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BCRUA_R-14-11-19-7B RESOLUTION NO. R-14-11-19-7B WHEREAS, the Brushy Creek Regional Utility Authority, Inc. (`BCRUA") desires to retain engineering services for the Re-Commission of the Floating Pump Station Project; and WHEREAS, HDR Engineering, Inc. has submitted a Contract for Engineering Services to provide said services; and WHEREAS, the BCRUA desires to enter into said contract with HDR Engineering, 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 HDR Engineering, Inc. for the Re-Commission of the Floating Pump Station 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 19th day of November, 2014. KRIS WHITFIELD, President Brushy Creek Regional Utility Authority ATTEST: Jo ux, ecretary Z:\BCRUA\Board Packets\Packet Documents\2014\Res.BCRUA-ESC w-HDR Engineering,Inc.-Re-Commission of the Floating Pump Station(00315652xA08F8).D0C WABRUSHYCREEK REGIONAL UTILITY AUTHORITY A Partnership of Cedar Park. Leander. and Round Rock BRUSHY CREEK REGIONAL UTILITY AUTHORITY CONTRACT FOR ENGINEERING SERVICES FIRM: HDR Engineering, Inc. ("Engineer") ADDRESS: 4401 West Gate Boulevard, Suite 400, Austin,TX 78745 PROJECT: Re-Commission of the Floating Pump Station THE STATE OF TEXAS § COUN'T'Y OF WILLIAMSON § THIS CONTRACT FOR ENGINEERING SERVICES ("Contract") is made and entered into on this the 9--day of &eem , 2014 by and between the BRUSHY CREEK REGIONAL UTILITY AUTHORITY, a Texas local government corporation, whose offices are located at 221 East Main Strect, Round Rock, Texas 78664-5299, (hereinafter referred to as "BCRUA"), and Engineer, and such Contract is for the purpose of contracting for professional engineering services. RECITALS: WHEREAS, V.T.C.A., Government Code 52254.002(2)(A)(vii) under Subchapter A entitled "Professional Services Procurement Act" provides for the procurement by municipalities of services of professional engineers; and WHEREAS, BCRUA and Engineer desire to contract for such professional engineering services; and WHEREAS, BCRUA and Engineer wish to document their agreement concerning the requirements and respective obligations of the parties; NOW, THEREFORE, WITNESSETH: That for and in consideration of the mutual promises contained herein and other good and valuable considerations, and the covenants and agreements hereinafter contained to be kept and performed by the respective parties hereto, it is agreed as follows: Engineering Services Contract Rev.06/12 0140.4634-38;00315588 196074 1 CONTRACT DOCUMENTS The Contract Documents consist of this Contract and any exhibits attached hereto (which exhibits are hereby incorporated into and made a part of this Contract) and all Supplemental Contracts (as defined herein in Article 13) which are subsequently issued. These form the entire contract, and all are as fully a part of this Contract as if attached to this Contract or repeated herein. ARTICLE 1 BCRUA SERVICES BCRUA shall perform or provide services as identified in Exhibit A entitled"BCRUA Services." ARTICLE 2 ENGINEERING SERVICES Engineer shall perform Engineering Services as identified in Exhibit B entitled "Engineering Services." Engineer shall perform the Engineering Services in accordance with the Work Schedule as identified in Exhibit C entitled "Work Schedule." Such Work Schedule shall contain a complete schedule so that the Engineering Services under this Contract may be accomplished within the specified time and at the specified cost. The Work Schedule shall provide specific work sequences and definite review times by BCRUA and Engineer of all Engineering Services. Should the review times or Engineering Services take longer than shown on the Work Schedule, through no fault of Engineer, Engineer may submit a timely written request for additional time, which shall be subject to the approval of the General Manager. ARTICLE 3 CONTRACT TERM (1) Terrn. The Engineer is expected to complete the Engineering Services described herein in accordance with the above described Work Schedule. If Engineer does not perforin 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) Worlc Schedule. Engineer acknowledges that the Work Schedule is of critical importance, and agrees to undertake all necessary efforts to expedite the performance of Engineering Services required herein so that construction of the project will be commenced and completed as scheduled. In this regard, and subject to adjustments in the Work Schedule as provided in Article 2 herein, Engineer shall proceed with sufficient qualified personnel and consultants necessary to filly and timely accomplish all Engineering Services required under this Contract in a professional manner. 2 (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 Forty-Nine Thousand Eight Hundred and No/100 Dollars ($49,800.00) as shown in Exhibit D. The Irimp sum amount payable shall be revised equitably only by written Supplemental Contract in the event of a change in Engineering Services as authorized by BCRUA. Engineer shall prepare and submit to BCRUA monthly progress reports in sufficient detail to support the progress of the Engineering Services and to support invoices requesting monthly payment. Any preferred format of BCRUA for such monthly progress reports shall be identified in Exhibit B. Satisfactory progress of Engineering Services shall be an absolute condition of payment. The fee herein referenced may be adjusted for additional Engineering Services requested and performed only if approved by written Supplemental Contract. ARTICLE 5 METHOD OF PAYMENT Payments to Engineer shall be made while Engineering Services are in progress. Engineer shall prepare and submit to BCRUA, not more frequently than once per month, a progress report as referenced in Article 4 above. Such progress report shall state the percentage of completion of Engineering Services accomplished during that billing period and to date. Simultaneous with submission of such progress report, Engineer shall prepare and submit one (1) original and one (1) copy of a certified invoice in a form acceptable to BCRUA. This submittal shall also Include a progress assessment report in a forte 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 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 Iate; or B. The terms of a federal contract, grant, regulation, or statute prevent BCRUA from making a timely payment with federal funds; or C. There is a bona fide