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BCRUA_R-12-01-18-6A RESOLUTION NO. R-12-01-18-6A WHEREAS, the Brushy Creek Regional Utility Authority, Inc. ("BCRUA") desires to retain engineering services for the BCRUA Regional Water Supply Project- Phase 2 Deep Water Intake Environmental Assessment & Planning Level Engineering for TWDB Funding Project; and WHEREAS, Jacobs Engineering Group, Inc. has submitted a Contract for Engineering Services to provide said services, and WHEREAS, the BCRUA desires to enter into said contract with Jacobs Engineering Group, Inc.,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 a Contract for Engineering Services with Jacobs Engineering Group, Inc. for the BCRUA Regional Water Supply Project - Phase 2 Deep Water Intake Environmental Assessment & Planning Level Engineering for TWDB Funding Project, a copy of said contract 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 18th day of January, 2012. ZMCRUMBoard PacketskPackct Documcnts1201210 11812\Rcs.BCRUA-ESC sr-Jacobs-Deep Water Intake(00241458).DOC/rmc GEORGE MUTE, President Brushy Creek Regional Utility Authority ATTEST: MITCH ULLER, ecretary 2 WS�n(y®1_ C�-�y \_111 , L REGIONAL UTILITY/UTI-iOP.i I Y - _� _ I C !. > Pa r rncrrh Ip of C cdar Parkt:, lea oder, and RounA R or 1. % / BRUSHY CREEK REGIONAL UTILITY AUTHORITY CONTRACT FOR ENGINEERING SERVICES I+IRM: JACOBS ENGINEERING GROUP, INC. ("Engineer") ADDRESS: 2705 Bee Cave Road Suite 300 Austin TX 78746 PROJECT: BCRUA Regional Water Supply Project—Phase 2 Deep Water Intake Environmental Assessment&Planning Level Engineering for TWDB Funding THE STATE Or TEXAS § COUNTY OF WILLIAMSON § THIS CONTRACT FOR ENGINEERING SERVICES ("Contract') is made and entered into on this the clay of 12012 by and between the BRUSHY CREEK REGIONAL UTILITY AUTHORITY, a Texas local government corporation, whose offices are located at 221 East Main Street, Round Rock, Texas 78664-5299, (hereinafter referred to as "BCRUA"), and Engineer, and such Contract is for the purpose of contracting for professional engineering services. RECITALS: WHEREAS, V.T.C.A., Govermnent Code §2254.002(2)(A)(vii) under Subchapter A entitled "Professional Services Procurement Act" provides for the procurement by municipalities of services of professional engineers; and WHEREAS, BCRUA and Engineer desire to contract for such professional engineering services; and WHEREAS, BCRUA and Engineer wish to document their agreement concerning the requirements and respective obligations of the parties; NOW,THEREFORE, WITNESSETH: That for and in consideration of the mutual promises contained herein and other good and valuable considerations, and the covenants and agreements hereinafter contained to be kept and performed by the respective parties hereto, it is agreed as follows: Engineering Services Contract Rev. 06/10 00241291.doC � _ 196074 CONTRACT DOCUMENTS i The Contract Documents consist of this Contract and any exhibits attached hereto (which exhibits are hereby incorporated into and made a part of this Contract) and all Supplemental Contracts (as defined herein in Article 13) which are subsequently issued. These form the entire contract, and all are as fully a part of this Contract as if attached to this Contract or repeated herein. ARTICLE 1 BCRUA SERVICES BCRUA shall perform or provide services as identified in Exhibit A entitled"BCRUA Services." ARTICLE 2 ENGINEERING SERVICES Engineer shall perform Engineering Services as identified in Exhibit B entitled "Engineering Services." Engineer shall perform the Engineering Services in accordance with the Work Schedule as identified in Exhibit C entitled "Work Schedule." Such Work Schedule shall contain a complete schedule so that the Engineering Services under this Contract may be accomplished within the specified time and at the specified cost. The Work Schedule shall provide specific work sequences and definite review times by BCRUA and Engineer of all Engineering Services. Should the review times or Engineering Services take longer than shown on the Work Schedule, through no fault of Engineer, Engineer may submit a timely written request for additional time, which shall be subject to the approval of the General Manager. ARTICLE 3 CONTRACT TERM (1) Term. The Engineer is expected to complete the Engineering Services described herein in accordance with the above described Work Schedule. If Engineer does not perform the Engineering Services in accordance with the Work Schedule, then BCRUA shall have the right to terminate this Contract as set forth below in Article 20. So long as the BCRUA elects not to terminate this Contract, it shall continue from day to day until such time as the Engineering Services are completed. Any Engineering Services performed or costs incurred after the date of termination shall not be eligible for reimbursement. Engineer shall notify BCRUA in writing as soon as possible if he/she/it determines, or reasonably anticipates, that the Engineering Services will not be completed in accordance with the Work Schedule. (2) Work SeheduIe. Engineer acknowledges that the Work Schedule is of critical importance, and agrees to undertake all necessary efforts to expedite the performance of Engineering Services required herein so that construction of the project will be commenced and completed as scheduled. In this regard, and subject to adjustments in the Work Schedule as provided in Article 2 herein, Engineer shall proceed with sufficient qualified personnel and consultants necessary to fully and timely accomplish all Engineering Services required under this Contract in a professional manner. 2 i (3) Notice to Proceed. After execution of this Contract, Engineer shall not proceed with Engineering Services until authorized in writing by BCRUA to proceed as provided in Article 7. ARTICLE 4 COMPENSATION BCRUA shall pay and Engineer agrees to accept the amount shown below as full compensation for the Engineering Services performed and to be performed under this Contract. The amount payable under this Contract, without modification of the Contract as provided herein, is the sum of Four Hundred Twenty-Six Thousand Seven Hundred Seventy-Six and No/100 Dollars ($425,776.00) as shown in Exhibit D. The lump sum amount payable shall be revised equitably only by written Supplemental Contract in the event of a change in Engineering Services as authorized by BCRUA. Engineer shall prepare and submit to BCRUA monthly progress reports in sufficient detail to support the progress of the Engineering Services and to support invoices requesting monthly payment. Any preferred format of BCRUA for such monthly progress reports shall be identified in Exhibit B. Satisfactory progress of Engineering Services shall be an absolute condition of payment. The fee herein referenced may be adjusted for additional Engineering Services requested and performed only if approved by written Supplemental Contract. ARTICLE S METHOD OF PAYMENT Payments to Engineer shall be made while Engineering Services are in progress. Engineer shall prepare and submit to BCRUA, not more frequently than once per month, a progress report as referenced in Article 4 above. Such progress report shall state the percentage of completion of Engineering Services accomplished during that billing period and to date. Simultaneous with submission of such progress report, Engineer shall prepare and submit one (1) original and one (1) copy of a certified invoice in a form acceptable to BCRUA. This submittal shall also include a progress assessment report in a form acceptable to BCRUA. Progress payments shall be made in proportion to the percentage of completion of Engineering Services identified in Exhibit D. Progress payments shall be made by BCRUA based upon Engineering Services actually provided and performed. Upon timely receipt and approval of each statement, BCRUA shall make a good faith effort to pay the amount which is due and payable within thirty (30) days. BCRUA reserves the right to withhold payment pending verification of satisfactory Engineering Services performed. Engineer has the responsibility to submit proof to BCRUA, adequate and sufficient in its determination, that tasks were completed. The certified statements shall show the total amount earned to the date of submission and shall show the amount due and payable as of the date of the current statement. Final payment does not relieve Engineer of the responsibility of correcting any errors and/or omissions resulting from his/her/its negligence. 