GM-17-12-18-076 I Ob
w,RBRUSHYCREEK
REGIONAL UTILITY AUTHORITY
w 0 re no r i h I of Cedar park, La.n.f,r, A I d A—d Rnr\
BRUSHY CREEK REGIONAL UTILITY AUTHORITY
CONTRACT FOR ENGINEERING SERVICES
FIRM: WALKER PARTNERS ("Engineer")
ADDRESS: 804 Las Cimas Parkway, Suite 150,Austin,TX 78746
PROJECT: TWDB SWIFT Financina for Phase 2 Deep Water Intake Final Design
THE STATE OF TEXAS §
COUNTY OF WILLIAMSON §
K�'Jay
ONT CT F R ENGINEERING SERVICES ("Contract") is made and entered into on
this the of # . �); 2017 by and between the BRUSHY CREEK REGIONAL UTILITY
AUTHORITY, a Texas local government 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., 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, 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 parties hereto, it is agreed as follows:
Engineering Services Contract Rev.06.12
0140.4634-43;00391784 196074
6V-l1 "1I-1 �-v-7( 1
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
BCRUA 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 forth below in Article 20. So long as the BCRUA 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 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 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.
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(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 Twenty-Six Thousand Eight Hundred and No1100 Dollars ($26.800) 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 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 preferred format of BCRUA 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 BCRUA, 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 BCRUA. This submittal shall also include a progress
assessment report in a form acceptable to BCRUA.
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 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 performed. 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 errors and/or omissions resulting from hislher,its
negligence.
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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 BCRUA 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 BCRUA 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 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 BCRUA in strict accordance with instructions, 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 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 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
PROTECT TEAM
BCRUA's Designated Representative for purposes of this Contract is as follows:
Tom Gallier
General Manager
221 E. Main Street
Round Rock, TX 78664
Cell Number(512) 788-2036
Fax Number(512) 218-7097
Email Address tgaIlier@bcrua.org
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BCRUA'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 of Engineering Services.
Engineer's Designated Representative for purposes of this Contract is as follows:
Aaron Archer, P.E.
Project Manager
804 Las Cimas Parkway, Suite 150
Austin, TX 78746
Telephone Number(512) 382-0021
Mobile Number(512) 587-0882
Email Address aarcher@walkerpartners.com
ARTICLE 4
PROGRESS EVALUATION
Engineer shall, from 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 pertinent
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 BCRUA. When requested
by BCRUA, such conferences shall also include evaluation of the 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 BCRUA 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 BCRUA assistance needed to resolve the situation, if
any; and
(2) Favorable developments or events which enable meeting the Work Schedule goals sooner
than anticipated.
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ARTICLE 10
SUSPENSION
Should BCRUA desire to suspend the Engineering Services, but not to terminate this Contract,
then such suspension may be effected by BCRUA 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 BCRUA 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 BCRUA 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.
BCRUA 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'sherit has been directed to perform is
beyond the scope of this Contract and as such constitutes extra work, he/she/it shall promptly notify
BCRUA in writing. In the event BCRUA 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 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. BCRUA 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 BCRUA 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 BCRUA. 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 BCRUA. No additional compensation shall
be due for such Engineering Services.
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ARTICLE 13
SUPPLEMENTAL CONTRACTS
The terms of this Contract may be modified by written Supplemental Contract if BCRUA
determines that there has been a significant change in (l) 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 BCRUA. 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 BCRUA authorizes full execution of the written
Supplemental Contract and authorization to proceed. BCRUA reserves the right to withhold payment
pending verification of satisfactory Engineering Services performed.
ARTICLE 14
OWNERSHIP OF DOCUMENTS
All data, basic sketches, charts, calculations, plans, specifications, and other documents created
or collected under the terms of this Contract are the exclusive property of BCRUA and shall be
furnished to BCRUA upon request. All documents prepared by Engineer and all documents furnished to
Engineer by BCRUA shall be delivered to BCRUA upon completion or termination of this Contract.
Engineer, at its own expense, may retain copies of such documents or any other data which it has
furnished BCRUA under this Contract.
