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BCRUA_R-10-08-25-7B RESOLUTION NO. R-10-08-25-711 WHEREAS, the Brushy Creek Regional Utility Authority, Inc. ("BCRUA") desires to enter into an agreement with K. Friese & Associates, Inc. for construction phase engineering services for the BCRUA Treated Water Transmission Line/Main, Segment 2C Project, Now Therefore BE IT RESOLVED BY THE BRUSHY CREEK REGIONAL UTILITY AUTHORITY, That the Board President is hereby authorized and directed to execute on behalf of the BCRUA an Agreement with K. Friese & Associates, Inc. for the BCRUA Regional Water System Improvements, Treated Water Transmission Line/Main, Segment 2C Project, a copy of same being attached hereto as Exhibit "A"and incorporated herein for all purposes. The Board 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 25th day of August, 2010. MITC FULLER, P sident Brushy eek Re io 1 Utility Authority F man, Secretary Z'.\BCRUA\Bowd Packets\Packet Documents\Resolutions-WORD\2010\082510\Res.BCRUA-Agmt w-K.Friese-Treated Water Transmission(00200515).DOC/rmc i Contract No. BRUSHY CREEK REGIONAL UTILITY AUTHORITY AGREEMENT FOR CONSTRUCTION PHASE ENGINEERING SERVICES WITH K FRIESE & ASSOCIATES,INC. FIRM: K Friese&Associates,Inc. (the"Engineer") ADDRESS: 1120 S.Capital of Texas Highway,The Setting II, Suite 100,Austin,Texas 78746 PROJECT: BCRUA Regional Water System Improvements, Treated Water Transmission Line/Main, Segment 2C - Construction Phase Services - Construction Administration/Construction Management Support ("the Project") THE STATE OF TEXAS § COUNTY OF WILLIAMSON § THIS AGREEMENT FOR CONSTRUCTION PHASE ENGINEERING SERVICES (the "Agreement") is made and entered into on this the day of , 200,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, (the "BCRUA" or the"Authority"), and K FRIESE&ASSOCIATES, INC. whose offices are located at 1120 S. Capital of Texas Highway, The Setting II, Suite 100, Austin, Texas 78746, ("K FRIESE" or the "Engineer"), and such Agreement 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 goverrnnental entities of services of professional engineers; and WHEREAS, the BCRUA and the Engineer desire to contract for such professional engineering services; and WHEREAS, the BCRUA and the Engineer wish to document their agreement concerning the requirements and respective obligations of the parties; NOW, THEREFORE, WITNESSETH: Engineering Services Contract Rev. 10/08 File Name: BCRUAIK Friese '6 " 199195/jkg ru,HIBIT1 i That for and in consideration of the mutual promises contained herein and other good and valuable consideration, and the covenants and agreements hereinafter contained to be kept and performed by the respective parties hereto,it is agreed as follows: CONTRACT DOCUMENTS The Contract Documents consist of this Agreement and any exhibits attached hereto (which exhibits are hereby incorporated into and made a part of this Agreement by reference) and all Supplemental Agreements (as defined herein in Article 13) which are subsequently issued. These forni the entire agreement between the parties, and all are as filly a pail of this Agreement as if attached to this Agreement or repeated herein. ARTICLE 1 BCRUA SERVICES The BCRUA shall perform or provide services as identified in Exhibit A entitled "BCRUA Services." ARTICLE 2 CONSTRUCTION PHASE ENGINEERING SERVICES The Engineer shall perform or provide services as identified in Exhibit B entitled"Services to be Performed by the Engineer." Services to be performed by the Engineer include but are not limited to provision of industry standard construction phase services support related to the construction of Treated Water Transmission Line/Main, Segment 2C (the "Services"), such Services being delineated in the referenced Exhibit B. All such Services shall be on the site of said Project or at other locations as necessary. ARTICLE 3 TERM, WORK SCHEDULE; NOTICE TO PROCEED (1) Term. This Agreement shall be effective on the date this Agreement has been signed by each party hereto, and shall remain in full force and effect unless and until it expires by operation of the term indicated herein,or is terminated or extended as provided herein. The tern of this Agreement shall be until Rill and satisfactory completion of the work specified herein is achieved, but in no event later than thirty (30) months from the BCRUA's issuance of the required Notice to Proceed, unless extended by written Supplemental Agreement executed by the Engineer and the BCRUA prior to initial tern expiration. Any work performed or costs incurred by the Engineer after the date of term expiration or termination shall not be eligible for reimbursement, The Engineer shall notify the BCRUA in writing as soon as possible if the Engineer determines, or reasonably anticipates, that the work under this Agreement will not be completed before the date of term expiration. In that event the BCRUA may, in its sole discretion, extend the term by timely written Supplemental Agreement, The Engineer shall allow adequate time for the BCRUA to review and approve the Engineer's request for extension. 2 i (2) Work Schedule. The Engineer is expected to complete the Services described herein in accordance with the Work Schedule delineated in Exhibit C entitled "Work Schedule." The Engineer acknowledges that the Work Schedule is of critical importance, and agrees to undertake all necessary efforts to expedite the performance of Services required herein so that construction of the Project will be completed as scheduled. In this regard, the Engineer shall proceed with sufficient qualified personnel and consultants necessary to fully and timely accomplish all Services required under this Agreement to the highest professional standard. (3) Notice to Proceed. After execution of this Agreement, the Engineer shall not proceed with work delineated in Article 2 herein and in Exhibit B attached hereto until authorized in writing by the BCRUA to proceed as provided in Article 7 herein. ARTICLE 4 COMPENSATION The total fee for the Engineer's Services shall be in a not-to-exceed amount of One Hundred Seventy-four Thousand Nine Hundred Ninety and No/100 Dollars ($174,990.00); and the total fee for allowable reimbursable expenses shall be in a not-to-exceed amount of Five Thousand Ten and No/100 Dollars ($5,010.00); with a grand total not-to-exceed amount of One Hundred Eighty Thousand and No/100 Dollars ($180,000.00). Such not-to-exceed amount shall be frill compensation for all Services performed and to be performed by the Engineer under this Agreement, and such not-to-exceed amount may not be revised in any fashion other than by written Supplemental Agreement as provided for herein. The BCRUA shall pay the Engineer on a "time and materials" basis, the Engineer agrees to accept payment from the BCRUA on such basis, and the parties expressly agree that only work actually performed by the Engineer will be paid for by the BCRUA. Work tasks and estimated costs therefor are identified in Exhibit D entitled"Fee Schedule." The Engineer shall prepare and submit to the BCRUA monthly progress reports in sufficient detail to support the progress of the work and to support invoices requesting monthly payment. Any preferred format of the BCRUA for such monthly progress reports shall be identified at the initial coordination meeting. Satisfactory performance of the Services and of the work required hereunder shall be maintained as an absolute condition of payment. The fee herein referenced may be adjusted for additional work requested and performed only if approved by the BCRUA and evidenced by a written Supplemental Agreement. ARTICLE 5 METHOD OF PAYMENT Payments to the Engineer for Services rendered shall be made while work is in progress. The Engineer shall prepare and submit to the BCRUA, not less frequently than once per month, a progress report as referenced in Article 4 herein. Such progress report shall state the time and materials utilized in the completion of work accomplished during that billing period and to date. Simultaneous with submission of such progress report, the Engineer shall prepare and submit one (1) original and one (1) copy of a certified invoice in a form acceptable to the BCRUA. This submittal shall also include a progress assessment report in a form acceptable to the BCRUA. i I 3 I Progress payments shall be made in proportion to the percentage of completion of work tasks identified in Exhibit D. Progress payments shall be made by the BCRUA based upon work actually provided and performed.Upon timely receipt of a correct statement as to form and content, and upon the approval of each statement, the BCRUA shall make a good faith effort to pay the amount which, notwithstanding anything herein to the contrary,is due and payable within thirty(30)days.The BCRUA reserves the right to withhold payment pending verification of satisfactory work performed. The Engineer has the responsibility to submit proof to the 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 the Engineer of the responsibility of correcting any errors and/or omissions resulting from the Engineer's negligence or failure to perform to industry standards. ARTICLE 6 PROMPT PAYMENT POLICY In accordance with Chapter 2251, V.T.C.A., Texas Govermnent Code, any payment to be made by the BCRUA to the Engineer will be made within thirty (30) days of the date the BCRUA receives goods under this Agreement, the date the performance of the services under this Agreement are completed, or the date the BCRUA receives a correct invoice for the goods or services, whichever is later. The Engineer may charge interest on an overdue payment at the"rate in effect"on September 1 of the fiscal year in which the payment becomes overdue,in accordance with V.T.C.A., Texas Government Code, Section 2251.025(b). This Prompt Payment Policy does not apply to payments made by the BCRUA in the event: (a) There is a bona fide dispute between the BCRUA and the Engineer, a contractor, subcontractor, or supplier about the goods delivered or the service performed that cause the payment to be late;or (b) There is a bona fide dispute between the Engineer and a subcontractor or between a subcontractor and its supplier about the goods delivered or the service performed that causes the payment to be late; or (c) The terms of a federal contract, grant,regulation, or statute prevent the BCRUA from making a timely payment with federal fiords; or (d) The invoice is not mailed to the BCRUA in strict accordance with any instruction on the purchase order relating to the payment. The BCRUA shall document to the 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 BCRUA shall issue a written authorization to proceed with work identified herein and in Exhibit B. The BCRUA shall not be responsible for actions taken or work done by the Engineer or any costs incurred by the Engineer relating to additional work not included herein and in Exhibit B. 4 1 r I ARTICLE 8 PROJECT TEAM The BCRUA's Designated Representative for purposes of this Agreement is as follows: Michael F.Thuss,P.E. Program& Constriction Manager 1096 Hur Industrial Boulevard Cedar Park,Texas 78613 Telephone Number: 512-215-9158 Email Address: mthuss@bcrua.org The BCRUA's Designated Representative shall be authorized to act on the BCRUA's behalf with respect to this Agreement. The BCRUA or the BCRUA's Designated Representative shall render decisions in a timely manner pertaining to documents submitted by the Engineer in order to avoid unreasonable delay in the orderly and sequential progress of the Engineer's Services. The Engineer's Designated Representative for purposes of this Agreement is as follows: Thomas M. Owens,P.E. Project Manager 1120 S. Capital of Texas Highway,The Setting II, Suite 100 Austin,Texas 78746 Telephone Number: (512) 338-1704 Facsimile Number: (512) 338-1784 Email Address: towens@kfriese.com ARTICLE 9 PROGRESS EVALUATION The Engineer shall, from time to time during the progress of the work, confer with the BCRUA at the BCRUA's election. The Engineer shall prepare and present such information as may be pertinent and necessary, or as may be requested by the BCRUA, in order for the BCRUA to evaluate features of the Services and the Engineer's work. At the request of the BCRUA or the Engineer, conferences shall be provided at the Engineer's offices, the offices of the BCRUA, or at other locations designated by the BCRUA. When requested by the BCRUA, such conferences shall also include evaluation of the Engineer's Services and work. Should the BCRUA determine that the progress in production of work does not satisfy the Work Schedule, then the BCRUA shall review the Work Schedule with the Engineer to determine corrective action required. The Engineer shall promptly advise the BCRUA in writing of events which have or may have a significant impact upon the progress of the Services and work, including but not limited to the following: I 5 (1) Problems, delays, adverse conditions which may materially affect the ability to attain program objectives, prevent the meeting of time schedules and goals, or preclude the attainment of project work units by established time periods; and such disclosure shall be accompanied by statement of actions taken or contemplated, and the 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. ARTICLE 10 SUSPENSION Should the BCRUA desire to suspend the work, but not to terminate this Agreement, then such suspension may be effected by the BCRUA giving the 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 work may be reinstated and resumed in frill force and effect within sixty (60) days of receipt of written notice from the BCRUA to resume the work. Such sixty-day notice may be waived in writing by agreement and signature of both parties. If the BCRUA suspends the work, the contract period as determined in Article 3 is not affected and this Agreement will expire as to term on the date specified unless this Agreement is amended indicating otherwise. The BCRUA assumes no liability for work performed or costs incurred prior to the date authorized by the BCRUA for the Engineer to begin work, and/or during periods when work is suspended,and/or subsequent to the completion date of this Agreement. ARTICLE 11 ADDITIONAL WORK If the Engineer forms a reasonable opinion that any work the Engineer has been directed to perform is beyond the scope of this Agreement and as such constitutes extra work, the Engineer shall promptly notify the BCRUA in writing. In the event the BCRUA finds that such work does constitute extra work and exceeds the maximum amount payable, the BCRUA shall so advise the Engineer and a written Supplemental Contract will be executed between the parties as provided in Article 13. The Engineer shall not perform any proposed additional work nor incur any additional costs prior to the execution, by both parties, of a written Supplemental Agreement. The BCRUA shall not be responsible for actions by the Engineer nor for any costs incurred by the Engineer relating to additional work not directly associated with the performance of the work authorized in this Agreement or any amendments thereto. ARTICLE 12 CHANGES IN WORK If the BCRUA deems it necessary to request changes to previously satisfactorily completed work or parts thereof which involve changes to the original Services or character of work under this 6 t Agreement, then the Engineer shall