Loading...
R-06-12-21-9F4 - 12/21/2006RESOLUTION NO. R -06-12-21-9F4 WHEREAS, the City of Round Rock desires to retain engineering services for the Water Transmission Line, Segment 1, for the Cedar Park/Round Rock/Leander Regional Water System Improvements, and WHEREAS, Lockwood, Andrews & Newnam, Inc. has submitted a Contract for Engineering Services to provide said services, and WHEREAS, the City Council desires to enter into said contract with Lockwood, Andrews & Newnam, Inc., Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS, That the Mayor is hereby authorized and directed to execute on behalf of the City a Contract for Engineering Services with Lockwood, Andrews & Newnam, Inc. for the Water Transmission Line, Segment 1, for the Cedar Park/Round Rock/Leander Regional Water System Improvements, a copy of said contract being attached hereto as Exhibit "A" and incorporated herein for all purposes. The City Council 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 21st day of December, 2-OQ6. NYL���LL, -Mayor ATTES Cit"of Round Rock, Texas p � ' CHRISTINE R. MARTINEZ, CitySecretar 0:\wdox\RESOLUTI\R61221F4.WPD/rmc CONTRACT FOR ENGINEERING SERVICES FIRM: LOCKWOOD, ANDREWS & NEWNAM, INC. ("Engineer") ADDRESS: 10801 N. MOPAC EXPY, BLDG. 1 STE. 120 AUSTIN, TEXAS 78759 PROJECT: Water Transmission Line, Segment 1, for the Cedar Park / Round Rock / Leander Regional Water System Improvements THE STATE OF TEXAS § COUNTY OF WILLIAMSON § THIS CONTRACT FOR ENGINEERING SERVICES ("Contract") is made and entered into on this the _ day of , 2006 by and between the CITY OF ROUND ROCK, a Texas home - rule municipal corporation, whose offices are located at 221 East Main Street, Round Rock, Texas 78664-5299, (hereinafter referred to as "Round Rock"), the CITY OF CEDAR PARK, a Texas home - rule municipal corporation, whose offices are located at 600 North Bell Blvd., Cedar Park, Texas 78613, (hereinafter referred to as "Cedar Park"), the CITY OF LEANDER, a Texas home -rule municipal corporation, whose offices are located at 200 W. Willis St., Leander, Texas 78641 (hereinafter referred to as "Leander"), (all collectively referred to hereinafter as "Owners") and Engineer, and such Contract is for the purpose of contracting for professional engineering services. RECITALS: WHEREAS, V.T.C.A., Government Code §2254.002(2)(A)(vii) under Subchapter A entitled "Professional Services Procurement Act" provides for the procurement of services of professional engineers; and and WHEREAS, Owners and Engineer desire to contract for such professional engineering services; WHEREAS, Owners 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 EXHIBIT Rev. 04/06/05 File Name: LAN/00107518 1 a "All 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 OWNERS' SERVICES Owners shall perform or provide services as identified in Exhibit A entitled "Owners' Services." ARTICLE 2 ENGINEERING SERVICES Engineer shall perform Engineering Services as identified in Exhibit B entitled "Engineering Services," and in accordance with the Regional Water System Project Schedule ("Project Schedule") as identified in Exhibit C. Engineer shall perform the Engineering Services in accordance with the Work Schedule as identified in Exhibit D 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 Owners 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 unanimous approval of the Owners. 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 Owners shall have the right to terminate this Contract as set forth below in Article 20. So long as the Owners elect 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 Owners in writing as soon as possible if it determines, or reasonably anticipates, that the Engineering Services will not be completed in accordance with the Work Schedule. (2) Work Schedule. Engineer acknowledges that the Work Schedule is of critical importance, and agrees to undertake all necessary efforts to expedite the performance of Engineering Services required herein so that construction of the Project will be commenced and completed in accordance with the Project Schedule and the Work Schedule. 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 2 consultants necessary to fully and timely accomplish all Engineering Services required under this Contract in a professional manner. (3) Notice to Proceed. After execution of this Contract, Engineer shall not proceed with Engineering Services until authorized in writing by Owners to proceed as provided in Article 7. ARTICLE 4 COMPENSATION Owners 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. Owners and Engineer agree that the Engineer's compensation will be paid by Owners in the following percentages: Round Rock: 38.56% Leander 47.26% Cedar Park 14.18% The amount payable under this Contract, without modification of the Contract as provided herein, is the sum of and No/100 Dollars ($ .00) as shown in Exhibit E. 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 Owners. Engineer shall prepare and submit to Owners 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 Owners 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 Owners, 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 two (2) copies of a certified invoice in a form acceptable to Owners, with the invoice cost allocated among the Owners in the percentages set forth in Article 4 above. This submittal shall also include a progress assessment report in a form acceptable to Owners. Progress payments shall be made in proportion to the percentage of completion of Engineering Services identified in Exhibit E. Progress payments shall be made by Owners based upon Engineering Services actually provided and performed. Upon timely receipt and approval of each statement, Owners shall make a good faith effort to pay the amount which is due and payable within thirty (30) days. 3 Owners reserve the right to withhold payment pending verification of satisfactory Engineering Services performed. Engineer has the responsibility to submit proof to Owners, adequate and sufficient in its determination, that tasks were satisfactorily 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 its negligence. 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 Owners receive 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 Owners 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 Owners 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 Owners in strict accordance with instructions, if any, on the purchase order, or this Contract or other such contractual agreement. Owners shall document to Engineer the issues related to disputed invoices within ten (10) calendar days of receipt of such invoice. Any non -disputed invoices shall be considered correct and payable per the terms of Chapter 2251, V.T.C.A., Texas Government Code. ARTICLE 7 NOTICE TO PROCEED The Engineer shall not proceed with any task listed on Exhibit B until the Owners have issued a written Notice to Proceed regarding such task. The Owners 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. 0 ARTICLE 8 PROJECT TEAM Owners' Designated Representatives for purposes of this Contract are as follows: CITY OF ROUND ROCK Jim Nuse 221 E. Main St. Round Rock, Texas 78664 Telephone Number: (512) 218-5401 Fax Number: (512) 218-7097 Email Address: jnuse ,round -rock tx us CITY OF CEDAR PARK Brenda Eivens 600 North Bell Blvd. Cedar Park, Texas 78613 Telephone Number: (512) 401-5020 Fax Number: (512) 258-8602 Email Address: eivens@ci.cedar-park.tx.us CITY OF LEANDER Anthony `Riff' Johnson P.O. Box 319 Leander, Texas 78646 Telephone Number: (512) 528-2712 Fax Number: (512) 528-2831 Email Address:biff@ci.leander.tx.us Owners' Designated Representatives shall be authorized to act on Owners' behalf with respect to this Contract. Owners or Owners' Designated Representatives 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. Owners may designate in writing alternate Designated Representatives as they deem necessary or desirable. Engineer's Designated Representative for purposes of this Contract is as follows: LOCKWOOD, ANDREWS & NEWNAM, INC. Brian D. Rice Vice President 10801 N. Mopac Expy., Bldg. 1, Ste 120 Austin, Texas 78759 Telephone Number: (512) 338-4212 Fax Number: (512) 338-4942 Email Address: bdrice@lan-inc.com 5 ARTICLE 9 PROGRESS EVALUATION Engineer shall, from time to time during the progress of the Engineering Services, confer with Owners at Owners' election. Engineer shall prepare and present such information as may be pertinent and necessary, or as may be requested by Owners, in order for Owners to evaluate features of the Engineering Services. At the request of Owners or Engineer, conferences shall be provided at Engineer's office, the offices of Owners, or at other locations designated by Owners. When requested by Owners, such conferences shall also include evaluation of the Engineering Services. Should Owners determine that the progress in Engineering Services does not satisfy the Work Schedule, then Owners shall review the Work Schedule with Engineer to determine corrective action required. Engineer shall promptly advise Owners 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 Owners assistance needed to resolve the situation, if any; and (2) Favorable developments or events which enable meeting the Work Schedule goals sooner than anticipated. ARTICLE 10 SUSPENSION Should Owners desire to suspend the Engineering Services, but not to terminate this Contract, then such suspension may be effected by Owners 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 all parties. The Engineering Services may be reinstated and resumed in full force and effect within sixty (60) days of receipt of written notice from Owners to resume the Engineering Services. Such sixty-day notice may be waived in writing by agreement and signature of all parties. If this Contract is suspended for more than thirty (30) days, Engineer shall have the option of terminating this Contract. If Owners suspend 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. Owners assume no liability for Engineering Services performed or costs incurred prior to the date authorized by Owners for Engineer to begin Engineering Services, and/or during periods when Engineering Services are suspended, and/or subsequent to the contract completion date. ARTICLE 11 ADDITIONAL ENGINEERING SERVICES If Engineer forms a reasonable opinion that any work it has been directed to perform is beyond the scope of this Contract and as such constitutes extra work, it shall promptly notify Owners in writing. In the event Owners find that such work does constitute extra work and exceeds the maximum amount payable, Owners 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 all parties, of a written Supplemental Contract. Owners 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 Owners deem 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 Owners. 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 Owners. No additional compensation shall be due for such Engineering Services. ARTICLE 13 SUPPLEMENTAL CONTRACTS The terms of this Contract may be modified by written Supplemental Contract if Owners determine 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 Owners. 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 all parties that Engineer shall make no claim for extra work done or materials furnished until the Owners authorize full execution of the written Supplemental Contract and authorization to proceed. Owners reserve 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 Owners and shall be furnished to Owners upon request. All documents prepared by Engineer and all documents furnished to 7 Engineer by Owners shall be delivered to Owners upon completion or termination of this Contract. Engineer, at its own expense, may retain copies of such documents or any other data which it has furnished Owners 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 Owners, is incompetent or whose conduct becomes detrimental to the Engineering Services shall immediately be removed from association with the Project when so instructed by Owners. 