3 I ARTICLE 6 PROMPT PAYMENT POLICY In accordance with Chapter 2251, V.T.C.A., Texas Government Code, payment to Engineer will be made within thirty (30) days of the day on which the performance of services was complete, or within thirty (30) days of the day on which BCRUA receives a correct invoice for services, whichever is later. Engineer may charge a late fee (fee shall not be greater than that which is permitted by Texas law) for payments not made in accordance with this prompt payment policy; however, this policy does not apply in the event: A. There is a bona fide dispute between BCRUA and Engineer concerning the supplies, materials, or equipment delivered or the services performed that causes the payment to be late; or B. The terms of a federal contract, grant,regulation,or statute prevent BCRUA from making a timely payment with federal fiinds; or C. There is a bona fide dispute between Engineer and a subcontractor or between a subcontractor and its supplier concerning supplies, materials, or equipment delivered or the Engineering Services performed which causes the payment to be late; or D. The invoice is not mailed to BCRUA in strict accordance with instructions, if any, on the purchase order, or this Contract or other such contractual agreement. BCRUA shall document to Engineer the issues related to disputed invoices within ten (10) calendar days of receipt of such invoice. Any non-disputed invoices shall be considered correct and payable per the terms of Chapter 2251, V.T.C.A.,Texas Govermnent Code, ARTICLE 7 NOTICE TO PROCEED The Engineer shall not proceed with any task listed on Exhibit B until the BCRUA has issued a written Notice to Proceed regarding such task. The BCRUA shall not be responsible for work performed or costs incurred by Engineer related to any task for which a Notice to Proceed has not been issued. ARTICLE 8 PROJECT TEAM BCRUA's Designated Representative for purposes of this Contract is as follows: Chris Lippe, P.E. General Manager 221 East Main Street Round Rock, TX 78664 Telephone Number(512) 844-7419 Email Address clippe@bcrua.org 4 i I BCRUA's Designated Representative shall be authorized to act on BCRUA's behalf with respect to this Contract. BCRUA or BCRUA's Designated Representative shall render decisions in a timely manner pertaining to documents submitted by Engineer in order to avoid unreasonable delay in the orderly and sequential progress of Engineering Services. Engineer's Designated Representative for purposes of this Contract is as follows: Drew Hardin, P.E. i Manager—Water/Civil Infrastructure 2705 Bee Cave Road, Suite 300 Austin,TX 78746 Telephone Number(512) 314-3100 Fax Number(512) 314-3135 Email Address Drew.liardin@jacobs.com ARTICLE 9 PROGRESS EVALUATION Engineer shall, from time to time during the progress of the Engineering Services, confer with BCRUA at BCRUA's election. Engineer shall prepare and present such information as may be pertinent and necessary, or as may be requested by BCRUA, in order for BCRUA to evaluate features of the Engineering Services. At the request of BCRUA or Engineer, conferences shall be provided at Engineer's office, the offices of BCRUA, or at other locations designated by BCRUA. When requested by BCRUA, such conferences shall also include evaluation of the Engineering Services, Should BCRUA determine that the progress in Engineering Services does not satisfy the Work Schedule, then BCRUA shall review the Work Schedule with Engineer to determine corrective action required. Engineer shall promptly advise BCRUA in writing of events which have or may have a significant impact upon the progress of the Engineering Services, including but not limited to the following: (1) Problems, delays, adverse conditions which may materially affect the ability to meet the objectives of the Work Schedule, or preclude the attainment of project Engineering Services units by established time periods; and such disclosure shall be accompanied by statement of actions taken or contemplated, and BCRUA assistance needed to resolve the situation, if any; and (2) Favorable developments or events which enable meeting the Work Schedule goals sooner than anticipated. i 5 1 ARTICLE 10 SUSPENSION Should BCRUA desire to suspend the Engineering Services, but not to terminate this Contract, then such suspension may be effected by BCRUA giving Engineer thirty (30) calendar days' verbal notification followed by written confirmation to that effect. Such thirty-day notice may be waived in writing by agreement and signature of both parties. The Engineering Services may he reinstated and resumed in frill force and effect within sixty (60) days of receipt of written notice from BCRUA to resume the Engineering Services. Such sixty-day notice may be waived in writing by agreement and signature of both parties. If this Contract is suspended for more than thirty (30) days, Engineer shall have the option of terminating this Contract. If BCRUA suspends the Engineering Services, the contract period as determined in Article 3, and the Work Schedule, shall be extended for a time period equal to the suspension period. BCRUA assumes no liability for Engineering Services performed or costs incurred prior to the date authorized by BCRUA for Engineer to begin Engineering Services, and/or during periods when Engineering Services is suspended, and/or subsequent to the contract completion date. ARTICLE 11 ADDITIONAL ENGINEERING SERVICES If Engineer forms a reasonable opinion that any work he/she/it has been directed to perform is beyond the scope of this Contract and as such constitutes extra work, he/she/it shall promptly notify BCRUA in writing. In the event BCRUA finds that such work does constitute extra work and exceeds the maximum amount payable, BCRUA shall so advise Engineer and a written Supplemental Contract will be executed between the parties as provided in Article 13. Engineer shall not perform any proposed additional work nor incur any additional costs prior to the execution, by both parties, of a written Supplemental Contract. BCRUA shall not be responsible for actions by Engineer nor for any costs incurred by Engineer relating to additional work not directly associated with the performance of the Engineering Services authorized in this Contract or any amendments thereto. ARTICLE 12 CHANGES IN ENGINEERING SERVICES If BCRUA deems it necessary to request changes to previously satisfactorily completed Engineering Services or parts thereof which involve changes to the original Engineering Services or character of Engineering Services under this Contract, then Engineer shall make such revisions as requested and as directed by BCRUA. Such revisions shall be considered as additional Engineering Services and paid for as specified under Article 11. Engineer shall make revisions to Engineering Services authorized hereunder as are necessary to i correct errors appearing therein, when required to do so by BCRUA. No additional compensation shall be due for such Engineering Services. 