase 2 Deep Water Intake. SCOPE OF SERVICES A. Meet with regulatory and permitting agencies and landowners to discuss the layout and development ofa raw water intake at Site 4 (Gross property) and a pump station at Site 4 or Site 8 (Sandy Creek Park). Meetings may include the following agencies: 1. Travis County 2. Lower Colorado River Authority 3. Texas Parks & Wildlife 4. Village ofVolente Attend up to a total of seven meetings and prepare supporting information. Supporting information will consist of the reproduction and modification of existing exhibits illustrating facilities as Site 4 and Site 8. B. Attend up to four meetings with Design Oversight Committee, City Managers, Board members, and/or the General Manager. C. Provide limited support for the Texas Parks and Wildlife Chapter 26 Hearing required for the taking of park property, if required. Support may include a site visit and preparation offacility site layouts and renderings. D. Manage scope and schedule and provide supporting information as required for coordination with other entities including environmental and real estate professionals that have contracted directly with the BCRUA. ADDITIONAL SERVICES The following Additional Services are not included in the Scope of Services and will not be performed unless specifically authorized by the BCRUA: A. Providing additional technical SUppOlt including attendance at additional meetings, preparation of more detailed technical evaluations and exhibits, development of additional architectural renderings, major modifications to the Due Diligence Report, assistance with conducting public meetings, and development of a Chapter 26 agreement and resolution. 1 B. Preparing for or serving as a consultant or witness for the BCRUA in any litigation, arbitration, or other dispute resolution process related to the project tasks. C. Surveying and geotechnical field services. D. Real estate acquisition or appraisal services. E. Environmental consulting services. F. Evaluation ofnoise levels at the pump station sites. G. Presentation graphics for meetings are limited to adaptations of graphics, figures, and exhibits prepared previously. Preparation of original materials may be included as an additional service. 2 EXHIBITC Work Schedule HDR will provide the Scope of Services set f011h in Exhibit B within a 180 day time period. If this period is exceeded 'without cause by HDR, an extension shall be requested and additional services may be required. EXHIBITD Fee Schedule LABOR RATE SCHEDULE Category Project Principal/QC Project Manager Senior Project Engineer Pl'Oject Engineer EIT Senior Environmental Scientist CADD Designer Clerical!Admin EXPENSES Rate (per hour) $292 $165 $188 $157 $106 $220 $148 $70 BCRUA shall pay ENGINEER for reimbursable expenses incurred by ENGINEER multiplied by a factor of 1.1. Reimbursable expenses include the following categories: transpOltation and sustenance incidental thereto, telephone and technology usage, shipping and express, printing and reproduction ofreports, and similar pl'Oject-related items. EXHIBITE Celtificates of Insurance Attached Behind This Page ~ t I ~. i [r tII I, I DATE (MMJODlYYYY)ACORD­CERTIFICATE OF LIABILITY INSURANCE6/1/2013~ 12/26/2012 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATiVeLY OR NEGATIVel.Y AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BeTWeEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certlflcale holder Is an ADDITIONAL INSURED, the pollcy(les} must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the polley, certain policies may require an endorsement. A stetement on this certlncate does not confer rights to the certificate holder In lieu of such endorsement(s). PRODUCER Locktoll Companies, LLC-I Kansas City ,~~ar,GT 444 W. 47th Slreet, Suite 900 I r..~'t.e... 1'.11· 1&00. HoI: Kansas City MO 64112-1906 Il~~S$; _.(816) 960-9000 INSURER/I) AFFORDING C(JVEIlAGE INSURER A: Hartford Fire Insurance Company INSURED INSURER B: S1. Paul Fire !lnd Marine Insurance Cornnanv 1013472 HDR ENGINEERING,INC. 8404 INDIAN HILLS DRIVE INSURER c: Sentinel Insurance Comoanv. LId. OMAHA NE 68114-4049 IH$URIiR p; Zurich American Insurance Company INSURERE; INSURERF, NAJCI 19682 '47(,7 lLOOO 16535 COVERAGES HDRINOI CERTIFICATE NUMBER' 12120354 REVISION NUMBER-XXXXXXX 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. INSII UR TYPE OF INSURANCE I~~.,o~ ~ POLICY NUMBER :ftltg~1 11~2M%~, L1"ITS A .~NERAL LIABILITY ..K U~\\leRCIAL GENE~llIIY N N 37CSEQU0950 61112012 611/2013 I".,.. ,,,,,,,."DR"l\!r,, DAMAGE TO RENTED PReMISES lEa occurrence) I ~ s 1 nnn OM 1000000 rx f---­ ClAIMS·MADE Contractual Liab. OCCUR II.EO EX;' [Any _ ~,..,.,I PERSONAl & AOV INJURY S 10.000 S 1,000,000 I­ -,iltl hGGRE~ELIMIT TfilES PER: POliCY X Wc?i X LOC GENERAl. AGGREGATE PRODUCTS· COM PlOP AGG $ ~OOOO S 2. 10.000 S A A A AUTOMOBILE LIABILITY -X my AUTO -ALL OWNED - -AUTOS XX tIIREOAUTOS-- SCHEDULED AUTOS NON-QWNED AUTOS N N 37CSH~U895 I ~A()S) 37CSH U 952 If~ )7MCP UI160 (" A) 611/2012 61112012 6/112012 61112013 61112013 61112013 fEaacddGnl 8OD:LY INJURY (PM ~IS4I\) OOOILY INJURY !I'" ~Wd~ PROPERTY DAMAGE $ 2.000.000 S xxxxxxx S xxx xx $ XXXX.x..x:X $ XXXXXXX IJ ~ UM8RElLA L1AB EXCESS LIAB py OCCUR ctAlMS~ADE N N ZUP-IOR64084-12-NI' (EXCLUDES PROF. LlAB) 611/2012 61l/201J EACH OCCURRENCE AGGREGATE S 1000000 SInon fino OED I X IRETENTIONS SO S C WORKERS CQlAPlONSATION AND EMPLOYERS' UABILlTY YIN /W'( PROPRIETORIPARTNER/EXECUTM; I1D OFflCERiMEMBER EXCLUDeo? N (Mandaloty In NHJ N/A N 91WEOHl000 7/112012 71112013 X b~~~tl'MI¥E~ IU~R· E.l. EACH ACCIDENT E.l. DISEASE ­EA EMPLOYE~ S 1.000.000 $ 1000000 g~sM~'T~<r~flATIOl'!S~ E.l DISEASE ­POU.CY LIMIT $ 1 nnn nn~ D ARCHS & ENOS I'ROFflSSIONAL N N EOC9260026-O.5 61112012 611/2013 PER CLAIM: $1,000,000. AOO: $1,000,000. LIABILITY DESCRIPTlOIJ OF OPERATIONS I LOCATIONS I VEHICLES (All.cI1ACORO 101, Additional Romarll, Schodulo,lI more o~eolo roqul,",,) RE: PHASE 2DEEI' WATER INTAKE SITE ACQUISITION SUPPORT SERVICES CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTlIORlZEO REPIIESENTATIVE12120354 BRUSHY CREEK REGIONAL UTILITY AUTHORITY ATTN: CHRIS LIPPE. GBNERALMANAGER 221 EAST MAIN STREET ROUND ROCK TX 78664