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
BCRUA, is incompetent or whose conduct becomes detrimental to the Engineering Services shall
immediately be removed from association with the project when so instructed by BCRUA. 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 BCRUA. Engineer may not change the Project Manager without prior written consent of BCRUA.
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 BCRUA prior to Engineering
Services being performed under the subcontract. No subcontract shall relieve Engineer of any
responsibilities under this Contract.
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ARTICLE 17
EVALUATION OF ENGINEERING SERVICES
BCRUA, 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 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 BCRUA
before any final report is issued. BCRUA'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 BCRUA, 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 BCRUA, 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 BCRUA 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, BCRUA shall be the sole judge.
Compensation for Engineering Services at termination will be based on a percentage of the Engineering
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Services completed at that time. Should BCRUA 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 BCRUA terminates 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 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 BCRUA 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 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 incurred 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 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. BCRUA 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 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 of any person employed by Engineer or under Engineer's direction or control.
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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 BCRUA in litigation or otherwise
defending claims or liabilities which may be imposed on BCRUA 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. BCRUA 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
BCRUA 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 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
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otherwise acceptable to BCRUA. Engineer shall also notify BCRUA, 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. BCRUA 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 BCRUA
by certified 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 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 BCRUA. Such Certificates of Insurance are evidenced as Exhibit E
herein entitled "Certificates of Insurance."
ARTICLE 27
COPYRIGHTS
BCRUA 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.
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 BCRUA.
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 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 party 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
1?
and to:
Stephan L. Sheets
BCRUA Attorney
309 East Main Street
Round Rock, TX 78664
Engineer:
Aaron Archer, P.E.
Project Manager
804 Las Cimas Parkway, Suite 150
Austin, TX 78746
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 BCRUA due to Engineer's negligent failure to perform BCRUA may accordingly withhold,
to the extent of such damage, Engineer's payments hereunder without waiver of any of BCRUA's
additional legal rights or remedies.
(2) Force Majeure. 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
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.
(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
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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 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 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.
BRUSHY CREEK REGI NAL UTILITY AUTHORITY APR VED AST FORM:
By:
, ! Steph4i L. Sheets, BCRU`A Attorney
Tom Aanalar
ATTEST:
By:
_ Z
Stephe nomas, BCRUA Secretary
WA L ER PARTNERS
r
By:
Sign t3r,'C'105P rincipal
Printed Name: . gw j�4w&Z
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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
1s
EXHIBIT A
BCRUA Services
Attached Behind This Page
EXHIBIT A
OWNER SERVICES
In addition to the other responsibilities of OWNER as set forth in this Agreement, the OWNER shall,
at its expense:
A. Review and comment on all deliverables. OWNER will provide a single set of consolidated
OWNER review comments on all deliverables.
B. Coordinate with cooperating jurisdictional, funding,and environmental permitting agencies as
needed and issue applications and payments for required reviews, approvals, and permits.
C. Participate in project meetings as described in the scope of services.
D. OWNER is responsible for posting meetings and other technical materials on the OWNER website.
E. Provide, as required for the Project:
1) Accounting, bond and financial advisory, independent cost estimating, and insurance
counseling services.
2) Legal services with regard to issues pertaining to the Project as OWNER requires or
deems appropriate, or ENGINEER reasonably requests, including but not limited to the
review of Documents supplied by ENGINEER.
F. Authorize ENGINEER to provide Additional Services as set forth in this Agreement as required.
G. Advise ENGINEER of the identity and scope of services of any independent consultants
employed by OWNER to perform or furnish services in regard to the Project..
H. Give prompt written notice to ENGINEER whenever OWNER observes or otherwise becomes
aware of the presence at the Site of any Constituent of Concern, or of any other development
that affects the scope or time of performance of ENGINEER'S services, or any defect or
nonconformance in ENGINEER'S services, the Work, or in the performance of any Contractor.
I. Provide ENGINEER with the findings and reports generated by the entities providing services to
OWNER pursuant to this exhibit.