make such revisions as requested and as directed by the BCRUA. Such revisions shall be considered as additional work and paid for as specified under Article 11. The Engineer shall make revisions to work authorized hereunder as are necessary to correct errors appearing therein, when required to do so by the BCRUA. No additional compensation shall be due for such work. ARTICLE 13 SUPPLEMENTAL AGREEMENTS The terms of this Agreement may be modified by written Supplemental Agreement if the BCRUA determines that there has been a significant change in(1) the scope,complexity or character of the work to be performed, or(2)the duration of the work. Any such Supplemental Agreement must be duly authorized by BCRUA Board of Directors Resolution. Where such Board authorization is required, the Engineer shall not proceed until the appropriate Resolution has been adopted and the Supplemental Agreement has been executed. Additional compensation, if appropriate, shall be identified as provided in Article 4. Both parties must execute any written Supplemental Agreement within the contract term period specified herein in Article 3. It is understood and agreed by and between both parties that the Engineer shall make no claim for extra work done or materials furnished until the BCRUA executes the written Supplemental Agreement and grants authorization to proceed. The BCRUA reserves the right to withhold payment pending verification of satisfactory work 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 Agreement are the exclusive property of the BCRUA and shall be furnished to the BCRUA upon request. All documents prepared by the Engineer and all documents fiu•nished to the Engineer by the BCRUA shall be delivered to the BCRUA upon completion or termination of this Agreement. The Engineer, at the Engineer's own expense, may retain copies of such documents or any other data which the Engineer has furnished the BCRUA under this Agreement. Any release of information shall be in conformance with the requirements of the Texas Public Information Act. ARTICLE 15 PERSONNEL,EQUIPMENT AND MATERIAL The Engineer shall furnish and maintain, at the Engineer's own expense, quarters for the performance of all Services, and adequate and sufficient personnel and equipment to perform the Services as required. All employees of the Engineer shall have such knowledge and experience as will enable them to perform the duties assigned to them. Any employee of the Engineer who, in the opinion of the BCRUA, is incompetent or whose conduct becomes detrimental to the work shall immediately be I 7 i removed from association with the Project when so instructed by the BCRUA. The Engineer certifies that the Engineer presently has adequate qualified personnel in the Engineer's employment for performance of the Services required under this Agreement, or will obtain such personnel from sources other than the BCRUA. The Engineer may not change the Project Manager or other key personnel assigned to the Project without prior written consent of the BCRUA. ARTICLE 16 SUBCONTRACTING The Engineer shall not assign, subcontract or transfer any portion of the work under this Agreement without prior written approval from the BCRUA. All subcontracts shall include the provisions required in this Agreement and shall be approved as to form, in writing, by the BCRUA prior to work being performed under the subcontract. No subcontract shall relieve the Engineer of any responsibilities under this Agreement. ARTICLE 17 EVALUATION OF WORK The BCRUA, or any authorized representatives of it, shall have the right at all reasonable times to review or otherwise evaluate the work 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 the Engineer or a subcontractor, then the Engineer shall provide and require its subcontractors to provide all reasonable facilities and assistance for the safety and convenience of the 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 the BCRUA before any final report is issued. The BCRUA's comments on the Engineer's preliminary reports shall be addressed in any final report. ARTICLE 19 VIOLATION OF CONTRACT TERMSBREACH OF CONTRACT Violation of contract terms or breach of contract by the Engineer shall be grounds for termination of this Agreement, and any increased costs arising from the Engineer's default, breach of contract,or violation of contract terms shall be paid by the Engineer. ARTICLE 20 TERMINATION This Agreement may be terminated before the stated expiration date by any of the following conditions; (1) By mutual agreement and consent, in writing,of both parties. 8 (2) By the BCRUA, by notice in writing to the Engineer, as a consequence of failure by the Engineer to perform the 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 the BCRUA, for reasons of its own and not subject to the mutual consent of the Engineer,upon not less than thirty(30)days' written notice to the Engineer. (5) By satisfactory completion of all Services and obligations described herein. Should the BCRUA terminate this Agreement as herein provided, no fees other than fees due and payable at the time of termination shall thereafter be paid to the Engineer. In determining the value of the work performed by the Engineer prior to termination, the BCRUA shall be the sole judge. Compensation for work at termination will be based on a percentage of the Services completed at that time. Should the BCRUA terminate this Agreement under Subsection (4) immediately above, then the amount charged during the thirty (30)-day notice period shall not exceed the amount charged during the preceding thirty(30)days. If the Engineer defaults in the performance of this Agreement or if the BCRUA terminates this Agreement for fault on the part of the Engineer, then the BCRUA shall give consideration to the actual costs incurred by the Engineer in performing the work to the date of default, the amount of work required which was satisfactorily completed to date of default, the value of the work which is usable to the BCRUA, the cost to the BCRUA of employing another firm to complete the work required and the time required to do so, and other factors which affect the value to the BCRUA of the Services and work performed at the time of default. The termination of this Agreement and payment of an amount in settlement as prescribed above shall extinguish all rights, duties, and obligations of the BCRUA and the Engineer under this Agreement,except the obligations set forth herein in Article 21 entitled"Compliance with Laws."If the termination of this Agreement is due to the failure of the Engineer to fulfill the Engineer's contractual obligations, then the BCRUA may take over the Project and prosecute the work to completion. In such case, the Engineer shall be liable to the BCRUA for any additional and reasonable costs incurred by the BCRUA. The Engineer shall be responsible for the settlement of all contractual and administrative issues arising out of any procurements made by the Engineer in support of the work under this Agreement. ARTICLE 21 COMPLIANCE WITH LAWS (1) Compliance. The 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 Agreement, including without limitation, minimum/maximum salary and wage statutes and regulations, and licensing laws and regulations. The Engineer sliall furnish the BCRUA with satisfactory proof of the Engineer's compliance. I 9 The Engineer shall further obtain all permits and licenses required in the performance of the Services contracted for herein. (2) Taxes. The Engineer will pay all taxes, if any, required by law arising by virtue of the Services performed hereunder. The 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 The Engineer shall save and hold harmless the BCRUA and its officers and employees from all claims and liabilities due to activities of the Engineer and the Engineer's agents or employees, performed under this Agreement, which are caused by or which result from the negligent error, omission, or negligent act of the Engineer or of any person employed by the Engineer or under the Engineer's direction or control. The Engineer shall also save and hold the BCRUA harmless from any and all expenses, including but not limited to reasonable attorneys fees which may be incurred by the BCRUA in litigation or otherwise defending claims or liabilities which may be imposed on the BCRUA as a result of such negligent activities by the Engineer, its agents,or employees. ARTICLE 23 ENGINEER'S RESPONSIBILITIES The Engineer shall be responsible for the accuracy of the Engineer's Services and work and shall promptly make necessary revisions or corrections to its work product resulting from errors, omissions, or negligent acts, and sante shall be done without compensation. The BCRUA shall determine the Engineer's responsibilities for all questions arising from design errors and/or omissions. The 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. When the Engineer is called upon to observe the work of the BCRUA's construction contractor(s) for the detection of defects or deficiencies in such work, excluding the Engineer's responsibilities under its scope of work regarding contractor(s)' compliance in accordance with the Project plans and specifications, the Engineer will not bear any responsibility or liability for such defects or deficiencies or for the failure to so detect. The Engineer shall not make inspections or reviews of the safety programs or procedures of the construction contractor(s), and shall not review their work for the purpose of ensuring their compliance with safety standards. If the Engineer is called upon to review submittals from construction contractor(s), the Engineer shall review and approve or take other appropriate action upon construction contractor(s)' submittals such as shop drawings, product data and samples, but only for the limited purpose of checking for conformance with information given and the design concept expressed in the contract documents. The Engineer's action shall be taken with such reasonable promptness as to cause no delay in the work 10 i while allowing sufficient time in the Engineer's professional judgment to permit adequate review. ` Review of such submittals will not be conducted for the purpose of determining the accuracy and completeness of other details such as dimensions and quantities. The Engineer shall not assume any responsibility or liability for performance of the construction services, or for the safety of persons and property during construction, or for compliance with federal, state and local statutes, rules, regulations and codes applicable to the conduct of the construction services. The Engineer shall have no influence over the construction means, methods, techniques, sequences or procedures. Construction safety shall remain the sole responsibility of the construction contractor(s). ARTICLE 24 ENGINEER'S SEAL The responsible engineer shall sign, seal and date all appropriate engineering submissions to the 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. The Engineer warrants that the Engineer has not employed or retained any company or persons, other than a bona fide employee working solely for the Engineer, to solicit or secure this Agreement, and that the Engineer 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 Agreement. For breach or violation of this warranty, the BCRUA reserves and shall have the right to annul this Agreement 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. The Engineer covenants and represents that the Engineer, the Engineer's 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. The Engineer, at the Engineer's sole cost, shall purchase and maintain during the entire term while this Agreement is in effect professional liability insurance coverage in the minimum amount of One Million Dollars from a company authorized to do insurance business in Texas and otherwise acceptable to the BCRUA. (2) Subconsultant Insurance. Without limiting any of the other obligations or liabilities of the Engineer, the Engineer shall require each subconsultant performing work under this Agreement to maintain during the term of this Agreement, at the subconsultant's own expense, the same stipulated i 11 , i I 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). The Engineer shall obtain and monitor the certificates of insurance from each subconsultant in order to assure compliance with the insurance requirements. The Engineer must retain the certificates of insurance for the duration of this Agreement, and shall have the responsibility of enforcing these insurance requirements among its subconsultants. The 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: 1. Each policy shall require that thirty(30) days prior to any material change in coverage, a notice thereof shall be given to the BCRUA by certified mail to: Program &Construction Manager Brushy Creek Regional Utility Authority 221 East Main Street Round Rock,Texas 78664 The Engineer shall also notify the BCRUA, within 24 hours of receipt, of any notices of expiration, cancellation, non-renewal, or material change in coverage it receives from its insurer. 2. Companies issuing the insurance policies shall have no recourse against the BCRUA for payment of any premiums or assessments for any deductibles which all are at the sole responsibility and risk of the Engineer. 3. The term "the Authority" or "the BCRUA" or "the Brushy Creek Regional Utility Authority"shall include all authorities,boards, commissions,departments,and officers of the BCRUA and the individual members, employees and agents therefor in their official capacities, and/or while acting on behalf of the BCRUA. 4. The policy clause "Other Insurance" shall not apply to any insurance coverage currently held by the BCRUA, to any such future coverage, or to the BCRUA's Self-Insured Retentions of whatever nature. 5. The Engineer and the BCRUA mutually waive subrogation rights each may have against the other for loss or damage, to the extent same is covered by the proceeds of insurance. (4) Cost of Insurance. The cost of all insurance required herein to be secured and maintained by the Engineer shall be borne solely by the Engineer, with certificates of insurance evidencing such minimum coverage in force to be filed with the BCRUA. Such Certificates of Insurance are evidenced as Exhibit E herein entitled"Certificates of Insurance." 