6 ARTICLE 13 SUPPLEMENTAL CONTRACTS The terms of this Contract may be modified by written Supplemental Contract if BCRUA determines that there has been a significant change in (1) the scope, complexity or character of the Engineering Services, or(2) the duration of the Engineering Services. Any such Supplemental Contract must be duly authorized by the BCRUA. Engineer shall not proceed until the Supplemental Contract has been executed. Additional compensation, if appropriate, shall be identified as provided in Article 4. It is understood and agreed by and between both parties that Engineer shall make no claim for extra work done or materials furnished until the BCRUA authorizes full execution of the written Supplemental Contract and authorization to proceed. BCRUA reserves the right to withhold payment pending verification of satisfactory Engineering Services performed. ARTICLE 14 OWNERSHIP OF DOCUMENTS All data, basic sketches, charts, calculations, plans, specifications, and other documents created or collected under the terms of this Contract are the exclusive property of BCRUA and shall be fiunished to BCRUA upon request. All documents prepared by Engineer and all documents firrnished to Engineer by BCRUA shall be delivered to BCRUA upon completion or termination of this Contract. Engineer, at its own expense, may retain copies of such documents or any other data which it has fin•nished BCRUA under this Contract. ARTICLE 15 PERSONNEL,EQUIPMENT AND MATERIAL Engineer shall furnish and maintain, at its own expense, quarters for the performance of all Engineering Services, and adequate and sufficient personnel and equipment to perform the Engineering Services as required. All employees of Engineer shall have such knowledge and experience as will enable them to perform the duties assigned to them. Any employee of Engineer who, in the opinion of BCRUA, is incompetent or whose conduct becomes detrimental to the Engineering Services shall immediately be removed from association with the project when so instructed by BCRUA. Engineer certifies that it presently has adequate qualified personnel in its employment for performance of the Engineering Services required under this Contract, or will obtain such personnel from sources other than BCRUA. Engineer may not change the Project Manager without prior written consent of BCRUA. ARTICLE lb SUBCONTRACTING Engineer shall not assign, subcontract or transfer any portion of the Engineering Services tinder this Contract without prior written approval from BCRUA. All subcontracts shall include the provisions required in this Contract and shall be approved as to form, in writing, by BCRUA prior to Engineering Services being performed under the subcontract. No subcontract shall relieve Engineer of any responsibilities under this Contract. 7 ARTICLE 17 EVALUATION OF ENGINEERING SERVICES BCRUA, or any authorized representatives of it, shall have the right at all reasonable times to review or otherwise evaluate the Engineering Services performed or being performed hereunder and the premises on which it is being performed. If any review or evaluation is made on the premises of Engineer or a subcontractor, then Engineer shall provide and require its subcontractors to provide all reasonable facilities and assistance for the safety and convenience of BCRUA or other representatives in the performance of their duties. ARTICLE 18 SUBMISSION OF REPORTS All applicable study reports shall be submitted in preliminary form for approval by BCRUA before any final report is issued. BCRUA's comments on Engineer's preliminary reports shall be addressed in any final report. ARTICLE 19 VIOLATION OF CONTRACT TERMS/BREACH OF CONTRACT Violation of contract terms or breach of contract by Engineer shall be grounds for termination of this Contract, and any increased costs arising from Engineer's default, breach of contract, or violation of contract terms shall be paid by Engineer. ARTICLE 20 TERMINATION This Contract may be terminated as set forth below. (1) By mutual agreement and consent, in writing, of both parties. (2) By BCRUA, by notice in writing to Engineer, as a consequence of failure by Engineer to perform the Engineering Services set forth herein in a satisfactory manner. (3) By either party, upon the failure of the other party to fulfill its obligations as set forth herein. (4) By BCRUA, for reasons of its own and not subject to the mutual consent of Engineer, upon not less than thirty (30)days' written notice to Engineer. (5) By satisfactory completion of all Engineering Services and obligations described herein. Should BCRUA terminate this Contract as herein provided, no fees other than fees due and payable at the time of termination shall thereafter be paid to Engineer. In determining the value of the Engineering Services performed by Engineer prior to termination, BCRUA shall be the sole judge. Compensation for Engineering Services at termination will be based on a percentage of the Engineering 8 i Services completed at that time. Should BCRUA terminate this Contract tinder Subsection (4) immediately above, then the amount charged during the thirty-day notice period shall not exceed the amount charged during the preceding thirty(30) days. If Engineer defaults in the performance of this Contract or if BCRUA terminates this Contract for fault on the part of Engineer, then BCRUA shall give consideration to the actual costs incurred by Engineer in performing the Engineering Services to the date of default, the amount of Engineering Services required which was satisfactorily completed to date of default, the value of the Engineering Services which are usable to BCRUA, the cost to BCRUA of employing another firm to complete the Engineering Services required and the time required to do so,and other factors which affect the value to i BCRUA of the Engineering Services performed at the time of default. The termination of this Contract and payment of an amount in settlement as prescribed above shall extinguish all rights, duties, and obligations of BCRUA and Engineer under this Contract, except the obligations set forth herein in Article 21 entitled"Compliance with Laws." If the termination of this Contract is due to the failure of Engineer to fulfill his/her/its contractual obligations, then BCRUA may take over the project and prosecute the Engineering Services to completion. In such case,Engineer shall be liable to BCRUA for any additional and reasonable costs incurred by BCRUA. Engineer shall be responsible for the settlement of all contractual and administrative issues arising out of any procurements made by Engineer in support of the Engineering Services under this Contract. ARTICLE 21 COMPLIANCE WITH LAWS (1) Compliance. Engineer shall comply with all applicable federal, state and local laws, statutes, codes, ordinances, rules and regulations, and the orders and