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 Owners. Engineer may not change the Project Manager without prior written consent of Owners. ARTICLE 16 SUBCONTRACTING Engineer shall not assign, subcontract or transfer any portion of the Engineering Services under this Contract without prior written approval from Owners. All subcontracts shall include the provisions required in this Contract and shall be approved as to form, in writing, by Owners prior to Engineering Services being performed under the subcontract. No subcontract shall relieve Engineer of any responsibilities under this Contract. ARTICLE 17 EVALUATION OF ENGINEERING SERVICES Owners, or any of their authorized representatives, 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 they are 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 Owners 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 written approval by Owners before any final report is issued. Owners' 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 Owners, 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 Owners, for reasons of their 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 Owners 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, Owners shall be the sole judge. Compensation for Engineering Services at termination will be based on a percentage of the Engineering Services completed at that time. Should Owners 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 Owners terminate this Contract for fault on the part of Engineer, then Owners 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 Owners, the cost to Owners 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 Owners 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 Owners 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 its contractual obligations, then Owners may take 7 over the Project and prosecute the Engineering Services to completion. In such case, Engineer shall be liable to Owners for any additional and reasonable costs incurred by Owners. Engineer shall be responsible for the settlement of all contractual and administrative issues arising out of any procurements made by Engineer in support of the Engineering Services under this Contract. ARTICLE 21 COMPLIANCE WITH LAWS (1) Compliance. Engineer shall comply with all applicable federal, state and local laws, statutes, codes, ordinances, rules and regulations, and the orders and decrees of any court, or administrative bodies or tribunals in any manner affecting the performance of this Contract, including without limitation, minimum/maximum salary and wage statutes and regulations, and licensing laws and regulations. Engineer shall furnish Owners with satisfactory proof of 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. Owners are 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 Owners and their officers and employees from all claims and liabilities due to activities of itself and 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. Engineer shall also save and hold Owners harmless from any and all expenses, including but not limited to reasonable attorneys fees which may be incurred by Owners in litigation or otherwise defending claims or liabilities which may be imposed on Owners 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 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. Owners 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, 10 I 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 Owners 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 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 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, Owners reserve and shall have the right to annul this Contract without liability or, in its discretion and at its sole election, to deduct from the contract price or compensation, or to otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee. (2) Financial Interest Prohibited. Engineer covenants and represents that Engineer, 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 ($1,000.000.00) per occurrence from a company authorized to do insurance business in Texas and otherwise acceptable to Owners. Engineer shall also notify Owners, 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 11 requirements among its subconsultants. Owners 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 Owners by certified mail to: City of Round Rock City Manager 221 East Main Street Round Rock, Texas 78664 City of Cedar Park City Manager 600 North Bell Blvd. Cedar Park, Texas 78613 City of Leander City Manager P.O. Box 319 Leander, Texas 78646 (b) The policy clause "Other Insurance" shall not apply to any insurance coverage currently held by Owners, to any such future coverage, or to Owners' 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 Owners. Such Certificates of Insurance are evidenced as Exhibit F herein entitled "Certificates of Insurance." ARTICLE 27 COPYRIGHTS Owners shall have the royalty -free, nonexclusive and irrevocable right to reproduce, publish or otherwise use, and to authorize others to use, any reports developed by Engineer for governmental purposes. ARTICLE 28 SUCCESSORS AND ASSIGNS This Contract shall be binding upon and inure to the benefit of the parties hereto, their successors, lawful assigns, and legal representatives. Engineer may not assign, sublet or transfer any 12 interest in this Contract, in whole or in part, by operation of law or otherwise, without obtaining the prior written consent of Owners. Engineer agrees that this Contract may be assigned by Owners to a Local Government Corporation or similar entity created by the Owners. 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 Owners and Engineer, shall be kept on a generally recognized accounting basis and shall be available to Owners or its authorized representatives at mutually convenient times. The Owners reserve the right to review all records they deem 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: City of Round Rock: City of Round Rock Attention: City Manager 221 East Main Street Round Rock, TX 78664 and to: Stephan L. Sheets City Attorney 309 East Main Street Round Rock, TX 78664 13 City of Cedar Park: City of Cedar Park Attention: City Manager 600 North Bell Blvd. Cedar Park, TX 78613 and to: Leonard Smith City Attorney 1103 Cypress Creek Road, Ste. 102 Cedar Park, TX 78613 Leander: City of Leander Attention: City Manager P.O. Box 319 Leander, TX 78646 and to: Diana Granger Leander City Attorney 223 W. Anderson Lane, Suite A-105 Austin, TX 78752 Engineer: Lockwood, Andrews & Newnam, Inc. Attention: Brian D. Rice 10801 N. Mopac Expy., Bldg. 1, Ste. 120 Austin, Texas 78759 ARTICLE 33 GENERAL PROVISIONS (1) Time is of the Essence. Engineer understands and agrees that time is of the essence and that any failure of Engineer to complete the Engineering Services for each phase of this Contract within the agreed Work Schedule may constitute a material breach of this Contract. Engineer shall be fully responsible for its delays or for failures to use 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 Owners due to Engineer's negligent failure to perform, Owners may accordingly withhold, to the extent of such damage, Engineer's payments hereunder without waiver of any of Owners' additional legal rights or remedies. 14 (2) Force Majeure. Neither Owners 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 Williamson County, Texas, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County, Texas. This Contract shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. (4) Standard of Performance. The standard of care for all professional engineering, consulting and related services performed or furnished by Engineer and its employees under this Contract will be the care and skill ordinarily used by members of Engineer's profession practicing under the same or similar circumstances at the same time and in the same locality. Excepting Articles 25 and 34 herein, Engineer makes no warranties, express or implied, under this Contract or otherwise, in connection with the Engineering Services. (5) Opinion of Probable Cost. Any opinions of probable project cost or probable construction cost provided by Engineer are made on the basis of information available to Engineer and on the basis of Engineer's experience and qualifications and represents its judgment as an experienced and qualified professional engineer. However, since Engineer has no control over the cost of labor, materials, equipment or services furnished by others, or over the contractor(s') methods of determining prices, or over competitive bidding or market conditions, Engineer does not guarantee that proposals, bids or actual project or construction cost will not vary from opinions of probable cost Engineer prepares. (6) Opinions and Determinations. Where the terms of this Contract provide for action to be based upon opinion, judgment, approval, review, or determination of either party hereto, such terms are not intended to be and shall never be construed as permitting such opinion, judgment, approval, review, or determination to be arbitrary, capricious, or unreasonable. ARTICLE 34 SIGNATORY WARRANTY The undersigned signatory for Engineer hereby represents and warrants that the signatory is an officer of the organization for which he/she has executed this Contract and that he/she has full and complete authority to enter into this Contract on behalf of the firm. The above -stated representations and warranties are made for the purpose of inducing Owners to enter into this Contract. IN WITNESS WHEREOF, the parties hereto have caused this Contract to be signed in their corporate name by their duly authorized representatives, thereby binding the parties hereto, their successors, assigns and representatives for the faithful and full performance of the terms and provisions hereof. 15 CITY OF ROUND ROCK, TEXAS By: Nyle Maxwell, Mayor ATTEST: By: Christine Martinez, City Secretary CITY OF CEDAR PARK, TEXAS By: Robert S. Lemon, Mayor ATTEST: By: LeAnn Quinn, City Secretary CITY OF LEANDER, TEXAS By: John Cowman, Mayor ATTEST: By: Debbie Haile, City Secretary LOCKWOOD, ANDREWS & NEWNAM, INC. By: Brian D. Rice, Vice President 16 APPROVED AS TO FORM: Stephan L. Sheets, City Attorney APPROVED AS TO FORM: Leonard Smith, City Attorney APPROVED AS TO FORM: Diana Granger, Attorney LIST OF EXHIBITS ATTACHED (1) Exhibit A Owners Services (2) Exhibit B Engineering Services (3) Exhibit C Project Schedule (4) Exhibit D Work Schedule (5) Exhibit E Fee Schedule (6) Exhibit F Insurance Certificates 17 EXHIBIT A Owners Services The Owners will provide to the Engineer under this agreement the following items/information/assistance: 1. 2. 