12 i ARTICLE 27 COPYRIGHTS The 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 the Engineer for governmental purposes. ARTICLE 28 SUCCESSORS AND ASSIGNS This Agreement shall be binding upon and inure to the benefit of the parties hereto, their successors, lawful assigns, and legal representatives. The Engineer may not assign, sublet or transfer any interest in this Agreement, in whole or in part, by operation of law or otherwise, without obtaining the prior written consent of the BCRUA. ARTICLE 29 SEVERABILITY In the event any one or more of the provisions contained in this Agreement 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 Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. ARTICLE 30 PRIOR AGREEMENTS SUPERSEDED This Agreement 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 Agreement 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 the BCRUA and the Engineer, shall be kept on a generally recognized accounting basis and shall be available to the 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 Agreement. ARTICLE 32 NOTICES All notices to either party by the other required under this Agreement shall be personally delivered or mailed to such party at the following respective addresses: 13 Authority: Brushy Creek Regional Utility Authority Attention: Program& Construction Manager 221 East Main Street Round Rock,TX 78664 and to: Stephan L. Sheets,Attorney 309 East Main Street Round Rock,TX 78664 Engineer: K Friese&Associates, Inc. Attention: Karen A. Friese,P.E.,President 1120 S.Capital of Texas Highway, The Setting 11, Suite 100 Austin,Texas 78746 and to: ARTICLE 33 GENERAL PROVISIONS (1) Time is of the Essence. The Engineer understands and agrees that time is of the essence and that any failure of the Engineer to complete the Services for each phase of this Agreement within the agreed Work Schedule may constitute a material breach of this Agreement. The Engineer shall be frilly responsible for the Engineer's delays or for failures to use best efforts in accordance with the terms of this Agreement and the Engineer's standard of performance as defined herein. Where damage is caused to the BCRUA due to the Engineer's failure to perform, in these circumstances the BCRUA may accordingly withhold, to the extent of such damage, the Engineer's payments hereunder without waiver of any of the BCRUA's additional legal rights or remedies. (2) Force Majeure. Neither the BCRUA nor the Engineer shall be deemed in violation of this Agreement 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 Agreement 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 sante shall lie in 14 i I Williamson County, Texas. This Agreement shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. ARTICLE 34 SIGNATORY WARRANTY The undersigned signatory for the Engineer hereby represents and warrants that the signatory is an officer of the organization for which he/she has executed this Agreement and that he/she has frill and complete authority to enter into this Agreement on behalf of the firm. The above-stated representations and warranties are made for the purpose of inducing the BCRUA to enter into this Agreement. IN WITNESS WHEREOF, the Brushy Creek Regional Utility Authority has caused this Agreement to be signed in its corporate naive by its General Manager, duly authorized to execute same on its behalf by Resolution No. , approved by the BCRUA's Board of Directors on the day of the month of 20_, and the Engineer, K Friese & Associates, Inc., signing by and through its duly authorized representative(s), thereby binding the parties hereto, their successors, assigns and representatives for the faithful and Rill performance of the terms and provisions hereof. BRUSHY CREEK REGIONAL UTILITY AUTHORITY By: Printed Name: Mitch Faller Title: President Date Signed: ATTEST: By: John Cowman,BCRUA Secretary FOR BCRUA,APPROVED AS TO FORM: By: Stephan L.Sheets,Attorney K FRIESE& ASSOCIATES,INC. By: Printed Name: Title: Date Signed: ATTEST: By: Corporate Secretary 15 i I LIST OF EXHIBITS ATTACHED (1)Exhibit A BCRUA Services (2)Exhibit B Services to be Performed by the Engineer (3)Exhibit C Work Schedule (4)Exhibit D Fee Schedule (5)Exhibit E Certificates of Insurance i i I I I lb I i EXHIBIT A G BCRUA Services [Exhibit follows] i i EXHIBIT A i BCRUA Services A. Provide specific points of contact and means for the Engineer to communicate with the Authority. B. Provide assigned personnel access to BCRUA facilities and interfaces with BCRUA electronic software,hardware,and applications. C. Provide the timely notification and Rill information of the Authority's requirements for the specific project, including the Authority's standard forms, conditions, and related documents. This includes timely notice to attend or not to attend meetings or when the Engineer's services are not required on an item. D. Furnish to the Engineer available information pertinent to the specific project including reports and data relative to designs,testing, or investigation at or adjacent to the site of the specific project. Facilitate the transfer of information regarding RFIs, submittals, pay applications,and other documents. E. Provide timely written decisions to the Engineer when requested. F. Give prompt written notice to the Engineer whenever the Authority 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 the Engineer's services, or any defect or nonconformance in the Engineer's services, the work, or in the performance of any contractor. G. Authorize the Engineer to provide additional services as set forth in a change order. H. Arrange for safe access to and make all provisions for the Engineer to enter upon public and private property as required to perform services. I. Provide available reviews, approvals, and permits fi•om all governmental authorities having jurisdiction to approve all phases of the specific project. J. Advise the Engineer of the identity and scope of services of any independent consultants employed by the Authority to perform or fiunish services in regard to the specific project. K. Define and set forth the duties, responsibilities, and limitations of authority of other parties and the relation thereof to the duties, responsibilities, and authority of the Engineer. L. Provide the services of an independent testing laboratory to perform all inspections, tests, and approvals of Samples, materials, and equipment required by the Contract Documents,or to evaluate the performance of materials, equipment, and facilities of the Authority, prior to their incorporation into the work for the specific project with appropriate professional interpretation thereof. I` f 1 of 2 M. In a timely manner, matte all available findings, field updated drawings, and reports available to the Engineer that the Engineer is required to review, act on, and make responses. N. Pay the Engineer in accordance with Texas State Law and the terms of the contract. 4 2 of 2 i EXHIBIT B Services to be Performed by the Engineer [Exhibit follows] I i EXHIBIT B Engineering Services SCOPE OF WORK The objective of this Scope of Work is to perforin construction phase services for Treated Water Transmission Main Segment 2C The major work items included in this scope of work include the following: • Construction administration • Construction management support ` Specific services included in this Scope of Work are described herein: A. Construction Administration: The following services shall be performed for the Construction Contract: 1. General Adniinist•alion of Construction Contract. Consult with owner. and provide general construction administration services as described herein. 2. Pre-Construction Conference. Attend and participate in a Pre-Construction Conference prior to commencement of Work. 3. Schedules. Receive, review, and determine the acceptability of any and all schedules that the construction Contractor is required to submit to the Owner or the Owner's Representative, including the Progress Schedule, Schedule of Submittals, and Schedule of Values. 4. Visits to Site and Observation of Construction. In connection with observations of Contractor's Work while it is in progress: a. Make visits to the Site on monthly intervals during construction, to observe as an experienced and qualified design professional the progress and quality of Contractor's executed Work. Such visits and observations are not intended to be exhaustive or to extend to every aspect of Contractor's Work in progress or to involve detailed inspections of Contractor's Work in progress beyond the responsibilities specifically assigned to Engineer in this Agreement and the Contract Documents, but rather are to be limited to spot checking, selective sampling, and similar methods of general observation of the Work based on Engineer's exercise of professional judgment as assisted by the Resident Project Representative, if any. Based on information obtained during such visits and observations, Engineer will determine in general if the Work is proceeding in accordance with the Contract Documents, and Engineer shall keep Owner's Representative informed of the progress of the Work. I of 6 i E i b. The purpose of Engineer's visits to the Site will be to enable Engineer to better carry out the duties and responsibilities assigned to and undertaken by Engineer during the Construction Phase, and, in addition, by the exercise of Engineer's efforts as an experienced and qualified design professional, to provide for Owner a greater degree of confidence that the completed Work will conform in general to the Contract Documents and that Contractor has implemented and maintained the integrity of the design concept of the completed Project as a functioning whole as indicated in the Contract Documents. Engineer shall not, during such visits or as a result of such observations of Contractor's Work in progress, supervise, direct, or have control over Contractor's Work, nor shall Engineer have authority over or responsibility for the means, methods, techniques, sequences, or procedures of construction selected or used by Contractor, for security or safety on the Site, for safety precautions and programs incident to Contractor's Work, nor for any failure of Contractor to comply with Laws and Regulations applicable to Contractor's furnishing and performing the Work. Accordingly, Engineer neither guarantees the performance of any Contractor nor assumes responsibility for any Contractor's failure to furnish and perforin the Work in accordance with the Contract Documents. 5. Defective Work. Engineer will have the authority in coordination with the Owner's Representative (if any) to reject Contractor's Work while it is in progress if, on the basis of Engineer's observations, Engineer believes that such Work will not produce a completed Project that conforms generally to the Contract Documents or that it will threaten the integrity of the design concept of the completed Project as a functioning whole as indicated in the Contract Documents. However,neither Engineer's authority to reject Work nor Engineer's decision to exercise or not exercise such authority shall give rise to a duty or responsibility of the Engineer to Contractors, Subcontractors, material and equipment suppliers, their agents or employees, or any other person(s) or entities performing any of the Work, including but not limited to any duty or responsibility for Contractors' or Subcontractors' safety precautions and programs incident to the Work. 6. Clarifications and Interj)retations; Meld Orders. In coordination with the Owner's Representative (if any), issue necessary clarifications and interpretations of the Contract Documents as appropriate to the orderly completion of Contractor's work. Such clarifications and interpretations will be consistent with the intent of and reasonably inferable from the Contract Documents. Engineer may issue Field Orders authorizing minor variations in the Work from the requirements of the Contract Documents in coordination with the Owner's Representative (if any). 7. Change Orders and Work Change Directives. Recommend Change Orders and Work Change Directives to Owner or the Owner's Representative (if any), as appropriate, and prepare Change Orders and Work Change Directives as required. 8. Shop Drawings and Smnples. Review and approve or take other appropriate action in respect to Shop Drawings and Samples and other data which Contractor is required to submit, but only for conformance with the information given in the Contract Documents I I 2 of 6 f i i and compatibility with the design concept of the completed Project as a functioning whole as indicated by the Contract Documents. Such reviews and approvals or other action will not extend to means, methods, techniques, sequences, or procedures of construction or to safety precautions and programs incident thereto. Engineer will meet any Contractor's submittal schedule that Engineer has accepted. Submittal review time will be coordinated with the Owner's Representative(if any). 9. Substitutes and "or-equal. " Evaluate and determine the acceptability of substitute or "or-equal"materials and equipment proposed by Contractor. 10.Inspections and Tests. In coordination with the Owner's Representative(if any), require (performance of test to be done by others) such special inspections or tests of Contractor's work as deemed reasonably necessary, and receive and review all certificates of inspections, tests, and approvals required by Laws and Regulations or the Contract Documents. Engineer's review of such certificates will be for the purpose of determining that the results certified indicate compliance with the Contract Documents and will not constitute an independent evaluation that the content or procedures of such inspections, tests, or approvals comply with the requirements of the Contract Documents. Engineer shall be entitled to rely on the results of such tests. 11.Disagreements with Construction Contractor. Render formal written decisions to the Owner's Representative (if any),when requested, on all duly submitted issues relating to the acceptability of Contractor's work or the interpretation of the requirements of the Contract Documents pertaining to the execution, performance, or progress of Contractor's Work; review each duly submitted Claim,and in writing either recommend to the Owner's Representative (if any) to deny such Claim in whole or in part, approve such Claim, or decline to resolve such Claim if Engineer in its discretion concludes that to do so would be inappropriate. 12.Applications for Payment. Based on Engineer's observations as an experienced and qualified design professional and on review of draft Applications for Payment and accompanying supporting documentation (prepared by Owner's inspection team): a. Submit recommendation to Owner or Owner's Representative(if any) on issuance of payments to Contractor. Such recommendations of payment will be in writing and will constitute Engineer's representation to Owner, based on such observations and review, that, to the best of Engineer's knowledge, information and belief, Contractor's Work has progressed to the point indicated,the quality of such Work is generally in accordance with the Contract Documents (subject to an evaluation of the Work as a functioning whole prior to or upon Substantial Completion, to the results of any subsequent tests called for in the Contract Documents, and to any other qualifications stated in the recommendation), and the conditions precedent to Contractor's being entitled to such payment appear to have been firlfilled in so far as it is Engineer's responsibility to observe i Contractor's Work. In the case of unit price work, Engineer's recommendations I 3 of 6 f of payment will include final determinations of quantities and classifications of Contractor's Work (subject to any subsequent adjustments allowed by the ` Contract Documents). b. By recommending any payment, Engineer shall not thereby be deemed to have represented that observations made by Engineer to check the quality or quantity of Contractor's Work as it is performed and furnished have been exhaustive, extended to every aspect of Contractor's Work in progress, or involved detailed inspections of the Work beyond the responsibilities specifically assigned to Engineer in this Agreement and the Contract Documents. Neither Engineer's review of Contractor's Work for the purposes of recommending payments nor Engineer's recommendation of any payment including final payment will impose on Engineer responsibility to supervise, direct, or control Contractor's Work in progress or for the means, methods, techniques, sequences, or procedures of constriction or safety precautions or programs incident thereto, or Contractor's compliance with Laws and Regulations applicable to Contractor's Runishing and performing the Work. It will also not impose responsibility on Engineer to make any examination to ascertain how or for what purposes Contractor has used the moneys paid on account of the Contract Price, or to determine that title to any portion of the Work in progress, materials, or equipment has passed to Owner free and clear of any liens, claims, security interests, or encumbrances, or that there may not be other matters at-issue between Owner and Contractor that might affect the amount that should be paid. 13. Contractor's Completion Documents. Receive, review, and transmit to Owner or the Owner's Representative (if any) maintenance and operating instructions, schedules, guarantees, bonds, certificates or other evidence of insurance required by the Contract Documents, certificates of inspection,tests and approvals, Shop Drawings, Samples and other data approved as provided under paragraph 11, and the annotated record documents which are to be assembled by Contractor in accordance with the Contract Documents to obtain final payment. The extent of such review by Engineer will be limited as provided in paragraph 11. Furnish one set of reproducible drawings and electronic files(AutoCAD 2009 on CD ROM) to BCRUA. 