===== PDF PAGE 29 ===== [Extraction: embedded PDF text] CITY OF WEST CHICAGO INFRASTRUCTURE COMMITTEE AGENDA ITEM SUMMARY ITEM TITLE: AGENDA ITEM NUMBER: _1___._l.;...( L__, -- Resolution No. 25-R-0044 - Amendment No. 1 - Civil & Environmental Consultants - Professional Environmental COMMITTEE AGENDA DATE: July 3, 2025 COUNCIL AGENDA DATE: July 21, 2025Services for the West Washington Street Soil Removal Project in an Amount Not to Exceed $130,000 for a Revised Contract Amount of $254,750.00 STAFF REVIEW: Mehul T. Patel, P.E., CFM- Director of Public Works SIGNATURE. _________ _ ITEM SUMMARY: On April 21, 2025, the City Council approved Resolution No. 25-R-0030 authorizing the Mayor to execute a Contract with the lowest responsible bidder, Bluff City Construction, LLC of Bartlett, Illinois, for the West Washington Street Soil Removal Project (the Project) in an amount not to exceed $579,931.45. The Project scope of work generally consists of contaminated soil removal and disposal, clean construction demolition debris removal and disposal, concrete and asphalt removal and disposal, backfill excavation areas, site restoration, and all incidental and miscellaneous work necessary to complete the Project as shown on the bid documents. J • • CEC personnel will be onsite to provide construction layout, sampling, excavation oversight, confirmation sampling, filed reporting, preparing pay estimates, reviewing change orders and other construction management related services throughout the Project. Staff recommends approval of Amendment No. 1 in the amount not to exceed $1300,000, bringing the total contract value to $254,750.00. The FY 2025 budget includes $1 ,676,000 in Capital Projects Fund 08-34-53-4810. This budget includes construction and construction management costs. ACTIONS PROPOSED: Approve Resolution No. 25-R-0044 authorizing the Mayor to execute Amendment No. 1 with the Civil & Environmental Consultants, Inc., for the West Washington Street Soil Removal Project in an amount not to exceed $130,000 for a Revised Contract Amount of $254,750.00 COMMITTEE RECOMMENDATION: ===== PDF PAGE 30 ===== [Extraction: embedded PDF text] RESOLUTION NO. 25-R-0044 A RESOLUTION AUTHORIZING THE MAYOR TO EXECUTE AMENDMENT NO. 1 FOR PROFESSIONAL ENVIRONMENTAL SERVICES WITH CIVIL & ENVIRONMENTAL CONSULTANTS, INC. FOR THE WEST WASHINGTON STREET SOIL REMOVAL PROJECT IN AN AMOUNT NOT TO EXCEED $130,000 FOR A REVISED CONTRACT AMOUNT OF $254,750.00 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 an Amendment No. 1 with the Civil & Environmental Consultants, Inc., for the West Washington Street Soil Removal Project in an amount not to exceed $130,000 for a Revised Contract Amount of $254,750.00, in substantially the form attached hereto and incorporated herein as Exhibit "A". APPROVED this 21 st day of July 2025. AYES: NAYES: ABSTAIN: ABSENT: Mayor Daniel Bovey ATTEST: Executive Office Manager, Valeria Perez ===== PDF PAGE 31 ===== [Extraction: embedded PDF text] Civil & Environmental Consultants, Inc. June 11, 2025 Mr. Michael Guttman City of West Chicago 475 Main Street West Chicago, Illinois 60185 Via email: MGuttman@westchicago.org Subject: Proposal for Professional Environmental Services West Washington Street Redevelopment Project CEC Project 332-651 Dear Mr. Guttman: Civil & Environmental Consultants, Inc. (CEC) is pleased to submit this proposal to the City of West Chicago (City) to provide soil excavation oversight, confirmation sampling, and reporting for the West Washington Street Redevelopment Project located in West Chicago, Illinois. This proposal is an extension of the various services that CEC has been providing to the City for the West Chicago Redevelopment Project. The following presents our project understanding, proposed scope of services for this phase and, schedule and estimated costs to complete the scope of services. 1.0 PROJECT UNDERSTANDING The City currently owns a series of properties (collectively measuring ~ 14 acres in total) located near 119 West Washington Street in West Chicago, Illinois (Site). The City wishes to redevelop the Site for various potential uses (municipal, commercial, and/or residential); however, the Site has been found to be contaminated due to historical operations. The City wishes to pursue and obtain a "no further remediation" (NFR) letter for the Site to both protect the human health of potential future users of the Site and to enhance the Site's marketability to potential developers. The Site was enrolled in the Illinois Site Remediation Program (SRP) in August 2015 by other consultants. Various subsurface investigations and remedial activities have been performed at the Site, most recently by CEC. A comprehensive site investigation report (CSIR) and remedial objectives report (ROR) were submitted to the Illinois Environmental Protection Agency (IEP A) by previous consultants, however, these reports were both denied by the IEPA. Since the denial of these reports, no other SRP reports have been submitted for the Site. Twenty-day and forty- five-day reports were submitted to the IEP A when the underground storage tanks were removed 1230 East Diehl Road, Suite 200 I Naperville, IL 60563 I p: 630-963-6026 f: 630-963-6027 I www.cecinc.com ===== PDF PAGE 32 ===== [Extraction: embedded PDF text] Mr. Michael Guttman - City of West Chicago CEC Project 332-651 Page 2 of5 June 11, 2025 from the former gas station area; both of these reports were approved and the leaking underground storage tank incident was moved into the SRP project with the remainder of the Site. Based on CEC's understanding of the current anticipated remedial action plan (based upon the ultimate development of the Site and use of engineered barriers) including areas for potential residential use, the results of these investigations have delineated several areas of the Site where soil will need to be excavated, due to exceedances of soil remediation objectives (SROs) for various polynuclear aromatic hydrocarbons (PNAs) and various metals, in order to receive the NFR letter. In CEC's original proposal, dated June 13, 2023, for services to the City regarding the West Washington Street Redevelopment Project, the estimated costs for Task 5 - Remedial Efforts was not provided because the scope had yet to be determined. The City has recently contracted with a firm to conduct the soil excavation and disposal activities. The soil excavation limits were included in the contract with the selected contractor. The City is requesting that CEC provide oversight and confirmation sampling as well as the required reporting for this phase of the project. It should be noted, as discussed with the City, until the CSIR, ROR, and remedial action plan are submitted and approved, additional investigation or remediation may be required beyond the currently planned work to obtain an NFR through the SRP 2.0 SCOPE OF SERVICES The scope of services for this phase of the project will include the following tasks: • Task 1 - Layout of Excavation Areas: CEC will provide trained personnel to stake, paint, or otherwise mark the limits of the initially planned excavations based on the soil sample results collected to date. CEC will also assist the excavation contractor with excavation phasing and planned truck/equipment routes. • Task 2 - CCDD Sampling: CEC will sample the two soil/material piles on the east side of the Site for potential disposal as clean construction/demolition debris (CCDD). CEC will collect multiple samples from various locations on each pile). The samples will be sent to a certified analytical laboratory for analysis of: o Volatile organic compounds VOC; o Semi-volatile organic compounds; o Metals and inorganics; o Polychlorinated biphenyls; Civil & Environmenta1 Consultants, Inc. ===== PDF PAGE 33 ===== [Extraction: embedded PDF text] Mr. Michael Guttman - City of West Chicago CEC Project 332-651 Page 3 of5 June 11, 2025 o Pesticides and herbicides; and o pH. The results of the analyses will be compared to the IEP A maximum allowable concentrations table (Title 35 of the Illinois Administrative Code Part 1100). If the material meets the definition of CCDD, CEC will prepare an LPC-663 form signed and sealed by an Illinois licensed professional engineer or geologist and the soil will be disposed by the excavation contractor as CCDD. If the material does not meet the specifications for CCDD, the material will be disposed at a Subtitle D landfill with the excavation soil and will require some additional sampling based on the landfill chosen for disposal. • Task 3 - Excavation Oversight and Confirmation Sampling: CEC will provide oversight of the excavation activities, document the activities with daily field reports and photographs, and collect the required confirmation samples to document that the contaminated soil from each excavation area is removed to the specifications. CEC will also record the quantities of soil excavated and transported off-site for disposal and maintain the required paperwork; a City representative may be needed to sign certain documents and CEC will coordinate this with the City. Confirmation samples will be collected from the walls and floors of the excavated areas depending on the ultimate remedial goal for each area (i.e., where planned engineered barriers or clean soil will be placed, floor samples generally will not be required). Soil samples will be analyzed for the contamin~nts of concern for each area (generally metals and semi-volatile organic compounds) to verify that remaining soil meets the SRP Tier 1 residential or industrial/commercial SROs for the specific analytes, again based on the planned land use of the various excavation areas. CEC will inform the City of the results of the confirmation sampling and whether the results meet the anticipated remediation standards. In the case that wall confirmation samples do not meet the respective SROs for that area, we understand that the City will direct the contractor to perform additional excavation and CEC will take additional confirmation samples. Additional confirmation samples will be collected upon completion of the additional excavation; this process will repeat until the wall samples confirm that the remaining soil meets the respective SROs. At the conclusion of all excavation activities, CEC will also supervise the backfilling of the excavations with the materials specified by the City based on the current land use plans. CEC will also survey the limits and measure the depths of the excavations for use in future SRP reporting. Civil & Environmental Consultants, lnc. ===== PDF PAGE 34 ===== [Extraction: embedded PDF text] Mr. Michael Guttman - City of West Chicago CBC Project 332-651 Page 4 of5 June 11, 2025 • Task 4 - Reporting and Documentation: At the conclusion of the excavation, disposal, and backfilling, CEC will compile the field records, photographs, laboratory results, and exhibits into a summary report. This summary report will be used for future SRP reporting for the purposes of requesting a NFR letter for the Site. The NFR process may be performed and requests submitted in phases. However, it is likely that the final NFR letter will not be received until the Site is built out, as the buildings and paved areas will need to be used as engineered barriers. CEC will maintain regular contact with the City during completion of this scope of work to inform the City regarding the progress of the work and changes to the scope of services or budget that will become necessary. 3.0 SCHEDULE AND ESTIMATED COSTS CEC will work with the City and their contractor to develop a schedule for Tasks 1, 2, and 3. Task 4 will be completed with twelve weeks of receipt of all laboratory analytical data from the Site. The estimated budget for completion of the above scope of work is $130,000 to be billed on a time and materials basis. This budget is based on the following assumptions: • The number of confirmation samples to be collected is based on the current limits of excavation (approximately seventy-five samples for metals and PNAs); if significant additional excavation is necessary, additional costs will be incurred for additional sampling. • The planned duration of the excavation oversight is based on the current limits of excavation; if significant additional excavation is necessary, additional oversight time and costs will be incurred. • Work will occur only during weekdays and during normal business hours (6:00 a.m. to 6:00 p.m.); if night and/or weekend work is required, additional costs may be incurred. CEC will be granted access to the Site for the duration of the excavation activities. During completion of this project, new information may be generated that changes the scope of one or more of the tasks, affecting the costs to complete these tasks. CEC will inform the City as soon as reasonably practicable as to any changes in the scope of work and the costs associated with these changes and shall seek the City's approval prior to any increase in the project's budget and/or changes to CEC' s scope or approach. Civil & Environmental Consultants, Inc. ===== PDF PAGE 35 ===== [Extraction: embedded PDF text] Mr. Michael Guttman - City of West Chicago CEC Project 332-651 Page 5 of5 June 11, 2025 A technology and office service fee, equivalent to 3% of professional fees, will be added to each invoice for project expenses associated with software, computer technology, and incidental office expenses. Reimbursable expenses, including subcontracted services, will be invoiced at cost plus a 12% administrative fee. 4.0 CLOSING CEC appreciates the opportunity to provide professional consulting services to the City of West Chicago. Should you have any questions or comments regarding this proposal, please do not hesitate to contact the undersigned by telephone at (630) 963-6026. Respectively submitted, CIVIL & ENVIRONMENTAL CONSULTANTS, INC. r;/h () I /' /'.; ' .,._ ~ ✓- ~//'- Steven E. Kroll, P.G. John E. Hock, P .E. Project Manager Vice President CEC's Schedule of Terms and Conditions, which governs the proposed work, is attached. CEC's proposal is valid for thirty (30) days from the date of the proposal, after which time the validity may only be extended with CEC's consent. CEC reserves the right to revise, adjust or withdraw this proposal if not accepted by the City within thirty (30) days of the date of the proposal. Your written acceptance below will form a binding contract pursuant to the attached Terms and Conditions. The individual signing below warrants that they have authority to sign and execute this Agreement on behalf of the City. CEC Project 332-651, dated June 11, 2025 ACCEPTED BY: City of West Chicago Signature:_____________ Date: ________ _ Name: _____________ Title: ________ _ Enclosures: Schedule of Fees Schedule of Terms and Conditions Civil & Environmental Consultants, Inc. ===== PDF PAGE 36 ===== [Extraction: OCR (rendered-page OCR)] SCHEDULE OF FEES Civil & Environmental Consultants,Inc. ===== PDF PAGE 37 ===== [Extraction: embedded PDF text] ,. Civil & Environmental Consultants, Inc. 2026 ST AFF DESCRIPTION: Rates Nates 1-Person Survey Crew $185.00 Includes Survey Tech IV, equipment & vehicle 1-Person Survey Crew Overtime $217.50 P.ersonnel only; vehicle & equipment covered in base e1aht hours 2-Person Survey Crew $285.00 Includes SurveY. Tech IV & Survey Tech II, eauioment & vehicle 2-Person Survey Crew Overtime $382.00 Personnel only; vehicle & equipment covered in base eiaht hours 2-Person UAV Survey Crew $285.00 lnclµdes Survey Tech IV & Survey Tech Ill, drone & vehicle 2-Person UAV Survey Crew Overtime $382.50 Personnel only; vehicle & drone covered in base eiaht hours 3-Person Survey Crew $395.00 Includes SurveY. Tech IV & two Survey Tech lls, eauioment & vehicle 3-Person Survey Crew Overtime $547.50 Personnel only; vehicle & equipment covered in base eiaht hours Administrative Assistant $90.00 Administrative Manaaer $125.00 Assistant Project Manaaer $155.00 Exoert Witness Testimony $450.00 Field Archeologist $90.00 Field Services Manager $185.00 Principal $280.00 Project Consultant $135.00 Project Manaaer I $170.00 Project Manaaer II $190.00 Project Manaaer Ill $215.00 Project Scientist $130.00 Seasonal Intern $75.00 Senior Consultant $230.00 Senior Desianer $175.00 Senior Princioal $305.00 Senior Project Manager $235.00 Senior Technician $140.00 Staff Consultant $120.00 Staff Scientist $105.00 Survey Technician I $100.00 Survey Technician II $110.00 Survey Technician Ill $125.00 Survev Technician IV $145.00 Technician I $90.00 Technician II $100.00 Technician Ill $115.00 Vice President $305.00 l 230 East Diehl Road, Suite 200 j Naperville, IL 60563 j p: 630-963-6026 f: 630-963-6027 I www.cecinc.com ===== PDF PAGE 38 ===== [Extraction: OCR (rendered-page OCR)] SCHEDULE OF TERMS AND CONDITIONS Civil &Environmental Consultants,Inc ===== PDF PAGE 39 ===== [Extraction: embedded PDF text] Civil & Environmental Consultants, Inc. 1. AGREEMENT CEC and CLIENT agree that when unanticipated or suspected Biological The following terms and conditions ("TERMS") shall apply to and are an Pollutants, Hazardous Materials and/or hazardous conditions are encountered it integral part of the attached proposal ("PROPOSAL") between Civil & may be necessary for CEC to take immediate measures to protect health and Environmental Consultants, Inc. ("CEC") and the client ("CLIENT") named in safety. CEC agrees to immediately notify CLIENT when unanticipated or the attached PROPOSAL. CLIENT's acceptance of the PROPOSAL includes suspected Biological Pollutants, Hazardous Materials and/or hazardous acceptance of these TERMS and acceptance of this PROPOSAL shall form the conditions are encountered. CLIENT agrees to make any disclosures required entire agreement between the parties ("AGREEMENT"). In the event of a by law to the appropriate governing agencies. 1n the event the site is not owned conflict or inconsistency between these TERMS and the PROPOSAL, these by CLIENT, CLIENT recognizes that it is the CLIENT's responsibility to inform TERMS shall take precedence. Acceptance of the AGREEMENT by CLIENT the property owner of the discovery of unanticipated or suspected Biological will occur when CLIENT directs CEC, orally or in writing, to commence Pollutants, Hazardous Materials and/or hazardous conditions. performance of its services. Notwithstanding any other provision of the AGREEMENT, CLIENT waives 2, STANDARD OF CARE any claim against CEC, and to the maximum extent permitted by law, agrees to defend, indemnify, and hold CEC harmless from any claim, liability, and/orCEC shall perform its services consistent with the professional skill and care defense costs for injury or loss arising from CEC's discovery of unanticipated orordinarily provided by professionals, such as CEC, practicing in the same or suspected Biological Pollutants, Hazardous Materials and/or hazardoussimilar locality under the same or similar circumstances and in effect at the time conditions. CLIENT will be responsible for ultimate disposal of any samplesof performance. CEC provides no warranties or guarantees whether express or secured by CEC which are found to be contaminated with Biological Pollutantsimplied. and/or Hazardous Materials. 3. SITE ACCESS, SITE CONDITIONS AND SUBSURFACE Nothing contained in this AGREEMENT shall be construed or interpreted as FEATURES requiring CEC to assume liability for the generation, transportation, treatment, CLIENT will grant or obtain free access to the site for all equipment and storage and/or disposal of hazardous waste within the meaning of the Resource personnel for CEC to perform the services set forth in this AGREEMENT. CEC Conservation and Recovery Act of 1976, as amended, or within the meaning of will take reasonable precautions to limit damage to the site, but it is understood any similar federal, state, or local regulation or law. by CLIENT that, in the normal course of the services, some damage may occur and the correction of such damage is not part of this AGREEMENT unless so If during remediation and/or construction activities waste manifests are specified in the PROPOSAL. required, CLIENT shall provide an authorized person to sign manifests or will provide CEC with a written limited power of attorney or agency agreement toThe CLIENT is responsible for the accuracy of locations for all subsurface sign manifests on CLIENT'S behalf.structures and utilities. CEC will take reasonable precautions to avoid known subsurface structures, and the CLIENT waives any claim against CEC, and 5. EVOLVING TECHNOLOGIES agrees to defend, indemnify, and hold CEC harmless from any claim or liability Services such as those provided by CEC may involve technologies which arefor injury or loss, including costs of defense, arising from damage done to new or emerging and these technologies may supersede current techniques. Insubsurface structures and utilities not identified or accurately located. In addition, standards for our services, including statutes and regulations, mayaddition, CLIENT agrees to reimburse CEC for time and expenses incurred by change with time. CLIENT understands that CEC's recommendations and/orCEC in defense of any such claim based upon CEC's current fee schedule and services must be based upon the current Standard of Care utilizing establishedexpense reimbursement policy. technologies and standards excluding new or emerging technologies unless CEC may, but is not required to, undertake an investigation to locate any agreed to by both parties in writing. utilities, structures or materials as CEC deems prudent. Such investigation by CEC shall not impose any additional obligation or liabilities on CEC and 6. SAMPLE DISPOSAL CLIENT agrees that such investigation, if undertaken, is for CEC's convenience CEC will provide storage for samples collected for sixty ( 60) days. Further only. storage or transfer of samples can be made at CLIENT's expense and upon prior written request. The CLIENT recognizes that subsurface conditions may vary from those observed at locations where borings, surveys, or explorations are made, and that 7. SAFETY/CONSTRUCTION OBSERVATION site conditions may change with time. Data, interpretation, and CLIENT, its contractor or other representatives shall be solely responsible for recommendations by CEC will be based solely on information available to CEC. working conditions on the site, including compliance with OSHA regulations CEC is responsible for the data, interpretations, and recommendations based on and safety ofall persons and property during the performance of the work. CEC its services, but will not be responsible for other parties' interpretations or use of will not be responsible for means, methods, techniques, sequences or procedures the information developed. of construction including, but not limited to safety. 4. BIOLOGICAL POLLUTANTS, HAZARDOUS MATERIALS AND If CEC is retained by the CLIENT to provide a site representative for the purpose HAZARDOUS CONDITIONS of observing specific portions of any construction work as set forth in the CLIENT warrants that a reasonable effort to investigate and inform CEC of PROPOSAL, CEC will report observations and professional opinions. CEC's known or suspected Biological Pollutants, Hazardous Materials and hazardous presence on the site does not in any way guarantee the completion or quality of conditions on or near the site has been made by the CLIENT. The term the performance of the work by any party retained by the CLIENT to provide "Biological Pollutants" includes, but is not limited to, molds, fungi, spores, construction related services. CEC does not have the duty to reject or stop work bacteria, and viruses, and the by-product of any such biological organisms. The of CLIENT or its agents unless contractually obligated. term "Hazardous Materials" shall mean any toxic substances, chemicals, 8. BILLINGANDPAYMENTSpollutants, or other materials, in whatever form or state, including but not limited to smoke, vapors, soot, fumes, acids, alkalis, minerals, toxic chemicals, liquids, 8.1. General: Invoices will be submitted in accordance with the provisions gases or any other material, irritant, contaminant or pollutant, that is known or outlined in the PROPOSAL. Payment is due from CLIENT thirty (30) days suspected to adversely affect the health and safety of humans or of animal or from the invoice date. If a retainer or pre-payment is required by the plant organisms, or which are known or suspected to impair the environment in PROPOSAL, payment must be received by CEC prior to commencement of any way whatsoever. Hazardous Materials shall also include, but not be limited services. Payment shall be made as follows: to, those substances defined, designated, or listed in Section 404 of the Solid Electronic Payment: Waste Disposal Act (42 USC Subsection 6903); Section 9601(14) of the PNC Bank, Pittsburgh, PA 15222 Comprehensive Environmental Response, Compensation and Liability Act (42 PNC Bank Routing #043000096 USC Subsection 9601(14)); as listed or designated under Sections 1317 and CEC Account #2272405 1321(b)(2)(a) of the Title 33 (33 USC Subsections 1317 and 132l(b)(2)(a)); or SWIFT & BIC Code: PNCCUS33 as defined, designated, or listed under any other federal, state, or local law, Remittance Detail: accountsreceivable@cecinc.com regulation or ordinance concerning hazardous wastes, toxic substances, or Lockbox (regular mail):pollutants. Civil & Environmental Consultants, Inc. CEC PROFESSIONAL SERVICES (Rev. I, 3/1/22) ===== PDF PAGE 40 ===== [Extraction: embedded PDF text] I.. Civil & Environmental Consultants, Inc. Civil & Environmental Consultants, Inc. 13. TERMINATION P.O. Box 644246 This AGREEMENT may be terminated by either party seven (7) days after Pittsburgh, PA 15264-4246 written notice: i) in the event of breach of any provision of this AGREEMENT; Any retainer shall be applied to the final invoice and unused funds, if any, ii) if the CLIENT suspends the work for more than three (3) months in the returned to CLIENT. In the event CLIENT fails to pay CBC within thirty (30) aggregate; or iii) for CLIENT or CEC's convenience. In the event of termination days of invoice, CLIENT agrees that CEC will have the right to suspend for suspension or convenience, CBC will be paid for services performed prior to performance of services after written notice to CLIENT. CEC will be entitled the date of termination plus reasonable termination and demobilization to interest of one and one half percent (1.5%) per month for past due amounts. expenses, including, but not limited to the cost of completing analyses, records CEC will be entitled to collect for time and expenses (per CEC's current fee and reports necessary to document job status at the time of termination. schedules), attorneys' fees and other costs incurred by CEC for collection of past 14. GOVERNINGLAWdue amounts. The law of the Commonwealth of Pennsylvania will govern the validity of these Our PROPOSAL does not include gross receipts taxes, business or occupation TERMS and the AGREEMENT, their interpretation and performance. If any of taxes or assessments that the municipality where the project is located may the provisions contained in these TERMS and the AGREEMENT are held assess upon CBC or its subcontractors. If such taxes are or become a liability of illegal, invalid, or unenforceable, the enforceability of the remaining provisions CEC, the CLIENT agrees to reimburse CBC at cost. will not be impaired. 8.2. Reimbursable Expenses: Direct non-salary expenses ( e.g. Travel, 15. DISPUTE RESOLUTION Equipment, SubcontractorsNend ors) will be billed according to the terms ofour 15.1. Notice of Dispute: Within fifteen (15) days of the occurrence of any PROPOSAL. incident, act, or omission upon which a claim for relief may be based, the party 8.3. Litigation Services: Iflitigation services are not part of the PROPOSAL to seeking relief shall serve the other party with a written notice specifying the which these TERMS are attached and are requested by CLIENT, the scope and nature of the relief sought, the amount of relief sought, a description of the fee schedule for the requested litigation services will be identified in a separate reason relief should be granted, and the provisions of this AGREEMENT that PROPOSAL. CLIENT shall reimburse CBC for costs incurred in responding to authorize the relief requested. subpoenas or other legal requests related to the services provided by CBC under 15.2. Meet and Confer: Within ten (10) days ofreceipt of the Notice of Dispute, this AGREEMENT. the parties shall meet and confer in a good faith attempt to resolve the dispute. 8.4. Design Build: If CLIENT requests CBC to perform design-build services, Participants in the meet and confer must have the authority to enter into a such services will be performed in accordance with separate TERMS and a binding resolution on behalf of each party. PROPOSAL for such design-build services. 15.3. Jurisdiction and Venue: After completion of the meet and confer, either party may proceed to litigation. CEC and CLIENT agree that any court of record9. CHANGES in Allegheny County, Pennsylvania, shall have the exclusive jurisdiction and 9.1. Changes: Upon a change in CEC's scope of services or discovery of venue over any claims relating to or arising under this AGREEMENT. unforeseen conditions, or any direction or instruction outside of the 15.4. Waiver of Jury Trial: THE PARTIES AGREE AND IRREVOCABLYPROPOSAL, CBC will provide CLIENT with the estimated cost of performing WAIVE THEIR RIGHT TO TRIAL BY JURY IN ANY ACTION, DISPUTE,the change and any change in the AGREEMENT schedule. Prior to CBC being PROCEEDING OR SUIT RELATING DIRECTLY OR INDIRECTLY TOrequired to implement the change, CLIENT shall authorize the requested change THIS AGREEMENT OR THE PROJECT.either verbally or in writing amending the AGREEMENT price and schedule. 16. ASSIGNMENT 9.2. Unauthorized Changes: If changes are made in CEC work products by CLIENT and CEC each binds itself and its successors and assigns to the otherCLIENT or persons other than CEC, any and all liability against CEC arising and its successors and assigns with respect to all covenants of thisout of such changes is waived and CLIENT assumes full responsibility for such AGREEMENT. Neither CLIENT nor CBC shall assign, sublet or transfer anychanges unless CLIENT has given us prior notice and has received written rights under or interest in this AGREEMENT without the prior written consentconsent from CBC for such changes. of the other party. This section shall not, however, apply to subrogation rights 10. DELAYS (if any) of any insurer of either party. Delays not due to CEC shall result in an extension of the schedule equivalent to 17. OWNERSIDPthe length of delay. If such delays result in additional costs to CBC, the AGREEMENT price shall be equitably adjusted by the amount of such CBC shall have title to all drawings, specifications or other documents ("WORK additional costs. PRODUCT") furnished to CLIENT and intended for use in connection with projects under this AGREEMENT. CLIENT is granted a limited license to use 11. INSURANCE and reproduce the WORK PRODUCT prepared by CBC for use in the execution CEC will maintain Workmen's Compensation Iosurance as required by state of the project(s) under this AGREEMENT. The WORK PRODUCT is not to law, General Liability Insurance for bodily injury and property damage with a be used by CLIENT or other contractors, subcontractors, or material suppliers limit of $1,000,000 per occurrence and an aggregate limit of $2,000,000 and on other projects without the express written consent of CBC. Automobile Liability with a limit of $1,000,000. Professional liability will be 18. FILE RETENTIONprovided with a limit of $1,000,000 per claim and $1,000,000 in the aggregate, if applicable. CLIENT and/or the property owner will be listed as additional Upon conclusion of the project, CEC's file on the project will be closed and may insured for General Liability Insurance upon CLIENT's written request. be sent offsite for storage. Unless CLIENT requests a longer retention period in writing, CBC reserves the right to destroy all file information seven (7) years 12. ALLOCATION OF RISK after the project is closed. 12.1. Limitation of Remedies: CLIENT agrees to limit CEC's liability for any 19. SURVIVALclaim arising from, or alleged to arise from any acts, errors or omissions in the performance of services under this AGREEMENT, whether such claim is based In the event of termination, cancellation or avoidance of this AGREEMENT, in negligence, breach of contract, or other legal theory to an aggregate limit of the terms and conditions of Articles 3 (Site Access, Site Conditions and the amount of fees paid to CEC under this AGREEMENT, or $50,000, Subsurface Features), 4 (Biological Pollutants, Hazardous Materials and whichever is greater, except for CEC's willful misconduct or gross negligence. Hazardous Conditions), 5 (Evolving Technologies), ll (losurance), 12 (Allocation of Risk), 14(Goveming Law), and 15 (Dispute Resolution) shall12.2. Waiver of Consequential Damages: CBC and CLIENT agree to waive any survive termination of the AGREEMENT.claim against each other for consequential, incidental, special or punitive damages. END OF TERMS 12.3. Indemnification: CBC shall indemnify and hold harmless CLIENT from and against any and all claims, damages, or liability to the extent caused by the negligent performance of services under this AGREEMENT by CBC, including injuries to employees of CBC. Civil & Environmental Consultants, Inc. CBC PROFESSIONAL SERVICES (Rev. I, 3/1/22)