3. EXHIBIT B Engineering Services EXHIBIT C Regional Water System Project Schedule EXHIBIT D Work Schedule EXHIBIT E Fee Schedule EXHIBIT F Certificates of Insurance SEE ATTACHMENT } ■ FI-20(FLOATING INTAKE) h4 DWI-154(DEEP WATER INTAKE) �� RW-1(36"RAW WATER LINE) r� RW-2(78"RAW WATER UNE) RW-3(64"RAW WATER LINE) 105.8 MGD MGp ,, ✓Y RW-4(78'RAW WATER LINE) Regional WTP RW-5(96'RAW WATER LINE) WTP-PH 1(WATER TREATMENT PLANT(PHASE 1)(3)(4) TW-1(78'TREATED WATER LINE) \ TW-2A 6 28(78712'TREATED WATER LINE) smMM TW-2C(72"TREATED WATER LINE) TW-3(48"TREATED WATER LINE) Creek Ceder P rk �l ROUND ROCK,CEDAR PARK, &LEANDER REGIONAL WATER SUPPLY PROJECT 153 7 eG�Dr PROJECT SCHEDULED FOR COMPLETION-SPRING 2010 `� DATE: December 15, 2006 SUBJECT: City Council Meeting - December 21, 2006 ITEM: 9.F.4. Consider a resolution authorizing the Mayor to execute a Contract for Engineering Services with Lockwood, Andrews & Newnam, Inc. regarding the Water Transmission Line, Segment 1, for the Cedar Park/Round Rock/Leander Regional Water System Improvements. Department: Water and Wastewater Utilities Staff Person: Tom Word, Chief of Public Works Operations Justification: The Parties of the Regional Water Supply System have agreed to jointly pursue the Preliminary Design Services. These services will provide the basis for the final design and construction of the infrastructure required to implement the Regional Water Supply System for the Parties. All Preliminary Design Costs shall be shared by the Parties according to their ultimate capacity allocation percentage in the Regional Water System. These percentages are Round Rock, 38.56%; Cedar Park, 14.18%; and Leander, 47.26%. Funding: Cost: Source of funds Outside Resources: $81,444.50 Utility Self -Financed Construction - Water Background Information• Lockwood, Andrews & Newnam, Inc. This contract for Engineering Services for the Water Transmission Line, Segment 1 is for preliminary design services, including route selection, layout and cost estimate to deliver treated water to the Parties. The engineering fees will be paid on a percentage of the ultimate capacity needed by each Party. The total cost of this contract will be $703,112.00 with Round Rock's share being $271,120. The City of Round Rock's percentage is 38.56%, based on an ultimate capacity in the system of 40.8 mgd. Public Comment: N/A i CONTRACT FOR ENGINEERING SERVICES FIRM: LOCKWOOD, ANDREWS & NEWNAM, INC. ("Engineer") ADDRESS: 10801 N. MOPAC EXPY, BLDG. 1 STE. 120 AUSTIN, TEXAS 78759 PROJECT: Water Transmission Line, Segment 1, for the Cedar Park / Round Rock / Leander Regional Water System Improvements THE STATE OF TEXAS § COUNTY OF WILLIAMSON § THIS CONTRACT FOR ENGINEERING SERVICES ("Contract") is made and entered into on this the 21st day of December, 2006 by and between the CITY OF ROUND ROCK, a Texas home -rule municipal corporation, whose offices are located at 221 East Main Street, Round Rock, Texas 78664- 5299, (hereinafter referred to as "Round Rock"), the CITY OF CEDAR PARK, a Texas home -rule municipal corporation, whose offices are located at 600 North Bell Blvd., Cedar Park, Texas 78613, (hereinafter referred to as "Cedar Park"), the CITY OF LEANDER, a Texas home -rule municipal corporation, whose offices are located at 200 W. Willis St., Leander, Texas 78641 (hereinafter referred to as "Leander"), (all collectively referred to hereinafter as "Owners") and Engineer, and such Contract is for the purpose of contracting for professional engineering services. RECITALS: WHEREAS, V.T.C.A., Government Code §2254.002(2)(A)(vii) under Subchapter A entitled "Professional Services Procurement Act" provides for the procurement of services of professional engineers; and and WHEREAS, Owners and Engineer desire to contract for such professional engineering services; WHEREAS, Owners 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. 04/06/05 File Name: LAN/00108216 4?-o(,o-la-21- qF4 , 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 OWNERS' SERVICES Owners shall perform or provide services as identified in Exhibit A entitled "Owners' Services." ARTICLE 2 ENGINEERING SERVICES Engineer shall perform Engineering Services as identified in Exhibit B entitled "Engineering Services," and in accordance with the Regional Water System Project Schedule ("Project Schedule") as identified in Exhibit C. Engineer shall perform the Engineering Services in accordance with the Work Schedule as identified in Exhibit D 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 Owners 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 unanimous approval of the Owners. 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 Owners shall have the right to terminate this Contract as set forth below in Article 20. So long as the Owners elect 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 Owners in writing as soon as possible if it determines, or reasonably anticipates, that the Engineering Services will not be completed in accordance with the Work Schedule. (2) Work Schedule. Engineer acknowledges that the Work Schedule is of critical importance, and agrees to undertake all necessary efforts to expedite the performance of Engineering Services required herein so that construction of the Project will be commenced and completed in accordance with the Project Schedule and the Work Schedule. 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 2 If consultants necessary to fully and timely accomplish all Engineering Services required under this Contract in a professional manner. (3) Notice to Proceed. After execution of this Contract, Engineer shall not proceed with Engineering Services until authorized in writing by Owners to proceed as provided in Article 7. ARTICLE 4 COMPENSATION Owners 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. Owners and Engineer agree that the Engineer's compensation will be paid by Owners in the following percentages: Round Rock: 38.56% Leander 47.26% Cedar Park 14.18% The amount payable under this Contract, without modification of the Contract as provided herein, is the sum of Two Hundred Eleven Thousand, Two Hundred Fifteen and No/100 Dollars ($211,215.00) as shown in Exhibit E. 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 Owners. Engineer shall prepare and submit to Owners 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 Owners 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 Owners, 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 two (2) copies of a certified invoice in a form acceptable to Owners, with the invoice cost allocated among the Owners in the percentages set forth in Article 4 above. This submittal shall also include a progress assessment report in a form acceptable to Owners. Progress payments shall be made in proportion to the percentage of completion of Engineering Services identified in Exhibit E. Progress payments shall be made by Owners based upon Engineering Services actually provided and performed. Upon timely receipt and approval of each statement, Owners shall make a good faith effort to pay the amount which is due and payable within thirty (30) days. 3 0 Owners reserve the right to withhold payment pending verification of satisfactory Engineering Services performed. Engineer has the responsibility to submit proof to Owners, adequate and sufficient in its determination, that tasks were satisfactorily 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 its negligence. 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 Owners receive 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 Owners 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 Owners 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 Owners in strict accordance with instructions, if any, on the purchase order, or this Contract or other such contractual agreement. Owners shall document to Engineer the issues related to disputed invoices within ten (10) calendar days of receipt of such invoice. Any non -disputed invoices shall be considered correct and payable per the terms of Chapter 2251, V.T.C.A., Texas Government Code. ARTICLE 7 NOTICE TO PROCEED The Engineer shall not proceed with any task listed on Exhibit B until the Owners have issued a written Notice to Proceed regarding such task. The Owners 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. 4 q�" ARTICLE 8 PROJECT TEAM Owners' Designated Representatives for purposes of this Contract are as follows: CITY OF ROUND ROCK Jim Nuse 221 E. Main St. Round Rock, Texas 78664 Telephone Number: (512) 218-5401 Fax Number: (512) 218-7097 Email Address: jnuse@round-rock.tx.us CITY OF CEDAR PARK Brenda Eivens 600 North Bell Blvd. Cedar Park, Texas 78613 Telephone Number: (512) 401-5020 Fax Number: (512) 258-8602 Email Address: eivens@ci.cedar-park.tx.us CITY OF LEANDER Anthony `Riff' Johnson P.O. Box 319 Leander, Texas 78646 Telephone Number: (512) 528-2712 Fax Number: (512) 528-2831 Email Address:biff@ci.leander.tx.us Owners' Designated Representatives shall be authorized to act on Owners' behalf with respect to this Contract. Owners or Owners' Designated Representatives 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. Owners may designate in writing alternate Designated Representatives as they deem necessary or desirable. Engineer's Designated Representative for purposes of this Contract is as follows: LOCKWOOD, ANDREWS & NEWNAM, INC. Brian D. Rice Vice President 10801 N. Mopac Expy., Bldg. 1, Ste 120 Austin, Texas 78759 Telephone Number: (512) 338-4212 Fax Number: (512) 338-4942 Email Address: bdrice@lan-inc.com R ARTICLE 9 PROGRESS EVALUATION Engineer shall, from time to time during the progress of the Engineering Services, confer with Owners at Owners' election. Engineer shall prepare and present such information as may be pertinent and necessary, or as may be requested by Owners, in order for Owners to evaluate features of the Engineering Services. At the request of Owners or Engineer, conferences shall be provided at Engineer's office, the offices of Owners, or at other locations designated by Owners. When requested by Owners, such conferences shall also include evaluation of the Engineering Services. Should Owners determine that the progress in Engineering Services does not satisfy the Work Schedule, then Owners shall review the Work Schedule with Engineer to determine corrective action required. Engineer shall promptly advise Owners 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 Owners assistance needed to resolve the situation, if any; and (2) Favorable developments or events which enable meeting the Work Schedule goals sooner than anticipated. ARTICLE 10 SUSPENSION Should Owners desire to suspend the Engineering Services, but not to terminate this Contract, then such suspension may be effected by Owners 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 all parties. The Engineering Services may be reinstated and resumed in full force and effect within sixty (60) days of receipt of written notice from Owners to resume the Engineering Services. Such sixty-day notice may be waived in writing by agreement and signature of all parties. If this Contract is suspended for more than thirty (30) days, Engineer shall have the option of terminating this Contract. If Owners suspend 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. Owners assume no liability for Engineering Services performed or costs incurred prior to the date authorized by Owners for Engineer to begin Engineering Services, and/or during periods when Engineering Services are suspended, and/or subsequent to the contract completion date. on 14 ARTICLE 11 ADDITIONAL ENGINEERING SERVICES If Engineer forms a reasonable opinion that any work it has been directed to perform is beyond the scope of this Contract and as such constitutes extra work, it shall promptly notify Owners in writing. In the event Owners find that such work does constitute extra work and exceeds the maximum amount payable, Owners 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 all parties, of a written Supplemental Contract. Owners 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 Owners deem 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 Owners. 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 Owners. No additional compensation shall be due for such Engineering Services. ARTICLE 13 SUPPLEMENTAL CONTRACTS The terms of this Contract may be modified by written Supplemental Contract if Owners determine 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 Owners. 