14.Substantial Completion Inspection. Promptly after notice from Contractor that Contractor considers the entire Work ready for its intended use, in company with Owner, the Owner's Representative (if any) and Contractor, conduct an inspection to determine if the Work is substantially complete. If after considering any objections of Owner, Engineer considers the Work substantially complete; Engineer shall deliver a certificate of Substantial Completion to Owner and Contractor. 15.Monthly Construction Meetings. Attend monthly construction meetings with Contractor and BCRUA and review meeting minutes. I 4 of 6 I i 16. TWDB Coordination. Coordinate, maintain, and provide required documents to the Texas Water Development Board. 17.Fintrl Inspection, Notice of Acceptability of the Work, and Post Construction Site Visits. Conduct a final inspection to determine if the completed Work of Contractor is acceptable so that Engineer may recommend, in writing, final payment to Contractor. Accompanying the recommendation for final payment, Engineer shall also provide a notice that the Work is acceptable to the best of Engineer's knowledge, information, and belief and based on the extent of the services provided by Engineer under this Agreement. During the post construction phase, Engineer shall visit the work site with Owner to observe any apparent defects in the Work, assist Owner in consultations and discussions with Contractor concerning correction of any such defects, and make recommendations as to replacement or correction of Defective Work,if present. B. Construction Management Support 1. Status Reports & OOC Meetings. Provide status reports and attend the OOC (Operation &Oversight Committee)meetings as requested by the Owner. Information may include budget information, current estimates of construction cost and schedule,obligations and action items required,status of change orders, anticipated change order, expenditures and estimated cost at completion,contractor payment reports and other information necessary to define the Project status. Also,attend up to four(4)BCRUA Board Meetings related to construction phase services. 2. Public Coninninication. Assist with public meetings and communications which includes: a. Attend "meet the contractor" meetings and provide supporting exhibits/documents as required. b. Providing status reports as requested by the Owner. C. Conduct periodic coordination and/or meetings with property owners in the field as requested by the Owner. 3, General Construction Management Support. Participate in and support the Owner's Program and Construction Management Department/Office. 4. Post-Construction Phase Services. The following services shall be performed after construction is complete during the warranty period: a. Provide assistance in connection with the testing and adjusting of specific project equipment or systems. Assist Owner in training Owner's staff to operate and maintain Specific Project, equipment, and systems. b. In company with Owner or Owner's representative, provide an inspection of the Specific Project within one month before the end of the Correction Period to ascertain whether any portion of the Work is subject to correction. C. Also, provide final inspection to verify work was corrected and write acceptance letter. 5 of 6 I i t Note: The Post-Construction Phase services may commence during the Construction Phase and, if not otherwise modified in the Task Order,will terminate at the end of the l-year warranty period. C. Assumptions 1. Inspection and Resident Project Representative services to be provided by others. 2. Independent testing laboratory services to be provided by others. END OF SCOPE 6of6 I i EXHIBIT C Work Schedule [Exhibit follows] i 1 EXHIBIT C Work Schedule Work is expected to be completed by November 14, 2012 I I EXHIBIT D Fee Schedule [Exhibits follow] I i i t s f f EXHIBIT D Fee Schedule The Fee Schedule and Estimate for this project are as follows: The total estimate is $180,000 including $174,990.00 for Construction Phase Services and$5,010 for contingencies. `I The billing rate is attachment 1. The work estimate is attachment 2. Confirmation of subcontractors work is attachment 3. 1 4 i EXHIBIT D Fee Schedule Attachment 1: Billing Rates K FRIESE & ASSOCIATES, INC. BILLING RATE SCHEDULE For: BCRUA Segment 2C Construction Phase Billing Rates Personnel labor is billed at the following hourly rates: Principal $185 Project Manager $180 Senior Engineer $180 Project Engineer $130 EIT $85 CADD Technician $80 Clerical $60 Sub-Consultants Sub-consultants are billed at cost with no mark-up applied. James R. Schultz&Associates labor is billed at the following hourly rates: Engineer $120 Technician $90 Clerical $50 Travel and Subsistence Company vehicle mileage charges are invoiced at the current rate/mile issued by the IRS. Reimbursable Costs Reimbursable costs include "out of pocket" expenses, the cost of which shall be charged at actual costs Plus any administrative charge, as described in the contract, and shall be itemized and included in the invoice. Typical out-of-pocket expenses shall include,but not be li►nited to, travel expenses(lodging, meals,etc.), job-related mileage at the prevailing Company rate, long distance telephone calls, courier, and printing and reproduction costs. In the event the requested service involves the use of electronic ►reasuring equipment, computers, plotters, and other special equipment such as boats, etc., an additional direct charge shall be made for the use of this equipment. K FRIESE&ASSOCIATES,INC. +CONSULTING ENGINEERS 1 120 S.CAPITAL OF TEXAS Hwy,THE SETTING II,STE,100+AUSTIN,TEXAS 78746+TEL 512.338.1704 www.kfriese.com FEE SCHEDULE-CONSTRUCTION PHASE SERVICES EXHIBIT C BCRUA REGIONAL WATER SYSTEM IMPROVEMENTS TRANSMISSION LINE SEGMENT 2C K Friese&Associates,Inc Construction Phase Services Treated Water Transmission Line,Segment 2c EXHIBIT D: Attachment 2: Work Estimate Project Project CADD sub- Principal Manager Engineer Tech Clerical Total Labor Total Labor Consultant Expenses Total Task Hours Hours Hours Hours Hours Hours Cost Cost Cost Cost Construction Administration 1 General Administration 4 40 16 60 $8,900 $8,900 2 Pre-Construction Conf. 8 8 16 $2,480 $50 $2,530 3 Schedules 8 16 24 $3,5201 1 $3,520 4 Site Visits 36 72 108 $15,8401 $1,000 $1,000 $17,840 5 Defective Work 12 16 28 $4,2401 $4,240 6 Clarifications and Interpretations 20 40 60 $8,800 $8,800 7 lChange Orders 20 40 40 6 106 $12,760 $1,000 $100 $13,880 8 Shop Drawin s 32 64 1 12 1 108 $14,800 $2,000 $16,800 9 Substitutes 8 16 24 $3,520 $3,520 10 Inspections and Tests 16 32 48 $7,040 $1,000 $8,040 11 Disagreements with Contractor 8 16 16 40 $6,440 $6,440 12 Applications for Payment 12 24 36 $5,2801 $5,280 13 Contractor's Completion Docs 16 24 40 80 $9,6001 $1,500 $200 $11,300 14 Substantial Completion Inspection 16 16 32 $4,960 $1,000 $50 $6,010 15 Monthly Construction Meetings 36 11 54 90 $13,500 $1,000 $14,500 16 JTWDB Coordination 24 8 1 32 $5,360 $5,360 17 1 Final Inspection 12 12 24 $3,720 $50 $3,770 Construction Management Support 1 1 Status Re orts&DOC Mt s 4 40 32 2 78 $12,220 $250 $12,470 2 Public Communications 4 24 24 12 64 $9,260 $150 $9,410 3 General CM Support 16 16 32 $4,960 $4,960 4 Post Construction Services 24 24 48 $7,440 $7,440 TOTAL DESIGN PHASE 20 436 554 92 36 1 1,138 1 $164,6401 $7,500 1 $2,450 $174,990 CONTINGENCY: $55,010 TOTAL+contingency 1 $180,000 K#FRIESE Exhibit C.KFA_CA_Butlgetxls 1 Of 1 &AAOOATES,INC. EXHIBIT D: Attachment 3 James R Schultz &Associates ELECTRICAL ENGINEERS TBPE FIRM No.F-3997 5900 Balcones Drive,Suite 220•Austin,Texas 78731 512.452.8789 July 21,2010 Tom Owens, P.E. 1120 South Capital of Texas Highway The Setting ll, Suite 100 Austin,TX 78746 Re: Proposal for CA Phase Services BCRU Segment 2C Vault Dear Mr. Owens: James R. Schultz&Associates proposes to furnish the engineering services necessary for the construction phase of the electrical/instrumentation systems for the subject project for an amount not to exceed $7500.00. The work will consist of the following: • Shop drawing review • O&M Manual review. • Two (2)visits to the site to observe construction of the electrical, controls and instrumentation installation. • Preparation of punch list. • Final inspection • Preparation of as-built drawings, • Preparation of change orders Including the changes required for the SCADA system. Fees for our services will be calculated on an hourly basis using the following rates: • Engineer $ 120.00 per hr. • Tech $ 90.00 per hr. is Clerical $ 50.00 per hr. If you agree with the terms of this proposal please sign in the space allocated below and return one signed original to us.We look forward to working with you on this project. Yours truly, Accepted By: James R, Schultz&Associates For: K. Friese &Associates, Inc. James R. Schultz, P.E. i EXHIBIT E Certificates of Insurance [Exhibit follows] i 1 i ( 0 CERTIFICATE OF LIABILITY INSURANCE Date: 12/28/09 TDI number required.Please refer to the PRODUCER: Texas Dept of Insurance website: htto:lAvwM.tdI,@t0g.tx.us/ ACK/Marsh_ 701 Market Streal.Ste I100 -911ouls.MO 83101 COMPANIES AFFORDING COVERAGE TDI PhRoj .QQ-338.1391 E-Mail: _ a rd Insurance Company A INSURED: ACE American ins, K-Frlese&Associates.Ing B 1120 S Capital of Texas Hlohway 4100„ C Austin.TX 7A748 2h0a:M2-33&17Q4 E-mall: D THIS IS TO CERTIFY THAT the Insured named above Is Insured by the Companles listed above with respect to the business operations hereinafter described,for the types of Insurance and In accordance with the provisions of the standard policies used by the companies, and further hereinafter described. Exceptions to the policies are noted below. CO TYPE OF POLICY EFFECTIVE EXPIRATION LIMITS LTR INSURANCE NUMBER DATE DATE A GENERAL LIABILITY 84$BWVM8359 01101/10 01/01111 GENERAL AGGREGATE $2,000,000 PRODUCTS-COMP/OP AGG. $2,000,000 PERSONAL&ADV.INJURY $1,000,000 EACH OCCURRENCE $1,000,000 FIRE DAMAGE(Any one tire) $110001000 MED.EXPENSE(Anyone person) $ 10,000 A AUTOMOBILE LIABILITY 84SBWVM8359 01101/10 01101/11 COMBINED SINGLE LIMIT $1,000,000 BODILY INJURY(Per parson) $ BODILY INJURY(Per accident) $ PROPERTY DAMAGE $ EXCESS LIABILITY EACH OCCURRENCE $ AGGREGATE $ A WORKERS'COMPENSATION 84WBGIR1232 01/01/10 01/01/11 STATUTORY LIMITS $ AND EMPLOYERS'LIABILITY EACH ACCIDENT $ 600,000 DISEASE-POLICY LIMIT $ 600,000 DISEASE-EACH EMPLOYEE $ 600,000 B PROFESSIONAL LIABILITY EONNO1880627005 01/01/10 01/01/11 $1,000,000 Occur/$1,000,000 Aggr BUILDERS'RISK INSURANCE OR INSTALLATION INSURANCE DESCRIPTION OF OPERATIONSILOCATIONSIVEHICLESISPECIAL ITEMS/EXCEPTIONS Prol 0007:13bRUA Regional Water System Transmission Main Segmenl2c The City of Round Rock Is named as additional Insured with respect to all policies except workers, Compensation and Employers' Liabiilty' and 'Professional Liability', Should any of the above described policles be cancelled or changed before the expiration date thereof,the issuing companywiil mail thirty(30)days written notice to the certificate holder named below. CERTIFICATE HOLDER: City Manager City of Round Rock SIONA R£OF AGENT LICENSED IN STATE OF TEXAS 221 E.Main Street Round Rock,Texas 78884 = I Typed[Jame:_Sandra R Bolliot Title: Senior Vice President Page 2 00650—1-2008- Certificate of Liability Insurance 1 EXECUTED DOCUMENT FOLLOWS Contract No. BRUSHY CREEK REGIONAL UTILITY AUTHORITY AGREEMENT FOR CONSTRUCTION PHASE ENGINEERING SERVICES WITH K FRIESE & ASSOCIATES,INC. FIRM: K Friese &Associates, Inc. (the"En ing eer") ADDRESS: 1120 S. Capital of Texas Highway, The Setting I1, Suite 100,Austin,Texas 78746 PROJECT: BCRUA Regional Water System Improvements, Treated Water Transmission Line/Main, Segment 2C - Construction Phase Services - Construction Administration/Construction Management Support ("the Project") THE STATE OF TEXAS § COUNTY OF WILLIAMSON § THIS AGREEMENT FOR CONSTRUCUOPHA ENGIN ERING SERVICES (the "Agreement") is made and entered into on this the�day of , 20010by and between the BRUSHY CREEK REGIONAL UTILITY AUTHORITY, a Te. as local government corporation, whose offices are located at 221 East Main Street, Round Rock, Texas 78664-5299, (the "BCRUA" or the"Authority"), and K FRIESE&ASSOCIATES, INC. whose offices are located at 1120 S. Capital of Texas Highway, The Setting II, Suite 100, Austin, Texas 78746, ("K FRIESE" or the "Engineer"), and such Agreement 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 governmental entities of services of professional engineers; and WHEREAS, the BCRUA and the Engineer desire to contract for such professional engineering services; and WHEREAS, the BCRUA and the Engineer wish to document their agreement concerning the requirements and respective obligations of the parties; NOW,THEREFORE, WITNESSETH: Engineering Services Contract Rev. 10/08 File Name: BCRUA/K Friese 1991956kg 1 5cie A t2•ID•0& M--7d That for and in consideration of the mutual promises contained herein and other good and valuable consideration, and the covenants and agreements hereinafter contained to be kept and performed by the respective parties hereto, it is agreed as follows: CONTRACT DOCUMENTS The Contract Documents consist of this Agreement and any exhibits attached hereto (which exhibits are hereby incorporated into and made a part of this Agreement by reference) and all Supplemental Agreements (as defined herein in Article 13) which are subsequently issued. These form the entire agreement between the parties, and all are as fully a part of this Agreement as if attached to this Agreement or repeated herein. ARTICLE 1 BCRUA SERVICES The BCRUA shall perform or provide services as identified in Exhibit A entitled "BCRUA Services," ARTICLE 2 CONSTRUCTION PHASE ENGINEERING SERVICES The Engineer shall perform or provide services as identified in Exhibit B entitled"Services to be Performed by the Engineer." Services to be performed by the Engineer include but are not limited to provision of industry standard construction phase services support related to the construction of Treated Water Transmission Line/Main, Segment 2C (the "Services"), such Services being delineated in the referenced Exhibit B. All such Services shall be on the site of said Project or at other locations as necessary. ARTICLE 3 TERM; WORK SCHEDULE; NOTICE TO PROCEED (1) Term. This Agreement shall be effective on the date this Agreement has been signed by each party hereto, and shall remain in full force and effect unless and until it expires by operation of the term indicated herein,or is terminated or extended as provided herein. The term of this Agreement shall be until full and satisfactory completion of the work specified herein is achieved, but in no event later than thirty (30) months from the BCRUA's issuance of the required Notice to Proceed, unless extended by written Supplemental Agreement executed by the Engineer and the BCRUA prior to initial term expiration. Any work performed or costs incurred by the Engineer after the date of term expiration or termination shall not be eligible for reimbursement, The Engineer shall notify the BCRUA in writing as soon as possible if the Engineer determines, or reasonably anticipates, that the work under this Agreement will not be completed before the date of term expiration. In that event the BCRUA may, in its sole discretion, extend the terns by timely written Supplemental Agreement. The Engineer shall allow adequate time for the BCRUA to review and approve the Engineer's request for extension. 