dispute between Engineer and a subcontractor or between a subcontractor and its supplier concerning supplies, materials, or equipment delivered or the Engineering Services performed which causes the payment to be late; or D. The invoice is not mailed to BCRUA in strict accordance with instructions, if any, on the ' purchase order, or this Contract or other such contractual agreement. i BCRUA shall document to Engineer the issues related to disputed invoices within ten (10) calendar days of receipt of such invoice. Any non-disputed invoices shall be considered correct and payable per the terms of Chapter 2251,V.T.C.A., Texas Government Code. ARTICLE 7 NOTICE TO PROCEED The Engineer shall not proceed with any task Iisted 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: Tom Gallier General Manager 221 E.Main Street Round Rock,TX 78664 Cell Number(512) 788-2036 Fax Number(512)218-7097 Email Address tgailiei-@bcrua.org 4 BCRUA's Designated Representative shall be authorized to act on BCRUA's behalf with respect to this Contract. BCRUA or BCRUA's Designated Representative shall render decisions in a timely manner pertaining to documents submitted by Engineer in order to avoid unreasonable delay in the orderly and sequential progress of Engineering Services. Engineer's Designated Representative for purposes of this Contract is as follows: Aaron Archer,P.E. Project Manager 4401 West Gate Boulevard, Saute 400 Austin,TX 78745 Telephone Number(512) 912-5183 Mobile Number(512) 587-0882 Fax Number(512) 912-5158 Email Address aaron.areliei,@Iidi-iiic.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. 5 ARTICLE 10 SUSPENSION Should BCRUA desire to suspend the Engineering Services, but not to terminate this Contract, then such suspension may be effected by BCRUA giving Engineer thirty (30) calendar days' verbal notification followed by written confirmation to that effect. Such thirty-day notice may be waived in writing by agreement and signature of both parties. The Engineering Services may be reinstated and resumed in 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 thus 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 1.1 ADDITIONAL ENGINEERING SERVICES j 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. hi 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. BCRLJA shall not be responsible for actions by Engineer nor for any costs incurred by Engineer relating to additional work not directly associated with the performance of the Engineering Services authorized in this Contract or any amendments thereto. ARTICLE 12 CHANGES IN ENGINEERING SERVICES If BCRUA deems it necessary to request changes to previously satisfactorily completed Engineering Services or parts thereof which involve changes to the original Engineering Services or character of Engineering Services under this Contract, then Engineer shall make such revisions as requested and as directed by BCRUA. Such revisions shall be considered as additional Engineering Services and paid for as specified under Article 11. Engineer shall make revisions to Engineering Services authorized hereunder as are necessary to correct errors appearing therein, when required to do so by BCRUA. No additional compensation shall be due for such Engineering Services. 6 ARTICLE 13 SUPPLEMENTAL CONTRACTS Tire 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 betwcen both parties that Engineer shall make no claim for extra work done or materials furnished until the BCRUA authorizes frill execution of the written Supplemental Contract and authorization to proceed. BCRUA reserves the right to withhold payment pending verification of satisfactory Engineering Services performed. ARTICLE 14 OWNERSHIP OF DOCUMENTS All data, basic sketches, charts, calculations, plans, specifications, and other documents created or collected under the terms of this Contract are the exclusive property of BCRUA and shall be furnished to BCRUA upon request. All documents prepared by Engineer and all documents furnished to Engineer by BCRUA shall be delivered to BCRUA upon completion or termination of this Contract. Engineer, at its own expense, may retain copies of such documents or any other data which it has furnislied BCRUA under this Contract. ARTICLE 15 PERSONNEL,EQUIPMENT AND MATERIAL Engineer shall fiunish and maintain, at its own expense, quarters for the performance of all Engineering Services, and adequate and sufficient persomiel and equipment to perform the Engineering Services as required. All employees of Engineer shall have such knowledge and experience as will enable them to perform the duties assigned to them. Any employee of Engineer who, in the opinion of BCRUA, is incompetent or whose conduct becomes detrimental to the Engineering Services shall immediately be removed from association with the project when so instructed by BCRUA. Engineer certifies that it presently has adequate qualified personnel in its employment for performance of the Engineering Services required under this Contract, or will obtain such personnel from sources other than BCRUA. Engineer may not change the Project Manager without prior written consent of BCRUA. ARTICLE 16 SUBCONTRACTING Engineer shall not assign, subcontract or transfer any portion of the Engineering Services under this Contract without prior written approval from BCRUA. All subcontracts shall include the provisions required in this Contract and shall be approved as to form, in writing, by BCRUA prior to Engineering Services being performed under the subcontract. No subcontract shall relieve Engineer of any responsibilities under this Contract. 