12/18/2017 Q�r )Cle>rS
engineers ,r surveyor*
EXHIBIT B
ENGINEERING SERVICES
GENERAL
The Project generally consists of providing assistance to obtain financing far final design of the
Phase 2 Deep Water Intake Project through the Texas Water Development Board(TWDB). The
primary tasks of this agreement include:
1.0 Project Management, Coordination and Meetings
2.0 TWDB State Water Implementation Fund for Texas(SWIFT)
3.0 Additional Services
ASSUMPTIONS
ENGINEER'S assumptions apply to all tasks set forth in this Exhibit.
1. The ultimate system capacity is 144.7 MGD allocated among the OWNER WTP(105.5 MGD),
the City of Cedar Park WTP(26.9 MGD), and the City of Leander(Sandy Creek) WTP(12.0
MGD).
2. ENGINEER shall not perform cost estimating for Phase 2. All Phase 2 costs and cost
allocations shall be determined from information prepared during the Preliminary
Engineering Phase and provided by OWNER.
3. The funding plan assumes that no bond proceeds from Phase 1A will be applied.
BASIC SCOPE OF SERVICES
Task 1.0- Project Management,Coordination, and Meetings
1.1 Project Administration. Provide administration and management of the project.
1.1.1 Project Management Plan (PMP). Develop, document and monitor the following
plans and procedures to coordinate administration of the contract:team
communication, quality management, document control, and cost and schedule
control.
1.1.2 Manage and coordinate staff resources and project planning. Assign qualified and
experienced personnel in a timely manner to project activities and coordinate the
efforts of such personnel to comply with budget,schedule, scope, and quality.
1.1.3 Prepare and submit monthly invoices and project progress reports.As a minimum,
monthly progress reports shall include a summary description of tasks completed
as of the report date, financial status of the project, status of schedule for project,
and identification of technical or other issues which may have an impact to the
overall project budget and/or schedule.
1.1.4 Facilitate document control and document sharing for electronic filing of
documents.
1211$12017 WcLLiScT 1 dL Ln�SS
engineers* surveyors
1.2 Project Meetings. Attend up to four meetings with the OWNER and/or TWDB.
Task 1.0 Deliverables
■ Monthly invoices and project progress reports
■ Meeting agendas and minutes(as required)
Task 2.0-TWDB Funding Application Support
2.1 Phase 2 Funding Plan. Provide assistance in obtaining financing for the project. Develop a
funding plan guidance document for OWNER and member cities to fund final design of
Phase 2. Coordinate development of the funding plan with the TWDB, OWNER, and
designated financial advisors of each member city.
2.1.1 Estimate the design phase costs of Phase 2 by escalating the cost estimates
presented in the 2015 Preliminary Engineering Report (PER).
2.1.2 Allocate costs to each member city for each cost component based on the
corresponding reserved system capacity for the development of individual city
funding plans. It is assumed that low interest and deferred loan options may be
utilized at the discretion of each member city under a single-year commitment.
2.2 Funding Application Support. Support the preparation of the abridged and full financial
assistance applications. Support is limited to the review of information prepared by the
OWNER financial advisor and provision of engineering details necessary for completion of
the. OWNER shall provide application attachments for Parts A through D as required.
Assemble and deliver the complete application to OWNER. Support OWNER with resolving
TWDB comments and prepare the final application.
Task 2.0 Deliverables
■ Funding Plan Guidance Document(Microsoft Excel spreadsheet)
■ Abridged and Full Financial Applications(with support by OWNER and OWNER'S financial
advisors)
Task 3.0-Additional Services
The following Additional Services are not included in the Scope of Services and will not be
performed unless specifically authorized by the OWNER:
3.1 Preparation and submittal of general, legal, and fiscal submittals to TWDB on behalf of
OWNER and/or member cities including but not limited to Infrastructure Financing Report
Surveys, Water Conservation and Drought Contingency Plans, Financing Agreements,
Private Placement Memoranda, and Master Agreements for TWDB Funding.
3.2 Coordination with other regulatory including but not limited to Texas Parks &Wildlife
Department(TPWD), U.S. Fish &Wildlife Service(USFWS),Texas Historical Commission
(THC), and U.S. Environmental Protection Agency(USEPA).
3.3 Services required as a result of OWNER'S providing incomplete or incorrect Project
information to ENGINEER.