2 (2) Work Schedule. The Engineer is expected to complete the Services described herein in accordance with the Work Schedule delineated in Exhibit C entitled "Work Schedule." The Engineer acknowledges that the Work Schedule is of critical importance, and agrees to undertake all necessary efforts to expedite the performance of Services required herein so that construction of the Project will be completed as scheduled. In this regard, the Engineer shall proceed with sufficient qualified personnel and consultants necessary to fully and timely accomplish all Services required under this Agreement to the highest professional standard. (3) Notice to Proceed. After execution of this Agreement, the Engineer shall not proceed with work delineated in Article 2 herein and in Exhibit B attached hereto until authorized in writing by the BCRUA to proceed as provided in Article 7 herein. ARTICLE 4 COMPENSATION The total fee for the Engineer's Services shall be in a not-to-exceed amount of One Hundred Seventy-four Thousand Nine Hundred Ninety and No/100 Dollars ($174,990.00); and the total fee for allowable reimbursable expenses shall be in a not-to-exceed amount of Five Thousand Ten and No/100 Dollars ($5,010.00); with a grand total not-to-exceed amount of One Hundred Eighty Thousand and No/100 Dollars ($180,000.00). Such not-to-exceed amount shall be fiill compensation for all Services performed and to be performed by the Engineer under this Agreement, and such not-to-exceed amount may not be revised in any fashion other than by written Supplemental Agreement as provided for herein. The BCRUA shall pay the Engineer on a "time and materials" basis, the Engineer agrees to accept payment from the BCRUA on such basis, and the parties expressly agree that only work actually performed by the Engineer will be paid for by the BCRUA. Work tasks and estimated costs therefor are identified in Exhibit D entitled"Fee Schedule." The Engineer shall prepare and submit to the BCRUA monthly progress reports in sufficient detail to support the progress of the work and to support invoices requesting monthly payment. Any preferred format of the BCRUA for such monthly progress reports shall be identified at the initial coordination meeting. Satisfactory performance of the Services and of the work required hereunder shall be maintained as an absolute condition of payment. The fee herein referenced may be adjusted for additional work requested and performed only if approved by the BCRUA and evidenced by a written Supplemental Agreement. ARTICLE 5 METHOD OF PAYMENT Payments to the Engineer for Services rendered shall be made while work is in progress. The Engineer shall prepare and submit to the BCRUA, not less frequently than once per month, a progress report as referenced in Article 4 herein. Such progress report shall state the time and materials utilized in the completion of work accomplished during that billing period and to date. Simultaneous with submission of such progress report, the Engineer shall prepare and submit one (1) original and one (1) copy of a certified invoice in a form acceptable to the BCRUA. This submittal shall also include a progress assessment report in a form acceptable to the BCRUA. 3 Progress payments shall be made in proportion to the percentage of completion of work tasks identified in Exhibit D. Progress payments shall be made by the BCRUA based upon work actually provided and performed. Upon timely receipt of a correct statement as to form and content, and upon the approval of each statement, the BCRUA shall make a good faith effort to pay the amount which, notwithstanding anything herein to the contrary, is due and payable within thirty(30) days. The BCRUA reserves the right to withhold payment pending verification of satisfactory work performed. The Engineer has the responsibility to submit proof to the 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 the Engineer of the responsibility of correcting any errors and/or omissions resulting from the Engineer's negligence or failure to perform to industry standards. ARTICLE 6 PROMPT PAYMENT POLICY In accordance with Chapter 2251, V.T.C.A., Texas Government Code, any payment to be made by the BCRUA to the Engineer will be made within thirty (30) days of the date the BCRUA receives goods under this Agreement, the date the performance of the services under this Agreement are completed, or the date the BCRUA receives a correct invoice for the goods or services, whichever is later. The Engineer may charge interest on an overdue payment at the"rate in effect"on September 1 of the fiscal year in which the payment becomes overdue,in accordance with V.T.C.A.,Texas Government Code, Section 2251.025(b). This Prompt Payment Policy does not apply to payments made by the BCRUA in the event: (a) There is a bona fide dispute between the BCRUA and the Engineer, a contractor, subcontractor, or supplier about the goods delivered or the service performed that cause the payment to be late; or (b) There is a bona fide dispute between the Engineer and a subcontractor or between a subcontractor and its supplier about the goods delivered or the service performed that causes the payment to be late; or (c) The terms of a federal contract, grant,regulation, or statute prevent the BCRUA from making a timely payment with federal funds; or (d) The invoice is not mailed to the BCRUA in strict accordance with any instruction on the purchase order relating to the payment. The BCRUA shall document to the 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 BCRUA shall issue a written authorization to proceed with work identified herein and in Exhibit B. The BCRUA shall not be responsible for actions taken or work done by the Engineer or any costs incurred by the Engineer relating to additional work not included herein and in Exhibit B. 4 ARTICLE 8 PROJECT TEAM The BCRUA's Designated Representative for purposes of this Agreement is as follows: Michael F. Thuss,P.E. Program& Construction Manager 1096 Hur Industrial Boulevard Cedar Park,Texas 78613 Telephone Number: 512-215-9158 Email Address: mthuss@bcrua.org The BCRUA's Designated Representative shall be authorized to act on the BCRUA's behalf with respect to this Agreement. The BCRUA or the BCRUA's Designated Representative shall render decisions in a timely manner pertaining to documents submitted by the Engineer in order to avoid unreasonable delay in the orderly and sequential progress of the Engineer's Services. The Engineer's Designated Representative for purposes of this Agreement is as follows: Thomas M. Owens,P.E. Project Manager 1120 S. Capital of Texas Highway,The Setting II, Suite 100 Austin,Texas 78746 Telephone Number: (512) 338-1704 Facsimile Number: (512)338-1784 Email Address: towens@kfriese.coni ARTICLE 9 PROGRESS EVALUATION The Engineer shall, from time to time during the progress of the work, confer with the BCRUA at the BCRUA's election. The Engineer shall prepare and present such information as may be pertinent and necessary, or as may be requested by the BCRUA, in order for the BCRUA to evaluate features of the Services and the Engineer's work. At the request of the BCRUA or the Engineer, conferences shall be provided at the Engineer's offices, the offices of the BCRUA, or at other locations designated by the BCRUA. When requested by the BCRUA, such conferences shall also include evaluation of the Engineer's Services and work. Should the BCRUA determine that the progress in production of work does not satisfy the Work Schedule, then the BCRUA shall review the Work Schedule with the Engineer to determine corrective action required. The Engineer shall promptly advise the BCRUA in writing of events which have or may have a significant impact upon the progress of the Services and work, including but not limited to the following: 5 (1) Problems, delays, adverse conditions which may materially affect the ability to attain program objectives, prevent the meeting of time schedules and goals, or preclude the attainment of project work units by established time periods; and such disclosure shall be accompanied by statement of actions taken or contemplated, and the 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. ARTICLE 10 SUSPENSION Should the BCRUA desire to suspend the work, but not to terminate this Agreement, then such suspension may be effected by the BCRUA giving the 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 work may be reinstated and resumed in frill force and effect within sixty (60) days of receipt of written notice from the BCRUA to resume the work. Such sixty-day notice may be waived in writing by agreement and signature of both parties. If the BCRUA suspends the work, the contract period as determined in Article 3 is not affected and this Agreement will expire as to term on the date specified unless this Agreement is amended indicating otherwise. The BCRUA assumes no liability for work performed or costs incurred prior to the date authorized by the BCRUA for the Engineer to begin work, and/or during periods when work is suspended, and/or subsequent to the completion date of this Agreement. ARTICLE 11 ADDITIONAL WORK If the Engineer forms a reasonable opinion that any work the Engineer has been directed to perform is beyond the scope of this Agreement and as such constitutes extra work, the Engineer shall promptly notify the BCRUA in writing. In the event the BCRUA finds that such work does constitute extra work and exceeds the maximum amount payable, the BCRUA shall so advise the Engineer and a written Supplemental Contract will be executed between the parties as provided in Article 13. The Engineer shall not perform any proposed additional work nor incur any additional costs prior to the execution, by both parties, of a written Supplemental Agreement. The BCRUA shall not be responsible for actions by the Engineer nor for any costs incurred by the Engineer relating to additional work not directly associated with the performance of the work authorized in this Agreement or any amendments thereto. ARTICLE 12 CHANGES IN WORK If the BCRUA deems it necessary to request changes to previously satisfactorily completed work or parts thereof which involve changes to the original Services or character of work under this 6 Agreement, then the Engineer shall make such revisions as requested and as directed by the BCRUA. Such revisions shall be considered as additional work and paid for as specified under Article 11. The Engineer shall make revisions to work authorized hereunder as are necessary to correct errors appearing therein, when required to do so by the BCRUA. No additional compensation shall be due for such work. ARTICLE 13 SUPPLEMENTAL AGREEMENTS The terms of this Agreement may be modified by written Supplemental Agreement if the BCRUA determines that there has been a significant change in(1) the scope, complexity or character of the work to be performed, or(2)the duration of the work. Any such Supplemental Agreement must be duly authorized by BCRUA Board of Directors Resolution. Where such Board authorization is required, the Engineer shall not proceed until the appropriate Resolution has been adopted and the Supplemental Agreement has been executed. Additional compensation, if appropriate, shall be identified as provided in Article 4. Both parties must execute any written Supplemental Agreement within the contract term period specified herein in Article 3. It is understood and agreed by and between both parties that the Engineer shall make no claim for extra work done or materials furnished until the BCRUA executes the written Supplemental Agreement and grants authorization to proceed. The BCRUA reserves the right to withhold payment pending verification of satisfactory work performed. ARTICLE 14 OWNERSHIP OF DOCUMENTS All data, basic sketches, charts, calculations, plans, specifications, and other documents created or collected tinder the terms of this Agreement are the exclusive property of the BCRUA and shall be furnished to the BCRUA upon request. All documents prepared by the Engineer and all documents fiunislied to the Engineer by the BCRUA shall be delivered to the BCRUA upon completion or termination of this Agreement. The Engineer, at the Engineer's own expense, may retain copies of such documents or any other data which the Engineer has furnished the BCRUA under this Agreement. Any release of information shall be in conformance with the requirements of the Texas Public Information Act. ARTICLE 15 PERSONNEL,EQUIPMENT AND MATERIAL The Engineer shall famish and maintain, at the Engineer's own expense, quarters for the performance of all Services, and adequate and sufficient personnel and equipment to perform the Services as required. All employees of the Engineer shall have such knowledge and experience as will enable them to perform the duties assigned to them. Any employee of the Engineer who, in the opinion of the BCRUA, is incompetent or whose conduct becomes detrimental to the work shall immediately be 7 removed from association with the Project when so instructed by the BCRUA. The Engineer certifies that the Engineer presently has adequate qualified personnel in the Engineer's employment for performance of the Services required under this Agreement, or will obtain such personnel from sources other than the BCRUA. The Engineer may not change the Project Manager or other key personnel assigned to the Project without prior written consent of the BCRUA. ARTICLE 16 SUBCONTRACTING The Engineer shall not assign, subcontract or transfer any portion of the work under this Agreement without prior written approval from the BCRUA. All subcontracts shall include the provisions required in this Agreement and shall be approved as to form, in writing, by the BCRUA prior to work being performed under the subcontract. No subcontract shall relieve the Engineer of any responsibilities under this Agreement. ARTICLE 17 EVALUATION OF WORK The BCRUA, or any authorized representatives of it, shall have the right at all reasonable times to review or otherwise evaluate the work 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 the Engineer or a subcontractor, then the Engineer shall provide and require its subcontractors to provide all reasonable facilities and assistance for the safety and convenience of the 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 the BCRUA before any final report is issued. The BCRUA's comments on the Engineer's preliminary reports shall be addressed in any final report. ARTICLE 19 VIOLATION OF CONTRACT TERMSBREACH OF CONTRACT Violation of contract terms or breach of contract by the Engineer shall be grounds for termination of this Agreement, and any increased costs arising from the Engineer's default, breach of contract, or violation of contract terms shall be paid by the Engineer. ARTICLE 24 TERMINATION This Agreement may be terminated before the stated expiration date by any of the following conditions: (1) By mutual agreement and consent, in writing,of both parties. 