7 ARTICLE 17 EVALUATION OF ENGINEERING SERVICES BCRUA, or ally authorized representatives of it, shall have the right at all reasonable tunes 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 Services completed at that time. Should BCRUA terminate this Contract under Subsection (4) immediately above, then the amount charged during the thirty-day notice period shall not exceed the amount charged during the preceding thirty(30)days. If Engineer defaults in the performance of this Contract or if BCRUA terminates this Contract for fault on the part of Engineer, then BCRUA shall give consideration to the actual costs incurred by Engineer in performing the Engineering Services to the date of default, the amount of Engineering Services required which was satisfactorily completed to date of default, the value of the Engineering Services which are usable to BCRUA, the cost to BCRUA of employing another firm to complete the Engineering Services required and the time required to do so, and other factors which affect the value to BCRUA of the Engineering Services performed at the time of default. The termination of this Contract and payment of an amount in settlement as prescribed above shall extinguish all rights, duties, and obligations of BCRUA and Engineer under this Contract, except the obligations set forth herein in Article 21 entitled "Compliance with Laws." If the termination of this Contract is clue 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, rllnlrmuni/maxrrirrlrn salary and wage statutes and regulations, and licensing laws and regulations. Engineer steal I furnish BCRUA with satisfactory proof of his/her/its compliance. I Engineer shall further obtain all hermits and licenses required in the performance of the Engineering Services contracted for herein. (2) 'faxes. 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. i ARTICLE 22 INDEMNIFICATION Engineer shall save and hold harniless BCRUA and its officers and employees from all claims and liabilities due to activities of his/her/itself and his/her/its agents or employees, performed under this Contract, which are caused by or which result from the negligent error, omission, or negligent act of Engineer or of any person employed by Engineer or under Engineer's direction or control. 9 Engineer shall also save and hold BCRUA harmless from any and all expenses, including but not limited to reasonable attorneys fees which may be incurred by BCRUA in litigation or otherwise defending claims or liabilities which may be imposed on BCRUA as a result of such negligent activities by Engineer, its agents, or employees. ARTICLE 23 ENGINEER'S RESPONSIBILITIES Engineer shall be responsible for the accuracy of his/her/its Engineering Services and shall promptly make necessary revisions or corrections to its work product resulting from errors, omissions, or negligent acts, and same shall be done without compensation. BCRUA shall determine Engineer's responsibilities for all questions arising from design errors and/or omissions. Engineer shall not be relieved of responsibility for subsequent correction of any such errors or omissions in its work product, or for clarification of any ambiguities until after the construction phase of the project has been completed. ARTICLE 24 ENGINEER'S SEAL The responsible engineer shall sign, seal and date all appropriate engineering submissions to BCRUA in accordance with the Texas Engineering Practice Act and the rules of the State Board of Registration for Professional Engineers. ARTICLE 25 NON-COLLUSION FINANCIAL INTEREST PROHIBITED (1) Non-collusion. Engineer warrants that lie/she/it has not employed or retained any company or persons, other than a bona fide employee working solely for Engineer, to solicit or secure this Contract, and that he/she/it has not paid or agreed to pay any company or engineer any fee, i commission, percentage, brokerage fee, gifts, or any other consideration, contingent upon or resulting froin 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 ifs 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 Intex•est Prohibited. Engineer covenants and represents that Engineer, his/her/its officers, employees, agents, consultants and subcontractors will have no financial interest, direct or indirect, in the purchase or sale of any product, materials or equipment that will be recommended or required for the construction of the project. ARTICLE 26 INSURANCE (1) Insurance. Engineer, at Engineer's sole cost, shall purchase and maintain during the entire term while this Contract is in effect professional liability insurance coverage in the minimum amount of One Million Dollars per claim from a company authorized to do insurance business in Texas and 10 otherwise acceptable to BCRUA. Engineer shall also notify BCRUA, within hventy-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 govermnental purposes. 11 ARTICLE 28 SUCCESSORS AND ASSIGNS This Contract shall be binding upon and inure to the benefit of the parties hereto, their successors, lawfiil assigns, and legal representatives. Engineer may not assign, sublet or transfer any interest in this Contract, in whole or in part, by operation of lave 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 sliall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. i ARTICLE 30 PRIOR AGREEMENTS SUPERSEDED This Contract constitutes the sole agreement of the parties hereto, and supersedes any prior understandings or written or oral contracts between the parties respecting the subject matter defined herein. This Contract may only be amended or supplemented by mutual agreement of the parties hereto in writing. ARTICLE 31 ENGINEER'S ACCOUNTING RECORDS Records pertaining to the project, and records of accounts between BCRUA and Engineer, shall be kept on a generally recognized accounting basis and shall be available to BCRUA or its authorized representatives at mutually convenient times. The BCRUA reserves the right to review all records it deems relevant which are related to this Contract. ARTICLE 32 NOTICES All notices to either party by the other required under this Contract shall be personally delivered or mailed to such party at the following respective addresses: BCRUA: Brushy Creek Regional Utility Authority Attention: BCRUA General Manager 221 East Main Sheet Round Rock, TX 78664 12 and to: Stephan L. Sheets BCRUA Attorney 309 East Maur Street Round Rock,TX 78664 Engineer Aaron Archer,P.E. Project Manager 4401 West Gate Boulevard, Suite 400 Austin,TX 78745 ARTICLE 33 GENERAL PROVISIONS (1) Time is of the Essence. Engineer understands and agrees that time is of the essence and that any failure 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 Rilly responsible for his/her/its delays or for failures to use his/her/its reasonable efforts in accordance with the terms of this Contract and the Engineer's standard of performance as defined herein. Where damage is caused to BCRUA due to Engineer's negligent failure to perform BCRUA may accordingly withhold, to the extent of such damage, Engineer's payments hereunder without waiver of any of BCRUA's additional legal rights or remedies. (2) Force Majeure. Neither BCRUA nor Engineer shall be deemed in violation of this Contract if prevented