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 all parties that Engineer shall make no claim for extra work done or materials furnished until the Owners authorize full execution of the written Supplemental Contract and authorization to proceed. Owners reserve 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 Owners and shall be furnished to Owners upon request. All documents prepared by Engineer and all documents furnished to 7 i Engineer by Owners shall be delivered to Owners upon completion or termination of this Contract. Engineer, at its own expense, may retain copies of such documents or any other data which it has furnished Owners 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 Owners, is incompetent or whose conduct becomes detrimental to the Engineering Services shall immediately be removed from association with the Project when so instructed by Owners. 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 Owners. Engineer may not change the Project Manager without prior written consent of Owners. ARTICLE 16 SUBCONTRACTING Engineer shall not assign, subcontract or transfer any portion of the Engineering Services under this Contract without prior written approval from Owners. All subcontracts shall include the provisions required in this Contract and shall be approved as to form, in writing, by Owners prior to Engineering Services being performed under the subcontract. No subcontract shall relieve Engineer of any responsibilities under this Contract. ARTICLE 17 EVALUATION OF ENGINEERING SERVICES Owners, or any of their authorized representatives, 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 they are 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 Owners 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 written approval by Owners before any final report is issued. Owners' 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 Owners, 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 Owners, for reasons of their 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 Owners 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, Owners shall be the sole judge. Compensation for Engineering Services at termination will be based on a percentage of the Engineering Services completed at that time. Should Owners 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 Owners terminate this Contract for fault on the part of Engineer, then Owners 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 Owners, the cost to Owners 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 Owners 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 Owners 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 its contractual obligations, then Owners may take E 10 over the Project and prosecute the Engineering Services to completion. In such case, Engineer shall be liable to Owners for any additional and reasonable costs incurred by Owners. Engineer shall be responsible for the settlement of all contractual and administrative issues arising out of any procurements made by Engineer in support of the Engineering Services under this Contract. ARTICLE 21 COMPLIANCE WITH LAWS (1) Compliance. Engineer shall comply with all applicable federal, state and local laws, statutes, codes, ordinances, rules and regulations, and the orders and decrees of any court, or administrative bodies or tribunals in any manner affecting the performance of this Contract, including without limitation, minimum/maximum salary and wage statutes and regulations, and licensing laws and regulations. Engineer shall furnish Owners with satisfactory proof of 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. Owners are 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 Owners and their officers and employees from all claims and liabilities due to activities of itself and 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. Engineer shall also save and hold Owners harmless from any and all expenses, including but not limited to reasonable attorneys fees which may be incurred by Owners in litigation or otherwise defending claims or liabilities which may be imposed on Owners 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 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. Owners 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, 10 4 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 Owners 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 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 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, Owners reserve and shall have the right to annul this Contract without liability or, in its discretion and at its sole election, to deduct from the contract price or compensation, or to otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee. (2) Financial Interest Prohibited. Engineer covenants and represents that Engineer, 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 ($1,000.000.00) per occurrence from a company authorized to do insurance business in Texas and otherwise acceptable to Owners. Engineer shall also notify Owners, 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 11 If requirements among its subconsultants. Owners 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 Owners by certified mail to: City of Round Rock City Manager 221 East Main Street Round Rock, Texas 78664 City of Cedar Park City Manager 600 North Bell Blvd. Cedar Park, Texas 78613 City of Leander City Manager P.O. Box 319 Leander, Texas 78646 (b) The policy clause "Other Insurance" shall not apply to any insurance coverage currently held by Owners, to any such future coverage, or to Owners' 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 Owners. Such Certificates of Insurance are evidenced as Exhibit F herein entitled "Certificates of Insurance." ARTICLE 27 COPYRIGHTS Owners shall have the royalty -free, nonexclusive and irrevocable right to reproduce, publish or otherwise use, and to authorize others to use, any reports developed by Engineer for governmental purposes. ARTICLE 28 SUCCESSORS AND ASSIGNS This Contract shall be binding upon and inure to the benefit of the parties hereto, their successors, lawful assigns, and legal representatives. Engineer may not assign, sublet or transfer any 12 41 interest in this Contract, in whole or in part, by operation of law or otherwise, without obtaining the prior written consent of Owners. Engineer agrees that this Contract may be assigned by Owners to a Local Government Corporation or similar entity created by the Owners. 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 Owners and Engineer, shall be kept on a generally recognized accounting basis and shall be available to Owners or its authorized representatives at mutually convenient times. The Owners reserve the right to review all records they deem 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: City of Round Rock: City of Round Rock Attention: City Manager 221 East Main Street Round Rock, TX 78664 and to: Stephan L. Sheets City Attorney 309 East Main Street Round Rock, TX 78664 13 11 City of Cedar Park: City of Cedar Park Attention: City Manager 600 North Bell Blvd. Cedar Park, TX 78613 and to: Leonard Smith City Attorney 1103 Cypress Creek Road, Ste. 102 Cedar Park, TX 78613 Leander: City of Leander Attention: City Manager P.O. Box 319 Leander, TX 78646 and to: Diana Granger Leander City Attorney 223 W. Anderson Lane, Suite A-105 Austin, TX 78752 Engineer: Lockwood, Andrews & Newnam, Inc. Attention: Brian D. Rice 10801 N. Mopac Expy., Bldg. 1, Ste. 120 Austin, Texas 78759 ARTICLE 33 GENERAL PROVISIONS (1) Time is of the Essence. Engineer understands and agrees that time is of the essence and that any failure of Engineer to complete the Engineering Services for each phase of this Contract within the agreed Work Schedule may constitute a material breach of this Contract. Engineer shall be fully responsible for its delays or for failures to use 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 Owners due to Engineer's negligent failure to perform, Owners may accordingly withhold, to the extent of such damage, Engineer's payments hereunder without waiver of any of Owners' additional legal rights or remedies. 14 (2) Force Majeure. Neither Owners 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 Williamson County, Texas, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County, Texas. This Contract shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. (4) Standard of Performance. The standard of care for all professional engineering, consulting and related services performed or furnished by Engineer and its employees under this Contract will be the care and skill ordinarily used by members of Engineer's profession practicing under the same or similar circumstances at the same time and in the same locality. Excepting Articles 25 and 34 herein, Engineer makes no warranties, express or implied, under this Contract or otherwise, in connection with the Engineering Services. (5) Opinion of Probable Cost. Any opinions of probable project cost or probable construction cost provided by Engineer are made on the basis of information available to Engineer and on the basis of Engineer's experience and qualifications and represents its judgment as an experienced and qualified professional engineer. However, since Engineer has no control over the cost of labor, materials, equipment or services furnished by others, or over the contractor(s') methods of determining prices, or over competitive bidding or market conditions, Engineer does not guarantee that proposals, bids or actual project or construction cost will not vary from opinions of probable cost Engineer prepares. (6) Opinions and Determinations. Where the terms of this Contract provide for action to be based upon opinion, judgment, approval, review, or determination of either party hereto, such terms are not intended to be and shall never be construed as permitting such opinion, judgment, approval, review, or determination to be arbitrary, capricious, or unreasonable. ARTICLE 34 SIGNATORY WARRANTY The undersigned signatory for Engineer hereby represents and warrants that the signatory is an officer of the organization for which he/she has executed this Contract and that he/she has full and complete authority to enter into this Contract on behalf of the firm. The above -stated representations and warranties are made for the purpose of inducing Owners to enter into this Contract. IN WITNESS WHEREOF, the parties hereto have caused this Contract to be signed in their corporate name by their duly authorized representatives, thereby binding the parties hereto, their successors, assigns and representatives for the faithful and full performance of the terms and provisions hereof. 15 it ATTEST: By: 0—hu�f�-' )k, b�d)�' ' Christine Martinez, City Secretary 16 APP ED S TO ORM: .Z:f Steph L. Sheets, City Attorney - I CITY OF CEDAR PARK, TEXAS By I Rah�rt_S._L.on *,_moi G,V��15, F1 ATTEST: By: LeAnn Quinn, City Secretary 17 APPWOVED AS TO FORM: 'fit, •�ti- � ti ' :...