8 (2) By the BCRUA, by notice in writing to the Engineer, as a consequence of failure by the Engineer to perform the 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 the BCRUA, for reasons of its own and not subject to the mutual consent of the Engineer,upon not less than thirty(30)days' written notice to the Engineer. (5) By satisfactory completion of all Services and obligations described herein. Should the BCRUA terminate this Agreement as herein provided, no fees other than fees due and payable at the time of termination shall thereafter be paid to the Engineer. In determining the value of the work performed by the Engineer prior to termination, the BCRUA shall be the sole judge. Compensation for work at termination will be based on a percentage of the Services completed at that time. Should the BCRUA terminate this Agreement under Subsection (4) immediately above, then the amount charged during the thirty(30)-day notice period shall not exceed the amount charged during the preceding thirty(30)days. If the Engineer defaults in the performance of this Agreement or if the BCRUA terminates this Agreement for fault on the part of the Engineer, then the BCRUA shall give consideration to the actual costs incurred by the Engineer in performing the work to the date of default, the amount of work required which was satisfactorily completed to date of default, the value of the work which is usable to the BCRUA, the cost to the BCRUA of employing another firm to complete the work required and the time required to do so, and other factors which affect the value to the BCRUA of the Services and work performed at the time of default. The termination of this Agreement and payment of an amount in settlement as prescribed above shall extinguish all rights, duties, and obligations of the BCRUA and. the Engineer under this Agreement,except the obligations set forth herein in Article 21 entitled"Compliance with Laws."If the termination of this Agreement is due to the failure of the Engineer to fulfill the Engineer's contractual obligations, then the BCRUA may take over the Project and prosecute the work to completion. In such case, the Engineer shall be liable to the BCRUA for any additional and reasonable costs incurred by the BCRUA. The Engineer shall be responsible for the settlement of all contractual and administrative issues arising out of any procurements made by the Engineer in support of the work under this Agreement. ARTICLE 21 COMPLIANCE WITH LAWS (1) Compliance. The 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 Agreement, including without limitation, minimunr/maximum salary and wage statutes and regulations, and licensing laws and regulations. The Engineer shall furnish the BCRUA with satisfactory proof of the Engineer's compliance. 9 The Engineer shall further obtain all permits and licenses required in the performance of the Services contracted for herein. (2) Taxes. The Engineer will pay all taxes, if any, required by law arising by virtue of the Services performed hereunder. The 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 The Engineer shall save and hold harmless the BCRUA and its officers and employees from all claims and liabilities due to activities of the Engineer and the Engineer's agents or employees, performed under this Agreement, which are caused by or which result from the negligent error, omission, or negligent act of the Engineer or of any person employed by the Engineer or under the Engineer's direction or control. The Engineer shall also save and hold the BCRUA harmless from any and all expenses, including but not limited to reasonable attorneys fees which may be incurred by the BCRUA in litigation or otherwise defending claims or liabilities which may be imposed on the BCRUA as a result of such negligent activities by the Engineer, its agents, or employees. ARTICLE 23 ENGINEER'S RESPONSIBILITIES The Engineer shall be responsible for the accuracy of the Engineer's Services and work 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. The BCRUA shall determine the Engineer's responsibilities for all questions arising from design errors and/or omissions. The 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. When the Engineer is called upon to observe the work of the BCRUA's construction contractor(s) for the detection of defects or deficiencies in such work, excluding the Engineer's responsibilities under its scope of work regarding contractor(s)' compliance in accordance with the Project plans and specifications, the Engineer will not bear any responsibility or liability for such defects or deficiencies or for the failure to so detect. The Engineer shall not make inspections or reviews of the safety programs or procedures of the construction contractor(s), and shall not review their work for the purpose of ensuring their compliance with safety standards. If the Engineer is called upon to review submittals from construction contractor(s), the Engineer shall review and approve or take other appropriate action upon construction contractor(s)' submittals such as shop drawings, product data and samples, but only for the limited purpose of checking for conformance with information given and the design concept expressed in the contract documents. The Engineer's action shall be taken with such reasonable promptness as to cause no delay in the work 10 while allowing sufficient time in the Engineer's professional judgment to permit adequate review. Review of such submittals will not be conducted for the purpose of determining the accuracy and completeness of other details such as dimensions and quantities. The Engineer shall not assume any responsibility or liability for performance of the construction services, or for the safety of persons and property during construction, or for compliance with federal, state and local statutes, rules, regulations and codes applicable to the conduct of the construction services. The Engineer shall have no influence over the construction means, methods, techniques, sequences or procedures. Construction safety shall remain the sole responsibility of the construction contractor(s). ARTICLE 24 ENGINEER'S SEAL The responsible engineer shall sign, seal and date all appropriate engineering submissions to the 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. The Engineer warrants that the Engineer has not employed or retained any company or persons, other than a bona fide employee working solely for the Engineer, to solicit or secure this Agreement, and that the Engineer 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 Agreement. For breach or violation of this warranty, the BCRUA reserves and shall have the right to annul this Agreement 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. The Engineer covenants and represents that the Engineer, the Engineer's 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. The Engineer, at the Engineer's sole cost, shall purchase and maintain during the entire term while this Agreement is in effect professional liability insurance coverage in the minimum amount of One Million Dollars from a company authorized to do insurance business in Texas and otherwise acceptable to the BCRUA. (2) Subconsultant Insurance. Without limiting any of the other obligations or liabilities of the Engineer, the Engineer shall require each subconsultant performing work under this Agreement to maintain during the term of this Agreement, at the subconsultant's own expense, the same stipulated 11 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). The Engineer shall obtain and monitor the certificates of insurance from each subconsultant in order to assure compliance with the insurance requirements. The Engineer must retain the certificates of insurance for the duration of this Agreement, and shall have the responsibility of enforcing these insurance requirements among its subconsultants. The 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: 1. Each policy shall require that thirty (30) days prior to any material change in coverage, a notice thereof shall be given to the BCRUA by certified mail to; Program &Construction Manager Brushy Creek Regional Utility Authority 221 East Main Street Round Rock,Texas 78664 The Engineer shall also notify the BCRUA, within 24 hours of receipt, of any notices of expiration, cancellation, non-renewal, or material change in coverage it receives from its insurer. 2. Companies issuing the insurance policies shall have no recourse against the BCRUA for payment of any premiums or assessments for any deductibles which all are at the sole responsibility and risk of the Engineer. 3. The term "the Authority" or "the BCRUA" or "the Brushy Creek Regional Utility Authority"shall include all authorities, boards,commissions, departments, and officers of the BCRUA and the individual members, employees and agents therefor in their official capacities, and/or while acting on behalf of the BCRUA. 4. The policy clause "Other Insurance" shall not apply to any insurance coverage currently held by the BCRUA, to any such future coverage, or to the BCRUA's Self-Insured Retentions of whatever nature. 5. The Engineer and the BCRUA mutually waive subrogation rights each may have against the other for loss or damage,to the extent same is covered by the proceeds of insurance. (4) Cost of Insurance. The cost of all insurance required herein to be secured and maintained by the Engineer shall be borne solely by the Engineer, with certificates of insurance evidencing such minimum coverage in force to be filed with the BCRUA. Such Certificates of Insurance are evidenced as Exhibit E herein entitled"Certificates of Insurance." 12 ARTICLE 27 COPYRIGHTS The BCRUA sliall have the royalty-free, nonexclusive and irrevocable right to reproduce, publish or otherwise use, and to authorize others to use, any reports developed by the Engineer for governmental purposes. ARTICLE 28 SUCCESSORS AND ASSIGNS This Agreement shall be binding upon and inure to the benefit of the parties hereto, their successors, lawful assigns, and legal representatives. The Engineer may not assign, sublet or transfer any interest in this Agreement, in whole or in part, by operation of law or otherwise, without obtaining the prior written consent of the BCRUA. ARTICLE 29 SEVERABILITY In the event any one or more of the provisions contained in this Agreement 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 Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. ARTICLE 30 PRIOR AGREEMENTS SUPERSEDED This Agreement 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 Agreement 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 the BCRUA and the Engineer,shall be kept on a generally recognized accounting basis and shall be available to the 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 Agreement. ARTICLE 32 NOTICES All notices to either party by the other required under this Agreement shall be personally delivered or mailed to such party at the following respective addresses: 13 Authority: Brushy Creek Regional Utility Authority Attention: Program& Construction Manager 221 East Main Street Round Rock,TX 78664 and to: Stephan L. Sheets, Attorney 309 East Main Street Round Rock, TX 78664 Engineer: K Friese& Associates, Inc. Attention: Karen A. Friese,P.E., President 1120 S. Capital of Texas Highway, The Setting 1I, Suite 100 Austin,Texas 78746 and to: ARTICLE 33 GENERAL PROVISIONS (1) Time is of the Essence. The Engineer understands and agrees that time is of the essence and that any failure of the Engineer to complete the Services for each phase of this Agreement within the agreed Work Schedule may constitute a material breach of this Agreement. The Engineer shall be fully responsible for the Engineer's delays or for failures to use best efforts in accordance with the terms of this Agreement and the Engineer's standard of performance as defined herein. Where damage is caused to the BCRUA due to the Engineer's failure to perform, in these circumstances the BCRUA may accordingly withhold, to the extent of such damage, the Engineer's payments hereunder without waiver of any of the BCRUA's additional legal rights or remedies. (2) Norte Majeure. Neither the BCRUA nor the Engineer shall be deemed in violation of this Agreement 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 Agreement 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 14 i i Williamson County, Texas. This Agreement shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. ARTICLE 34 SIGNATORY WARRANTY The undersigned signatory for the Engineer hereby represents and warrants that the signatory is an officer of the organization for which lie/she has executed this Agreement and that he/she has full and complete authority to enter into this Agreeinent on behalf of the firm. The above-stated representations and warranties are made for the purpose of inducing the BCRUA to enter into this Agreement. IN WITNESS WHEREOF, the Brushy Creek Regional Utility Authority has caused this Agreement to be signed in its con or to name by its General Manager, duly authorized to execute same on itsbehalf by Resolution No. ��• , approved by the BCRUA's Board of Directors on the day of the month of PW. 201D and the Engineer, K Friese & Associates, Inc., signing by and through its duly authorized re esentative(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 REGIONAL UTILITY AUTHORITY By: Printed Name itch Fuller Title: esident Date Signed: ATTEST B b' Y� VU Cowman,BCRUA Secretary FOR B , PPROV4DS TO FORM: By: Stephan L. Sheets,Attorney K FRIESE & ASSOCIATES,INC. By: ` Printed Name: Karen A. Friese, P.E. Title: President Date Signed: C� ATTEST: '\ \ : BY Carpm- to Secretary 15 i I LIST OF EXHIBITS ATTACHED (1)Exhibit A BCRUA Services (2)Exhibit B Services to be Performed by the Engineer (3)Exhibit C Work Schedule (4) Exhibit D Fee Schedule (5)Exhibit E Certificates of Insurance 16 EXHIBIT A BCRUA Services [Exhibit follows] EXHIBIT A BCRUA Services A. Provide specific points of contact and means for the Engineer to communicate with the Authority. B. Provide assigned personnel access to BCRUA facilities and interfaces with BCRUA electronic software,hardware, and applications. C. Provide the timely notification and fiill information of the Authority's requirements for the specific project, including the Authority's standard forms, conditions, and related documents. This includes timely notice to attend or not to attend meetings or when the Engineer's services are not required on an item. D. Furnish to the Engineer available information pertinent to the specific project including reports and data relative to designs, testing, or investigation at or adjacent to the site of the specific project. Facilitate the transfer of information regarding RFIs, submittals, pay applications,and other documents. E. Provide timely written decisions to the Engineer when requested. F. Give prompt written notice to the Engineer whenever the Authority 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 the Engineer's services, or any defect or nonconformance in the Engineer's services, the work, or in the performance of any contractor. G. Authorize the Engineer to provide additional services as set forth in a change order. H. Arrange for safe access to and make all provisions for the Engineer to enter upon public and private property as required to perform services. I. Provide available reviews, approvals, and permits from all governmental authorities having jurisdiction to approve all phases of the specific project. J. Advise the Engineer of the identity and scope of services of any independent consultants employed by the Authority to perform or fiu•nish services in regard to the specific project. K. Define and set forth the duties, responsibilities, and limitations of authority of other parties and the relation thereof to the duties, responsibilities, and authority of the Engineer. L. Provide the services of an independent testing laboratory to perform all inspections, tests, and approvals of Samples, materials, and equipment required by the Contract Documents,or to evaluate the performance of materials, equipment,and facilities of the Authority, prior to their incorporation into the work for the specific project with appropriate professional interpretation thereof. 