from performing any of their obligations hereunder by reasons for which they are not responsible or circumstances beyond their control. However, notice of such impediment or delay in performance must be timely given, and all reasonable efforts undertaken to mitigate its effects. (3) Enforcement and Venue. This Contract shall be enforceable in Round Rock, Williamson County, Texas, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County, Texas. This Contract shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. (4) Standard of Performance. The standard of care for all professional engineering, consulting and related services performed or furnished by Engineer and its employees under this Contract will be the care and skill ordinarily used by members of Engineer's profession practicing under the same or similar circumstances at the same time and in the same locality. Excepting Articles 25 and 34 herein, Engineer makes no warranties, express or implied, under this Contract or otherwise, in connection with the Engineering Services. (S) 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 13 of Engineer's experience and qualifications and represents its judgment as an experienced and qualified professional engineer. However, since Engineer has no control over the cost of labor, materials, equipment or services fiunished by others, or over the contractor(s') methods of determining prices, or over competitive bidding or market conditions, Engineer does not guarantee that proposals, bids or actual project or construction cost will not vary from opinions of probable cost Engineer prepares. (6) Opinions and Determinations. Where the terms of this Contract provide for action to be based upon opinion,judgment, approval, review, or determination of either party hereto, such teens 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 firll 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 frill performance of the terms and provisions hereof. BRUSHY CREE REGIONAL UTILITY AUTHORITY APPI Q ED AS TO ORM: By: /'� Kri Whi reld,President Stephan)L. Sheets, BCRUA Attorney ATTEST: U. By: .IonR •Sec tary HDR EN NEERING, INC. By: rg atu of P rrci Pri ted Name: //„ el X 14 LIST OF EXHIBITS ATTACHED (1)Exhibit A BCRUA Services (2)Exhibit B Engineering Services (3) Exhibit C Work Schedule (4) Exhibit D Fee Schedule ' (5) Exhibit E Certificates of Insurance I I 15 EXHIBIT A BCRUA Services Attached Behind This Page EXHIBIT A OWNER SERVICES In addition to the other responsibilities of OWNER as set forth in this Agreement,the OWNER shall at its expense: A. Review and comment on all deliverables. OWNER will provide a single set of consolidated OWNER review comments on all deliverables. B. Provide ENGINEER in a timely manner with all criteria and full information as to OWNER'S requirements for the Project, including design objectives and constraints, space, capacity and performance requirements, flexibility, and expandability, and any budgetary limitations; and furnish copies of all design and construction standards which OWNER will require to be included in the Drawings and Specifications; and furnish copies of OWNER'S standard forms, conditions, and related documents for ENGINEER to include in the Bidding Documents,when applicable. C. Furnish to ENGINEER any other available information pertinent to the Project including reports and data relative to previous designs, or investigation at or adjacent to the Site. D. Following ENGINEER'S assessment of initially-available Project information and data and upon ENGINEER'S request, furnish or otherwise make available in a timely manner such additional Project related information and data as is reasonably required to enable ENGINEER to complete its Basic and Additional Services. E. Give prompt written notice to ENGINEER whenever OWNER observes or otherwise becomes aware of the presence at the Site of any Constituent of Concern, or of any other development that affects the scope or time of performance of ENGINEER'S services, or any defect or nonconformance in ENGINEER'S services,the Work, or in the performance of any Contractor. F. Authorize ENGINEER to provide Additional Services as set forth in this Agreement as required. G. Arrange for safe access to and make all provisions for ENGINEER to enter upon public and private property as required for ENGINEER to perform services under the Agreement. H. Examine all alternate solutions, studies, reports, sketches, Drawings, Specifications, proposals, and other documents presented by ENGINEER (including obtaining advice of an attorney, insurance counselor, and other advisors or consultants as OWNER deems appropriate with respect to such examination) and render in writing timely decisions pertaining thereto. I. Provide reviews of all permits that may be necessary for completion of each phase of the Project. J. Provide, as required for the Project: 1) Accounting, bond and financial advisory, independent cost estimating, and insurance counseling services. 11/11/2014 FN 2) Legal services with regard to issues pertaining to the Project as OWNER requires or deems appropriate, Contractor raises, or ENGINEER reasonably requests, including but not limited to the review of Contract Documents supplied by ENGINEER. 3) Such auditing services as OWNER requires to ascertain how or for what purpose Contractor has used the moneys paid 4) Placement and payment for advertisement for Bids in appropriate publications. K. Advise ENGINEER of the identity and scope of services of any independent consultants employed by OWNER to perform or furnish services in regard to the Project, including, but not limited to, cost estimating, project peer review, value engineering, and constructability review. L. If more than one prime contract is to be awarded for the Work designed or specified by ENGINEER, designate a person or entity to have authority and responsibility for coordinating the activities among the various prime Contractors, and define and set forth the duties, responsibilities, and limitations of authority of such individual or entity and the relation thereof to the duties, responsibilities, and authority of ENGINEER as an attachment to this Task Order that is to be mutually agreed upon and made a part of this Agreement before such services begin. M. Attend the construction progress and other job related meetings, and Substantial Completion and final payment inspections. N. 