�'---. ll�eonard Smith, I OF,L.EANDER, Cowman, Mayor ATTEST: By: Debbie Haile, City Secretary URI PPROVED AS O FORM: Diana Grang r, Attorney LOCKWOOD, ANDREWS & NEWNAM, INC. By: ���� Brian D. Rice, Vice President 19 LIST OF EXHIBITS ATTACHED (1) Exhibit A Owners Services (2) Exhibit B Engineering Services (3) Exhibit C Project Schedule (4) Exhibit D Work Schedule (5) Exhibit E Fee Schedule (6) Exhibit F Insurance Certificates WE I EXHIBIT A Owners Services 4 Except as otherwise provided in Exhibit B, OWNER shall do the following in a timely manner so as not to delay the services of ENGINEER and shall bear all costs incident thereto: a. Designate in writing a person to act as OWNER's representative with respect to the services to be performed or furnished by ENGINEER under this Agreement. Such person will have complete authority to transmit instructions, receive information, interpret and define OWNER's policies and decisions with respect to ENGINEER's services for the Project. b. Provide 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 expendability, 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. c. Assist ENGINEER by placing at ENGINEER's disposal all available information pertinent to the Project including previous reports and any other data relative to design or construction of the Project. d. Furnish to ENGINEER, as requested by ENGINEER for performance of Basic Services or as required by the Contract Documents, the following: 1. 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 or subsurface structures at or contiguous to the site, or hydrographic surveys; 2. the services of an independent testing laboratory to perform all inspections, tests and approvals of samples, materials and equipment prior to and after installation, or to evaluate the performance of materials, equipment and facilities of OWNER, prior to specification, and during construction; 3. appropriate professional interpretations of all of the foregoing; 4. environmental assessments, audits, investigations and impact statements, and other relevant environmental or cultural studies as to the Project, the site and adjacent areas; 5, property, boundary, easement, right-of-way, topographic and utility surveys or data, including relevant reference points; 6. property descriptions; 7. zoning, deed and other land use restrictions; and 8. other special data or consultations not covered in Exhibit B. OWNER shall be responsible for, and ENGINEER may rely upon, the accuracy and completeness of all reports, data and other information furnished pursuant to this paragraph. ENGINEER may use such reports, data and information in performing or furnishing services under this Agreement. e. Provide, as required by the Contract Documents, field surveys for design purposes, engineering surveys and staking to enable Contractor to proceed with the layout of the work, and other special field surveys. Page Al of 3 Ell f. Arrange for access to and make all provisions for ENGINEER to enter upon public and private property as required for ENGINEER to perform services under this Agreement_ g. 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 consultants as OWNER deems appropriate with respect to such examination) and render in writing decisions pertaining thereto. h. Provide approvals and permits from all governmental authorities having jurisdiction to approve the portions of the Project designed or specified by ENGINEER and such approvals and consents from others as may be necessary for completion of such portions of the Project. i. Provide, as may be required for the Project: 1. accounting, bond and financial advisory, independent cost estimating and insurance counseling services; 2. such legal services as OWNER may require or ENGINEER may reasonably request with regard to legal issues pertaining to the Project, including any that may be raised by Contractor; and 3. such auditing services as OWNER may require to ascertain how or for what purpose Contractor has used the moneys paid on account of the Contract Price. Provide such inspection or monitoring services by an individual or entity other than ENGINEER as OWNER may desire to verify: 1. that Contractor is complying with any law, rule, regulation, ordinance, code or order applicable to its performing and furnishing the work; or 2. that Contractor is taking all necessary precautions for safety of persons or property and complying with any special provisions of the Contract Documents applicable to safety. ENGINEER does not undertake in this Agreement to perform the services referred to in j.l and j.2 above. The identity of any individual or entity employed to perform such services and the scope of such services will be disclosed to ENGINEER. 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, Construction Management, Cost Estimating, Project Peer Review, Value Engineering and Constructibility Review. If OWNER designates a person or entity other than, or in addition to, ENGINEER to represent OWNER at the site, OWNER shall define and set forth in an exhibit that is to be mutually agreed upon and attached to and made a part of this Agreement before such services begin, the duties, responsibilities and limitations of authority of such other party and the relation thereof to the duties, responsibilities and authority of ENGINEER. 1. Prior to the commencement of the Construction Phase, notify ENGINEER of any variations in the language of the Notice of Acceptability of Work, or of Page A2 of 3 I any notice or certification other than such Notice that ENGINEER will be requested to provide to OWNER or third parties in connection with the financing or completion of the Project. OWNER and ENGINEER shall reach agreement on the terms of any such requested notice or certification and OWNER shall authorize such Additional Services as are necessary to enable ENGINEER to provide the notice or certification requested under this paragraph. in. If more than one prime contract is to be awarded for 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 person or entity and the relation thereof to the duties, responsibilities and authority of ENGINEER in an exhibit that is to be mutually agreed upon and attached to and made a part of this Agreement before such services begin. n. Furnish to ENGINEER data or estimated figures as to OWNER's anticipated costs for services to be provided by others for OWNER (such as services pursuant to paragraphs d, a and g through n, inclusive) and other costs of the types referred to in Exhibit S so that ENGINEER may make the necessary calculations to develop and periodically adjust ENGINEER's opinion of Total Project Costs. o. Attend the pre-bid conference, bid opening, pre -construction conferences, construction progress and other job related meetings and Substantial Completion and final payment inspections. p. Give prompt written notice to ENGINEER whenever OWNER 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 or in the work of any Contractor. q. Furnish, or direct ENGINEER to provide, Additional Services as stipulated in Article I I of this. Agreement or other services as required. Page A3 of 3 V EXHIBIT B Engineering Services V LAN will gather information through site visits, record research and discussions with the Design Committee to identify and evaluate alternative routes. Each route will be analyzed, weighing advantages and disadvantages to determine the recommended route. LAN will provide the following services with respect to the preliminary engineering phase of the waterline: a. Project Kick-off. Provide NTP to subconsultants. Discuss schedule and deliverables. Identify project team and points of contact. b. Attend an 8 -hour design coordination workshop to be hosted by Cedar Park, Leander, and Round Rock. C. Attend bi-weekly coordination/progress meetings. d. Coordinate with subconsultants. e. Coordinate with adjacent projects to verify start and end points and identify potential conflicts and requirements. f. Coordinate with TxDOT regarding alignment alternatives. Review available record -information and identify potential desigri/construction requirements and permitting. g. Coordinate with City of Cedar Park to identify future projects that may be impacted by the proposed water line. Identify restrictions and permits for work within City ROW or property including park lands. h. Perform hydraulic analysis for the entire treated transmission main. The hydraulic model provided will be a skeletal model of the proposed transmission main from the proposed plant (start point) to the final delivery point in Round Rock (end point). WaterCAD will be utilized to develop a 24-hour extended period simulation. The start and end points will be simplified in the model as a reservoir and tank respectively. Single nodes will be used to represent the demand at each take point. The distribution systems of the individual Cities will not he modeled; however the analysis will include a search for potential redundancy points. Diurnal curves will be developed from data provided by the individual Cities. Deliverables will include a Ietter report and a copy of the model on CD. i. Provide recommendations regarding allowable standard pipe and appurtenance materials including linings and coatings. Recommendations will be based on industry standards and our experience with large diameter water line. j. Develop a list of standard bid items and payment methods to be used by all Transmission Main Segments. k. Develop a standard metering station for all take -points along the treated transmission main. This will include coordination with the customers on preferences and development of a standard for use at all points of delivery. In addition, a specific evaluation of the Cedar Park and Leander meter stations at Bagdad road will be included. M. Perform a preliminary geologic assessment consisting of site reconnaissance, geologic literature review, and a review of nearby boring data to determine general geologic conditions and suitability of proposed construction methods. Fugro Consultants will perform the preliminary geologic assessment. Page B1 of 8 n. Review traffic counts and identify major roadways to minimize potential impact on existing traffic. o. Identify businesses, residential areas, and public facilities such as churches, bus routes, parks, etc. p. Research and identify existing utilities. Obtain record information and establish point of contact for each utility. q. Verify existing ROW/Easements and identify potential additional easement requirements. Provide a strip map identifying property owners along the alignment. ROE will be secured by LCRA. r. Identify and evaluate alternative routes based on research and site visits. Develop a decision matrix based on established criteria to objectively select the recommended route. s. Prepare schematic plan and profiles of the recommended alignment using City of Cedar Park aerial and GIS information at a scale of 1"=1001 . t. Prepare preliminary cost estimates for each alternative route. u. Prepare draft PER report detailing alternatives and providing a recommended route. - Submit 15 copies of draft PER for review. V.. Meet with LORA and the customers to present Preliminary Engineering Report (PER) findings and recommendation. W. Finalize PER based on LCRA and customer review comments. Submit 25 copies of final PER. Preliminary Engineering Additional Services — Environmental Investigation If requested by the OWNER, LAN will perform and environmental investigation as additional services. a. Perform a preliminary environmental evaluation to assess potential impact to existing endangered species, karsts features, and archeological/cultural resources and identify design issues. Hicks & Company will perform the preliminary environmental study. Their scope is attached. Page B2 of 8 194 II. Final Design After acceptance by OWNER of the Report, selection by OWNER of a recommended solution and indication of any specific modifications or changes in the scope, extent, character or design requirements of the Project desired by OWNER, and upon written authorization from OWNER, ENGINEER shall: a. On the basis of the Report, the recommended solution selected by OWNER and the specific modifications or changes in the scope, extent, character