1 of 2 M. In a timely manner, make all available findings, field updated drawings, and reports available to the Engineer that the Engineer is required to review, act on, and make responses. N. Pay the Engineer in accordance with Texas State Law and the terms of the contract. 2of2 EXHIBIT B Services to be Performed by the Engineer [Exhibit follows] EXHIBIT B Engineering Services SCOPE OF WORK The objective of this Scope of Work is to perform construction phase services for Treated Water Transmission Main Segment 2C The major work items included in this scope of work include the following: • Construction administration • Construction management support Specific services included in this Scope of Work are described herein: A. Construction Administration: The following services shall be performed for the Construction Contract: 1. General Administration of Construction Contract. Consult with owner, and provide general construction administration services as described herein. 2. Pi•e-Construction Conference. Attend and participate in a Pre-Construction Conference prior to commencement of Work. 3. Schedules. Receive, review, and determine the acceptability of any and all schedules that the construction Contractor is required to submit to the Owner or the Owner's Representative, including the Progress Schedule, Schedule of Submittals, and Schedule of Values. 4. Tlisits to Site and Observation of Construction. In connection with observations of Contractor's Work while it is in progress: a. Make visits to the Site on monthly intervals during construction, to observe as an experienced and qualified design professional the progress and quality of Contractor's executed Work. Such visits and observations are not intended to be exhaustive or to extend to every aspect of Contractor's Work in progress or to involve detailed inspections of Contractor's Work in progress beyond the responsibilities specifically assigned to Engineer in this Agreement and the Contract Documents, but rather are to be limited to spot checking, selective sampling, and similar methods of general observation of the Work based on Engineer's exercise of professional judgment as assisted by the Resident Project Representative, if any. Based on information obtained during such visits and observations, Engineer will determine in general if the Work is proceeding in accordance with the Contract Documents, and Engineer shall keep Owner's Representative informed of the progress of the Work. I of 6 b. The purpose of Engineer's visits to the Site will be to enable Engineer to better carry out the duties and responsibilities assigned to and undertaken by Engineer during the Construction Phase, and, in addition, by the exercise of Engineer's efforts as an experienced and qualified design professional, to provide for Owner a greater degree of confidence that the completed Work will conform in general to the Contract Documents and that Contractor has implemented and maintained the integrity of the design concept of the completed Project as a functioning whole as indicated in the Contract Documents. Engineer shall not, during such visits or as a result of such observations of Contractor's Work in progress, supervise, direct, or have control over Contractor's Work, nor shall Engineer have authority over or responsibility for the means, methods, techniques, sequences, or procedures of construction selected or used by Contractor, for security or safety on the Site, for safety precautions and programs incident to Contractor's Work, nor for any failure of Contractor to comply with Laws and Regulations applicable to Contractor's furnishing and performing the Work. Accordingly, Engineer neither guarantees the performance of any Contractor nor assumes responsibility for any Contractor's failure to furnish and perform the Work in accordance with the Contract Documents. 5. Defective fVork. Engineer will have the authority in coordination with the Owner's Representative (if any) to reject Contractor's Work while it is in progress if, on the basis of Engineer's observations, Engineer believes that such Work will not produce a completed Project that conforms generally to the Contract Documents or that it will threaten the integrity of the design concept of the completed Project as a functioning whole as indicated in the Contract Documents. However,neither Engineer's authority to reject Work nor Engineer's decision to exercise or not exercise such authority shall give rise to a duty or responsibility of the Engineer to Contractors, Subcontractors, material and equipment suppliers, their agents or employees, or any other person(s) or entities performing any of the Work, including but not limited to any duty or responsibility for Contractors' or Subcontractors' safety precautions and programs incident to the Work. 6. Clarifications and Inte11n•etations; Field Orders. In coordination with the Owner's Representative (if any), issue necessary clarifications and interpretations of the Contract Documents as appropriate to the orderly completion of Contractor's work. Such clarifications and interpretations will be consistent with the intent of and reasonably inferable from the Contract Documents, Engineer may issue Field Orders authorizing minor variations in the Work from the requirements of the Contract Documents in coordination with the Owner's Representative (if any). 7. Change Orders and Work Change Directives. Recommend Change Orders and Work Change Directives to Owner or the Owner's Representative (if any), as appropriate, and prepare Change Orders and Work Change Directives as required. 8. Shop Drcnvings and Samples. Review and approve or take other appropriate action in respect to Shop Drawings and Samples and other data which Contractor is required to submit, but only for conformance with the information given in the Contract Documents 2of6 and compatibility with the design concept of the completed Project as a functioning whole as indicated by the Contract Documents. Such reviews and approvals or other action will not extend to means, methods, techniques, sequences, or procedures of construction or to safety precautions and programs incident thereto. Engineer will meet any Contractor's submittal schedule that Engineer has accepted. Submittal review time will be coordinated with the Owner's Representative(if any). 9. Substitutes and "orequaL " Evaluate and determine the acceptability of substitute or "or-equal" materials and equipment proposed by Contractor. 10. Inspections and Tests. In coordination with the Owner's Representative (if any), require (performance of test to be done by others) such special inspections or tests of Contractor's work as deemed reasonably necessary, and receive and review all certificates of inspections, tests, and approvals required by Laws and Regulations or the Contract Documents. Engineer's review of such certificates will be for the purpose of determining that the results certified indicate compliance with the Contract Documents and will not constitute an independent evaluation that the content or procedures of such inspections, tests, or approvals comply with the requirements of the Contract Documents. Engineer shall be entitled to rely on the results of such tests. 11.Disagreements with Construction Contractor. Render formal written decisions to the Owner's Representative (if any),when requested, on all duly submitted issues relating to the acceptability of Contractor's work or the interpretation of the requirements of the Contract Documents pertaining to the execution, performance, or progress of Contractor's Work; review each duly submitted Claim,and in writing either recommend to the Owner's Representative (if any) to deny such Claim in whole or in part, approve such Claim, or decline to resolve such Claim if Engineer in its discretion concludes that to do so would be inappropriate. 12.Applications,for Payment. Based on Engineer's observations as an experienced and qualified design professional and on review of draft Applications for Payment and accompanying supporting documentation (prepared by Owner's inspection team): a. Submit recommendation to Owner or Owner's Representative (if any) on issuance of payments to Contractor. Such recommendations of payment will be in writing and will constitute Engineer's representation to Owner, based on such observations and review, that, to the best of Engineer's knowledge, information and belief, Contractor's Work has progressed to the point indicated,the quality of such Work is generally in accordance with the Contract Documents (subject to an evaluation of the Work as a functioning whole prior to or upon Substantial Completion, to the results of any subsequent tests called for in the Contract Documents, and to any other qualifications stated in the recommendation), and the conditions precedent to Contractor's being entitled to such payment appear to have been fiilfilled in so far as it is Engineer's responsibility to observe Contractor's Work. In the case of unit price work, Engineer's recommendations 3 of G of payment will include final determinations of quantities and classifications of Contractor's Work (subject to any subsequent adjustments allowed by the Contract Documents). b. By recommending any payment, Engineer shall not thereby be deemed to have represented that observations made by Engineer to check the quality or quantity of Contractor's Work as it is performed and fiirnished have been exhaustive, extended to every aspect of Contractor's Work in progress, or involved detailed inspections of the Work beyond the responsibilities specifically assigned to Engineer in this Agreement and the Contract Documents. Neither Engineer's review of Contractor's Work for the purposes of recommending payments nor Engineer's recommendation of any payment including final payment will impose on Engineer responsibility to supervise, direct, or control Contractor's Work in progress or for the means, methods, techniques, sequences, or procedures of construction or safety precautions or programs incident thereto, or Contractor's compliance with Laws and Regulations applicable to Contractor's furnishing and performing the Work. It will also not impose responsibility on Engineer to make any examination to ascertain how or for what purposes Contractor has used the moneys paid on account of the Contract Price, or to determine that title to any portion of the Work in progress, materials, or equipment has passed to Owner free and clear of any liens, claims, security interests, or encumbrances, or that there may not be other matters at-issue between Owner and Contractor that might affect the amount that should be paid. 13. Conn-actor's Completion Documents. Receive, review, and transmit to Owner or the Owner's Representative (if any) maintenance and operating instructions, schedules, guarantees, bonds, certificates or other evidence of insurance required by the Contract Documents, certificates of inspection, tests and approvals, Shop Drawings, Samples and other data approved as provided under paragraph 11, and the annotated record documents which are to be assembled by Contractor in accordance with the Contract Documents to obtain final payment. The extent of such review by Engineer will be limited as provided in paragraph 11. Furnish one set of reproducible drawings and electronic files (AutoCAD 2009 on CD ROM)to BCRUA. 14.Substantial Completion Inspection. Promptly after notice from Contractor that Contractor considers the entire Work ready for its intended use, in company with Owner, the Owner's Representative (if any) and Contractor, conduct an inspection to determine if the Work is substantially complete. If after considering any objections of Owner, Engineer considers the Work substantially complete; Engineer shall deliver a certificate of Substantial Completion to Owner and Contractor. 15. Monthly Construction Adeetings. Attend monthly construction meetings with Contractor and BCRUA and review meeting minutes. 4of6 16. TWDB Coordination. Coordinate, maintain, and provide required documents to the Texas Water Development Board. 17.Final Inspection, Notice of Acceptability of the lFork, and Post Construction Site Visits. Conduct a final inspection to determine if the completed Work of Contractor is acceptable so that Engineer may recommend, in writing, final payment to Contractor. Accompanying the recommendation for final payment, Engineer shall also provide a notice that the Work is acceptable to the best of Engineer's knowledge, information, and belief and based on the extent of the services provided by Engineer under this Agreement. During the post construction phase, Engineer shall visit the work site with Owner to observe any apparent defects in the Work, assist Owner in consultations and discussions with Contractor concerning correction of any such defects, and make recommendations as to replacement or correction of Defective Work,if present. B. Construction Management Support 1. Status Reports & OOC Meetings. Provide status reports and attend the OOC (Operation & Oversight Committee)meetings as requested by the Owner. Information may include budget information, current estimates of construction cost and schedule, obligations and action items required,status of change orders, anticipated change order, expenditures and estimated cost at completion, contractor payment reports and other information necessary to define the Project status. Also,attend up to four(4)BCRUA Board Meetings related to construction phase services. 