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BCRUA_R-10-10-20-7A RESOLUTION NO. R-10-10-20-7A WHEREAS, the Brushy Creek Regional Utility Authority, Inc. ("BCRUA") has previously entered into an agreement with Dial Development Services, Ltd. for Construction Phase Observation Services for BCRUA Phase 1, Contract 1, Regional Water System, Raw Water Pipeline, and WHEREAS, Dial Development Services, Ltd. has submitted Supplemental Agreement No. 2 to the Agreement to modify the provisions for the scope of services, and WHEREAS, the BCRUA desires to enter into said Supplemental Agreement No. 2,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 Supplemental Agreement No. 2 with Dial Development Services, Ltd., 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 20th day of October, 2010. MIT resident Brushy Creek Regional Utility Authority AU: b , I#n Cowman, Secretary Z:\BCRUA\Board Psckets\Pscket Dowments\l02010\Res.BCRUA-SA#2 w-Did Development Services-Agmt(00205512).DOC/rmc SUPPLEMENTAL AGREEMENT NO. 2 TO "BRUSHY CREEK REGIONAL UTILITY AUTHORITY (BCRUA) AGREEMENT FOR CONSTRUCTION PHASE OBSERVATION SERVICES FOR BCRUA PHASE 1, CONTRACT 1, REGIONAL WATER SYSTEM, RAW WATER PIPELINE WITH DIAL DEVELOPMENT SERVICES,LTD." FIRM: Dial Development Services,Ltd. ADDRESS: Post Office Boa 608,Del Valle,Texas 78617 PROJECT: Phase 1,Contract 1,Regional Water System,Raw Water Pipeline This Supplemental Agreement No. 2 to "Brushy Creek Regional Utility Authority (BCRUA) Agreement for Construction Phase Observation Services for BCRUA Phase 1, Contract 1, Regional Water System, Raw Water Pipeline with Dial Development Services, Ltd." (hereinafter referred to as "Supplemental Agreement No. 2") is made by and between the Brushy Creek Regional Utility Authority, a Texas local government corporation (hereinafter referred to as the 'BCRUA"),and Dial Development Services,Ltd.(hereinafter referred to as"Dial'). WHEREAS, the BCRUA and Dial executed the original agreement entitled "Brushy Creek Regional Utility Authority (BCRUA) Agreement for Construction Phase Observation Services for BCRUA Phase 1, Contract 1, Regional Water System, Raw Water Pipeline with Dial Development Services, Ltd." °"the 18th day of November, 2009, in the original amount of $656,000.00;and WHEREAS, it became necessary on April 21, 2010 to amend the original agreement via Supplemental Agreement No. 1 to modify the description of the Project and to increase the compensation by$313,000 to a total of$969,000;and WHEREAS, it has again become necessary to amend the original agreement and Supplemental Agreement No. 1 via this Supplemental Agreement No. 2 to modify the description of the Project and to increase the compensation by $180,000.00 to a total of $1,149,000.00; NOW THEREFORE, premises considered, the BCRUA and Dial agree that said Agreement shall be amended as follows: 1. The description of the Project is hereby amended to include the following: Treated Water Transmission Line Segment 2c: Provide Observation Services for approximately 7,800 linear feet of 72 inch steel pipe with valves,road repair,and landscaping in the vicinity of New Hope Road in Cedar Park,Texas. II. Section 1.2.1.of the original agreement is hereby amended to read as follows: 0020317&j4 EXHIBIT A J . r 1.2.1 The objective or use is: Objectives include, but are not limited to, obtaining consulting services from Dial including Dial's provision of industry standard construction phase observation services, certain related administrative services, performance observation support, and field site representation (the "Services") oil the site of the BCRUA Phase 1, Contract I, Raw Water Pipeline Project, the Treated Water Transmission Line Segment 1, the Regional Treatment Plant Lift Station, and the Treated Water Transmission Line Segment 2c. III. Section 1,2.5 of the original agreement is hereby amended to read as follows: 1.2.5 The financial parameters are as follows: The total fee for Dial's services shall be in a not-to-exceed amount of One Million One Hundred Forty-nine Thousand and No/100 Dollars ($1,149,000.00). Such not-to-exceed amount shall be full compensation for all Services performed and to be performed by Dial 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 Dial on a "time and materials" basis, Dial agrees to accept payment from the BCRUA on such basis, and the parties expressly agree that only work actually performed by Dial will be paid for by the BCRUA. IV. Section 1.2.6.3(i)of the original