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 OWNER, prior to their incorporation into the Work with appropriate professional interpretation thereof. O. Provide ENGINEER with the findings and reports generated by the entities providing services to OWNER pursuant to this paragraph. 11/11/2014 ��� EXHIBIT B ENGINEERING SERVICES GENERAL OWNER plans to re-commission the Phase 1 floating pump station on Lake Travis to provide water to the OWNER water treatment plant. OWNER wishes to contract with ENGINEER to provide the necessary engineering services to design, bid, and re-commission the floating pump station. BASIC SCOPE OF SERVICES Task 1.0-Design Phase 1.1 Develop a strategy for re-commissioning of the OWNER floating pump station. Include a detailed scope of work and sequence of construction. Major activities are anticipated to include: 1.1.1 Relocation of the floating barge from the storage location at the end of Old Burnet Road to the pumping location adjacent to the City of Cedar Park floating pump station. 1.1.2 Anchoring of the floating intake using the existing anchors. 1.1.3 Reconnection of the 16-inch discharge hoses. 1.1.4 Reconnection of the marine power and control cables. 1.1.5 Transport, installation, and startup of the pumps, motors, and associated electrical gear. 1.2 Develop a list of activities to determine the existing condition and working order of major equipment prior to initiation of work by the Contractor. 1.3 Identify activities to be performed by OWNER prior to bidding and awarding the Work. 1.4 Determine performance requirements for a rolling pump dolly to assist with installation and removal of the pump columns. Contractor shall design the pump dolly and submit to ENGINEER for review. 1.5 Prepare limited drawings to support re-commissioning of the facility. Drawings will include location maps and site plans to illustrate the location of major equipment. Select, relevant record drawings from the Phase 1 project will be included in the Bidding Documents. 1.6 Coordinate development of a start-up procedure with the OWNER to place the pumps in service and fill the Phase 1 raw water pipeline and deliver water to the water treatment plant. 1.7 Identify and develop work plans for specialty start-up services to support the Work. Anticipated services include pump service, VFD service, and SCADA/telemetry programming and communications. 1.8 Prepare a preliminary opinion of probable construction cost. It is assumed that all existing equipment is in proper working order. The preliminary opinion of probable construction 11/11/2014 01 cost will not include the cost of replacing and repairing and existing equipment that is not found to be in proper working order. 1.9 Prepare final Drawings and Specifications indicating the scope, extent, and character of the Work to be performed and furnished by Contractor. Specifications shall conform to the 16- division format of the Construction Specifications Institute and will be based upon ENGINEER'S master specifications. Access to the Phase 1 contract manual and select submittals will be made available to bidders on a sharepoint site. 1.10 Assist OWNER in consultations with authorities having jurisdiction to review or approve the final design of the Project and revise the Drawings and Specifications in response to directives from such authorities. TCEQ and LCRA are the only regulatory authorities that ENGINEER shall consult with during design. Development of permit applications by ENGINEER is not anticipated or included in the scope of work. Consultation with additional authorities and development of permit applications are Additional Services. 1.11 Prepare for review and approval by OWNER, its legal counsel and other advisors, contract agreement forms, general and supplementary conditions of the construction contract, proposal form, and invitation to bid and instructions to bidders. 1.12 Advise OWNER of any adjustments to the opinion of probable Construction Cost known to ENGINEER. It is recognized, however,that neither ENGINEER nor the OWNER has control over the cost of labor, materials or equipment; over the Contractor's methods of determining bid prices; or over competitive bidding, market or negotiating conditions. Accordingly, ENGINEER cannot and does not warrant or represent that bids or negotiated prices will not vary from the OWNER'S Project budget or from any estimate of Construction Cost or evaluation prepared or agreed to by ENGINEER. 1.13 Coordinate and meet with OWNER at the 90 percent complete milestone to review the plans and specifications. Five sets of 90 percent documents will be provided for this review meeting. Within 7 days of receipt, OWNER shall submit to ENGINEER any comments. 1.14 ENGINEER shall not be required to sign any documents, no matter by whom requested, that would result in the ENGINEER having to certify, guarantee, or warrant the existence of conditions whose existence the ENGINEER cannot ascertain. 1.15 OWNER agrees not to make resolution of any dispute with the ENGINEER or payment of any amount due to the ENGINEER in any way contingent upon the ENGINEER signing any such documents. 1.16 Revise the Bidding Documents in accordance with comments and instructions from the OWNER, as appropriate, and submit 10 final copies of the Bidding Documents (half-size drawings), a revised opinion of probable Construction Cost, and any other deliverables to OWNER within 14 calendar days after receipt of OWNER'S comments and instructions. 1.17 ENGINEER'S services under the Design Phase will be considered complete on the date when the submittals required by Task 1.16 above have been delivered to OWNER. 1.18 In the event that the Work designed or specified by ENGINEER is to be performed or furnished under more than one prime contract, or if ENGINEER'S services are to be separately sequenced with the work of one or more prime Contractors (such as in the case of fast-tracking),OWNER and ENGINEER shall, prior to commencement of the Design 11/11/2014 FN Phase, develop a revised scope, fee and schedule for performance of ENGINEER'S services during the Design, Bidding, and Construction Phases in order to sequence and coordinate properly such services as are applicable to the work under such separate prime contracts. This schedule is to be prepared and included in or become an amendmentto this Proposal. 