or design requirements of the Project agreed upon by OWNER and ENGINEER, prepare Preliminary Design documents consisting of final design criteria, preliminary drawings, outline specifications and written descriptions of the Project. b. Advise OWNER if additional reports, data or other information or services of the types described in Exhibit A are necessary and assist OWNER in obtaining such reports, data or other information and services. c. Based on the information contained in the Preliminary Design documents, submit a revised opinion of probable Construction Cost and any adjustments to Total Project Costs known to ENGINEER. d. Furnish the Preliminary Design documents to and review them with OWNER. e. On the basis of the accepted Preliminary Design documents, the modifications or changes in the scope, extent, character or design requirements of the Project agreed upon by OWNER and ENGINEER and the revised opinion of probable Construction Cost, prepare for incorporation in the Contract Documents final Drawings showing the scope, extent and character of the work to be performed and furnished by Contractor and Specifications (which will be prepared, where appropriate, in general conformance with the sixteen division format of the Construction Specifications Institute). f. Provide technical criteria, written descriptions and design data for OWNER's use in filing applications for permits with or obtaining approvals of such governmental authorities as have jurisdiction to review or approve the final design of the Project, and assist OWNER in consultations with appropriate authorities. g. Advise OWNER of any adjustments to the opinion of probable Construction Cost and any adjustments to Total Project Costs known to ENGINEER as a Page B2a of 8 result of changes in scope, extent, or character or design requirements of the Project. h. Prepare for review and approval by OWNER, its legal counsel and other advisors, contract agreement forms, general conditions and supplementary conditions, and (where appropriate) bid forms, invitations to bid and instructions to bidders (all of which will be generally consistent in form and substance with the forms and pertinent guide sheets prepared by the Engineers Joint Contract Documents Committee), and assist in the preparation of other related documents. i. Furnish the above documents, Drawings and Specifications to and review them with OWNER. j. Submit the above documents, Drawings and Specifications and a revised opinion of probable Construction Cost. k. ENG]NEER's services under the Final Design Phase will be considered complete at the earlier of (1) the date when the submittals have been accepted by OWNER or (2) thirty days after the date when such submittals are delivered to OWNER for final acceptance, plus in each case such additional time as may be considered reasonable for obtaining approval of governmental authorities having jurisdiction to approve the portions of the Project designed or specified by ENGINEER, if such approval is to be obtained during the Final Design Phase. The duties and responsibilities of ENGINEER during the Final Design Phase as set forth in this Paragraph 11 shall be amended and supplemented as indicated in a Supplemental Amendment. These services are not included in this contract. III. Bidding or Negotiating Phase. After acceptance by OWNER of the ENGINEER's Drawings, Specifications and other Final Design Phase documentation (including the most recent opinion of probable Construction Cost), and upon written authorization to proceed, ENGINEER shall: a. Assist OWNER in advertising for and obtaining bids or negotiating proposals for the contract for construction, materials, equipment and services; 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 deposits for Bidding Documents. b. Issue Addenda as appropriate to clarify, correct or change the Bidding Documents. c. Consult with OWNER as to the acceptability of subcontractors, suppliers and other persons and entities proposed by Contractor for those portions of the work as to which such acceptability is required by the Bidding Documents. d. Attend the bid opening, prepare bid tabulation sheets and assist OWNER in evaluating bids or proposals and in assembling and awarding contracts for construction, materials, equipment and services. Page B3 of 8 it e. The Bidding or Negotiating Phase will terminate and the services to be performed or furnished thereunder will be considered complete upon commencement of the Construction Phase or upon cessation of negotiations with prospective Contractors. The duties and responsibilities of ENGINEER during the Bidding or Negotiating Phase as set forth in this Paragraph III shall be amended and supplemented as indicated in a Supplemental Agreement. IV. Construction Phase. During the Construction Phase: a. General Administration of Construction Contract. ENGINEER shall consult with and advise OWNER and act as OWNER's representative as provided in the Standard General Conditions. The extent and limitations of the duties, responsibilities and authority of ENGINEER as assigned in said Standard 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 who shall have authority to act on behalf of OWNER in dealings with Contractor to the extent provided in this Agreement and said Standard General Conditions except as otherwise provided in writing. b. Visits to Site and Observation of Construction. In connection with observations of the work of Contractor while it is in progress: 1. ENGINEER shall make visits to the site as required in the Supplemental Agreement to observe as an experienced and qualified design professional the progress and quality of the various aspects of Contractor's work. In addition, ENGINEER shall provide the services of a Resident Project Representative at the site to assist ENGINEER and to provide more continuous observations of such work. The furnishing of such Resident Project Representative services will not extend ENGINEER's responsibilities or authority beyond the specific limits set forth elsewhere in this paragraph IV.b.i. Such visits and observations by ENGINEER and the Resident Project Representative are not intended to be exhaustive or to extend to every aspect of the work in progress, or to involve detailed inspections of the work 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. Based on information obtained during such visits and such observations, ENGINEER shall endeavor to determine in general if such work is proceeding in accordance with the Contract Documents and ENGINEER shall keep OWNER informed of the progress of the work. The responsibilities of ENGINEER contained Page B4 of 8 rJ in this paragraph are expressly subject to the limitations set forth in paragraph Me and other express or general limitations in this Agreement and elsewhere. c. The purpose of ENGINEER's visits to and representation by the Resident Project Representative 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 of Contractor will conform in general to the Contract Documents and that the integrity of the design concept of the completed Project as a functioning whole as indicated in the Contract Documents has been implemented and preserved by Contractor. On the other hand, ENGINEER shall not, during such visits or as a result of such observations of Contractor's work in progress, supervise, direct or have control over Contractor's work nor shall ENGINEER have authority over or responsibility for the means, methods, techniques, sequences or procedures of construction selected by Contractor, for safety precautions and programs incident to the work of Contractor or for any failure of Contractor to comply -with laws, rules, regulations, ordinances, codes or orders 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 its work in accordance with the Contract Documents. d. Defective Work During such visits and on the basis of such observations, ENGINEER shall have authority to disapprove of or reject Contractor's work while it is in progress if ENGINEER believes that such work will not produce a completed Project that conforms generally to the Contract Documents or that it will prejudice the integrity of the design concept of the completed Project as a functioning whole as indicated in the Contract Documents. e. Clarifications and Interpretations, Field Orders. ENGINEER shall issue necessary clarifications and interpretations of the Contract Documents as appropriate to the orderly completion of the 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 from the requirements of the Contract Documents. L Change Orders and Work Change Directives. ENGINEER shall recommend Change Orders and Work Change Directives to OWNER as appropriate, and shall prepare Change Orders and Work Change Directives as required. g. Shop Drawings. ENGINEER shall review and approve (or take other appropriate action in respect of) Shop Drawings and Samples and other data which Contractor is required to submit, but only for conformance with the information given in the Contract Documents and compatibility with the design concept of the completed Project as a functioning whole as indicated in the Contract Documents. Such reviews and approvals or other action will Page B5 of 8 4 not extend to means, methods, techniques, sequences or procedures of construction or to safety precautions and programs incident thereto. h. Substitutes. ENGINEER shall evaluate and determine the acceptability of substitute or "or -equal" materials and equipment proposed by Contractor, but subject to the following provisions of paragraph 1V.h.1. 1. 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 inappropriate for the Project or an excessive number of substitutions. j. Inspections and Tests. ENGINEER may require special inspections or tests of the work, and shall receive and review all certificates of inspections, tests and approvals required by laws, rules, regulations, ordinances, codes, orders or the Contract Documents. ENGINEER's review of such certificates will be for the purpose of determining that the results certified indicate compliance with the Contract Documents and will not constitute an independent evaluation that the content -or procedures of such inspections, tests or approvals comply with :the requirements of the Contract _ Documents. ENGINEER shall be entitled to rely on the results of such tests. k. Disagreements between OWNER and Contractor. ENGINEER shall render the initial decisions on all claims of OWNER and Contractor relating to the acceptability of the work or the interpretation of the requirements of the Contract Documents pertaining to the execution and progress of the work. 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. 1. Applications for Payment. Based on ENGINEER's on-site observations as an experienced and qualified design professional and on review of Applications for Payment and the accompanying data and schedules: 1. ENGINEER shall determine the amounts owing to Contractor and recommend in writing payments to Contractor in such amounts. Such recommendations of payment will constitute ENGINEER's representation to OWNER, based on such observations and review, that, to the best of ENGINEER's knowledge, information and belief, the 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 such 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 the work. In the case of unit price work, ENGINEER's recommendations of payment will include final determinations of quantities and classifications of such work (subject to any subsequent adjustments allowed by the Contract Documents). The responsibilities of ENGINEER contained in paragraph IV.1.1 are expressly subject to the limitations set forth in Page B6 of 8 paragraph IV.1.2 and other express or general limitations in this Agreement and elsewhere. 