agreement is hereby amended to read as follows: (i) Time Commitment and Estimated Rate Projections: Lead Observer/Manager: 6,771 hours over duration of 36-month term = $609,400 Addt'I Observer/Support Staff:6,745 hours over duration of 36-month term=$539,600 TOTAL NOT-TO-EXCEED AMOUNT$1,149,000.00 Also see Exhibit"B"entitled"Delineation of Observer's Responsibilities. V. Section 1,2.7.1.1 of the original agreement is hereby amended to read as follows: 1.2.7.1.1 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-six (36) months (November 30, 2012)following Dial's receipt of the BCRUA's written Notice to Proceed issued on December 2 1, 2009, unless this Agreement is extended by written Supplemental Agreement executed by Dial and the BCRUA prior to the date of term expiration. Any work performed or costs incurred by Dial after the date of term expiration or termination shall not be eligible for reimbursement. VI. Section 3.1 of the original agreement is hereby amended to read as follows: 3.1 Total Fee. The total fee for Dial's services shall be in a not-to-exceed amount of One Million One Hundred Forty-nine Thousand and No/100 Dollars ($1,149,000.00). Such not- to-exceed amount shall be full compensation for all Services performed and to be performed by Dial 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 Dial on a "time and materials" basis, Dial agrees to accept payment from the BCRUA on such basis, and the parties expressly agree that only work actually performed by Dial will be paid for by the BCRUA. IN WITNESS WHEREOF, the BCRUA and Dial have executed this Supplemental Agreement No.2 in duplicate. BRUSHY CREEK REGIONAL UTILITY AUTHORITY By: Mitch Fuller,President Date Signed: ATTEST: By: John Cowman,Secretary DIAL DEVELOPMENT SERVICES,LTD.,by D.L.DIAL&ASSOCIATES,LC,GENERAL PARTNER By: iau /—fix Printed a of Principal: t7~o s76&= Title: Aden,-;wA.n Date Signed: 09-2/—/0 ATTEST: By: Corporat Secretary 3 DATE: October 15,2010 SUBJECT: BCRUA Board Meeting—October 20,2010 ITEM: 7A. Consider a resolution authorizing the President to execute Supplemental Agreement No. 2 for Construction Phase Observation Services for Phase 1, Treated Water Transmission Line Segment 2C, Regional Water System Pipeline with Dial Development Services, Ltd.in the amount of$180,000. Presenter: Michael Thuss Construction &Program Manager Justification: The Treated Water Transmission Line,Segment 2C(TWTLS2c)construction contract is in the process of being awarded. Construction of the TWTLS2c requires observation and inspection services. Dial Development Services provides observation and inspection services on the Raw Water Transmission Line,the Treated Water Transmission Line Segment 1,and the Lift Station project at the Regional Water Treatment Plant under a competitively selected contract(Including Amendment#1). Amendment#2 assigns the observation and inspection duties for the Treated Water Transmission Line,Segment 2C project to Dial Development Services. Dial Development Services contract is a time and materials professional services contract. The Engineer Design Operating Committee agreed on assigning this project to Dial Development Services. Funding: Amendment#2 is a Time and Materials type contract with a not to exceed amount of$180,000. The original contract,including Amendments 1 and 2,the total not to exceed amount is$1,149,000. Total expenditures have been$304,700. Funding for this contract is in the BCRUA Program Budget and in the FY11 Spending Plan. This is eligible for Bond Proceeds funding. Note: This is the last observation and inspection award for Phase 1. SUPPLEMENTAL AGREEMENT NO. 2 TO "BRUSHY CREEK REGIONAL UTILITY AUTHORITY (BCRUA) AGREEMENT FOR CONSTRUCTION PHASE OBSERVATION SERVICES FOR BCRUA PHASE 1, CONTRACT 1, REGIONAL WATER SYSTEM, RAW WATER PIPELINE WITH DIAL DEVELOPMENT SERVICES,LTD." FIRM: Dial Development Services,Ltd. ADDRESS: Post Office Box 608,Del Valle,Texas 78617 PROJECT: Phase 1,Contract 1,Regional Water System,Raw Water Pipeline This Supplemental Agreement No. 2 to "Brushy Creek Regional Utility Authority (BCRUA) Agreement for Construction Phase Observation Services for BCRUA Phase 1, Contract 1, Regional Water System, Raw Water Pipeline with Dial Development Services, Ltd." (hereinafter referred to as "Supplemental Agreement No. 2") is made by and between the Brushy Creek Regional Utility Authority, a Texas local government corporation (hereinafter referred to as the 'BCRUA"), and Dial Development Services, Ltd. (hereinafter