===== PDF PAGE 99 ===== [Extraction: embedded PDF text] CITY OF WEST CHICAGO INFRASTRUCTURE COMMITTEE AGENDA ITEM SUMMARY ITEM TITLE: AGENDA ITEM NUMBER: lf.,,_Ir Resolution No. 24-R-0026 - Contract Award - Christopher 8. Burke Engineering LTD. - Professional Design Engineering Services Related to the Elevated Water Tower COMMITTEE AGENDA DATE: March 7, 2024 COUNCIL AGENDA DATE: March 18, 2024Project for an Amount Not to Exceed $138,290.00 STAFF REVIEW: Mehul T. Patel, P.E., Director of Public Works SIGNATURE APPROVED BY CITY ADMINISTRATOR: Michael L. Guttman SIGNATURE ITEM SUMMARY: The City currently has two elevated storage tanks (Hawthorne Lane's 500,000 gallon tank and Fremont Street's 250,000 gallon tank) and two ground storage tanks (Well Station #4 - Bishop Street 500,000 gallon tank and Well Station #8 & 9 - Helena Drive 500,000 gallon storage tank). Per the Crawford, Murphy & Tilly, Inc. (CMT) Tank Feasibility and Siting Study Report, dated March 4, 2010, additional elevated storage capacity is necessary to meet existing water usage demands. The existing water demand at the time of this report was 3,600,000 gallons per day. Within said report CMT indicates that the existing elevated storage tank capacity of 750,000 gallon (0.75 MG) is not adequate to meet either daily peak demands or fire flow under normal operating conditions. CMT identified that an additional 2.75 MG in water storage capacity must be constructed to meet existing demand and recommended that the City construct at least 1.25 MG of elevated storage and remaining 1.5 MG could be either elevated or ground storage tank along with related system improvements. The conclusion was to recommend Tank #1 to be constructed at the northwest corner of Geneva Road and Prince Crossing Road, and with Tank #2 to be constructed near Joliet St and Joy St. Infrastructure Committee accepted the recommendations outlined in the CMT report at its April 1, 2010, meeting. In 2023, City's daily water demand averaged approximately 2,500,000 gallons per day (excluding fire flow), which is significantly lower than 2010. Even with the reduced demand, the City does not have enough storage capacity to meet the existing daily demand and fire flow under normal operating conditions. In 2022, the City updated its water system model which concurred with the CMT report with further system modifications to the existing elevated water tower at Hawthorne Lane. On January 16, 2024, a public notice was advertised in the Daily Herald as well as on QuestCDN, an online bidding platform, seeking a Statement of Interest (SOI) from qualified engineering firms for design engineering services for the Elevated Water Tower Project (Project). This is a Qualifications Based Selection (QBS) process in which the Most Qualified Firm (MQF) is selected based on the qualifications. After a three-week advertising period, six SOis were evaluated. The following are the results of the evaluation: Firm Score Rank CBBEL 90.05 1 Trotter & Associates, Inc. 89.90 2 EEi 89.30 3 CMT 88.65 4 Robinson Enoineering 79.75 5 Fehr Grahm 79.00 6 A proposal was solicited from Christopher B. Burke Engineering LTD (CBBEL) for the design work related to the Project. CBBEL submitted a proposal for $138,290.00 which is appropriate for an estimated $3.5 million construction project. CBBEL's scope of work includes, but is not limited to, coordination with affected agencies and ===== PDF PAGE 100 ===== [Extraction: embedded PDF text] CITY OF WEST CHICAGO property owners (i.e., Illinois Environmental Protection Agency (IEPA), DuPage County, Federal Aviation Administration (FAA), City staff, etc.), data collection (i.e., surveying), geotechnical investigation, utility coordination, water modeling, development of design plans, development of specifications, development of bid documents, and bid assistance. CBBEL will atso prepare the project plan and loan application for the IEPA State Revolving Funds (SRF) for the construction of the Project. CB BEL updated the City's most recent water model in 2022-2023. Staff recommends that a contract be awarded to CBBEL of Rosemont, Illinois. In FY2024, there is $225,000.00 budgeted in 06-34-47-4806 for design engineering for this Project. Construction is programmed for FY 2026 depending on the approval of the IEPA SRF. ACTIONS PROPOSED: Approve Resolution No. 24-R-0026 authorizing the Mayor to execute a professional services agreement with Christopher 8. Burke Engineering LTD. for the design engineering services related to the Elevated Water Tower Project for an amount not to exceed $138,290.00 COMMITTEE RECOMMENDATION: ===== PDF PAGE 101 ===== [Extraction: embedded PDF text] RESOLUTION NO. 24-R-0026 A RESOLUTION THE MAYOR TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT WITH CHRISTOPHER B. BURKE ENGINEERING LTD. FOR THE DESIGN ENGINEERING SERVICES RELATED TO THE ELEVATED WATER TOWER PROJECT FOR AN AMOUNT NOT TO EXCEED $138,290.00 BE IT RESOLVED by the City Council of the City of West Chicago, in regular session assembled, that the Mayor is hereby authorized to execute a professional services agreement with Christopher B. Burke Engineering LTD. for the design engineering services related to the Elevated Water Tower Project for an amount not to exceed $138,290.00, in substantially the form attached hereto and incorporated herein as Exhibit "A". APPROVED this 1gth day of March 2024. AYES: NAYES: ABSTAIN: ABSENT: Mayor Ruben Pineda ATTEST: Executive Office Manager Valeria Perez ===== PDF PAGE 102 ===== [Extraction: embedded PDF text] CHRISTOPHER 8. BURKE ENGINEERING, LTD. 9575 West Higgins Road Suite 600 Rosemont, Illinois 60018 TEL (847) 823-0500 FAX (847) 823-0520 February 28, 2024 City of West Chicago 475 Main Street West Chicago, IL 60185 Attention: Mr. Mehul Patel, PE, CFM Director of Public Works Subject: Proposal for Professional Engineering Design Services 1.5 Million Gallon Elevated Water Storage Tower West Chicago, Illinois Dear Mr. Patel: In response to your request, Christopher B. Burke Engineering, Ltd. (CBBEL) is submitting this proposal for professional engineering design services for the preparation of Contract Documents for the design of the 1.5 Million Gallon Elevated Water Storage Tower and related site improvements. Included below is our Understanding of the Assignment, Scope of Services and Estimate of Fee for this project. Mr. John P. Caruso, PE, Head of CBBEL's Mechanical and Electrical Section will act as Project Manager for this project. Mr. Caruso has over 30 years of experience in general and specialized mechanical equipment associated with potable water supply, potable water distribution systems, sewer systems, pumping applications and power production. He may be reached at (847) 823-0500 to answer any of your questions regarding this proposal. We trust that the attached material will demonstrate our enthusiasm, understanding and expertise to perform the necessary assignment. We very much appreciate the opportunity to submit our proposal and look forward to working with the City. UNDERSTANDING OF THE ASSIGNMENT CBBEL understands that the City of West Chicago (City) desires to install a new 1,500,000 gallon spheroid elevated water storage tower and related site