decrees of any court, or administrative bodies or tribunals in any manner affecting the performance of this Contract, including without limitation, minimum/rnaximum salary and wage statutes and regulations, and licensing laws and regulations. Engineer shall furnish BCRUA with satisfactory proof of his/her/its compliance. Engineer shall further obtain all permits and licenses required in the performance of the Engineering Services contracted for herein. (2) Taxes. Engineer -will pay all taxes, if any, required by law arising by virtue of the Engineering Services performed hereunder. BCRUA is qualified for exemption pursuant to the provisions of Section 151.309 of the Texas Limited Sales, Excise, and Use Tax Act. ARTICLE 22 INDEMNIFICATION Engineer shall save and hold harmless BCRUA and its officers and employees from all claims and liabilities due to activities of his/her/itself and his/her/its agents or employees, performed tinder this Contract, which are caused by or which result from the negligent error, omission, or negligent act of Engineer or of any person employed by Engineer or under Engineer's direction or control. I 9 f Engineer shall also save and hold BCRUA harmless from any and all expenses, including but not limited to reasonable attorneys fees which may be incurred by BCRUA in litigation or otherwise defending claims or liabilities which may be imposed on BCRUA as a result of such negligent activities by Engineer, its agents, or employees. ARTICLE 23 ENGINEER'S RESPONSIBILITIES Engineer shall be responsible for the accuracy of his/her/its Engineering Services and shall promptly make necessary revisions or corrections to its work product resulting from errors, omissions, or negligent acts, and same shall be done without compensation. BCRUA shall determine Engineer's responsibilities for all questions arising from design errors and/or omissions. Engineer shall not be relieved of responsibility for subsequent correction of any such errors or omissions in its work product, or for clarification of any ambiguities until after the construction phase of the project has been completed. ARTICLE 24 ENGINEER'S SEAL The responsible engineer shall sign, seal and date all appropriate engineering submissions to BCRUA in accordance with the Texas Engineering Practice Act and the rules of the State Board of Registration for Professional Engineers. ARTICLE 25 NON-COLLUSION,FINANCIAL INTEREST PROHIBITED (1) Non-eolIusion. Engineer warrants that lie/slie/it has not employed or retained any company or persons, other than a bona fide employee working solely for Engineer, to solicit or secure this Contract, and that he/she/it has not paid or agreed to pay any company or engineer any fee, Commission, percentage, brokerage fee, gifts, or any other consideration, contingent upon or resulting from the award or making of this Contract. For breach or violation of this warranty, BCRUA reserves and shall have the right to annul this Contract without liability or, in its discretion and at its sole election, to deduct from the contract price or compensation, or to otherwise recover, the frill amount of such fee, commission,percentage, brokerage fee, gift or contingent fee. (2) Financial Interest Prohibited. Engineer covenants and represents that Engineer, his/her/its officers, employees, agents, consultants and subcontractors will have no financial interest, direct or indirect, in the purchase or sale of any product, materials or equipment that will be recommended or required for the construction of the project. ARTICLE 26 INSURANCE (1) Insurance. Engineer, at Engineer's sole cost, shall purchase and maintain during the entire term while this Contract is in effect professional liability insurance coverage in the minimum amount of i One Million Dollars per claim from a company authorized to do insurance business in Texas and 10 otherwise acceptable to BCRUA. Engineer shall also notify BCRUA, within twenty-four (24) hours of receipt, of any notices of expiration, cancellation, non-renewal, or material change in coverage it receives from its insurer. (2) Subconsultant Insurance. Without limiting any of the other obligations or liabilities of Engineer, Engineer shall require each subconsultant performing work under this Contract to maintain during the term of this Contract, at the subconsultant's own expense, the same stipulated minimum insurance required in Article 26, Section (1) above, including the required provisions and additional policy conditions as shown below in Article 26, Section(3). Engineer shall obtain and monitor the certificates of insurance from each subconsultant in order to assure compliance with the insurance requirements. Engineer must retain the certificates of insurance for the duration of this Contract, and shall have the responsibility of enforcing these insurance requirements among its subconsultants. BCRUA shall be entitled, upon request and without expense, to receive copies of these certificates of insurance. (3) Insurance Policy Endorsements. Each insurance policy shall include the following conditions by endorsement to the policy: (a) Each policy shall require that thirty (30) days prior to the expiration, cancellation, non- renewal or reduction in limits by endorsement a notice thereof shall be given to BCRUA by certified mail to: BCRUA General Manager 221 East Main Street Round Rock, TX 78664 (b) The policy clause "Other Insurance" shall not apply to any insurance coverage currently held by BCRUA, to any such fixture coverage, or to BCRUA's Self-Insured Retentions of whatever nature. (4) Cost of Insurance. The cost of all insurance required herein to be secured and maintained by Engineer shall be borne solely by Engineer, with certificates of insurance evidencing such minimum coverage in force to be filed with BCRUA. Such Certificates of Insurance are evidenced as Exhibit E herein entitled "Certificates of Insurance." ARTICLE 27 COPYRIGHTS BCRUA shall have the royalty-free, nonexclusive and irrevocable right to reproduce,publish or otherwise use, and to authorize others to use, any reports developed by Engineer for goveriunental purposes. 11 { G ARTICLE 28 SUCCESSORS AND ASSIGNS This Contract shall be binding upon and inure to the benefit of the parties hereto, their successors, lawful assigns, and legal representatives. Engineer may not assign, sublet or transfer any interest in this Contract, in whole or in part, by operation of law or otherwise, without obtaining the prior written consent of BCRUA. ARTICLE 29 SEVERABILITY In the event any one or more of the provisions contained in this Contract shall for any reason be held to be invalid, illegal or unenforceable in any respect, then such invalidity, illegality or unenforceability shall not affect any other provision thereof and this Contract shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. ARTICLE 30 PRIOR AGREEMENTS SUPERSEDED This Contract constitutes the sole agreement of the parties hereto, and supersedes any prior understandings or written or oral contracts between the parties respecting the subject matter defined herein. This Contract may only be amended or supplemented by mutual agreement of the parties hereto in writing. ARTICLE 31 ENGINEER'S ACCOUNTING RECORDS Records pertaining to the project, and records of accounts between BCRUA and Engineer, shall be kept on a generally recognized accounting basis and shall be available to BCRUA or its authorized representatives at mutually