referred to as"Dial"). WHEREAS, the BCRUA and Dial executed the original agreement entitled "Brushy Creek Regional Utility Authority (BCRUA) Agreement for Construction Phase Observation Services for BCRUA Phase 1, Contract 1, Regional Water System, Raw Water Pipeline with Dial Development Services, Ltd." °" the 18th day of November, 2009, in the original amount of $656,000.00; and WHEREAS, it became necessary on April 21, 2010 to amend the original agreement via Supplemental Agreement No. 1 to modify the description of the Project and to increase the compensation by$313,000 to a total of$969,000; and WHEREAS, it has again become necessary to amend the original agreement and Supplemental Agreement No. 1 via this Supplemental Agreement No. 2 to modify the description of the Project and to increase the compensation by $180,000.00 to a total of $1,149,000.00; NOW THEREFORE, premises considered, the BCRUA and Dial agree that said Agreement shall be amended as follows: I. The description of the Project is hereby amended to include the following: Treated Water Transmission Line Segment 2c: Provide Observation Services for approximately 7,800 linear feet of 72 inch steel pipe with valves, road repair,and landscaping in the vicinity of New Hope Road in Cedar Park,Texas. 11. Section 1.2.1. of the original agreement is hereby amended to read as follows: 00203176/jkg 1.2.1 The objective or use is: Objectives include, but are not limited to, obtaining consulting services from Dial including Dial's provision of industry standard construction phase observation services, certain related administrative services, performance observation support, and field site representation (the "Services") oil the site of the BCRUA Phase 1, Contract 1, Raw Water Pipeline Project, the Treated Water Transmission Line Segment 1, the Regional Treatment Plant Lift Station, and the Treated Water Transmission Line Segment 2c. Ill. Section 1,2.5 of the original agreement is hereby amended to read as follows: 1.2.5 The financial parameters are as follows: The total fee for Dial's services shall be in a not-to-exceed amount of One Million One Hundred Forty-nine Thousand and No/100 Dollars ($1,149,000.00). Such not-to-exceed amount shall be full compensation for all Services performed and to be performed by Dial 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 Dial on a "time and materials" basis, Dial agrees to accept payment from the BCRUA on such basis, and the parties expressly agree that only work actually performed by Dial will be paid for by the BCRUA. IV. Section 1.2.6.3(1)of the original agreement is hereby amended to read as follows: (i) Time Commitment and Estimated Rate Projections: Lead Observer/Manager: 6,771 hours over duration of 36-month term = $609,400 Addt'I Observer/Support Staff: 6,745 hours over duration of 36-month term=$539,600 TOTAL NOT-TO-EXCEED AMOUNT $1,149,000.00 Also see Exhibit "B" entitled "Delineation of Observer's Responsibilities. V. Section 1,2.7.1.1 of the original agreement is hereby amended to read as follows: 1.2.7.1.1 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-six (36) months (November 30, 2012)following Dial's receipt of the BCRUA's written Notice to Proceed issued on December 2 1, 2009, unless this Agreement is extended by written Supplemental Agreement executed by Dial and the BCRUA prior to the date of term expiration. Any work performed or costs incurred by Dial after the date of term expiration or termination shall not be eligible for reimbursement. VI. Section 3.1 of the original agreement is hereby amended to read as follows: 3.1 Total Fee. The total fee for Dial's services shall be in a not-to-exceed amount of One Million One Hundred Forty-nine Thousand and No/100 Dollars ($1,149,000.00). Such not- to-exceed amount shall be full compensation for all Services performed and to be performed by Dial 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 Dial on a "time and materials" basis, Dial agrees to accept payment from the BCRUA on such basis, and the parties expressly agree that only work actually performed by Dial will be paid for by the BCRUA. IN WITNESS WHEREOF, the BCRUA and Dial have executed this Supplemental Agreement No. 2 in duplicate. BRUSHY CREEK REGIONAL UTILITY AUTHORITY By: Mitch Fu er,Presi t Date Signed: ATTES ,�,By: Jo Cowman,Secretary DIAL DEVELOPMENT SERVICES,LTD.,by D.L.DIAL& ASSOCIATES,LC, GENERAL PARTNER Printed a of Principal: zpsaia sp,t Title: Date Signed: ATTEST: By: CorporatJ Secretary 3