1.19 The number of prime contracts for Work designed or specified by ENGINEER upon which the ENGINEER's compensation has been established under this Agreement is one (1). If more prime contracts are awarded, ENGINEER shall be entitled to an equitable increase in its compensation under this Agreement. 1.20 The OWNER'S bidding laws/requirements may require the pre-qualification of bidders for the prime contract or subcontracts for the Project. The level of effort required of the ENGINEER for this Work can vary greatly. The ENGINEER shall be entitled to an equitable increase in its compensation under this Agreement for assisting the OWNER in prequalifying prime contractors and/or subcontractors for this Project. Task 2.0-Bidding Phase 2.1 Assist OWNER in advertising for and obtaining bids or proposals for the Work and,where applicable, maintain a record of prospective bidders to whom Bidding Documents have been issued, attend pre-Bid conferences, if any, and receive and process contractor deposits or charges for the Bidding Documents. 2.2 Issue Addenda as appropriate to clarify, correct, or change the Bidding Documents. 2.3 Consult with OWNER to determine the acceptability of substitute materials and equipment proposed by potential contractor(s) when substitution prior to the award of contracts is allowed by the Contract Documents. 2.4 Provide information or assistance needed by OWNER in the course of any negotiations with prospective contractors. 2.5 Consult with OWNER as to the acceptability of subcontractors, suppliers, and other individuals and entities proposed by prospective contractors for those portions of the Work as to which such acceptability is required by the Bidding Documents. Prequalifying prime contractors and subcontractors is not included in this effort. 2.6 Attend a pre-bid meeting, Bid opening, prepare Bid tabulation sheets, and assist OWNER in evaluating Bids or proposals and in assembling and awarding contracts for the Work. 2.7 The Bidding Phase will be considered complete upon commencement of the Construction Phase or upon cessation of negotiations with prospective contractors. Task 3.0-Construction Phase 3.1 General Administration of Construction Contract. Consult with OWNER and act as OWNER'S representative as provided in the General Conditions.The extent and limitations of the duties, responsibilities, and authority of ENGINEER as assigned in the General Conditions shall not be modified, except as ENGINEER may otherwise agree in writing. All of OWNER'S instructions to Contractor will be issued through ENGINEER, which shall have 11/11/2014 01 authority to act on behalf of OWNER in dealings with Contractor to the extent provided in this Agreement and the General Conditions except as otherwise provided in writing. 3.2 Selecting Independent Testing Laboratory. No independent testing laboratory activities are anticipated or included. 3.3 Pre-Construction Conference. Participate in a Pre-Construction Conference prior to commencement of Work at the Site. 3.4 Schedules. Receive, review, and determine the acceptability of any and all schedules that Contractor is required to submit to ENGINEER, including the Progress Schedule, Schedule of Submittals, and Schedule of Values. 3.5 Baselines and Benchmarks. Assist OWNER in establishing baselines and benchmarks for locating the Work which in ENGINEER'S judgment are necessary to enable Contractor to proceed. 3.6 Visits to Site and Observation of Construction. In connection with observations of Contractor's Work while it is in progress: 3.6.1 Make visits to the Site to observe as an experienced and qualified design professional the progress and quality of Contractor's executed Work. ENGINEER shall make one visit to the site during construction exclusive of a preconstruction conference. The purpose of the site visit is to determine if the Work is substantially complete as described in Task 3.16. Such visits and observations by ENGINEER, and the Resident Project Representative, if any, 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 informed of the progress of the Work. 3.6.2 The purpose of ENGINEER'S visits to, and representation by the Resident Project Representative, if any, at 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 11/11/2014 FN 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. 3.7 Defective Work. ENGINEER will have the authority 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. 3.8 Clarifications and Interpretations;Field Orders. 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. 3.9 Change Orders and Work Change Directives. Recommend Change Orders and Work Change Directives to OWNER, as appropriate, and prepare Change Orders and Work Change Directives as required. 3.10 Shop Drawings and Samples. Shop drawing review and approval activities are not anticipated or included. 3.11 Substitutes and "or-equal." Evaluate and determine the acceptability of substitute or "or- equal" materials and equipment proposed by Contractor. 3.12 Inspections and Tests. Require 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 orthe 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. 3.13 Disagreements between OWNER and Contractor. Render formal written decisions 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, 11/11/2014 01 performance, or progress of Contractor's Work; review each duly submitted Claim by OWNER or Contractor, and in writing either 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. In rendering such decisions, ENGINEER shall be fair and not show partiality to OWNER or Contractor and shall not be liable in connection with any decision rendered in good faith in such capacity. 3.14 Applications for Payment. Based on ENGINEER'S observations as an experienced and qualified design professional and on review of Application for Payment and accompanying supporting documentation: 3.14.1 Determine the amounts that ENGINEER recommends Contractor be paid.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 fulfilled in so far as it is ENGINEER'S responsibility to observe Contractor's Work. In the case of unit price work, ENGINEER'S recommendations of payment will include final determinations of quantities and classifications of Contractor's Work (subject to any subsequent adjustments allowed by the Contract Documents). 3.14.2 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 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. 