convenient times. The BCRUA reserves the right to review all records it deems relevant which are related to this Contract. ARTICLE 32 NOTICES All notices to either party by the other required under this Contract shall be personally delivered or mailed to such party at the foIIowing respective addresses: BCRUA: Brushy Creek Regional Utility Authority Attention: BCRUA General Manager 221 East Main Street Round Rock,TX 73664 12 i and to: Stephan L. Sheets BCRUA Attorney 309 East Main Street Round Rock,TX 78664 Engineer: Drew Hardin, P.E. Manager—Water/Civil Infrastructure 2705 Bee Cave Road, Suite 300 Austin,TX 78746 ARTICLE 33 GENERAL PROVISIONS (1) Time is of the Essence. Engineer understands and agrees that time is of the essence and that any failure of Engineer to complete the Engineering Services for each phase of this Contract within the agreed Work Schedule may constitute a material breach of this Contract. Engineer shall be frilly responsible for his/her/its delays or for failures to use his/her/its reasonable efforts in accordance with the terms of this Contract and the Engineer's standard of performance as defined herein. Where damage is caused to.BCRUA due to Engineer's negligent failure to perform BCRUA may accordingly withhold, to the extent of such damage, Engineer's payments hereunder without waiver of any of BCRUA's additional legal rights or remedies. (2) Force Majeure. Neither BCRUA nor Engineer shall be deemed in violation of this Contract if prevented from performing any of their obligations hereunder by reasons for which they are not responsible or circumstances beyond their control. However, notice of such impediment or delay in performance must be timely given, and all reasonable efforts undertaken to mitigate its effects. (3) Enforcement and Venue, This Contract shall be enforceable in Round Rock, Williamson County, Texas, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County, Texas. This Contract shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. (4) Standard of Performance, The standard of care for all professional engineering, consulting and related services performed or furnished by Engineer and its employees under this Contract will be the care and skill ordinarily used by members of Engineer's profession practicing under the same or similar circumstances at the same time and in the same locality. Excepting Articles 25 and 34 herein, Engineer makes no warranties, express or implied, tinder this Contract or otherwise, in connection with the Engineering Services. i 13 I (5) Opinion of Probable Cost, Any opinions of probable project cost or probable construction cost provided by Engineer are made on the basis of information available to Engineer and on the basis of Engineer's experience and qualifications and represents its judgment as an experienced and qualified professional engineer. However, since Engineer has no control over the cost of labor, materials, equipment or services furnished by others, or over the contractor(s ) methods of determining prices, or over competitive bidding or market conditions, Engineer does not guarantee that proposals, bids or actual project or construction cost will not vary from opinions of probable cost Engineer prepares. (b) Opinions and Determinations. Where the terms of this Contract provide for action to be based upon opinion,judgment, approval, review, or determination of either patty hereto, such terms are not intended to be and shall never be construed as permitting such opinion,judgment, approval, review, or determination to be arbitrary, capricious, or unreasonable. ARTICLE 34 SIGNATORY WARRANTY The undersigned signatory for Engineer hereby represents and warrants that the signatory is an officer of the organization for which he/she has executed this Contract and that he/she has frill and complete authority to enter into this Contract on behalf of the firm. The above-stated representations and warranties are made for the purpose of inducing BCRUA to enter into this Contract. IN WITNESS WHEREOF, the BCRUA of Round Rock has caused this Contract to be signed in its corporate name by its duly authorized BCRUA Manager or Mayor, as has Engineer, signing by and through its duly authorized representative(s), thereby binding the parties hereto, their successors, assigns and representatives for the faithful and full performance of the terms and provisions hereof. BRUSHY CREEK REGIONAL UTILITY AUTHORITY APPROVED AS TO FORM: By: George White,President Stephan L. Sheets, BCRUA Attorney I ATTEST: By: Mitch Fuller,BCRUA Secretary JACOBS ENGINEERING GROUP, INC. By: Signature of Principal Printed Name: 14 LIST Or EXHIBITS ATTACHED (1) Exhibit A BCRUA Services (2)Exhibit B Engineering Services (3)Exhibit C Work Schedule (4)Exhibit D Fee Schedule (5)Exhibit E Certificates of Insurance 15 i i EXHIBIT A i BCRUA Services The Brushy Creek Regional Utility Authority (BCRUA)will furnish to the Engineer the following items/information: 1. Designate a person to act as BCRUA's representative with respect to the services to be performed or furnished by the Engineer. This representation will have authority to transmit instructions, receive information, interpret and define BCRUA's policies and decisions with respect to Engineer's services. 2. Provide all criteria and full information as to BCRUA's requirements for the project, including objectives and constraints, space, capacity and performance requirements, flexibility and expandability, and furnish copies of all design and construction standards which BCRUA will require to be included in the Reports, Project Drawings and Specifications. 3. Assist Engineer by placing all available information pertinent to the Project, including previous reports and any other data relative to the design or construction of the Project at the Engineer's disposal. 4. Furnish to Engineer, as requested for performance of basic services or as required by the Contract Documents, the following: a. Data prepared by or services of others, including without limitation explorations and tests of subsurface conditions at or contiguous to the site, drawings of physical conditions in or relating to existing surface of subsurface structures at or contiguous to the site; b. The services of an independent testing laboratory to perform all inspections, test and approvals of samples, materials and equipment; C. Environmental assessments, audits, investigations and impact statements, and other relevant environmental or cultural studies as to the Project, the site and adjacent areas; d. Examine all alternate solutions, studies, reports, sketches, proposals and other documents presented by Engineer; e. Provide such accounting, bond and financial advisory, independent cost estimating and insurance counseling services and such legal services as City may require or Engineer may reasonably request with regard to legal issues pertaining to the Project; f. Give prompt notice to Engineer whenever City observes or otherwise becomes aware of any development that affects the scope or time of performance or furnishing of Engineer's services, or any defect or nonconformance in Engineer's services in the work of any Contractor. 