2. By recommending any payment ENGINEER shall not thereby be deemed to have represented that on-site 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 the 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 ENGENEER'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 such work or for the means, methods, techniques, sequences or procedures of construction or safety precautions or programs incident thereto, or Contractor's compliance with laws, rules, regulations, ordinances, codes or orders 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 of the work, 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. k. Contractor's Completion Documents. ENGINEER shall receive and review maintenance and operating instructions, schedules, guarantees, Bonds, certificates or other evidence of insurance required by the Contract Documents, certificates of inspection, tests and approvals, and marked -up record documents (including Shop Drawings approved or reviewed under paragraph IV.g and marked -up record Drawings) which are to be assembled by Contractor in accordance with the Contract Documents to obtain final payment (but the extent of such review will be limited as provided in paragraph IV j); and shall transmit them to OWNER with written comments. 1. Substantial Completion. Following notice from Contractor that Contractor considers the entire work ready for its intended use, ENGINEER and OWNER, accompanied by Contractor, shall 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. m. Final Notice of Acceptability of the Work. ENGINEER shall 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 (subject to the provisions of paragraph IV.1.2) to the best of ENGINEER's knowledge, information and Page S7 of 8 01 belief and based on the extent of the services performed and furnished by ENGINEER under this Agreement. n. Limitation of Responsibilities. ENGINEER shall not be responsible for the acts or omissions of any Contractor, or of any subcontractor, any supplier, or of any other person or organization performing or furnishing any of the work. ENGINEER shall not be responsible for Contractor's failure to perform or furnish the work in accordance with the Contract Documents. o. 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 of final payment. If the Project involves more than one prime contract, Construction Phase services may be rendered at different times in respect of separate prime contracts. The duties and responsibilities of ENGINEER during the Construction Phase as set forth in this paragraph IV shall be amended and supplemented as indicated in a Supplemental Agreement. Page B8 of 8 IM EXHIBIT B-1 Additional Services Preliminary Engineering Services December 20, 2006 0 Preliminary Engineering Additional Services — Environmental Investigation If requested by the OWNER, LAN will perform and environmental investigation as additional services. a. Perform a preliminary environmental evaluation to assess potential impact to existing endangered species, karsts features, and archeological/cultural resources and identify design issues. Hicks & Company will perform the preliminary environmental study. Their scope is attached. Page Bl -1 of 1 s 1504 WEST e STREET AUST7N, TE XA5 78703 Tr=L; 512 / 478.o858 FAX: 5121474.1849 ENVIRONMENTAL ARCHEOLOGICAL AND PLANNING Scope of Work CONSULTANTS LCRA Regional Treated Water Transmission Main (Revised June 20, 2006) General Description of Project (Per LAN E-mail of May 19, 2006) The project consists of about 9,250 linear feet of 78" waterline, It will begin at the new Water Treatment plant site which will be near the Travis/WIlliamson County line in the vicinity of the Gann Ranch subdivision at the western end of New Hope Road, The water transmission line will proceed east along New Hope Road arts constructed) to Bagdad Road where it will cormect to the 78 of hide not yet construction, y under General Description of Environmental Services Work will include a•constraints level analysis of natural and cultural resources subject to regulation and management overview by federal and state resource agencies. Additionally, a 100% field survey for archeological resources will be conducted if recommended by the Texas Historical Commission, This scope of work will include four casks described below. Additional work that may be identified based on results of the constraints level analyses is currently undetermined and will be supplemental to this scope of work. Task 1. identification of jurisdictional waters federal regulation under Section 404 of the Clean Water Act tng wetlands) subject to The proposed project design will be reviewed and site reconnaissance will be conducted to detetm�ine existence of resource issues and potential im acts requiring rmi under Section 404 of the Clean Water Act. A desktop review will o dined to identify potentially occurring wetlands, including those re the Clean Water Act. Research will include use of Natundergulated Section ec },on404 of topographicsoil survey maps, ssurvey repoionWetland , and aerial photography. Evaluation will include site reconnaissance to determine existence of an otentially wetlands and type of permit required. A delineationof waters affected wetlands) ill uris wal completed in anticipation of obtaining regulatory compliance. Task 2. Investigation of the Potential Occurrence of Threatened and Endangered Species Hicks & CompanySMPe—June 20, 2006 LCR.? Regional Treated Water Transmuslon Main P. J of 4 Information will be reviewed from databases maintained by the U.S Fish and Wildlife Service and Texas Parks and Wildlife Department to determine county occurrence and the nearest known locations of potendally occurring species that are listed as endangered, threatened or species of concern. A summary list of potentially occurring species will be prepared. Habitat requirements for any potentially occurring species will be investigated, including research of information contained on maps and aerial photography. A field reconnaissance visit will be conducted to confirm occurrence ofpotential species habitat. Task 3. Investigation of the Potential Occurrence of Cultural Resources Research of existing databases will be conducted that will summarize documented cultural resources in the project area. This will include archival research at the Texas Archeological Research Laboratory, and the Texas Historical Commission (THC). The investigation will focus on the identification of any known archeological sites; State Archeological Landmarks, properties listed on the National Register of Historic Places, historical markers, buildings, or cemeteries. This information will be summarized in a letter report to the Texas Historical Commission for the purposes of evaluating the potential for unrecorded cultural resources to occur within the study area of the proposed project. This technical letter report will make recommendations regarding the need for further field efforts, and will solicit the THC's concurrence on cultural resource issues. This investigation will not include a field reconnaissance. Should the THC request a field investigation; a 100% pedestrian survey for the project area is included in this scope of work and attached cost estimate. This effort will be onducted under a Texas Antiquities Permit, in accordance with Chapter 26, the Rules of Practice and Procedure for the Antiquities Code of Texas. The field survey will meet the minimum survey standards set forth by the Texas Historical Commission, and will include subsurface shovel tests in order to assess archeological sites and deposits. The results of the survey will be assimilated into a report submitted to the Texas Historical Commission for their review. All artifacts and documents generated during the survey will be professionally curated to complete the project and the TAC permit. Task 4. Identification of Sensitive Environmental Features Sensitive environmental features potentially occurring within the project area will be investigated. These features will include streams or streambeds, floodplains, or habitat exhibiting high value. Karst locations within the project area that could contain endangered karst species will be investigated by evaluating maps depicting karst zones of potential species occurrence. Specific karst evaluations to identify, delineate, and map karst features or to survey for karst invertebrates or associated habitat will be supplemental to this scope of work. An American Society of Testing and Materials (AST110 hazardous materials database search will be conducted, and evidence of any potential surface contamination will be noted during the conduct of other field surveys. Hicks & Company Scope —June 20, 2006 LOU .Regional Treated Water Transmission Main p. 2 of 4 This Scope of Work does not include: I. Formal coordination under Section 7 of the Endangered Species Act; 2. Presence/absence surveys of endangered species requiring specific protocols; 3. Archeological investigations beyond a 100% pedestrian survey; the cost of backhoe trenching, and 4. Tree surveys; and, S. Surface or subsurface excavation to investigate contamination from hazardous materials. Study Area: The study area will be the designated project ROW. If not adjacent to roads, the ROW centerline will be located by stakes or GPS coordinates with these locations provided by LAN. Deliverables: L A Technical Memorandum will be prepared that will summarize results of the investigations described in Tasks 1-4. The technical memorandum will include tables and figures that support summary findings as needed or required. 2. A Letter Report will be prepared for submission to the Texas Historical Commission for purposes of Texas Antiquities Code coordination. 3. An Archeological Survey Report will be prepared for submission to the Texas Historical Commission for purposes of regulatory clearance. Schedule: Deliverables will be submitted within 12 weeks of notice -to proceed. Assumptions: L One field visit to identify/evaluate/conSrm Section 404 regulated waters of the U.S. including jurisdictional wetlands. 2. One field visit to identify/evaluate critical environmental features to include potentially occurrii1g threatened and endangered species habitat. 3. At least one field visit under TAC Permit to evaluate potential occurrence of cultural resources. Hicks do Company Scope — June 20, 2006 LCR4 Regional Treated Water 7*ansmission Maio p. 3 of4 G 4. At least one meeting will be needed with environmental regulatory agencies 5. NEPA documentation will not be required. 6. An Environmental Assessment Will not be required. 