improvements. The new water storage tower will have the same overflow elevations of both the Hawthorne Lane Tank and Fremont Tank (924.06). The proposed storage tower will be filled by distribution system pressure. From previous tower siting studies, the City has selected a desired location for the tower at the northwest corner of Washington Street and Prince Crossing Road. ===== PDF PAGE 103 ===== [Extraction: embedded PDF text] The scope of improvements associated with this project are understood to generally include the preparation of an IEPA loan application, plans, specifications and bidding documents for the following: • 1.5M Gallon Spheroid Water Storage Tower o Dual mandoor o 200A electric service o Altitude valve located within a precast concrete vault outside of tower o Recirculation pump o SCADA system modifications to include tower into existing SCADA system o LED warning lights on tower • Site Improvements o Water main connections to existing 12" watermain on either Washington Street or Prince Crossing Road o Site grading and drainage o New driveway access to Prince Crossing Road o PCC pavement around tower o Other onsite PCC pavement o Black fencing (6'-tall) around tower with one remote control gate and a mangate o Yard lights as needed for security o Walking paths We understand that the proposed site drainage will consist of regrading the site as necessary to drain it properly and conveying existing offsite flows from the north and west through the site (i.e. no detention is anticipated as part of this project). Please note that construction of an elevated tower requires approximately 18 months after an award of contract and is weather dependent. Painting the tower will ultimately drive the overall schedule of when the tower will be completed and ready for operation. Painting is typically performed during the months of May through October. SCOPE OF SERVICES CBBEL has developed a detailed scope of services based on our review of the information provided by the City. We have developed separate scopes for both the design and construction phases of the project. DESIGN ENGINEERING Task 1 - Data Collection and Kick-Off Meeting with City CBBEL will review information and as-built drawings to be provided by the City and will meet with City staff to discuss pertinent data and design philosophy for the anticipated improvement related to the water tower construction. We will rely upon the City to provide information related to the operation of the waterworks facility and in particular any specific requirements related to interfacing with the existing distribution system, including controls. Conclusions and decisions made during the Task 1 kick-off meeting will be used as the Page 2 of 7 City of West Chicago 1.5 Million Gallon Elevated Water Storage Tower • ===== PDF PAGE 104 ===== [Extraction: embedded PDF text] basis to develop the Preliminary Design Memo (PDM) under Task 5. CBBEL will also coordinatewith DuPage Airport Authority, DuPage County Stormwater, DuDOT, IDPH and IEPA. Task 2 - Topographic Site Survey CBBEL will complete a full topographic site survey of the proposed site of the new elevated tower as necessary to design the proposed improvements. The survey will include, but not be limited to the following: • Conduct the necessary research at the City of West Chicago, DuPage County Recorder's Office, Illinois Department of Transportation and with private and public utilities. • Establish and/or verify control monumentation along the project corridor. • Field GPS Campaign to establish Illinois State Plane Coordinates based on NAD83 (1997). • Establish site benchmarks for construction purposes, tied to the NAVO '88 Vertical Datum. A level circuit will be run throughout the project, establishing benchmarks and assigning a vertical datum on the horizontal control points. • Field Control Survey to locate existing monumentation, right of way and boundary evidence. • Field Topographic Survey to locate and measure buildings, bridges, pavement, curbs, utilities, trees, parking, fences, walks, curb cuts and other pertinent site features as requested. • Cross-Section Survey of project limits at 50-foot intervals from 20' past ROW to 20' past ROW. • Field Survey to determine utility structure rim and invert elevation, pipe sizes and material. • Office Calculations and plotting of field data with one-foot contour intervals. • Office Computations of Existing Right-of-Way based on data collected in the field, existing plans and research. • Drafting of an Existing Conditions survey suitable for design at a scale of 1"=20'. Task 3- Geotechnical Engineering Soil borings for the proposed water storage tower will be performed under this task. A total of five (5) soil borings are proposed to be performed for this project. Four (4) soil borings will be taken to a depth of approximately 30 feet and one (1) soil boring will be taken to a depth of approximately 60 feet. We will subcontract soil boring services to Testing Service Corporation (TSC), who we have worked with in the past on similar projects. Soil samples will be analyzed for both structural properties as well as environmental analysis for use in determining CCDD disposal requirements. Task 4 - Utility Coordination Upon notice to proceed, CBBEL will send a location map to all known utility companies requesting their atlases or plans of their facilities within the project limits. CBBEL will add the received information to the existing conditions plan and send it back to the utility companies for verification. CBBEL will then send preliminary plans with potential conflicts identified and set up meetings to discuss necessary utility relocations or plan modifications. CBBEL will prepare a load letter and submit to ComEd for new electrical service . Page 3 of7 City of West Chicago 1.5 Million Gallon Elevated Water Storage Tower • ===== PDF PAGE 105 ===== [Extraction: embedded PDF text] Task 5 - Preparation of Preliminary Design Memo (PDM) Under this task CBBEL will prepare a Preliminary Design Memorandum (PDM) which will summarize the results of Tasks 1 through 4 as related to the new water tower and include the development of 50% design drawings. The PDM will outline the type, size and discuss layout/configuration of the proposed improvements with respect to the overall site layout. The PDM, including the 50% design drawings, will be presented to the City for review. Based on our experience with similar projects in the past, we believe the preparation of the PDM to be essential to the successful and expeditious completion of this project. One meeting has been scheduled under this task for purposes of presentation of the PDM to the City. CBBEL will prepare the appropriate exhibits for the City to display at a few anticipated open house format public meetings. CBBEL will assist with the presentations to introduce the project details to the public. Task 6 - Preparation of Contract Documents After City acceptance of the Preliminary Design Memo, CBBEL will proceed with preparation of project design drawings. CBBEL will prepare two sets of Contract Documents, one for the proposed erection of the new tower and one for the proposed site improvements. Task 6.1 - Water Storage Tower Contract Documents Contract documents for the Water Storage Tower will be prepared in accordance with standard CSI (Construction Specifications Institute). This is a specialty project and therefore the contract format will vary from typical IDOT formats used for roadway projects. The scope of improvements included in this task shall be limited to the water storage tower shell and interior improvements, tower foundation and tower painting. Installation of the chlorine tank, enclosure and all tower appurtenances shall also be included in this bid package. For this project to move forward smoothly, CBBEL has identified the following crucial tasks and will assist the City with the following: • Coordination with adjacent property owners and acquisition of any necessary permanent land or temporary construction easements. • Street closure as required to allow material delivery and staging. • Coordination with the City's SCADA System Integrator. Task 6.2 - Site Improvements Contract Documents Contract Document for the Site Improvements will be prepared in accordance with City of West Chicago and IDOT standards and specifications. Where City or IDOT specifications do not suffice, CBBEL will prepare project-specific Special Provisions. Task 6.2.1 - Proposed Utilities and Lighting CBBEL will prepare a utilities and lighting plan that accommodates the proposed project and is consistent with City standards and general engineering practices . Page 4 of 7 City of West Chicago 1.5 Million Gallon Elevated Water Storage Tower • ===== PDF PAGE 106 ===== [Extraction: embedded PDF text] This plan will include all proposed water main, water recirculation pipes and improvements related to the installation of two (2) new City standard light poles on the site. We assume a new electrical service to the proposed elevated tower lighting panel is required. Task 6.2.2 - Proposed Grading and Paving CBBEL will prepare a grading and paving plan that accommodates the proposed project while minimizing earthwork and permitting impacts and is consistent with City standards and general engineering practices. This plan will include all proposed grading, pavement construction and minor drainage improvements required for the site. Please note that based on City direction, it has been assumed that on-site drainage is adequate for the anticipated improvements. No effort has been scheduled to address existing drainage issues, other than work necessary to properly drain the site and pass existing offsite flows from the north and west through the water tower site. Task 6.2.3- SCADA Modifications CBBEL will coordinate with the Village's SCADA System Integrator to modify the existing SCADA system and add the required components to include the proposed tower in the SCADA system and well pump control system. CBBEL understands that currently Advanced Automation is the City's System Integrator and will include language in the bid documents specifying the use of Advanced Automation as the City's preferred System Integrator unless otherwise directed by the City. Task 7 - Permitting and Cost Estimating CBBEL will submit permit application forms to IEPA for permitting the proposed new water storage tower. As part of the IEPA permitting process (for Schedule A) we will prepare an Opinion of Probable Construction Cost for the proposed improvement. Under this task CBBEL will also submit a "Notice of Proposed Construction or Alteration" form to the FAA for their determination of hazard to air navigation. This task will also include responding to review comments by IEPA and/or FAA. Task 8 - Assistance During Bidding After the plans, specifications and estimates are approved by the City, CBBEL will post the contract documents and bid sets to QuestCDN for contractors to download. CBBEL will also attend the bid opening, tabulate the bids, make recommendations for award to the City and prepare contracts for the successful bidder. Task 9 - IEPA Planning Report and Loan Application CBBEL will prepare the IEPA planning report and submit the loan application package documents required under the IEPA Water Supply Loan Program. This includes the Loan Application packet and supporting documents required to be submitted with the application, including documentation on the user charge system (OM&R, water ordinance and rates), dedicated source of revenue for debt obligations and debt ordinance and environmental, historical preservation and endangered species documents. This task also includes incorporation of IEPA's extensive front-end documents into the project bid document package. Page S of7 City of West Chicago 1.5 Million Gallon Elevated Water Storage Tower • ===== PDF PAGE 107 ===== [Extraction: embedded PDF text] Task 10 - IEPA Coordination and Management A substantial amount of coordination with the IEPA throughout the loan application process is anticipated to be required as the project is developed in accordance with IEPA loan requirements. CB BEL will work diligently with the IEPA on behalf of the City to exchange project information, complete and submit requested forms and other data and support adherence to the proposed project schedule. CBBEL will work with IEPA to provide the necessary information and facilitate approvals of various forms and checklists that are required for loan approval. Task 11 -Water Modeling CBBEL will use the existing City water supply distribution system computer model to simulate the proposed improvements. This task will help verify and validate the proposed tower location and control set points to be implemented when the improvements are activated to the system. CBBEL will assist the City with altitude valve adjustments and piping modifications at the Hawthorne Tower to coordinate with the new tower. CBBEL will prepare the appropriate exhibits that show the calculated static pressures and calculated fire flows within the water distribution system for the proposed improvements. ESTIMATE OF FEE Based upon the above proposed Scope of Services and the Basic Assumptions stated herein we proposed the not-to-exceed fee as listed below. Design Tasks Fee Task 1 - Data Collection and Kick-Off Meeting with City $ 3,580 Task 2-Topographic Site Survey $ 15,180 Task 3 - Geotechnical Engineering $ 12, 140 Task 4 - Utility Coordination $ 2,490 Task 5 - Preliminary Design Memo $ 19,660 Task 6.1 - Water Tower Storage Contract Documents $ 27,960 Task 6.2 - Site Improvements Contract Documents $ 24,880 Task 7 - Permitting & Cost Estimating $ 6,220 Task 8 -Assistance During Bidding $ 3, 110 Task 9- IEPA Planning Report and Loan Application $ 10,840 Task 10- IEPA Coordination and Management $ 6,760 Task 11 -Water Modeling $ 4,470 Direct Costs $ 1 ,000 PROJECT TOTAL $138,290 Our engineering services do not include plat of easement preparation or land/easement acquisition(s). Page 6 of7 City of West Chicago 1.5 Million Gallon Elevated Water Storage Tower • ===== PDF PAGE 108 ===== [Extraction: embedded PDF text] We will bill you at the hourly rates specified on the attached Schedule of Charges and establish our contract in accordance with the attached General Terms and Conditions, both of which are expressly incorporated into and are an integral part of this contract for Professional Engineering Services. The Scope of Services described above and related fee estimate are based upon information known to date as well as Basic Assumptions stated herein. It shall be understood that CBBEL shall be allowed the opportunity to adjust our fee if our level of participation increases beyond that for which we have budgeted. Services performed for tasks not included in the proposed and/or beyond customary efforts as well as for any additional meetings/consultation not specifically scheduled in this proposal shall be billed to you on a Time and Material basis. Please sign and return one copy of this agreement as an indication of acceptance and notice to proceed. Please feel free to contact us anytime. Sincerely, ~Michael E. Kerr, PE President KWB/pjb Attachments: Schedule of Charges General Terms and Conditions THIS PROPOSAL, SCHEDULE OF CHARGES & GENERAL TERMS & CONDITIONS ACCEPTED FOR THE CITY OF WEST CHICAGO BY: TITLE: DATE: N:IPROPOSALSIADMIN\2024\West Chicago Elevated Water Tower P240073\Proposal\West Chicago Elevated Water Tower.022824.docx Page 7 of7 City of West Chicago 1.5 Million Gallon Elevated Water Storage Tower • ===== PDF PAGE 109 ===== [Extraction: embedded PDF text] CHRISTOPHER B. BURKE ENGINEERING, LTD. STANDARD CHARGES FOR PROFESSIONAL SERVICES EFFECTIVE JANUARY 1, 2024 THROUGH DECEMBER 31, 2024 Charges Personnel ~ Engineer VI 275 Engineer V 235 Engineer IV 200 Engineer Ill 175 Engineer 1/11 155 Survey V 240 Survey IV 220 Survey Ill 200 Survey II 160 Survey I 135 Engineering Technician V 215 Engineering Technician IV 190 Engineering Technician Ill 140 Engineering Technician I/II 125 CAD Manager 210 CAD II 155 GIS Specialist Ill 175 Landscape Architect 200 Landscape Designer Ill 155 Landscape Designer I/II 120 Environmental Resource Specialist V 235 Environmental Resource Specialist IV 190 Environmental Resource Specialist 111 150 Environmental Resource Specialist I/II 125 Environmental Resource Technician 140 Business Operations Department 160 Engineering Intern 75 Direct Costs Outside Copies, Blueprints, Messenger, Delivery Services, Mileage Cost+ 12% These rates are in effect until December 31, 2024, at which time they will be subject to change. ===== PDF PAGE 110 ===== [Extraction: embedded PDF text] CHRISTOPHER B. BURKE ENGINEERING, LTD. GENERAL TERMS AND CONDITIONS 1. Relationship Between Engineer and Client: Christopher B. Burke Engineering, Ltd. (Engineer) shall serve as Client's professional engineer consultant in those phases of the Project to which this Agreement applies. This relationship is that of a buyer and seller of professional services and as such the Engineer is an independent contractor in the performance of this Agreement and it is understood that the parties have not entered into any joint venture or partnership with the other. The Engineer shall not be considered to be the agent of the Client. Nothing contained in this Agreement shall create a contractual relationship with a cause of action in favor of a third party against either the Client or Engineer. Furthermore, causes of action between the parties to this Agreement pertaining to acts of failures to act shall be deemed to have accrued and the applicable statute of limitations shall commence to run not later than the date of substantial completion. 2. Responsibility of the Engineer: Engineer will strive to perform services under this Agreement in accordance with generally accepted and currently recognized engineering practices and principles, and in a manner consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing in the same locality under similar conditions. No other representation, express or implied, and no warranty or guarantee is included or intended in this Agreement, or in any report, opinion, document, or otherwise. Notwithstanding anything to the contrary which may be contained in this Agreement or any other material incorporated herein by reference, or in any Agreement between the Client and any other party concerning the Project, the Engineer shall not have control or be in charge of and shall not be responsible for the means, methods, techniques, sequences or procedures of construction, or the safety, safety precautions or programs of the Client, the construction contractor, other contractors or subcontractors performing any of the work or providing any of the services on the Project. Nor shall the Engineer be responsible for the acts or omissions of the Client, or for the failure of the Client, any architect, engineer, consultant, contractor or subcontractor to carry out their respective responsibilities in accordance with the Project documents, this Agreement or any other agreement concerning the Project. Any provision which purports to amend this provision shall be without effect unless it contains a reference that the content of this condition is expressly amended for the purposes described in such amendment and is signed by the Engineer. 3. Changes: Client reserves the right by written change order or amendment to make changes in requirements, amount of work, or engineering time schedule adjustments, and Engineer and Client shall negotiate appropriate adjustments acceptable to both parties to accommodate any changes, if commercially possible. 4. Suspension of Services: Client may, at any time, by written order to Engineer (Suspension of Services Order) require Engineer to stop all, or any part, of the services required by this Agreement. Upon receipt of such an order, Engineer shall immediately comply with its terms and take all reasonable steps to minimize the costs associated with the services affected by such order. Client, however, shall pay all costs incurred by the suspension, including all costs necessary to maintain continuity and for the 1 ===== PDF PAGE 111 ===== [Extraction: embedded PDF text] resumptions of the services upon expiration of the Suspension of Services Order. Engineer will not be obligated to provide the same personnel employed prior to suspension, when the services are resumed, in the event that the period of suspension is greater than thirty (30) days. 5. Termination: This Agreement may be terminated by either party upon thirty (30) days written notice in the event of substantial failure by the other party to perform in accordance with the terms hereof through no fault of the terminating party. This Agreement may be terminated by Client, under the same terms, whenever Client shall determine that termination is in its best interests. Cost of termination, including salaries, overhead and fee, incurred by Engineer either before or after the termination date shall be reimbursed by Client. 6. Documents Delivered to Client: Drawings, specifications, reports, and any other Project Documents prepared by Engineer in connection with any or all of the services furnished hereunder shall be delivered to the Client for the use of the Client. Engineer shall have the right to retain originals of all Project Documents and drawings for its files. Furthermore, it is understood and agreed that the Project Documents such as, but not limited to reports, calculations, drawings, and specifications prepared for the Project, whether in hard copy or machine readable form, are instruments of professional service intended for one-time use in the construction of this Project. These Project Documents are and shall remain the property of the Engineer. The Client may retain copies, including copies stored on magnetic tape or disk, for information and reference in connection with the occupancy and use of the Project. When and if record drawings are to be provided by the Engineer, Client understands that information used in the preparation of record drawings is provided by others and Engineer is not responsible for accuracy, completeness, nor sufficiency of such information. Client also understands that the level of detail illustrated by record drawings will generally be the same as the level of detail illustrated by the design drawing used for project construction. If additional detail is requested by the Client to be included on the record drawings, then the Client understands and agrees that the Engineer will be due additional compensation for additional services. It is also understood and agreed that because of the possibility that information and data delivered in machine readable form may be altered, whether inadvertently or otherwise, the Engineer reserves the right to retain the original tapes/disks and to remove from copies provided to the Client all identification reflecting the involvement of the Engineer in their preparation. The Engineer also reserves the right to retain hard copy originals of all Project Documentation delivered to the Client in machine readable form, which originals shall be referred to and shall govern in the event of any inconsistency between the two. The Client understands that the automated conversion of information and data from the system and format used by the Engineer to an alternate system or format cannot be accomplished without the introduction of inexactitudes, anomalies, and errors. In the event Project Documentation provided to the Client in machine readable form is so converted, the Client agrees to assume all risks associated therewith and, to the fullest 2 ===== PDF PAGE 112 ===== [Extraction: embedded PDF text] extent permitted by law, to hold harmless and indemnify the Engineer from and against all claims, liabilities, losses, damages, and costs, including but not limited to attorney's fees, arising therefrom or in connection therewith. The Client recognizes that changes or modifications to the Engineer's instruments of professional service introduced by anyone other than the Engineer may result in adverse consequences which the Engineer can neither predict nor control. Therefore, and in consideration of the Engineer's agreement to deliver its instruments of professional service in machine readable form, the Client agrees, to the fullest extent permitted by law, to hold harmless and indemnify the Engineer from and against all claims, liabilities, losses, damages, and costs, including but not limited to attorney's fees, arising out of or in any way connected with the modification, misinterpretation, misuse, or reuse by others of the machine readable information and data provided by the Engineer under this Agreement. The foregoing indemnification applies, without limitation, to any use of the Project Documentation on other projects, for additions to this Project, or for completion of this Project by others, excepting only such use as may be authorized, in writing, by the Engineer. 7. Reuse of Documents: All Project Documents including but not limited to reports, opinions of probable costs, drawings and specifications furnished by Engineer pursuant to this Agreement are intended for use on the Project only. They cannot be used by Client or others on extensions of the Project or any other project. Any reuse, without specific written verification or adaptation by Engineer, shall be at Client's sole risk, and Client shall indemnify and hold harmless Engineer from all claims, damages, losses, and expenses including attorney's fees arising out of or resulting therefrom. The Engineer shall have the right to include representations of the design of the Project, including photographs of the exterior and interior, among the Engineer's promotional and professional materials. The Engineer's materials shall not include the Client's confidential and proprietary information if the Client has previously advised the Engineer in writing of the specific information considered by the Client to be confidential and proprietary. 8. Standard of Practice: The Engineer will strive to conduct services under this agreement in a manner consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing in the same locality under similar conditions as of the date of this Agreement. 9. Compliance With Laws: The Engineer will strive to exercise usual and customary professional care in his/her efforts to comply with those laws, codes, ordinance and regulations which are in effect as of the date of this Agreement. With specific respect to prescribed requirements of the Americans with Disabilities Act of 1990 or certified state or local accessibility regulations (ADA), Client understands ADA is a civil rights legislation and that interpretation of ADA is a legal issue and not a design issue and, accordingly, retention of legal counsel (by Client) for purposes of interpretation is advisable. As such and with respect to ADA, Client agrees to waive any action against Engineer, and to indemnify and defend Engineer against any claim arising from Engineer's alleged failure to meet ADA requirements prescribed. 3 ===== PDF PAGE 113 ===== [Extraction: embedded PDF text] Further to the law and code compliance, the Client understands that the Engineer will strive to provide designs in accordance with the prevailing Standards of Practice as previously set forth, but that the Engineer does not warrant that any reviewing agency having jurisdiction will not for its own purposes comment, request changes and/or additions to such designs. In the event such design requests are made by a reviewing agency, but which do not exist in the form of a written regulation, ordinance or other similar document as published by the reviewing agency, then such design changes (at substantial variance from the intended design developed by the Engineer), if effected and incorporated into the project documents by the Engineer, shall be considered as Supplementary Task(s) to the Engineer's Scope of Service and compensated for accordingly. 10. Indemnification: Engineer shall indemnify and hold harmless Client up to the amount of this contract fee (for services) from loss or expense, including reasonable attorney's fees for claims for personal injury (including death) or property damage to the extent caused by the sole negligent act, error or omission of Engineer. Client shall indemnify and hold harmless Engineer under this Agreement, from loss or expense, including reasonable attorney's fees, for claims for personal injuries (including death) or property damage arising out of the sole negligent act, error omission of Client. In the event of joint or concurrent negligence of Engineer and Client, each shall bear that portion of the loss or expense that its share of the joint or concurrent negligence bears to the total negligence (including that of third parties), which caused the personal injury or property damage. Engineer shall not be liable for special, incidental or consequential damages, including, but not limited to loss of profits, revenue, use of capital, claims of customers, cost of purchased or replacement power, or for any other loss of any nature, whether based on contract, tort, negligence, strict liability or otherwise, by reasons of the services rendered under this Agreement. 11. Opinions of Probable Cost: Since Engineer has no control over the cost of labor, materials or equipment, or over the Contractor(s) method of determining process, or over competitive bidding or market conditions, his/her opinions of probable Project Construction Cost provided for herein are to be made on the basis of his/her experience and qualifications and represent his/her judgement as a design professional familiar with the construction industry, but Engineer cannot and does not guarantee that proposal, bids or the Construction Cost will not vary from opinions of probable construction cost prepared by him/her. If prior to the Bidding or Negotiating Phase, Client wishes greater accuracy as to the Construction Cost, the Client shall employ an independent cost estimator Consultant for the purpose of obtaining a second construction cost opinion independent from Engineer. 12. Governing Law & Dispute Resolutions: This Agreement shall be governed by and construed in accordance with Articles previously set forth by (Item 9 of) this Agreement, together with the laws of the State of Illinois. 4 ===== PDF PAGE 114 ===== [Extraction: embedded PDF text] Any claim, dispute or other matter in question arising out of or related to this Agreement, which can not be mutually resolved by the parties of this Agreement, shall be subject to mediation as a condition precedent to arbitration (if arbitration is agreed upon by the parties of this Agreement) or the institution of legal or equitable proceedings by either party. If such matter relates to or is the subject of a lien arising out of the Engineer's services, the Engineer may proceed in accordance with applicable law to comply with the lien notice or filing deadlines prior to resolution of the matter by mediation or by arbitration. The Client and Engineer shall endeavor to resolve claims, disputes and other matters in question between them by mediation which, unless the parties mutually agree otherwise, shall be in accordance with the Construction Industry Mediation Rules of the American Arbitration Association currently in effect. Requests for mediation shall be filed in writing with the other party to this Agreement and with the American Arbitration Association. The request may be made concurrently with the filing of a demand for arbitration but, in such event, mediation shall proceed in advance of arbitration or legal or equitable proceedings, which shall be stayed pending mediation for a period of 60 days from the date of filing, unless stayed for a longer period by agreement of the parties or court order. The parties shall share the mediator's fee and any filing fees equally. The mediation shall be held in the place where the Project is located, unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof. 13. Successors and Assigns: The terms of this Agreement shall be binding upon and inure to the benefit of the parties and their respective successors and assigns: provided, however, that neither party shall assign this Agreement in whole or in part without the prior written approval of the other. 14. Waiver of Contract Breach: The waiver of one party of any breach of this Agreement or the failure of one party to enforce at any time, or for any period of time, any of the provisions hereof, shall be limited to the particular instance, shall not operate or be deemed to waive any future breaches of this Agreement and shall not be construed to be a waiver of any provision, except for the particular instance. 15. Entire Understanding of Agreement: This Agreement represents and incorporates the entire understanding of the parties hereto, and each party acknowledges that there are no warranties, representations, covenants or understandings of any kind, matter or description whatsoever, made by either party to the other except as expressly set forth herein. Client and the Engineer hereby agree that any purchase orders, invoices, confirmations, acknowledgments or other similar documents executed or delivered with respect to the subject matter hereof that conflict with the terms of the Agreement shall be null, void & without effect to the extent they conflict with the terms of this Agreement. 16. Amendment: This Agreement shall not be subject to amendment unless another instrument is duly executed by duly authorized representatives of each of the parties and entitled "Amendment of Agreement". 5 ===== PDF PAGE 115 ===== [Extraction: embedded PDF text] 17. Severability of Invalid Provisions: If any provision of the Agreement shall be held to contravene or to be invalid under the laws of any particular state, county or jurisdiction where used, such contravention shall not invalidate the entire Agreement, but it shall be construed as if not containing the particular provisions held to be invalid in the particular state, country or jurisdiction and the rights or obligations of the parties hereto shall be construed and enforced accordingly. 18. Force Majeure: Neither Client nor Engineer shall be liable for any fault or delay caused by any contingency beyond their control including but not limited to acts of God, wars, strikes, walkouts, fires, natural calamities, or demands or requirements of governmental agencies. 19. Subcontracts: Engineer may subcontract portions of the work, but each subcontractor must be approved by Client in writing. 20. Access and Permits: Client shall arrange for Engineer to enter upon public and private property and obtain all necessary approvals and permits required from all governmental authorities having jurisdiction over the Project. Client shall pay costs (including Engineer's employee salaries, overhead and fee) incident to any effort by Engineer toward assisting Client in such access, permits or approvals, if Engineer perform such services. 21 . Designation of Authorized Representative: Each party (to this Agreement) shall designate one or more persons to act with authority in its behalf in respect to appropriate aspects of the Project. The persons designated shall review and respond promptly to all communications received from the other party. 22. Notices: Any notice or designation required to be given to either party hereto shall be in writing, and unless receipt of such notice is expressly required by the terms hereof shall be deemed to be effectively served when deposited in the mail with sufficient first class postage affixed, and addressed to the party to whom such notice is directed at such party's place of business or such other address as either party shall hereafter furnish to the other party by written notice as herein provided. 23. Limit of Liability: The Client and the Engineer have discussed the risks, rewards, and benefits of the project and the Engineer's total fee for services. In recognition of the relative risks and benefits of the Project to both the Client and the Engineer, the risks have been allocated such that the Client agrees that to the fullest extent permitted by law, the Engineer's total aggregate liability to the Client for any and all injuries, claims, costs, losses, expenses, damages of any nature whatsoever or claim expenses arising out of this Agreement from any cause or causes, including attorney's fees and costs, and expert witness fees and costs, shall not exceed the total Engineer's fee for professional engineering services rendered on this project as made part of this Agreement. Such causes included but are not limited to the Engineer's negligence, errors, omissions, strict liability or breach of contract. It is intended that this limitation apply to any and all liability or cause of action however alleged or arising, unless otherwise prohibited by law. 6 ===== PDF PAGE 116 ===== [Extraction: embedded PDF text] 24. Client's Responsibilities: The Client agrees to provide full information regarding requirements for and about the Project, including a program which shall set forth the Client's objectives, schedule, constraints, criteria, special equipment, systems and site requirements. The Client agrees to furnish and pay for all legal, accounting and insurance counseling services as may be necessary at any time for the Project, including auditing services which the Client may require to verify the Contractor's Application for Payment or to ascertain how or for what purpose the Contractor has used the money paid by or on behalf of the Client. The Client agrees to require the Contractor, to the fullest extent permitted by law, to indemnify, hold harmless, and defend the Engineer, its consultants, and the employees and agents of any of them from and against any and all claims, suits, demands, liabilities, losses, damages, and costs ("Losses"), including but not limited to costs of defense, arising in whole or in part out of the negligence of the Contractor, its subcontractors, the officers, employees, agents, and subcontractors of any of them, or anyone for whose acts any of them may be liable, regardless of whether or not such Losses are caused in part by a party indemnified hereunder. Specifically excluded from the foregoing are Losses arising out of the preparation or approval of maps, drawings, opinions, reports, surveys, change orders, designs, or specifications, and the giving of or failure to give directions by the Engineer, its consultants, and the agents and employees of any of them, provided such giving or failure to give is the primary cause of Loss. The Client also agrees to require the Contractor to provide to the Engineer the required certificate of insurance. The Client further agrees to require the Contractor to name the Engineer, its agents and consultants as additional insureds on the Contractor's policy or policies of comprehensive or commercial general liability insurance. Such insurance shall include products and completed operations and contractual liability coverages, shall be primary and noncontributing with any insurance maintained by the Engineer or its agents and consultants, and shall provide that the Engineer be given thirty days, unqualified written notice prior to any cancellation thereof. In the event the foregoing requirements, or any of them, are not established by the Client and met by the Contractor, the Client agrees to indemnify and hold harmless the Engineer, its employees, agents, and consultants from and against any and all Losses which would have been indemnified and insured against by the Contractor, but were not. When Contract Documents prepared under the Scope of Services of this contract require insurance(s) to be provided, obtained and/or otherwise maintained by the Contractor, the Client agrees to be wholly responsible for setting forth any and all such insurance requirements. Furthermore, any document provided for Client review by the Engineer under this Contract related to such insurance(s) shall be considered as sample insurance requirements and not the recommendation of the Engineer. Client agrees to have their own risk management department review any and all insurance requirements for adequacy and to determine specific types of insurance(s) required for the project. Client further agrees that decisions concerning types and amounts of insurance are 7 ===== PDF PAGE 117 ===== [Extraction: embedded PDF text] specific to the project and shall be the product of the Client. As such, any and all insurance requirements made part of Contract Documents prepared by the Engineer are not to be considered the Engineer's recommendation, and the Client shall make the final decision regarding insurance requirements. 25. Information Provided by Others: The Engineer shall indicate to the Client the information needed for rendering of the services of this Agreement. The Client shall provide to the Engineer such information as is available to the Client and the Client's consultants and contractors, and the Engineer shall be entitled to rely upon the accuracy and completeness thereof. The Client recognizes that it is impossible for the Engineer to assure the accuracy, completeness and sufficiency of such information, either because it is impossible to verify, or because of errors or omissions which may have occurred in assembling the information the Client is providing. Accordingly, the Client agrees, to the fullest extent permitted by law, to indemnify and hold the Engineer and the Engineer's subconsultants harmless from any claim, liability or cost (including reasonable attorneys' fees and cost of defense) for injury or loss arising or allegedly arising from errors, omissions or inaccuracies in documents or other information provided by the Client to the Engineer. 26. Payment: Client shall be invoiced once each month for work performed during the preceding period. Client agrees to pay each invoice within thirty (30) days of its receipt. The client further agrees to pay interest on all amounts invoiced and not paid or objected to for valid cause within said thirty (30) day period at the rate of eighteen (18) percent per annum (or the maximum interest rate permitted under applicable law, whichever is the lesser) until paid. Client further agrees to pay Engineer's cost of collection of all amounts due and unpaid after sixty (60) days, including court costs and reasonable attorney's fees, as well as costs attributed to suspension of services accordingly and as follows: Collection Costs. In the event legal action is necessary to enforce the payment provisions of this Agreement, the Engineer shall be entitled to collect from the Client any judgement or settlement sums due, reasonable attorneys' fees, court costs and expenses incurred by the Engineer in connection therewith and, in addition, the reasonable value of the Engineer's time and expenses spent in connection with such collection action, computed at the Engineer's prevailing fee schedule and expense policies. Suspension of Services. If the Client fails to make payments when due or otherwise is in breach of this Agreement, the Engineer may suspend performance of services upon five (5) calendar days' notice to the Client. The Engineer shall have no liability whatsoever to the Client for any costs or damages as a result of such suspension caused by any breach of this Agreement by the Client. Client will reimburse Engineer for all associated costs as previously set forth in (Item 4 of) this Agreement. 27. When construction observation tasks are part of the service to be performed by the Engineer under this Agreement, the Client will include the following clause in the construction contract documents and Client agrees not to modify or delete it: 8 ===== PDF PAGE 118 ===== [Extraction: embedded PDF text] Kotecki Waiver. Contractor (and any subcontractor into whose subcontract this clause is incorporated) agrees to assume the entire liability for all personal injury claims suffered by its own employees, including without limitation claims under the Illinois Structural Work Act, asserted by persons allegedly injured on the Project; waives any limitation of liability defense based upon the Worker's Compensation Act, court interpretations of said Act or otherwise; and to the fullest extent permitted by law, agrees to indemnify and hold harmless and defend Owner and Engineer and their agents, employees and consultants (the "lndemnitees") from and against all such loss, expense, damage or injury, including reasonable attorneys' fees, that the lndemnitees may sustain as a result of such claims, except to the extent that Illinois law prohibits indemnity for the lndemnitees' own negligence. The Owner and Engineer are designated and recognized as explicit third party beneficiaries of the Kotecki Waiver within the general contract and all subcontracts entered into in furtherance of the general contract. 28. Job Site Safety/Supervision & Construction Observation: The Engineer shall neither have control over or charge of, nor be responsible for, the construction means, methods, techniques, sequences of procedures, or for safety precautions and programs in connection with the Work since they are solely the Contractor's rights and responsibilities. The Client agrees that the Contractor shall supervise and direct the work efficiently with his/her best skill and attention; and that the Contractor shall be solely responsible for the means, methods, techniques, sequences and procedures of construction and safety at the job site. The Client agrees and warrants that this intent shall be carried out in the Client's contract with the Contractor. The Client further agrees that the Contractor shall be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the work; and that the Contractor shall take all necessary precautions for the safety of, and shall provide the necessary protection to prevent damage, injury or loss to all employees on the subject site and all other persons who may be affected thereby. The Engineer shall have no authority to stop the work of the Contractor or the work of any subcontractor on the project. When construction observation services are included in the Scope of Services, the Engineer shall visit the site at intervals appropriate to the stage of the Contractor's operation, or as otherwise agreed to by the Client and the Engineer to: 1) become generally familiar with and to keep the Client informed about the progress and quality of the Work; 2) to strive to bring to the Client's attention defects and deficiencies in the Work and; 3) to determine in general if the Work is being performed in a manner indicating that the Work, when fully completed, will be in accordance with the Contract Documents. However, the Engineer shall not be required to make exhaustive or continuous on-site inspections to check the quality or quantity of the Work. If the Client desires more extensive project observation, the Client shall request that such services be provided by the Engineer as Additional and Supplemental Construction Observation Services in accordance with the terms of this Agreement. The Engineer shall not be responsible for any acts or omissions of the Contractor, subcontractor, any entity performing any portions of the Work, or any agents or employees of any of them. The Engineer does not guarantee the performance of the 9 ===== PDF PAGE 119 ===== [Extraction: embedded PDF text] Contractor and shall not be responsible for the Contractor's failure to perform its Work in accordance with the Contract Documents or any applicable laws, codes, rules or regulations. When municipal review services are included in the Scope of Services, the Engineer (acting on behalf of the municipality), when acting in good faith in the discharge of its duties, shall not thereby render itself liable personally and is, to the maximum extent permitted by law, relieved from all liability for any damage that may accrue to persons or property by reason of any act or omission in the discharge of its duties. Any suit brought against the Engineer which involve the acts or omissions performed by it in the enforcement of any provisions of the Client's rules, regulation and/or ordinance shall be defended by the Client until final termination of the proceedings. The Engineer shall be entitled to all defenses and municipal immunities that are, or would be, available to the Client. 29. Insurance and Indemnification: The Engineer and the Client understand and agree that the Client will contractually require the Contractor to defend and indemnify the Engineer and/or any subconsultants from any claims arising from the Work. The Engineer and the Client further understand and agree that the Client will contractually require the Contractor to procure commercial general liability insurance naming the Engineer as an additional named insured with respect to the work. The Contractor shall provide to the Client certificates of insurance evidencing that the contractually required insurance coverage has been procured. However, the Contractor's failure to provide the Client with the requisite certificates of insurance shall not constitute a waiver of this provision by the Engineer. The Client and Engineer waive all rights against each other and against the Contractor and consultants, agents and employees of each of them for damages to the extent covered by property insurance during construction. The Client and Engineer each shall require similar waivers from the Contractor, consultants, agents and persons or entities awarded separate contracts administered under the Client's own forces. 30. Hazardous Materials/Pollutants: Unless otherwise provided by this Agreement, the Engineer and Engineer's consultants shall have no responsibility for the discovery, presence, handling, removal or disposal of or exposure of persons to hazardous materials/pollutants in any form at the Project site, including but not limited to mold/mildew, asbestos, asbestos products, polychlorinated biphenyl (PCB) or other toxic/hazardous/pollutant type substances. Furthermore, Client understands that the presence of mold/mildew and the like are results of prolonged or repeated exposure to moisture and the lack of corrective action. Client also understands that corrective action is a operation, maintenance and repair activity for which the Engineer is not responsible. June 13, 2005 P:\Proposals\Terms and Conditions\GT&C 2005.061305.doc 10