11/11/2014 01 3.15 Contractor's Completion Documents. Receive, review, and transmit to OWNER 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, and the annotated record documents which are to be assembled by Contractor in accordance with the Contract Documents to obtain final payment. 3.16 Substantial Completion. Promptly after notice from Contractor that Contractor considers the entire Work ready for its intended use, in company with OWNER 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. 3.17 Final Notice of Acceptability of the Work. 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 the best of ENGINEER'S knowledge, information, and belief and based on the extent of the services provided by ENGINEER under this Agreement. 3.18 Duration of Construction Phase. The Construction Phase will commence with the execution of the Construction Contract for the Project or any part thereof and will terminate upon written recommendation by ENGINEER for final payment to Contractors.The Construction Period for this Project is estimated to be eight weeks assuming all equipment is found in proper working condition. If the Project involves more than one prime contract, Construction Phase services may be rendered at different times in respect to the separate contracts. ENGINEER shall be entitled to an equitable increase in compensation if Construction Phase services are required after the original date for final completion of the Work as set forth in the construction Contract. 3.19 Limitation of Responsibilities. ENGINEER shall not be responsible for the acts or omissions of any Contractor, or of any subcontractors, suppliers, or other individuals or entities performing or furnishing any of the Work. ENGINEER shall not be responsible for the failure of any Contractor to perform or furnish the Work in accordance with the Contract Documents. 3.20 ENGINEER'S opinions of probable Construction Cost are to be made on the basis of ENGINEER'S experience and qualifications and represent ENGINEER'S best judgment as an experienced and qualified professional generally familiar with the construction industry. However, since ENGINEER has no control over the cost of labor, materials, equipment, or services furnished by others, or over contractors' methods of determining prices, or over competitive bidding or market conditions, ENGINEER cannot and does not guarantee that proposals, bids, or actual Construction Cost will not vary from opinions of probable Construction Cost prepared by ENGINEER. If OWNER wishes greater assurance as to probable Construction Cost, OWNER shall employ an independent cost estimator. 11/11/2014 01 ADDITIONAL SCOPE OF SERVICES Task 4.0-Additional Services Requiring OWNER'S Written Authorization 4.1 Services to make measured drawings of or to investigate existing conditions or facilities, or to verify the accuracy of drawings or other information furnished by OWNER or others. 4.2 Services resulting from significant changes in the scope, extent, or character of the portions of the Project designed or specified by ENGINEER or its design requirements including, but not limited to, changes in size;complexity, OWNER'S schedule,character of construction, or method of financing; and revising previously accepted studies, reports, Drawings, Specifications, or Contract Documents when such revisions are required by changes in Laws and Regulations enacted subsequent to the Effective Date of this Agreement or are due to any other causes beyond ENGINEER'S s control. 4.3 Services required as a result of OWNER'S providing incomplete or incorrect Project information to ENGINEER. 4.4 Preparation of applications and supporting documents for private or governmental grants, loans, or advances in connection with the Project; preparation or review of environmental assessments and impact statements; review and evaluation of the effects on the design requirements for the Project of any such statements and documents prepared by others; and assistance in obtaining approvals of authorities having jurisdiction over the anticipated environmental impact of the Project. 4.5 Undertaking investigations and studies including, but not limited to, detailed consideration of operations, maintenance, and overhead expenses; the preparation of feasibility studies, cash flow and economic evaluations, rate schedules, and appraisals; assistance in obtaining financing for the Project; evaluating processes available for licensing,and assisting OWNER in obtaining process licensing; detailed quantity surveys of materials, equipment, and labor; and audits or inventories required in connection with construction performed by OWNER. 4.6 Furnishing services of Consultants for other than Basic Services. 4.7 Services attributable to more than one prime construction contract. 4.8 Services attributable to assisting the OWNER in prequalifying prime contractors and/or subcontractors/suppliers for this Project. 4.9 Preparing for, coordinating with, participating in and responding to structured independent review processes, including, but not limited to, construction management, cost estimating, project peer review, value engineering, and constructability review requested by OWNER; and performing or furnishing services required to revise studies, reports, Drawings, Specifications, or other Bidding Documents as a result of such review processes. 4.10 Preparing additional Bidding Documents or Contract Documents for alternate bids or prices requested by OWNER for the Work or a portion thereof. 4.11 Assistance in connection with Bid protests, rebidding, or renegotiating contracts for construction, materials, equipment, or services. 11/11/2014 01 4.12 Providing construction surveys and staking to enable Contractor to perform its work, and any type of property surveys or related engineering services needed for the transfer of interests in real property; and providing other special field surveys. 4.13 Providing Construction Phase services beyond the original date for final completion of the Work. 4.14 Providing assistance in responding to the presence of any Constituent of Concern at the Site, in compliance with current Laws and Regulations. 4.15 Preparation of comprehensive operation and maintenance manuals beyond that required to be supplied by the Contractor within the Construction Contract. 4.16 Preparing to serve or serving as a consultant or witness for OWNER in any litigation, arbitration, or other dispute resolution process related to the Project. 