12/18/2017 ���er 1 cLL LnP�.S
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3.4 Services resulting from significant changes in the scope, extent, or character of the portions
of the Project designed or specified by ENGINEER or its design requirements including, but
not limited to,changes in size, complexity, OWNER'S schedule,character of construction, or
method of financing; and revising previously accepted studies, reports, Drawings,
Specifications, or Contract Documents when such revisions are required by changes in
Laws and Regulations enacted subsequent to the Effective Date of this Agreement or are
due to other causes beyond ENGINEER'S control.
3.5 Furnishing services of Consultants for other than Basic Services.
3.6 Providing assistance in responding to the presence of any Constituent of Concern at the
Site, in compliance with current Laws and Regulations.
3.7 Preparing to serve or serving as a consultant or witness for OWNER in any litigation,
arbitration, or other dispute resolution process related to the Project.
3.8 Providing more extensive services required to enable ENGINEER to issue notices or
certifications requested by OWNER.
3.9 Other services performed or furnished by ENGINEER not otherwise provided for in this
Agreement.
12/18/2017 W W�1 Kcr n�S
engineers* surveyors
EXHIBIT C
WORK SCHEDULE
The Basic Scope of Services as set forth in Exhibit B will be performed as follows. ENGINEER'S
receipt of an executed copy of this agreement will serve as authorization to proceed.
Task Duration
1.1 Project Management, Coordination, Meetings Through project completion
2.1 Funding Plan 2 month
2.2 Funding Application Support 10 months
12/18/2017 WdLKCr 1 Ali`n�TS
engineers * surveyors
EXHIBIT D
COMPENSATION
Total compensation for Basis Services set forth in Exhibit B is estimated to be$26,800. OWNER shall
pay ENGINEER for Basic Services set forth in Exhibit B on the basis of Lump Sum as described in
Paragraph 1.0. ENGINEER'S labor and fee summary is attached as Appendix 1.
1.0 OWNER shall pay ENGINEER for Basic set forth in Exhibit B as follows:
A. A Lump Sum amount of$26,800.
B. The portion of the Lump Sum amount billed for ENGINEER'S services will be based upon
ENGINEER'S estimate of the percentage of the total services actually completed during
the billing period for each Task described in Paragraph 1.0(A).
C. ENGINEER shall not exceed the total Lump Sum amount unless approved in writing by the
OWNER.
D. The Lump Sum includes compensation for ENGINEER'S services and services of
ENGINEER'S Consultants, if any. Appropriate amounts have been incorporated in the
Lump Sum to account for labor costs, overhead, profit, expenses, and Consultant charges.
12/18/2017 @'F�ineers t surveyors
Brushy Creek Regional Utility Authority
Funding Plan Support
Fee and Labor Summary
Appendix 1
Labor Classifications and Hours
Senior
Project Project QA/QC Admin Total Total
TASK DESCRIPTION Principal Manager Reviewer Support Hours Expenses Fee
1.0 Protect Management,Coardinatlon,and Meetings
1.1 Project Administration 1 4 4 8 $22 $1,657
1.2 Project Meetings 1 _ 16 t 4 22 $242 $5.257
TASK SUBTOTAL 2 20 1 6 31 1 $264 $7,000
2.0 TWDS Funding Application Support
2.1 Funding Plan 1 0 M 2 11 $11 $2,680
2.2 Funding Appli®Gon Support so 2 8 78 $55 516,615
TASK SUBTOTAL 1 66 4 S al $66 f18,600
Total Hours 3 66 S 16 112
Total Fee $625 $22,660 51,700 31.260 $310 f28,600
EXHIBIT E
CERTIFICATE OF INSURANCE
12/18/2017
engineers + surveyors
Client#:2426 WALKPAR
ACORD. CERTIFICATE OF LIABILITY INSURANCE F
DATEIMMIODIYYYY)
1111612017
THIS CERTIFICATE IS 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(ies)must be endorsed.If SUBROGATION IS WAIVED,subject to
the terms and conditions of the policy,certain policies may require an endorsement A statement on this certificate does not confer rights to the
certificate holder in lieu of such endorsement(s).