7. Aerial'photographs, design maps autd plans will be provided by LAN. 8. Rights -of -Entry to be provided by LAN. 9. Coordination and documentation of public participation, if required, will be the responsibility of LAN or LCRA. No attendance at public involvement functions is anticipated. If the project encounters substantial opposition or public controve additional involvement by Hicks r & Company would be addressed in a supple related scope of work. supplemental 10. If substantial changes in the proposed alignment occur after field investigations or a majority of baseline data collection has occurred, a meeting will be scheduled to determine impacts to Hicks & Company's scope ofwork and fee estimate. I1. Costs are included for estimating projected budget requirements. Hicks & Company Scope — June 20, 2006 LCR4 Regional Treated Water Transmission Main p. 4 of 4 R e1 1 EXHIBIT C Regional Water System Project Schedule 4 I$I 1 I I 1 I I I Zi IN 1 1. I (QI IJ� c J I i I i I � 1 E 1 m n tZ 1 Im m I II 1 ', I i-I I I d i v .II V c 3J ¢ m p � R d 'p 1 G iZI dico Ifj 51 h� i I a > cc ► ► a i 4 I i I, , 1 I. i it I n 7 I E J o IZ I L N C3 � � i0 _ Nm f`7 {V N N O O l� t� .0 O� <'J t7 C P�' c] N N N M Yf N O O C�' e J C I n r n r n n n n n m m m m o n n n r n m m m n r r n r n r m m m o I n FFL I i 1 O i �'O M+ y 9 tlql y V � y V� 1qWp y D O � y � D qWq y y D D q qqT iC D N l0 D D y N � D y qTq � y qqT m U D qTq y C O y� �n D y � 1jp� y D m qT y y ,n qW Vi D D � � � q ,n y qj� y y qT y ro y D y y y � � ■ ro 3 � OND N b N- � O N O V b ^ V a t00 Q 1V�p O — - — - N N O �Vbp pV O V D U D V � D V D V D I I I l o N N i O c rn y E a 'E m o a om c n rn c m y u E a y o E a o y 101 Q a c g 3 " w' .41 p $< m u2i 2 o rn w O E d< ^' a ro °' —° ' ¢ a tO ar w s .4 7 Z C Z C ro 4 ] w g aoi W �. �. a :y i7 a t0 N .4 U W ro a N H U O 'o 6 Z 'E E w 'm .4� O c w 9 a m m _ � = ■ r C 4 w m v o a .0 _ m r C 0 2 E m c w C m a E a` a` _a o E m 2$ N - ii v ° e E a a` _a o m 2 v �' 3< ._ `' v U 2 co n w c W m E a a o r m zlCf Y ■ d3 g 8 t o g LL 4 m g! q _a ro_ m m z E N o a n o iL 3 m c c4 V 3 m a 2 rn Boa ! a � � m a o i I rl n m m n n n n n n I ¢ a Im (O I L i IN ICJ iQ N N N NC" A (LL I N' f I ZI Ii 4NI I- ��I , � I I I =1 II I i I� i¢I If I I I-I� I I a I E E N i a C7 IZyyi l I V I � � `w o G1 C I�I I I d d li I S' n 7 N 11tt I> OI a C p io it a� Ixl it : I A I � I� i ¢ it I o o cr Ir ISI II i� f I m I f NI' I I ~ � 7 7 o IZ u m Hfn LL 3 3 3 F H 3 m l=L ~ ll 11 t LL y LL LL LL H ( lL to 0 o Q o 0 0 77 0 0 0�r � 7 o Q OI .- N m�D D a C a D 9 a 2 C D j S ml D i a a a f I I _I I m o E o gE I� ? i E m m 3 p m `m p o I cl O .4y1 Z Cm m o .4� d E n 3 ¢ _ 3 o 2 v ^�2 E m c E v4' A p o o a 4 m m m c m o c U N U U N O U A fa �' p d a I� NI' E E E �i O w d `v E E 4ci a E �'i cm 4ci cm me E E E E Xm C lL U E zi m N I r �I U) l0 a o ao ¢a p fN �N ih IN I � � N l7 14 Im r Im T 0 � fN i(7 fV ( U o 3 ao EXHIBIT D Work Schedule 1' 4- OLL ....................... .... .......... .................. ..... ........... . ............ .... . ........ ............. . ...................................................... ............... . 0 .......... . .......... . .. .... . .............. ..................... ................ .......... . ...... ... ... ...... ... ... ....... ............... . .... ............. .......... .. ..... . .. ..... .. ............ ............. .... .... .... ..................... ...... .... ............................................ ............... CD E.............. 0) . . ...... ....................................... ........................................ ................... .............................. ............. ....... ............. ......................... 0 CD D (D ( -J .!2 ,n ........... .......... I . ..................................................... .................................................. a -r- .9 ....................... ............ ....... ....................... .................... ............... ... .............. .................................. .......... . ....... .... as V a) (n CD 0 jL (D 0 CD k co it O N tQ- IL & IS 12 V f . E Z. D 4- EXiiI U E Fee Schedule N 0 ... 4,0 ERR c> 2ti 2 coR2 n ISN 10 N w; — ,n N ol w w w b o m" Z;4:: �2 iaii m �Iffl g -i r QZ As JE 716, .2.2 w .9 IN I 0 ef 0 C2 kn $ M M N K K N K h K Go N O A Ay O m J5 E �4 it C W 0 u c w p H m U e e $ Z 2 h c � o uW.�E"�3E vim== zaO cd O� a MF ef EXHIBIT F Certificates of Insurance SEE ATTACHMENT 12 ACORD. CERTIFICATE OF LIABILITY INSURANCE 06/10/2007 12'19 006) % PRODUCER LOCkton Companies P 444 W. 47th Street, Suite 900 Kansas City Mo 64112-1906 (816)960-9000 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED INSURERS AFFORDING COVERAGE INSURED LOCKWOOD, ANDREWS & NEWNAM, INC. 1027790 ATTN: MR. DON SCHUETZ 2925 BRIARPARK DRIVE HOUSTON, TX 77042 INSURER A: CNA INSURANCE COMPANIES INSURER B: LEXINGTON INS. COMPANY INSURER C: INSURER D: INSURER E: COVFRAGFS PC 1 "Ib Ulze cIFIGATE OF INSURANCE DOESNOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATIONDATE fMMfDDlYY) LIMITS REPRESENTATIVES. AUTHORIZED REPRESENTATIVE GENERAL LIABILITY EACH OCCURRENCE $ XXXXXXX FIRE DAMAGE (Any one fire S XXXXXXX COMMERCIAL GENERAL LIABILITY NOT APPLICABLE MED EXP (Any oneperson) $ XXXXXXX CLAIMS MADE OCCUR PERSONAL 6 ADV INJURY $ XXXXXXX GENERAL AGGREGATE S XXXXXXX GEN'L AGGREGATE LIMIT APPLIES PER: PRO- PRODUCTS - COMP/OP AGG $ XXXXXXX P ICY JECT LOC AUTOMOBILE LIABILITY ANY AUTO NOT APPLICABLE (EO accidED1 SINGLE LIMIT $ XXXXXXX ALL OWNED AUTOS SCHEDULED AUTOS (Per Y 1.)URY S XXXXXXX HIRED AUTOS NON -OWNED AUTOS BODILY INJURY $ XXXXXXX (Per aUlent) PROPERTY DAMAGE $ XXXXXXX (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT S XXXXXXX OTHER THAN EA ACC $ XXXXXXX ANY AUTO NOT APPLICABLE AUTO ONLY: AGG $ XXXXXXX EXCESS LIABILITY OCCUR CLAIMS MADE NOT APPLICABLE EACH OCCURRENCE $ XXXXXXX AGGREGATE $ XXXXXXX S XXXXXXX ❑ UMBRELLA XXXXXXX DEDUCTIBLE FORM i XXXXXXX RETENTION $ WORKERS COMPENSATION AND NOT APPLICABLE - OTH- WC STATUY ER EMPLOYERS' LIABILITY E.L. EACH ACGDENT $ XXXXXXX E.L. DISEASE . EA EMPLOYE $ XXXXXXX E.L. DISEASE - POLICY LIMIT 1 $ XXXXXXX A OTHER PROF LIAB (33.33%) AEAOO-616-13-40 06/10/2006 06/10/2007 EACH CLAIM $15,000,000 ANNUAL AGGREGATE $15,000,000 B PROF LIAB 66.67% 6761418 06/10/2006 06/10/2007 DESCRIPTION OF OPERATIO NSA.00ATIONSNEHICLESIEXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS RE: WATER TRANSMISSION LINE, SEGMENT 1, FOR THE CEDAR PARK / ROUND ROCK / LEANDER REGIONAL WATER SYSTEM IMPROVEMENTS. CFRTIFICATF Hnl ITFR I I . -au 2744952 CITY OF ROUND ROCK SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION CITY MANAGER DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN 221 EAST MAIN STREET NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL ROUND ROCK, TX 78664 IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE Ht.VnU C,-a%//y!/ ror 9w,suons ragarmng this certticata, contact the nwntrer Wad in the'Prodwxr' section above and sP-ty the client code 'LEOADOI '. - aACORD CORPORATION 1988 I# ACORDTM CERTIFICATE OF LIABILITY INSURANCE 06/10/2007 DATE 006' PRODUCER LOCkton Companies Pa 444 W. 47th Street, Suite 900 Kansas City Mo 64112-1906 (816) 960-9000 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES INSURERS AFFORDING COVERAGE INSURED LOCKWOOD, ANDREWS & NEWNAM, INC. 1027790 ATTN: MR. DON SCHUETZ 2925 BRIARPARK DRIVE HOUSTON, TX 77042INSURER INSURER A: CNA INSURANCE COMPANIES INSURER B: LEXINGTON INS. COMPANY INSURER C: D: INSURER E: CAVERAGES PC THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING I1KIC1101=01Cl A1fTYn017 12-CCCa1TATVC no nonnll!`CG ANn TNF r9:0TlVlr ATC NAI nFQ THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TR TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATIONI LIMITS GENERAL LIABILITY EACH OCCURRENCE $ XXXXXXX FIRE DAMAGE (Any one fire $ XXXXXXX COMMERCIAL GENERAL LIABILITY CLAIMS MADE 0 OCCUR NOT APPLICABLE MED EXP (Any one arson $ XXXXXXX PERSONAL & ADV INJURY $ XXXXXXX GENERAL AGGREGATE $ XXXXXXX GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ XXXXXXX PRO- P LILY JECT LOC AUTOMOBILE LIABILITY ANY AUTO NOT APPLICABLE COMBINED aaccSINGLE LIMIT = XXXXXXX Ea accident) BODILY INJURY ; XXXXXXX (Per person) ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY ; XXXXXXX (Per accident) HIRED AUTOS NON -OWNED AUTOS PROPERTY DAMAGE $ XXXXXXX (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ XXXXXXX OTHER THAN EA ACC $ XXXXXXX ANY AUTO NOT APPLICABLE AUTO ONLY: AGG $ XXXXXXX EXCESS LIABILITY OCCUR FICLAIMS MADE NOT APPLICABLE EACH OCCURRENCE $ XXXXXXX AGGREGATE $ XXXXXXX $ XXXXXXX ❑ UMBRELLA xxxxxxx DEDUCTIBLE FORM = j{}{x}{xxx RETENTION t WORKERS COMPENSATION AND NOT APPLICABLE OTH- ITWICIOTIUlil EMPLOYERS' LIABILITY E.L. EACH ACCIDENT i XXXXXXX E.L. DISEASE - EA EMPLOYE $ XXXXXXX E.L. DISEASE - POLICY LIMIT $ XXXXXXX A OTHER PROF LIAB (33.33%) AEAOO-616-13-40 06/10/2006 06/10/2007 EACH CLAIM $15,000,000 ANNUAL AGGREGATE$ 15,000,000 B PROF LIAB (66.67%) 1 6761418 06/10/2006 06/10/2007 DESCRIPTION OF OPERATKkISILOCAT*NSIVEHICLESIEXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS RE: WATER TRANSMISSION LINE, SEGMENT 1, FOR THE CEDAR PARK / ROUND ROCK / LEANDER REGIONAL WATER SYSTEM IMPROVEMENTS. CERTIFICATE HOLDER I I AnnrrInUAl INN -11e911. 1slenocla 11-0. CAMCI=1 I ATlnru 2744958 CITY OF CEDAR PARK CITY MANAGER SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN 600 NORTH BELL BLVD NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL CEDAR PARK, TX 78613 IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORRED REPRESENTATIVE ACURU 25-5 (7/97) For questions regarding this ceritticate, contact themrmberlisted Inthe Trodo' section above and speclfytheclient code 'LEOMMI'. w CIACORD CORPORATION 1988 ACORD- CERTIFICATE OF LIABILITY INSURANCE 06/10/2007 DATE PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION LOCIdon Companies P ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE 444 W. 47th Street, Suite 900 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR Kansas City Mo 64112-1906 ALTER THE COVERAGE AFFORDED BY 111 POLICIES BELOW. INSURERS AFFORDING COVERAGE (816)960-9000 INSURED LOCKWOOD, ANDREWS & NEWNAM, INC. INSURER A: CNA INSURANCE COMPANIES INSURER B: LEXINGTON INS. COMPANY 1027790 ATTN: MR. DON SCHUETZ INSURER C: 2925 BRIARPARK DRIVE INSURER D: HOUSTON, TX 77042 INSURER E: rnvcQer_Fc PC THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A GUN IHAG I tsr.I W ttN I Ht I55UINU w011-101 All -1— DcoocOCa Arrvc no D0r1n11rPD Akin TIaP rPRTIF1rAT1= 11n1 nFR THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR I TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATIONDATE (UMMONYI LIMITS GENERAL LIABILITY AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ XXXXXXX FIRE DAMAGE (Any one fire $ XXXXXXX COMMERCIAL GENERAL LIABILITY NOT APPLICABLE CLAIMS MADE r � OCCUR MED EXP (Arty oneperson) $ XXXXXXX PERSONAL & ADV INJURY $ XXXXXXX GENERAL AGGREGATE $ XXXXXXX GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ XXXXXXX PRO, POLICY JECT LOC AUTOMOBILE LIABILITY ANY AUTO NOT APPLICABLE (oMBINED SINGLE LIMIT $ XXXXXXX Ea accident) BODILY INJURY $ j{j{){X}{j{j{ (Per person) ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY $ XXXXXXX (Per accident) HIRED AUTOS NON -OWNED AUTOS PROPERTY DAMAGE $ XXXXXXX (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ XXXXXXX OTHER THAN EA ACC $ XXXXXXX ANY AUTO NOT APPLICABLE AUTO ONLY: AGG $ XXXXXXX EXCESS LIABILITY EACH OCCURRENCE $ XXXXXXX OCCUR FICLAIMS MADE NOT APPLICABLE AGGREGATE S XXXXXXX $ XXXXXXX ❑ UMBRELLA XXXXXXX DEDUCTIBLE FORM S XXXXXXX RETENTION $ WORKERS COMPENSATION AND NOT APPLICABLE WC TORY UUIT OTH- ATU- E.L. EACH ACCIDENT i XXXXXXX EMPLOYERS' LIABILITY E.L. DISEASE - EA EMPLOYE $ XXXXXXX E.L. DISEASE - POLICY LIMIT 1 $ XXXXXXX A OTHER PROF LIAB(33.331%) AEA00-616-13-40 06/10/2006 06/10/2007 EACH CLAIM $15,000,000 ANNUAL AGGREGATE$15,000,000 B PROF LIAB (66.67%)6761418 06/10/2006 06/10/2007 DESCRIPTION OF OPERATX)NSA.00ATK)NS/VEMCL.ESIEXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS RE: WATER TRANSMISSION LINE, SEGMENT 1, FOR THE CEDAR PARK / ROUND ROCK / LEANDER REGIONAL WATER SYSTEM IMPROVEMENTS. CFRTIFICATF HOLnFR I I •nntrtnuei tuclroan. tucnr:oD cTrcD. CA Nf11=1 1 ATIAN 2744962 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION CITY OF LEANDER 30 CITY MANAGER DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL DAYS WRITTEN PO BOX 319 NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL LEANDER, TX 78646 IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE ACORD 25-S (7/97) For v--- regarding this Certificate, contaCt the number listed In the'Producer section above and specify the client code'LEOAD01'. dir ACORD CORPORATION 1988 4-