5. Payment of all permitting fees including, but not limited to, TCEQ, ROW Permitting, Texas Historical Commission, USACE, Williamson County Habitat Conservation Plan, and Williamson County. EXHIBIT B Engineering Services GENERAL The objective of this scope of work is to perform Professional Services related to development of Planning Level Engineering Reports and an Environmental Assessment (EA) Supplement for the Phase 2 Deep Water Intake and Pipeline according to TWDB Instructions for Preparation of Environmental Assessments (ED-001 B). The EA document, prepared as a separate document, will be submitted as a supplement to the Final Environmental Assessment submitted by CDM on August 10, 2009. The primary elements of this analysis include: A Coordination with TWDB, regulatory agencies, and stakeholders Y Survey and Geotechnical Investigation at Site 4 • 3-D Renderings of Pump Station and intake at Site 4 e Finalizing Planning Level Engineering Report (Due Diligence) 6 Environmental Investigation • Generation of supplemental EA document It is assumed that the deep intake and pump station will be located at Site 4 and that both open- cut and tunneled pipeline will be considered. Specific services included in this Scope of Work are described herein: SCOPE OF WORK A. Project Management, Public, and Regulatory Agency Coordination 1. Permitting Agency Coordination. In accordance with TWDB Instructions for Preparation of Environmental Assessments (ED-001 B), Supply the Addendum EA to the appropriate agencies, accompanied by a request for their review and comment. Agencies may include Texas Parks and Wildlife, U.S. Fish and Wildlife, Texas Historical Commission, U.S. Army Corps of Engineers, and Texas Commission on Environmental Quality. Copies of the review comments or permits from all agencies and resolution of issues raised by those agencies will be incorporated into the Addendum EA document. Coordination includes up to two (2) meetings with each entity and one draft submittal of information. Includes only one trip to agencies outside of Austin. 2. TWDB Coordination. Attend up to five (5) meetings with TWDB to review draft EA and discuss TWDB comments. It is assumed that only two iterations of review comments will be provided by TWDB. 3. Stakeholder Coordination. Prepare and/or provide supporting information to BCRUA for up to two (2) public presentations to public stakeholders and conduct up to five (5) meetings with stakeholders including, but not limited to, Village of Volente, County Commissioners, state officials, and/or lake organizations. 4. Internal BCRUA Coordination. Attend up to seven (7) meetings with DOC, city managers, Board members, and/or the general manager. Prepare one (1) presentation to BCRUA Board of Directors. 5. Project Administration and Control. Manage overall scope, schedule, and budget of project and coordinate activities of sub-consultants. Coordinate with environmental and real estate professionals and provide supporting information as required 1 B. Final Due Diligence (Planning Level Engineering) 1. Geotechnical Investigation. A geotechnical investigation will be performed to determine the soil conditions on the Gross property in area of pump station and intake tunnel. This investigation includes: a. Perform two (2) borings drilled to a depth of about 200 feet each near pump station and along proposed tunnel near the "cliff' close to the lake. b. Perform a field visit to visually inspect the condition of normally submerged cliff face. c. Geotechnical laboratory testing will be performed on samples of bedrock to obtain characteristics such as strength and hardness as it applies to tunnel and shaft excavation technologies. The geotechnical laboratory testing will be performed using procedures that are consistent in quality with standard engineering practice. Prior to submitting samples.to the laboratory for testing, Jacobs will submit a list of the proposed laboratory tests for review and approval by (Client). The actual type and quantity of laboratory tests will depend upon the material encountered and the sampling method used. Laboratory tests and the standard to be used for testing may include, but are not limited to, the tests listed below: • Unconfined Compression —ASTM D2938 • Split Tensile Strength—ASTM D3967 • Mohs Hardness • Packer Test d. Prepare limited engineering report that includes boring location plan, general subsurface conditions, boring logs, results of field packer test, recommendations for: • Allowable bearing pressures and provisions to resist uplift • Lateral earth pressures for below grade walls at pump station and tunnel shaft • Groundwater management • Excavation potential • Earthwork for slab on ground 2. Survey a. Topographic Survey. Survey a portion of the proposed referenced site from elevation 700 to the toe of an existing cliff and from the northerly property line of the Gary Gross tract to the proposed southerly line of the pump station site; this area is approximately 4 acres. Shots will be taken at an interval sufficient to produce V (one) foot contours. The trees will be located and identified in accordance with the current City of Volente Beach protected tree ordinance or the City of Austin. b. Land &Title Survey. Prepare a plat and or map of the boundary of Site 4 on the Gary Gross and LCRA tracts. Address encumbrances listed in Schedule B of a current Title Commitment; provide a metes and bounds description, and monument the corners of both sites (if not under water). 3. 3-D Renderings. a. Conduct one workshop with the DOC to collaboratively develop three pump station architectural concepts. b. Using the materials generated in the workshop, prepare 2-D renderings of the three architectural concepts. Two elevations (front and side) will be prepared for each concept. c. Present 2-D renderings to DOC for review and comment and select one concept for the development of a 3-D rendering. Modify the selected architectural concept as required based on comments received from the DOC. 2 i d. Prepare 2-D renderings of the two remaining elevations of the pump station building for the development of the 3-D rendering. Generate 2-D renderings of the inlet header assembly assuming a lake level of approximately 630 ft-msl. e. Develop a draft 3-D rendering of a pump station at Site 4 and the inlet header assembly based on the 2-D concepts. The draft 3-D renderings will be produced from up to two or three vantage points selected by the DOC and will not include specific site context elements. Conduct a meeting to review the renderings with the DOC. f. Obtain aerial oblique photographs of the pump station site by helicopter. Finalize the 3-D renderings complete with site context and submit digital rendering files to the DOC. i 4. Finalize Due Diligence Report. Incorporate final recommendations, survey information, and geotechnical findings into the Final Due Diligence Report. This report along with the Site Selection Study will be provided to TWDB as the Planning Level Engineering Studies. Provide a total of up to fifteen (15) copies and .pdf file to BCRUA and TWDB. C. Environmental Assessment(EA) —Supplemental Document. 1. Section 1 -- General Information. Update general information to include documentation related to the deep intake sites and pipeline. Includes the following: a. Updated BCRUA Population and Water Demand Projections [Section 1.3] b. Site location map and BCRUA Regional Water System Expansion Costs [Section 1.4]. 