PRODUCERNNEva Limmer
Ward&Moore Ins Services PHONEFAX
/UC Na Ext)'.254 865-8411 AICN,1: 254 865.8414
P.O.Box 179 E-MAIL
ss ellmmer@Vdard-moore.com
Galesville,TX 76528
254 865-8411 INSURER(S) AFFORDING COVERAGE MAIC 0
INSURER A:The cin w"I c—aft ro 28665
INSURED Walker Partners,LLC INSURER B:Teas RWrwl Ins Ce 229455
600 Austin Ave,Ste 20 INSURER C:aeazeYlnsu-co Inc
Waco,TX 76701 INSURER D:
INSURER E:
INSURER F.
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:
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 CONTRACTOR 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,
�NgEXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS SHOWN MAY HAVE BEEN RooEDUyyC��E��pD BY PAID CLAIMS
LTRR TYPE OF INSURANCE AD SUS POLICY NUMBER MMID�OIYYYY M&M LIMIT,
A X COMMERCIAL GENERAL LIABILITY EPP0266941 0713012017 0713012018 EDpAApCMMHppG�OEECrCURRENCE $110001000
CLAIMS MADE FX OCCUR .QED,)
$10000()o
X PD Ded:250 MED EXP one Si0 000
PERSONAL&ADVINJLIRY $1,000,000
GEITL AGGREGATE LIMIT APPLIES PER GENERAL AGGREGATE S 2 OOO OOO
PRO-
POLICY a ECT FX1 LOC PRODUCTS-COMPIOP AGG s2,000,000
OTHER: S
A AUTOMOBILE LIAWLITY EBA0266941 0713012017 07130/2010 ceome'NEDS"'GLEL M,T 1,000,000
X ANY AUTO BODILY INJURY(Per person) $
ALLOWNED SCHEDULED
AUTOS AUTOS BODILY INJURY(Per amenq dS
UTS�ED PROPERTY HIREDAUTOS AOtp. Wdnll 5
S
A X UMBRELLA LIAR X OCCUR EPP0266941 0713012017 071301201E EACH OCCURRENCE s2,000,000
EXCESS LIAR CLAIMS-MADE AGGREGATE s2.000.000
DED I X RETENTION SO S
B WORKERS COMPENSATION 0001226901 OM012017 071301201 X AER T .
AND EMPLOYERS'LIABILITY Y I MLITE
ANY PROPRIETORIPARTNERIEXECUTIVE E L EACH ACCIDENT 51,000,000
OFFICERIMEMBER EXCLUDE07 a N I A
(Mandatory In NH) E L.DISEASE-EA EMPLOYEE $1,000,000
If S desalbe under
DESCRIPTION OF OPERATIONS below E L.DISEASE-POLICY LIMIT $1000000
C Professional& V11CDO170701 7/30/2017 07/30/201 5,000,000 Each Claim
Engineers Profes- 5,000,000 Aggregate
sional&Pollution 1 100,000 Ded.Each Claim
DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(ACORD 101,AddWonal Remarks Schedule,may be attached U mora space Is required)
Project: TWDB Funding Support
Additional Insured endorsement for General Liability,Auto Liability&Umbrella Liability attached.
Waiver of Subrogation endorsement for General Liability,Auto Liability&Workers'Compensation attached.
30 Day Notice of Cancellation endorsement for General Liability,Auto Liability,Umbrella Liability&
(See Attached Descriptions)
CERTIFICATE HOLDER CANCELLATION
13CRUA General Manager SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXP RATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
221 East Main Street ACCORDANCE WITH THE POLICY PROVISIONS.
Round Rock,TX 78664
AUTHORIZED REPRESENTATIVE
4Z=42 49 a
CORD CORPORATION.All rights reserved.
ACORD 25(2014101) 1 of 2 The ACORD name and logo are registered marks of ACORD
9SIB68721M182414 EJW
DESCRIPTIONS (Continued from Page 9)
Workers'Compensation policies attached.
30 Day Notice of Cancellation endorsement for Professional Liability policy available upon request.
General Liability,Auto Liability&Umbrella Liability Primary&Non-Contributory endorsement attached.
SAGITTA 25.3(2014101) 2 of 2
#51868721M182414