2. Public Communication. Assist with public meetings and communications which includes: a. Attend "meet the contractor" meetings and provide supporting exhibits/documents as required. b. Providing status reports as requested by the Owner. C. Conduct periodic coordination and/or meetings with property owners in the field as requested by the Owner. 3. General Construction Management Support. Participate in and support the Owner's Program and Construction Management Department/Office. 4. Post-Construction Phase Services. The following services shall be performed after construction is complete during the warranty period: a. Provide assistance in connection with the testing and adjusting of specific project equipment or systems. Assist Owner in training Owner's staff to operate and maintain Specific Project,equipment, and systems. b. In company with Owner or Owner's representative, provide an inspection of the Specific Project within one month before the end of the Correction Period to ascertain whether any portion of the Work is subject to correction. C. Also, provide final inspection to verify work was corrected and write acceptance letter. 5 of 6 Note: The Post-Construction Phase services may commence during the Construction Phase and, if not otherwise modified in the Task Order,will terminate at the end of the 1-year warranty period. C. Assumptions 1. Inspection and Resident Project Representative services to be provided by others. 2. Independent testing laboratory services to be provided by others. END OF SCOPE 6of6 EXHIBIT C Work Schedule [Exhibit follows] EXHIBIT C Work Schedule Work is expected to be completed by November 14, 2012 EXHIBIT D Fee Schedule [Exhibits follow] EXHIBIT D Fee Schedule The Fee Schedule and Estimate for this project are as follows: The total estimate is $180,000 including $174,990.00 for Construction Phase Services and$5,010 for contingencies. The billing rate is attachment 1. The work estimate is attachment 2. Confirmation of subcontractors work is attachment 3. EXHIBIT D Fee Schedule Attachment 1: Billing Rates K FRIESE & ASSOCIATES, INC. BILLING RATE SCHEDULE For: BCRUA Segment 2C Construction Phase Billing Rates Personnel labor is billed at the following hourly rates, Principal $185 Project Manager $180 Senior Engineer $180 Project Engineer $130 BIT $85 CADD Technician $80 Clerical $60 Sub-Consultants Sub-consultants are billed at cost with no mark-up applied. James R. Schultz&Associates labor is billed at the following hourly rates: Engineer $120 Technician $90 Clerical $50 Travel and Subsistence Company vehicle mileage charges are invoiced at the current rate/mile issued by the IRS. Reimbursable Costs Reimbursable costs include "out of pocket" expenses, the cost of which shall be charged at actual costs plus any administrative charge, as described in the contract, and shall be itemized and included in the invoice. Typical out-of-pocket expenses shall include, but not be limited to, travel expenses(lodging, meals,etc.), job-related mileage at the prevailing Company rate, long distance telephone calls, courier, and printing and reproduction costs. In the event the requested service involves the use of electronic measuring equipment, computers, plotters, and other special equipment such as boats, etc., an additional direct charge shall be made for the use of this equipment. K FRIESE&ASSOCIATES,INC. + CONSULTING ENGINEERS 1120 S.CAPITAL OF TEXAS HwY,THE SETTING II,STE. 100+AUSTIN,Tom 78746+TEL 512.338.1704 www.kfriese.com FEE SCHEDULE-CONSTRUCTION PHASE SERVICES EXHIBIT C BCRUA REGIONAL WATER SYSTEM IMPROVEMENTS TRANSMISSION LINE SEGMENT 2C K Friese&Associates,Inc Construction Phase Services Treated Water Transmission Line,Segment 2c EXHIBIT D. Attachment 2: Work Fstimate Project Project CADD Sub Principal Manager Engineer Tech Clerical Total Labor Total Labor Consultant Expenses Total Task Hours Hours Hours Hours Hours Hours Cost cost Cost Cost Construction Administration 1 lGeneral Administration 4 40 16 60 $8,900 $8,900 2 1 Pre-Construction Conf. 8 8 16 $2,480 $50 $2,530 3 Schedules 8 16 24 $3,520 $3,520 4 Site visits 36 72 108 $15,840 $1,000 $1,000 $17,840 5 Defective Wolin 12 16 28 $4,240 $4,240 6 Clarifications and Interpretations 20 40 60 $8,800 $8,800 7 Change Orders 20 40 40 6 106 $12,760 $1,000 $100 $13,860 8 Shop Drawings 32 64 12 1 108 $14,800 $2,000 $16,800 9 ISubstitutes 8 1 16 1 24 $3,5201 $3,520 10 1 Inspections and Tests 16 1 32 48 $7,040 $1,000 1 $8,040 11 Oweireernents with Contractor 8 16 16 40 $6,440 1 $6,440 12 JApplicaflons for Payment 12 24 36 $5,280 1 $5280 13 Contractor's Completion Docs 16 24 40 80 $9,600 $1,500 $2001 $11,300 14 Substantial Completion Inspection 16 16 32 $4,960 $1,000 $50 $6,010 15 Monthty Construction Meetin s 36 54 90 $13,500 $1,000 $14,500 16 TWDB Coordination 24 8 32 $5,360; $5,360 17 Final Inspection 12 12 24 $3,720 $50 $3,770 Construction Management Support 1 Status Reports&OOC Mt s 4 40 32 2 78 $12,220 $250 $12,470 2 Public Communications 4 24 24 12 64 $9,260 $150 $9,410 3 General CM Support 16 16 32 $4,960 $4,960 4 Post Construction Services 24 24 48 $7,440 $7,440 TOTAL DESIGN PHASE 20 436 554 92 1 36 1 1,138 1 $164,6401 $7,500 1 $2,450 $174,990 CONTMGENCY: $5,010 TOTAL+Conungemy r $160,000 K#FRIFSE n;rrr c.xFp cA_ar dyetxls 1 of 1 &A OCIATM INC. EXHIBIT D: Attachment 3 James R Schultz &.Associates ELECTRICAL ENGINEERS TBPE FIRM NO.P-3997 5900 Balcones Drive,Suite 220-Austin,Texas 78731 512.452.8789 July 21, 2010 Tom Owens, P.E. 1120 South Capital of Texas Highway The Setting If, Suite 100 Austin, TX 78746 Re: Proposal for CA Phase Services BCRU Segment 2C Vault Dear Mr. Owens: James R. Schultz&Associates proposes to furnish the engineering services necessary for the construction phase of the electrical1instrumentation systems for the subject project for an amount not to exceed $7500.00. The work will consist of the following: • Shop drawing review • O&M Manual review. • Two (2)visits to the site to observe construction of the electrical, controls and instrumentation installation. • Preparation of punch list. • Final inspection • Preparation of as-built drawings. • Preparation of change orders Including the changes required for the SCADA system. Fees for our services will be calculated on an hourly basis using the following rates: • Engineer $ 120.00 per hr. • Tech $ 90.00 per hr. • Clerical $ 50.00 per hr, If you agree with the terms of this proposal please sign In the space allocated below and return one signed original to us.We look forward to working with you on this project. Yours truly, Accepted By: James R. Schultz&Associates For: K. Friese&Associates, Inc. James R. Schultz, P.E. EXHIBIT E Certificates of Insurance [Exhibit follows] i CI=RTIFICATE OF LIABILITY INSURANCE Date: 12/2&09 j TO)number required,Please refer to the PRODUCER: Texas Dept of insurance webaite: htto:lhvy�v,tdl,$ tje.tx.us/ ACEC/Marsh SQZMMrket Street.Ste 1100_ S),.Louis. COMPANIES AFFORDING COVERAGE TDI 11110 89t01 Pbog;800-338-139i E-mail., Hartford Insurance Company A INSURED; B A E American In KFriese&Associates.Inc 1120 3 C olIjI of Taxa$ kthway#100 . C Austin,TX 7Q746 Pbgne:512-33B-17Q4 Eanall: D THIS IS TO CERTIFY THAT the Insured named above Is Insured by the Companles listed above with respect to the business operations hereinafter described,for the types of Insurance and In accordance with the provlslons of the standard policies used by the companies, and further hereinafter desorlbed. Exceptions to the policies are noted below. CO TYPE OF POLICY EFFECTIVE EXPIRATION LIMITS LTR INSURANCE NUMBER DATE DATE A GENERAL LIABILITY 84SBWVM8359 01101/t0 01!01/11 GENERAL AGGREGATE $2.000,000 PRODUCTS-COMPIOP AGG. $2,000,000 PERSONAL&ADV,INJURY $1,000,000 EACH OCCURRENCE $1,000,000 FIRE DAMAGE(Any one fire) $1,000,000 MED.EXPENSE(Any one person) $ 10,000 A AUTOMOBILE LIABILITY 84SBWVW369 01101110 01101111 COMBINED SINGLE LIMIT $1,000,000 BODILY INJURY(Per person) $ BODILY INJURY(Peracddent) S PROPERTY DAMAGE $ EXCESS LIABILITY EACH OCCURRENCE $ AGGREGATE $ A WORKERS'COMPENSATION 84WBGIR1232 01/01110 01/01/11 STATUTORY LIMITS $ AND EMPLOYERS'LIABILITY EACH ACCIDENT $ 500.000 DISEASE-POLICY LIMIT 5 500.000 DISEASE-EACH EMPLOYEE $ 500,000 B PROFESSIONAL LIABILITY EONNO1880627005 01/01/10 01/01/11 $11,000,000 Occur I$i,000,000 Aggr BUILDERS'RISK INSURANCE OR INSTALLATION INSURANCE DESCRIPTION OF OPERATIONS/LOCATIONSIVEHICLESISPECM ITEMS/EXCEPTIONS Prof 0067:BbRUA Reglonal Water System Transmission Main Segment 2c The City of Roun ock is named as additional Insured with respect to all policies except ' orkers' ompensatlon andEmployers; Liability'and `Professional Liability', Should any of the above described petioles be cancelled or changed before the expiration date thereof,ihs issuing company will mall thirty(30)days written notice to the certificate holder named below. CERTIFICATE HOLDER: City Manager City of Round Rock SIGNA E OF AGENT LICENSED IN STATE OF TEXAS 221 E.Maln Street �n^y A- Round Rock,Texas 78664 0 A Q Typed Noma:_Sandra R Bolllot Title: Senlor Vice President Page 2 00650—1-2008- Certificate of l iability Insurance Ec CERTIFICATE OF LIABILITY INSURANCE oPID KL FDATE(MMIDD/YYYY) � FRIES-108/10/10 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE ACEC/MARSH HOLDER.THIS CERTIFICATE DOES NOT AMEND,EXTEND OR 701 Market St. , Ste. 1100 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. St. Louis MO 63101 Phone: 800-338-1391 Fax:888-621-3173 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER A: Hartford Insurance Company 22357 INSURER B: K Friese & Associates Inc. INSURER C: The Setting II, Ste. X00 1120 S Capital of Texas Hwy INSURER D: Austin TX 78746 INSURER E: COVERAGES 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.AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR NSR TYPE OF INSURANCE POLICY NUMBER DATECIJIJ POLIMMIDDCIYYYY ATE POLICMM/DD TION LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 A X COMMERCIAL GENERAL LIABILITY 84SBWVM8359 01/01/10 01/01/11 PREMISES(Ea occurence) $ 1,000,000 CLAIMS MADE 41 OCCUR MED EXP(Any one person) $ 10,000 X CONTRACTUAL PERSONAL&ADV INJURY $ 1,000,000 PROFESSIONAL LIAR EXCL GENERAL AGGREGATE s2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OPAGG $2,000,000 POLICY rX7 PECT RO LOC J AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000 ANY AUTO (Ea accident) ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Per person) A X HIRED AUTOS 84SBWVM8359 01/01/10 01/01/11 BODILY INJURY X NON-OWNED AUTOS (Per accident) $ PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: AGG $ EXCESS/UMBRELLA LIABILITY EACH OCCURRENCE $ OCCUR CLAIMS MADE AGGREGATE $ DEDUCTIBLE $ RETENTION $ $ WORKERS COMPENSATION AND EMPLOYERS'LIABILITY X TORY LIMITS ER YIN A OFFICER/MEMBER EXCLUDEPROPRIETOR/PARTNER/E ECUTIVP 84WBGIR1232 01/01/10 01/01/11 E.L.EACH ACCIDENT $ 1,000,000 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under SPECIAL PROVISIONS below E.L.DISEASE-POLICY LIMIT $ 1,000,000 OTHER DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS Project: BCRUA Regional Water System Improvements, Treated Water Tansmission Line/Main, Segment 2c - Construction Phase Services Waiver of subrogation is included. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION BRUSITYC DATE THEREOF,THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT FAILURE TO DO SO SHALL Brushy Creek Regional Utility IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER,ITS AGENTS OR Authority REPRESENTATIVES. Program & Construction Manager AUTHORIZED REPRESENTATIVE 221 East Main Street Round Rock TX 78664 ACORD 25(2009/01) ~1101TONYINWCORID>CO rights reserved. The ACORD name and logo are registered marks of ACORD �Co/ CERTIFICATE OF LIABILITY INSURANCE OP ID KL [7ATE(MMIDDIYYYY) V FRIES-1 08/10/10 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE ACEC/MARSH HOLDER.THIS CERTIFICATE DOES NOT AMEND,EXTEND OR 701 Market St. , Ste. 1100 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. St. Louis MO 63101 Phone: 800-338-1391 Fax:888-621-3173 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER A: ACE American Insurance Company INSURER B: K Friese & Associates Inc. The Setting II Ste 160 INSURER C 1120 S. Ca%tai of Texas Hwy INSURER D: Austin TX 78746 INSURER E: COVERAGES 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.AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. IN5K AVID, TION LTR NSR TYPE OF INSURANCE POLICY NUMBER DATE MM/DDC/YYYY DTIVE ATE MMIICY DD/YYYY) LIMITS GENERAL LIABILITY EACH OCCURRENCE $ COMMERCIAL GENERAL LIABILITY PREMISES Ea occurence) $ CLAIMS MADE 1-1 OCCUR MED EXP(Any one person) $ PERSONAL&ADV INJURY $ GENERAL AGGREGATE $ GEN-L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ POLICY F7 PRO LOC JECT AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ ANY AUTO (Ea accident) ALL OWNED AUTOS BODILY INJURY SCHEDULED AUTOS (Per person) $ HIRED AUTOS BODILY INJURY $ NON-OWNED AUTOS (Per accident) PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: AGG $ EXCESS/UMBRELLA LIABILITY EACH OCCURRENCE $ OCCUR 17 CLAIMS MADE AGGREGATE $ DEDUCTIBLE $ RETENTION $ $ WORKERS COMPENSATION IU AND EMPLOYERS'LIABILITY Y/N TORY LIMITS ER ANY PROPRIETOR/PARTNER/EXECUTIVFE::I E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under SPECIAL PROVISIONS below E.L.DISEASE-POLICY LIMIT $ OTHER A Professional BONNO1880627005 01/01/10 01/01/11 Occurrenc $1,000,000 , Liability Aggregate $1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS This policy covers the professional services of the named insured for all projects & the limits of liability shown shall not be construed to be applied to a particular project. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION BRUSITYC+ DATE THEREOF,THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT FAILURE TO DO SO SHALL Brushy Creek Regional Utility IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER,ITS AGENTS OR Authority REPRESENTATIVES. Program & Construction Manager AUTHORIZED REPRESENTATIVE 221 East Main Street Round Rock TX 78664 10-A OCJA ACORD 25(2009101) C t:0 rights reserved. The ACORD name and logo are registered marks of ACORD DATE: August 18, 2010 SUBJECT: BCRUA Board Meeting—August 25, 2010 ITEM: 7B. Consider a resolution authorizing the President to execute a Construction Phase Services Contract with K. Friese&Associates, Inc.for Treated Water Transmission Line,Segment 2C. Presenter: Michael Thuss Program Manager Justification: K. Friese&Associates, Inc.is the design engineer of record for the Treated Water Transmission Line,Segment 2C Project. They will provide design engineer construction phase services for the Project. This is expected to the last of the construction phase services contracts to be awarded by the Board for Phase 1. The not to exceed amount of$180,000 is below the original government estimate of approximately$220,000. Funding: The contract is for time and materials, and not to exceed$180,000. Funds are included in the Program Budget and the FY'10 Spending Plan; and are specifically contained in the Phase 1,Treated Water Transmission Line, Segment 2C,Construction Phase Services Line Item. The contract was prepared by Legal Services.