2. Section 2— Description of Natural & Social Environment Update description for natural and social environment information to include documentation related to the deep water intake and pipeline as follows: a. Soil/geology maps showing accurate locations of intake and pipeline b. Geological, Hydro geological and Soil elements [Section 2.1]. Includes following: • Assess existing boring and well information (locations and depths; water levels) from various data sources [standard well search (TCEQ), TWDB, and other geologic/hydrologic reports for study area. • Assess spring data from various sources (TWDB, USGS, City of Austin, and Brune report) • Define approximate water table in the vicinity of the transmission corridor. • Characterization of hydrogeology along and in the vicinity of the transmission corridor • Provide opinion of whether pump station, intake, tunneling and/or trenching could impact groundwater conditions. Provide text discussion. c. Client Current Water Supply Source (Table 2-2) to include Leander water rights that are currently in application process [Section 2.2] d. Floodplain and wetland issues [Section 2.3]. e. Risk management plan as it relates to proposed chemicals proposed at deep intake [Section 2.4.3]. f. Critical/Sensitive habitats (Section 2.5.2.3) and previous mitigation for endangered Species (2.5.2.4). g. Historical & archeological resources [Section 2.5]. Includes desktop analysis to identify existing data and determine areas that require THC on-ground surreys. 3 I Assume letter will be submitted to THC making case that area has been previously disturbed and does not required field investigation. h. Land use information including additional flood plain maps [Section 2.8] C i. Site survey information to include recent studies and environmental evaluations completed since EA was submitted [Section 2.9]. Includes update to Phase 1 ESA conducted on Site 4. 3. Section 3— Description of Alternatives Include the alternatives analysis conducted during Due Diligence and Site Selection Studies for recommendation on preferred deep intake sites and discuss methodology on how preferred site was narrowed down to final, selected site. 4. Section 4- Description and Evaluation of Impacts of the Proposed Project Evaluate the potential direct, indirect, and secondary impacts of the proposed project and explain mitigation measures to avoid and/or reduce adverse impacts. Specific impacts to be evaluated include: a. Land Acquisition Impacts and Mitigation b. US Army Corps of Engineers Permit Requirements. This task includes preparation and submittal of a preconstruction notification for USAGE Regional Permit 2 for Utility Lines and Intake and Outfall Structures. The submittal will address the proposed impacts from the project and will request authorization for potential impacts to waters of the U.S. that would result from the preferred deep water intake site and pipeline alignment. The submittal will include, but is not limited to: project setting, impact activities, purpose and need, alternatives analysis, cultural resources survey results, endangered species assessment, maps and diagrams, and avoidance, minimization, and mitigation procedures. Field efforts are complete for the deep water intake sites. Based on the construction techniques for the preferred pipeline alignment, field investigations along the alignment may be warranted and would require additional funding. This task does not include Section 7 consultation with USFWS for any impacts to endangered species or consultation with the Texas Historical Commission. c. Blasting & Control Measures d. Traffic Control Measures— Impacts & Mitigation. Includes evaluation of potential traffic impacts based construction traffic patterns along two primary routes: Route 1 — Lime Creek Road (north west)to RM 1431 and Route 2— FM 2769 (east/north east). Includes evaluation of existing TXDOT traffic count data on FM 2769, installation of traffic monitoring station on Lime Creek Road for period of two days, and calculation of truck trips from construction of pump station, intake, and tunnel. e. Land Use Impacts and Mitigation. f. Social and economic Impacts. Evaluate the social and economic impacts directly resulting from construction of the proposed project and associated methods of mitigation for identified impacts. This includes impact to lake access, recreation, employment, and other social or economic issues. g. Secondary Impacts and Mitigation. Includes documentation of the following: i. Future Land Use Impacts ii. Land Use and Economic Viability Impacts 5. Section 5— Project Beneficiaries and Non-beneficiaries and Public Acceptability Provide additional documentation related to project beneficiaries, non-beneficiaries and public acceptability specifically associated with the deep water intake and pipeline. 4 , ii I 6. Section 6—Agency Coordination and Public Participation Provide additional documentation related to agency coordination and public participation efforts conducted for the deep water intake and pipeline since February 2009 (as provided in the Final EA submitted in 2009). 7. Section 7—Potentially Adverse Project Impacts Provide additional documentation related to potential impacts and mitigation measures if the deep water intake and pipeline project is implemented. 8. Section 8 - Future Environment Without the Project Modify existing verbiage in existing EA to include brief write-up related to impacts of future without the project. 9. Miscellaneous Updates The following supplemental information will be provided in the EA appendices related specifically to the deep water intake and pipeline: a. FEMA maps b. Overall Project Layout Exhibits c. Agency Correspondence d. Update to Phase 1 EA performed for Site 4. 10. EA Report Assembly Assemble up to fifteen (15) copies and .pdf file of draft and final EA documents and submit to TWDB and BCRUA. ADDITIONAL SERVICES The following Additional Services are NOT included in the Scope of Work and will not be performed unless specifically authorized by the Owner: 1. Dynamic Fly-over Rendering. Develop a dynamic animated movie of the 3D model based on a fly over path established by the DOC. The animation will be virtual where the surrounding site is modeled from the pump station building to the lake and inlet pipeline. The virtual representation will simulate the project site but will not be video matched to the photographs shot from the helicopter. The animation will not exceed one minute in length. The final deliverable will be an animated movie file in one or more various digital movie formats suitable for playing on standard electronic devices (e.g., computers, DVD players, internet). CLARIFICATIONS AND EXCLUSIONS The following services are NOT included in this scope of work: 1. Boundary survey of proposed site for purchase. 2. Property value impact study to determine potential impact to land value. 3. Land acquisition services including right-of-entry, easements, land appraisal, and/or fee simple purchase. 4. Obtaining actual permits from regulatory agencies and/or local jurisdictions. 5. Additional engineering including new site layout, new pump station design concepts, and/or evaluation of additional pump station sites. It is assumed that existing material, layouts, and site plans generated in the Due Diligence and Site Selection study will be utilized to updated EA document. I 5 6. Field investigation for biological evaluation, karst survey, and/or historical and cultural evaluation including significant shovel and/or any type backhoe testing. Assume only desktop analysis will be performed for EA and that letter will be generated to THC documenting that area in question has been previously disturbed. 7. Detailed hydro geological study and/or groundwater testing to determine impacts to individual wells. Assume desktop analysis will be performed to identify general aquifers in project area and characteristics thereof, 8. EA and/or Planning Level Engineering for Phase 2 of Water Treatment Plant. 6 Exhlbit C-Work Schedule BCRUA Phase 2 Deep Water Intake Engineering&Environmental Services ID I Task Name I Duration Start Finish I JnnuaI Februa I March I April i May June 7i 7111/81115112211/292/5(212'7-�1912/26�3/4_ 1113[1813/2514/1-I4/II.14/154/2214/29)5(6�5/13�5!20!5/2716/3.:6/1016/17;6/241 1 Phase 2-EA&Planning Level Engineering for TWDB App 323 days? Thu 1/19/12 Mon 4/15/13 2 3 Environmental-Assessment(EA)Update 77 days Thu 1!19/12 Fri 5/4112 4 NTP -- —-- - 0 days Thu 1/19/12 Thu 1/19/12 5 Prepare Draft EA(Assume NTP before Board App) 3 mons Thu 1/19/12 Wed 4/11/121 I e 66RUA review 7 days Thu 4/12/12 Fri 4/20/12 Fnal Draft Report 10 days Mon 4/23/12 Fri 5/4/12 8 Submit to TW DS for Review 0 days Fri 5/4/12 Fri 5/4/12 9. Engineering Report(Due Diligence) 77 days Thu 1/19/12 Fri 5/4!12 c - - - -' - --- - --- , 10 Right-of Entry 5 days- Thu 1/19/12--Wed 1/25112 f n — - Geotech 30 ed ays Wed 1/25/12 Fri 2/24112 12 -Topo Survey 30.eel a-ys—Wed 1/,2--5-/-1-2- /.2_5/-1 2_...__..--Fri ` i i 2/24/12 13 Draft Report 40 days Mon 2113/12 Fri 4/6!12 r.., 14 BCRUA Review 7 days Mon 4/9/12 Tue 4/17/12 15 Final Report to TWDB for Review 13 days Wed 4/18/12 Fri 5/4/12 16 Submit EA&Engineering Report to TWDB 0 days Fri 5/4/12 Fri 5/4/12 17 TWDB Reaffirmation of Ph 2 Funding 36 days Fri 5/4/12 Mon 6/25/12 *• - .- 18 Staff Review% Approval 40 edays Fri 5/4/12 Wed 6/13/12 19 TWD6 Reaffirmation by Board 1 day Thu 6/21/12 Thu 6/21!12 20 TWDB Funds Available 0 days Mon 6/25/12 Mon 6/25/12 O 21 - ----- I 22 Real Estate Acquisition(Site 4 Purchase) 246 da s. Mon 5/7/12 Mon 4/15/13 I Task Summary -� Rolled Up Progress CO Group By Summary Project:BCRUA Phase 2-Schedule fo Critical Task Rolled Up Task Split Deadline Date:Thu 1/12/12 Progress _ Rolled Up Critical Task ::. External Tasks Milestone Q Rolled Up Milestone O Project Summary V---�` Page 1 EXHIBIT FEESOHEOULE DATE: January 13, 2012 SUBJECT: BCRUA Board Meeting—January 18, 2012 ITEM: 6A. Consider a resolution authorizing the President to execute an Agreement with Jacobs Engineering Group Inc. for Phase 2 - Due Diligence Analysis and Environmental Assessment for the BCRUA Deep Water Intake Facility in the amount of$426,776.00. Presenter: Chris Lippe, P.E. General Manager Justification: The objective of this agreement with Jacobs Engineering is to develop Planning Level Engineering Reports and an Environmental Assessment(EA)Supplement forthe Phase 2 Deep Water Intake and Pipeline. The primary elements of this study include: - Finalizing Planning Level Engineering Report (Due Diligence); - Environmental Investigation and Preparation of EA document - Survey, Geotechnical Investigation and facility renderings; and - Coordination with TWDB and regulatory agencies. Funding: The amount of this contract is$426,776. Funding for this contract is available from TWDB bond funds (administrative approval of our funding request is expected by the date of this board meeting). Based on capacity,the allocation of the Deep Water Intake system is 27.45%for Cedar Park($117,150),43.76% for Leander($186,757), and 28.79%for Round Rock($122,868). BRUSHY CREEK REGIONAL UTILITY AUTHORITY, INC. BOARD OF DIRECTORS MEETING—APPROVED MINUTES WEDNESDAY,JANUARY 18,2012 AT 5:00 P.M. CEDAR PARK PUBLIC LIBRARY 550 DISCOVERY BLVD., CEDAR PARK,TX 78613 1. CALL BOARD MEETING TO ORDER—5:10 p.m. 2. ROLL CALL Present:Vice-President Fielder&Secretary Fuller Absent: President White, Director Moore, Director Whitfield,and Director Cantwell 3. CITIZEN COMMUNICATION No one spoke during citizen communication. 4. APPROVAL OF MINUTES: 4A. Consider approval of the BCRUA meeting minutes for December 14,2011. MOTION: Secretary Fuller moved to approve the minutes. Vice-President Fielder seconded the motion. ACTION: Ayes: Vice-President Fielder Secretary Fuller VOTE: Approved by unanimous vote 5. PRESENTATIONS: 5A. Consider a presentation regarding the BCRUA Investment Quarterly Report for October 2011 through December 2011,and action approving the same. Howard Herring with Patterson & Associates, Inc. reviewed the first quarter of the fiscal year including a brief overall global update, a review of short-term and long-term rates and also reviewed the details of the various funds for the BCRUA portfolio. MOTION: Secretary Fuller moved to approve the report. Vice-President Fielder seconded the motion. ACTION: Ayes: Vice-President Fielder Secretary Fuller VOTE: Approved by unanimous vote 5B. Consider a presentation regarding the BCRUA project(s)status report. Michael Thuss, Program Manager, gave the monthly update on the various projects. He summarized the amount of change orders for the total project which may add up to less than $1 million with $3 million in contingency and an estimated savings of$40 million. He reported that March 315`is the potential date for substantial completion of the plant. Brushy Creek Regional Utility Authority, Inc. January 18, 2012—Approved Minutes Page 2 of 2 6. RESOLUTIONS: 6A. Consider a resolution authorizing the President to execute an Agreement with Jacobs Engineering Group Inc.for Phase 2- Due Diligence Analysis and Environmental Assessment for the BCRUA Deep Water Intake Facility. Chris Lippe, General Manager, explained the focus of this agreement is the engineering and environmental assessment study. The contract amount is $426,776.00. He continued with the explanation of the details for the Reasonable Expectation Memo created by Texas Water Development Board (TWDB) and the coordination for the release of the Phase II funds. Drew Hardin with Jacobs reviewed the deliverables of this contract including a more detailed Traffic Impact Study, hiring of a hydrogeologist, additional surveys, geotechnical investigation of the site, renderings of the project, stakeholder coordination and communication, and an Environmental Assessment as a requirement from TWDB. BCRUA will be requesting TWDB for a reaffirmation of the bond funds for Phase II funding. The current commitment from TWDB expires at the end of 2014. MOTION: Secretary Fuller moved to approve the resolution in an amount not to exceed $426,776.00. Vice-President Fielder seconded the motion. ACTION: Ayes: Vice-President Fielder Secretary Fuller VOTE: Approved by unanimous vote 7. EXECUTIVE SESSION: 7A. Consider an Executive Session as authorized by §551.071 and §551.072 of the Government Code to consult with the attorneys representing the BCRUA regarding pending litigation;to wit,Cause No.C-1-CV- 08-009177:The City of Cedar Park,Texas v. Robert Ziemann and wife, Linda Ziemann. Board members adjourned to executive session at 5:48 p.m. and the board meeting reconvened at 5:57 p.m. 8. ACTION RELATIVE TO EXECUTIVE SESSION 8A. Consider action regarding the Ziemann condemnation case. MOTION: Secretary Fuller moved to decline the most recent settlement proposal. Vice-President Fielder seconded the motion. ACTION: Ayes: Vice-President Fielder Secretary Fuller VOTE: Approved by unanimous vote 9. DIRECTOR CLOSING COMMENTS REGARDING ITEMS OF COMMUNITY INTEREST Vice-President expressed his appreciation of the work and support of the three cities. 10. ADJOURNMENT Meeting adjourned at 6:14 p.m. Minutes respectfully submitted by Monique Adams