4.17 Providing more extensive services required to enable ENGINEER to issue notices or certifications requested by OWNER. 4.18 Other services performed or furnished by ENGINEER not otherwise provided for in this Agreement. Task 5.0-Additional Services Not Requiring OWNER'S Written Authorization 5.1 Services in connection with Work Change Directives and Change Orders to reflect changes requested by OWNER. 5.2 Services in making revisions to Drawings and Specifications occasioned by the acceptance of substitute materials or equipment other than "or-equal" items; and services after the award of the Construction Contract in evaluating and determining the acceptability of a substitution which is found to be inappropriate for the Project or an excessive number of substitutions. 5.3 Services resulting from significant delays, changes, or price increases occurring as a direct or indirect result of materials, equipment,or energy shortages. 5.4 Additional or extended services during construction made necessary by(1) emergencies or acts of God endangering the Work, (2) the presence at the Site of any Constituent of Concern, (3) Work damaged by fire or other cause during construction, (4) a significant amount of defective, neglected, or delayed work by Contractor, (5) acceleration of the progress schedule involving services beyond normal working hours, or (6) default by Contractor. 5.5 Services (other than Basic Services during the Post-Construction Phase) in connection with any partial utilization of any part of the Work by OWNER prior to Substantial Completion. 5.6 Evaluating an unreasonable claim or an excessive number of claims submitted by Contractor or others in connection with the Work. 5.7 Services during the Construction Phase rendered after the construction period stated in Task 3.18. 11/11/2014 ��� ADDENDUM TO EXHIBIT C WORK SCHEDULE The following schedule has been developed for the Basic Scope of Services (duration begins with Notice to Proceed). Task Description Duration of Phase 1.0 Design Phase 4 weeks 2.0 Bidding Phase 4 weeks 3.0 Construction Phase 8 weeks 11/11/2014 ��� EXHIBIT D Fee Schedule Attached Behind This Page EXHIBIT D COMPENSATION A. OWNER shall pay ENGINEER for Basic Services set forth in Exhibit B on the basis of Direct Labor Costs times a Factor as follows. 1. An amount equal to ENGINEER'S Direct Labor Costs times a factor of 3.26 for the services of ENGINEER'S personnel engaged on the Project, plus Reimbursable Expenses, estimated to be$49,800. 2. ENGINEER shall not exceed the total estimated compensation amount unless approved in writing by OWNER. 3. The total estimated compensation for ENGINEER'S services incorporates all labor, overhead, profit, Reimbursable Expenses, and ENGINEER'S Consultant's charges,if any. 4. If it becomes apparent to Engineer that the compensation amount for Engineer's services will be exceeded, Engineer shall give Owner written notice thereof for review of the matter. 5. The portion of the amounts billed for ENGINEER'S services which are related to services rendered on a Direct Labor Costs times a Factor basis will be billed based on the applicable Direct Labor Costs for the cumulative hours charged to the Project by ENGINEER'S principals and employees multiplied by the above-designated factor, plus Reimbursable Expenses and ENGINEER'S Consultant's charges incurred during the billing period. 6. The amounts payable to ENGINEER for Reimbursable Expenses will be the Project-related internal expenses actually incurred or allocated by ENGINEER multiplied by a factor of 10%. 7. Direct Labor Costs means salaries and wages paid to ENGINEER'S employees but does not include payroll-related costs or benefits. 11/11/2014 01 EXHIBIT E CERTIFICATE OF INSURANCE 11/11/2014 F)l ACORO® DATE(MM1DD/YYM CERTIFICATE OF LIABILITY INSURANCE 6/1/2015 11/14/2014 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Lockton Companies CONTACT 444 W.47th Street,Suite 900 PHONE FAX A1C No): Kansas City MO 64112-1906 E-MAIL (816)960-9000 ADDRESS: INSURERS AFFORDING COVERAGE NAIC# INSURER A:Hartford Fire Insurance Company 19682 INSURED HDR ENGINEERING,INC. INSURER B:Travelers Property Casualty Co of America 25674 1013472 8404 INDIAN HILLS DRIVE INSURER C:New Hampshire Insurance Company 23841 OMAHA,NE 68114-4049 INSURER D:Lexington Insurance Company 19437 INSURER E:National Union Fire Ins Co Pittsburgh PA 19445 INSURER F: COVERAGES HDRINOI CERTIFICATE NUMBER: 13200131 REVISION NUMBER: XXXXXXX THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADD SUER I= WVD POLICY NUMBER MM/DDYFF MM/DDY EXP LIMITS A X COMMERCIAL GENERAL LIABILITY N N 37CSEQUO950 6/1/2014 6/1/2015 EACH OCCURRENCE— S 1 000000 DAMAGE TO CLAIMS-MADE OCCUR PREMISES(Ea occurrence) $ 300,000 X Contractual Liab. MED EXP(Any oneperson) PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2.000,000 POLICY X PE0 a LOC PRODUCTS-COMP/OP AGG $ 2000,000 OTHER: $ A AUTOMOBILE LIABILITY N N 37CSE U0951 AOS 6/1/2014 6/1/2015 COMBINED SINGLE LIMI $ A 37CSEQU0952�HI) ) 6/1/2014 6/1/2015 (Ea accident) 2,000,000 A X ANYAUTO 37CSE 1160(MA) 6/1/2014 6/1/2015 BODILY INJURY(Per person) $ XXX CXXX ALL OWNED SCHEDULED BODILY INJURY Per accident $ XXXXXXX AUTOS AUTOS X HIRED AUTOS X AUTOS D PROPERTY DAMAGE S XXX�O{XX $ XXXXXXX B X UMBRELLA LIAB I X OCCUR N N ZUP-IOR64084-14-NF 6/1/2014 6/1/2015 EACH OCCURRENCE $ 1,000,000 EXCESS LIAB CLAIMS-MADE (EXCLUDES PROF.LIAB) AGGREGATE $ 1.000.000 DED I X I RETENTION$ $0 $ xxxxxxx C WORKERS COMPENSATION - AND EMPLOYERS'LIABILITY N 027527762(AOS) 7/1/2014 7/1/2015 X STATUTE ER C ANY PROPRIETOR/PARTNER/EXECUTIVE Y/N 027527764(ME) 7/1/2014 7/1/2015 E.L.EACH ACCIDENT $ E OFFICER/MEMBER EXCLUDED? N/A 027527763((((CA)) 7/1/2014 7/1/2015 1,000,000 (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ I_000,000 D ARCHS&ENGS N N 061853691 6/1/2014 6/1/2015 PER CLAIM:$1,000,000. AGG: PROFESSIONAL $1,000,000. LIABILITY DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,maybe attached if more space is required) RE:FLOATING PUMP STATION RE-COMMISSIONING. CERTIFICATE HOLDER CANCELLATION 13200131 BRUSHY CREEK REGIONAL UTILITY AUTHORITY SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE ATTENTION: TOM GALLIER,GENERAL MANAGER THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 221 EAST MAIN STREET ACCORDANCE WITH THE POLICY PROVISIONS. ROUND ROCK TX 78664 AUTHORIZED REPRESENTAT E /f/J ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD