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Home My WebLink About119-25 RESOLUTION113 West Mountain Street Fayetteville, AR 72701 (479) 575-8323 Resolution: 119-25 File Number: 2025-533 CAROLLO ENGINEERS, INC. (SERVICE AGREEMENT): A RESOLUTION TO APPROVE AN AGREEMENT WITH CAROLLO ENGINEERS, INC. IN AN AMOUNT NOT TO EXCEED $176,358.00 FOR THE 2025 WATER AND SEWER RATE AND IMPACT FEE STUDIES, TO APPROVE A PROJECT CONTINGENCY IN THE AMOUNT OF $20,000.00, AND TO APPROVE A BUDGET ADJUSTMENT WHEREAS, the City needs an updated study for water and sewer rates due to the rising cost of wholesale water purchased from Beaver Water District and increased capital expenses related to the recently completed Noland WRRF Facilities Master Plan; and WHEREAS, the City's water and sewer impact fees are outdated and need to be re -calculated in conjunction with the rate study. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1: That the City Council of the City of Fayetteville, Arkansas hereby authorizes Mayor Rawn to sign an agreement with Carollo Engineers, Inc. in an amount not to exceed $176,358.00 for the 2025 Water and Sewer Rate and Impact Fee Studies, and further approves a project contingency in the amount of $20,000.00. Section 2: That the City Council of the City of Fayetteville, Arkansas hereby approves a budget adjustment, a copy of which is attached to this Resolution. PASSED and APPROVED on May 6, 2025 Approved: Nq �0� Attest: �q hG'oi GOP.. Molly Rawn, Mayor Kara Paxton, City Clerk Treasurer Page 1 CITY OF FAYETTEVILLE ARKANSAS MEETING OF MAY 6, 2025 TO: Mayor Rawn and City Council THRU: Keith Macedo, Interim Chief of Staff FROM: Tim Nyander, Utilities Director CITY COUNCIL MEMO SUBJECT: CAROLLO ENGINEERS, INC. (SERVICE AGREEMENT): RECOMMENDATION: 2025-533 Staff recommends approval of an agreement with Carollo Engineers, Inc. in an amount not to exceed $176,358.00 for the 2025 Water and Sewer Rate and Impact Fee Studies, approval of a contingency in the amount of $20,000.00, and approval of a budget adjustment. BACKGROUND: The City of Fayetteville needs an updated rate study for Water and Sewer rates due to rising cost of wholesale water purchased from Beaver Water District and due to increased capital expenses related with the recently completed Noland WRRF Facilities Master Plan. Furthermore, the City's water and sewer Impact Fees are outdated and need to be re -calculated in conjunction with the rate study. DISCUSSION: Interviews and a formal selection committee were held on March 31, 2025 for RFP 25-02. Carollo Engineers, Inc. was selected to perform the Water & Sewer rate and impact fee studies for the City of Fayetteville. The detailed scope of work is outlined in the attached contract appendix. Staff recommends approval of the professional engineering services agreement with Carollo Engineers, Inc. in an amount not to exceed $176,358.00, and approval of a contingency in the amount of $20,000.00. BUDGET/STAFF IMPACT: A budget adjustment is attached to move funds from the Sanitary Sewer Rehabilitation account into the Water & Sewer Rate/Operations Study account to cover the cost of the rate study. The impact fees update portion of the study will be paid from Sales Tax Capital Fund, project 25002.2025. ACCOUNT PROJECT AMOUNT 5400.720.1840-5314.00 02064.1 $140,996 4470.090.8900-5314.00 25002.2025 $35,362 TOTAL $176,358 Mailing address: 113 W. Mountain Street www.fayetteville-ar.gov Fayetteville, AR 72701 ATTACHMENTS: SRF (#3) , BA (#4), Agreement (#5) Mailing address: 113 W. Mountain Street www.fayetteville-ar.gov Fayetteville, AR 72701 == City of Fayetteville, Arkansas y 113 West Mountain Street Fayetteville, AR 72701 (479)575-8323 - Legislation Text File #: 2025-533 CAROLLO ENGINEERS, INC. (SERVICE AGREEMENT): A RESOLUTION TO APPROVE AN AGREEMENT WITH CAROLLO ENGINEERS, INC. IN AN AMOUNT NOT TO EXCEED $176,358.00 FOR THE 2025 WATER AND SEWER RATE AND IMPACT FEE STUDIES, TO APPROVE A PROJECT CONTINGENCY IN THE AMOUNT OF $20,000.00, AND TO APPROVE A BUDGET ADJUSTMENT WHEREAS, the City needs an updated study for water and sewer rates due to the rising cost of wholesale water purchased from Beaver Water District and increased capital expenses related to the recently completed Noland WRRF Facilities Master Plan; and WHEREAS, the City's water and sewer impact fees are outdated and need to be re -calculated in conjunction with the rate study. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1: That the City Council of the City of Fayetteville, Arkansas hereby authorizes Mayor Rawn to sign an agreement with Carollo Engineers, Inc. in an amount not to exceed $176,358.00 for the 2025 Water and Sewer Rate and Impact Fee Studies, and further approves a project contingency in the amount of $20,000.00. Section 2: That the City Council of the City of Fayetteville, Arkansas hereby approves a budget adjustment, a copy of which is attached to this Resolution. Page 1 Tim Nyander Submitted By City of Fayetteville Staff Review Form 2025-533 Item ID 5/6/2025 City Council Meeting Date - Agenda Item Only N/A for Non -Agenda Item 4/16/2025 WATER SEWER (720) Submitted Date Division / Department Action Recommendation: Staff recommends approval of an agreement with Carollo Engineers, Inc. in an amount not to exceed $176,358.00 for the 2025 Water and Sewer Rate and Impact Fee Studies, approval of a project contingency in the amount of $20,000.00, and approval of a budget adjustment. Budget Impact: 5400.720.1840-5314.00 4470.090.8900-5314.00 Water and Sewer Sales Tax Capital Account Number Fund 02064.1 Water & Sewer Rate/Operations Study 25002.2025 Impact Fee Update Study Project Number Budgeted Item? Yes Does item have a direct cost? Yes Is a Budget Adjustment attached? Yes Purchase Order Number: Change Order Number: Original Contract Number: Comments: Item cost includes contingency. Total Amended Budget Expenses (Actual+Encum) Available Budget Item Cost Budget Adjustment Remaining Budget Project Title $ 286,921.00 $ 6,045.75 280,875.25 $ 196,358.00 $ 57,121.00 e. 141,638.25 Previous Ordinance or Resolution # Approval Date: V20221130 City of Fayetteville, Arkansas - Budget Adjustment (Agenda) Budget Year Division Adjustment Number WATER SEWER (720) /Org2 2025 Requestor: Cheryl Partain BUDGET ADJUSTMENT DESCRIPTION / JUSTIFICATION: A Budget Adjustment is needed in the Water and Sewer Rate/Operations Study project to cover the cost for the 2025 Water and Sewer Rate and Impact Fee Studies to be done by Carollo Engineers, Inc. Budgeted funds will be moved from the Sanitary Sewer Rehabiliation project. COUNCIL DATE: 5/6/2025 ITEM ID#: 2025-533 Holly Black gl7&12025 9: q6' Aln RESOLUTION/ORDINANCE Budget Division Date TYPE: D - (City Council) JOURNAL #: GLDATE: CHKD/POSTED: TOTAL Account Number - - Increase / (Decrease) Expense Revenue Project.Sub# Project Sub.Detl AT v.2025411 Account Name 5400.720.1840-5314.00 60,121 - 02064 1 EX Professional Services 5400.720.1840-5911.04 5400.720.1840-5801.00 20,000 - (23,000) - 02064 02064 1 EX 1 EX Contingency - Operating - Svcs/Chgs Fixed Assets 5400.720.5700-5815.00 (57,121) - 02017 1 EX Improvements - Sewer I of 1 AGREEMENT For PROFESSIONAL SERVICES Between CITY OF FAYETTEVILLE, ARKANSAS And CAROLLO ENGINEERS, INC. THIS AGREEMENT is made as of May 6 , 20255 by and between City of Fayetteville, Arkansas, acting by and through its Mayor (hereinafter called CITY OF FAYETTEVILLE) and CAROLLO ENGINEERS, INC. (hereinafter called CONSULTANT). CITY OF FAYETTEVILLE requires professional services in connection with the Water and Sewer Rate and Impact Fee Studies. Therefore, CITY OF FAYETTEVILLE and CONSULTANT in consideration of their mutual covenants agree as follows: CONSULTANT shall serve as CITY OF FAYETTEVILLE's professional consultant in those assignments to which this Agreement applies and shall give consultation and advice to CITY OF FAYETTEVILLE during the performance of CONSULTANT's services. All services shall be performed under the direction of a professional qualified in the particular field. SECTION 1- AUTHORIZATION OF SERVICES 1.1 Services on any assignment shall be undertaken only upon written Authorization of CITY OF FAYETTEVILLE and agreement of CONSULTANT. 1.2 Assignments may include services described hereafter as Basic Services or as Additional Services of CONSULTANT. 1.3 Changes, modifications or amendments in scope, price or fees to this contract shall not be allowed without a formal contract amendment approved by the Mayor and the City Council in advance of the change in scope, costs, fees, or delivery schedule. SECTION 2 - BASIC SERVICES OF CONSULTANT 2.1 Perform professional services in connection with the Project as hereinafter stated. 2.1.1 The Scope of Services to be furnished by CONSULTANT during the Project is included in Appendix A attached hereto and made part of this Agreement. 2.2 CONSULTANT shall coordinate their activities and services with the CITY OF FAYETTEVILLE. CONSULANT and CITY OF FAYETTEVILLE agree that CONSULTANT has full responsibility for the services. SECTION 3 - RESPONSIBILITIES OF CITY OF FAYETTEVILLE 3.1 CITY OF FAYETTEVILLE shall, within a reasonable time, so as not to delay the services of CONSULTANT. 3.1.1 Provide full information as to CITY OF FAYETTEVILLE's requirements for the Project. 3.1.2 Assist CONSULTANT by placing at CONSULTANT's disposal all available information pertinent to the assignment including previous reports and any other data relative thereto, which CONSULANT shall be entitled to use and reasonably rely upon, in accordance with the standard of care delineated in Section 6.2.1. 3.1.3 Assist CONSULTANT in obtaining access to property reasonably necessary for CONSULTANT to perform its services under this Agreement. 3.1.4 Examine all studies, reports, sketches, cost opinions, proposals, and other documents presented by CONSULTANT and render in writing decisions pertaining thereto. 3.1.5 The Utilities Director is the CITY OF FAYETTEVILLE's project representative with respect to the services to be performed under this Agreement. The Utilities Director shall have complete authority to transmit instructions, receive information, interpret and define CITY OF FAYETTEVILLE's policies and decisions with respect to materials, equipment, elements and systems to be used in the Project, and other matters pertinent to the services covered by this Agreement. 3.1.6 CITY OF FAYETTEVILLE and/or its representative will review all documents and provide written comments to CONSULTANT in a timely manner. SECTION 4 - PERIOD OF SERVICE 4.1 This Agreement will become effective upon the first written notice by CITY OF FAYETTEVILLE authorizing services hereunder. 4.2 The provisions of this Agreement have been agreed to in anticipation of the orderly progress of the Project through completion of the services stated in the Agreement. CONSULTANT will proceed with providing the authorized services immediately upon receipt of written authorization from CITY OF FAYETTEVILLE. Said authorization shall include the scope of the services authorized and the time in which the services are to be completed. The anticipated schedule for this project is included as Appendix A. SECTION 5 - PAYMENTS TO CONSULTANT 5.1 The maximum not -to -exceed amount authorized for this Agreement is $176,358.00. The CITY OF FAYETTEVILLE shall compensate CONSULTANT based on a Unit Price basis as described in Appendix A. 5.2 Statements 5.2.1 Monthly statements for each calendar month shall be submitted to CITY OF FAYETTEVILLE or such parties as CITY OF FAYETTEVILLE may designate for professional services consistent with CONSULTANT's normal billing schedule. Once established, the billing schedule shall be maintained throughout the duration of the Project. Carollo Engineers, Inc. 2 Applications for payment shall be made in accordance with a format to be developed by CONSULTANT and approved by CITY OF FAYETTEVILLE. Applications for payment shall be accompanied each month by the updated project schedule as the basis for determining the value earned as the work is accomplished. Final payment for professional services shall be made upon CITY OF FAYETTEVILLE's approval and acceptance with the satisfactory completion of the study and report for the Project. 5.3 Payments 5.3.1 All statements are payable upon receipt and due within thirty (30) days. If a portion of CONSULTANT's statement is disputed by CITY OF FAYETTEVILLE, the undisputed portion shall be paid by CITY OF FAYETTEVILLE by the due date. CITY OF FAYETTEVILLE shall advise CONSULTANT in writing of the basis for any disputed portion of any statement. CITY OF FAYETTEVILLE will make reasonable effort to pay invoices within 30 days of date the invoice is approved, however, payment within 30 days is not guaranteed. 5.4 Final Payment 5.4.1 Upon satisfactory completion of the work performed under this Agreement, as a condition before final payment under this Agreement, or as a termination settlement under this Agreement, CONSULTANT shall execute and deliver to CITY OF FAYETTEVILLE a release of all claims against CITY OF FAYETTEVILLE arising under or by virtue of this Agreement, except claims which are specifically exempted by CONSULTANT to be set forth therein. Unless otherwise provided in this Agreement or by State law or otherwise expressly agreed to by the parties to this Agreement, final payment under this Agreement or settlement upon termination of this Agreement shall not constitute a waiver of CITY OF FAYETTEVILLE's claims against CONSULTANT or his sureties under this Agreement or applicable performance and payment bonds, if any. SECTION 6 - GENERAL CONSIDERATIONS 6.1 Insurance 6.1.1 During the course of performance of these services, CONSULTANT will maintain (in United States Dollars) the following minimum insurance coverages: Type of Coverage Workers' Compensation Employers' Liability Commercial General Liability Bodily Injury and Property Damage Automobile Liability: Bodily Injury and Property Damage Professional Liability Insurance Limits of Liability Statutory $500,000 Each Accident $1,000,000 Combined Single Limit $1,000,000 Combined Single Limit $1,000,000 Each Claim Carollo Engineers, Inc. CONSULTANT will provide to CITY OF FAYETTEVILLE certificates as evidence of the specified insurance within ten days of the date of this Agreement and upon each renewal of coverage. 6.1.2 CITY OF FAYETTEVILLE and CONSULTANT waive all rights against each other and their officers, directors, agents, or employees for damage covered by property insurance during and after the completion of CONSULTANT's services. 6.2 Professional Responsibility 6.2.1 CONSULTANT will exercise reasonable skill, care, and diligence in the performance of CONSULTANT's services and will carry out its responsibilities in accordance with customarily accepted professional practices, by exercising the skill and ability ordinarily required of professionals performing the same or similar services, under the same or similar circumstances, in the State of Arkansas. CITY OF FAYETTEVILLE will promptly report to CONSULTANT any defects or suspected defects in CONSULTANT's services of which CITY OF FAYETTEVILLE becomes aware, so that CONSULTANT can take measures to minimize the consequences of such a defect. CITY OF FAYETTEVILLE retains all remedies to recover for its damages, except as otherwise noted below, to the extent caused by any negligence of CONSULTANT. 6.3 Estimates and Projections 6.3.1 In providing opinions of cost, financial analyses, economic feasibility projections, schedules, and quantity and/or quality estimates for potential projects, CONSULTANT has no control over cost or price of labor and material; unknown or latent conditions of existing equipment or structures that may affect operation and maintenance costs; competitive bidding procedures and market conditions; time or quality of performance of third parties; quality, type, management, or direction of operating personnel; the incoming water quality and/or quantity; the way CITY OF FAYETTEVILLE's plant(s) and/or associated processes are operated and/or maintained; and other economic and operational factors that may materially affect the ultimate project elements, including, but not limited to, cost or schedule. Therefore, CONSULTANT makes no warranty that the CITY OF FAYETTEVILLE's actual project costs, financial aspects, economic feasibility, schedules, and/or quantities or quality realized will not vary from CONSULTANT's opinions, analyses, projections, or estimates.. 6.4 Changes 6.4.1 CITY OF FAYETTEVILLE shall have the right to make changes within the general scope of CONSULTANT's services, with an appropriate change in compensation and schedule only after Fayetteville City Council approval of such proposed changes and, upon execution of a mutually acceptable amendment or change order signed by the Mayor of the CITY OF FAYETTEVILLE and the duly authorized officer of CONSULTANT. 6.5 Termination 6.5.1 This Agreement may be terminated in whole or in part in writing by either party in the event of substantial failure by the other party to fulfill its obligations under this Agreement through no fault of the terminating party, provided that no termination may be effected unless the other party is given: Carollo Engineers, Inc. 4 6.5.1.1 Not less than ten (10) calendar days written notice (delivered by certified mail, return receipt requested) of intent to terminate, 6.5.1.2 An opportunity for consultation with the terminating party prior to termination. 6.5.2 This Agreement may be terminated in whole or in part in writing by CITY OF FAYETTEVILLE for its convenience, provided that CONSULTANT is given: 6.5.2.1 Not less than ten (10) calendar days written notice (delivered by certified mail, return receipt requested) of intent to terminate, 6.5.2.2 An opportunity for consultation with the terminating party prior to termination. 6.5.3 If termination for default is effected by CITY OF FAYETTEVILLE, an equitable adjustment in the price provided for in this Agreement shall be made, but 6.5.3.1 No amount shall be allowed for anticipated profit on unperformed services or other work, 6.5.3.2 Any payment due to CONSULTANT at the time of termination may be adjusted to cover any additional costs to CITY OF FAYETTEVILLE because of CONSULTANT's default. 6.5.4 If termination for default is effected by CONSULTANT, or if termination for convenience is effected by CITY OF FAYETTEVILLE, the equitable adjustment shall include a reasonable profit for services or other work performed. The equitable adjustment for any termination shall provide for payment to CONSULTANT for services rendered and expenses incurred prior to the termination, in addition to termination settlement costs reasonably incurred by CONSULTANT relating to commitments which had become firm prior to the termination. 6.5.5 Upon receipt of a termination action under Paragraphs 6.5.1 or 6.5.2 above, CONSULTANT shall: 6.5.5.1 Promptly discontinue all affected work (unless the notice directs otherwise), 6.5.5.2 Deliver or otherwise make available to CITY OF FAYETTEVILLE all data, drawings, specifications, reports, estimates, summaries and such other information and materials as may have been accumulated by CONSULTANT in performing this Agreement, whether completed or in process. 6.5.6 Upon termination under Paragraphs 6.5.1 or 6.5.2 above CITY OF FAYETTEVILLE may take over the work and may award another party an agreement to complete the work under this Agreement. 6.5.7 If, after termination for failure of CONSULTANT to fulfill contractual obligations, it is determined that CONSULTANT had not failed to fulfill contractual obligations, the termination shall be deemed to have been for the convenience of CITY OF FAYETTEVILLE. In such event, adjustments of the agreement price shall be made as provided in Paragraph 6.5.4 of this clause. Carollo Engineers, Inc. 6.6 Delays 6.6.1 In the event the services of CONSULTANT are suspended or delayed by CITY OF FAYETTEVILLE or by other events beyond CONSULTANT's reasonable control, CONSULTANT shall be entitled to additional compensation and time for reasonable costs incurred by CONSULTANT in temporarily closing down or delaying the Project. 6.7 Rights and Benefits 6.7.1 CONSULTANT's services will be performed solely for the benefit of CITY OF FAYETTEVILLE and not for the benefit of any other persons or entities. No person or entity not a signatory to this Agreement shall be entitled to rely on CONSULTANT's performance of its services hereunder, and no right to assert a claim against CONSULTANT by assignment of indemnity rights or otherwise shall accrue to a third party as a result of this Agreement or the performance of CONSULTANT's services hereunder. 6.8 Dispute Resolution 6.8.1 Scope of Paragraph: The procedures of this Paragraph shall apply to any and all disputes between CITY OF FAYETTEVILLE and CONSULTANT which arise from, or in any way are related to, this Agreement, including, but not limited to the interpretation of this Agreement, the enforcement of its terms, any acts, errors, or omissions of CITY OF FAYETTEVILLE or CONSULTANT in the performance of this Agreement, and disputes concerning payment. 6.8.2 Exhaustion of Remedies Required: No action may be filed unless the parties first negotiate. If timely Notice is given under Paragraph 6.8.3, but an action is initiated prior to exhaustion of these procedures, such action shall be stayed, upon application by either party to a court of proper jurisdiction, until the procedures in Paragraphs 6.8.3 and 6.8.4 have been complied with. 6.8.3 Notice of Dispute 6.8.3.1 For disputes arising prior to the making of final payment promptly after the occurrence of any incident, action, or failure to act upon which a claim is based, the party seeking relief shall serve the other party with a written Notice. 6.8.3.2 For disputes arising within one year after the making of final payment, CITY OF FAYETTEVILLE shall give CONSULTANT written Notice at the address listed in Paragraph 6.14 within thirty (30) days after occurrence of any incident, accident, or first observance of defect or damage. In both instances, the Notice shall specify the nature and amount of relief sought, the reason relief should be granted, and the appropriate portions of this Agreement that authorize the relief requested. 6.8.4 Negotiation: Within seven days of receipt of the Notice, the Project Managers for CITY OF FAYETTEVILLE and CONSULTANT shall confer in an effort to resolve the dispute. If the dispute cannot be resolved at that level, then, upon written request of either side, the matter shall be referred to the President of CONSULTANT and the Mayor of CITY OF FAYETTEVILLE or his designee. These officers shall meet at the Project Site or such other location as is agreed upon within 30 days of the written request to resolve the dispute. Carollo Engineers, Inc. 6 6.9 CITY OF FAYETTEVILLE represents that it has sufficient funds or the means of obtaining funds to remit payment to CONSULTANT for services rendered by CONSULTANT. 6.10 Publications 6.10.1 Recognizing the importance of professional development on the part of CONSULTANT's employees and the importance of CONSULTANT's public relations, CONSULTANT may prepare publications, such as technical papers, articles for periodicals, and press releases, pertaining to CONSULTANT's services for the Project. Such publications will be provided to CITY OF FAYETTEVILLE in draft form for CITY OF FAYETTEVILLE's advance review. CITY OF FAYETTEVILLE shall review such drafts promptly and provide CITY OF FAYETTEVILLE's comments to CONSULTANT CITY OF FAYETTEVILLE may require deletion of proprietary data or confidential information from such publications, but otherwise CITY OF FAYETTEVILLE will not unreasonably withhold approval. The cost of CONSULTANT's activities pertaining to any such publication shall be for CONSULTANT's account. 6.11 Indemnification 6.11.1 CONSULTANT shall indemnify and hold harmless the CITY OF FAYETTEVILLE from and against, liability, loss, damage or expense, including but not limited to reasonable counsel fees, to the extent caused by CONSULTANT's negligent performance of the services required hereunder.. 6.11.2 CONSULTANT shall not be responsible for warranties, guarantees, fitness for a particular purpose, breach of fiduciary duty, loss of anticipated profits or for economic, incidental, liquidated, or consequential damages to the CITY OF FAYETTEVILLE or any third party arising out of breach of contract, delay, termination, or for any other reason whatsoever. Additionally, CONSULTANT shall not be responsible for acts and decisions of third parties, including governmental agencies, other than CONSULTANT's subconsultants, that impact project completion and/or success. Notwithstanding any contrary provision hereunder. CONSULTANT's overall liability hereunder shall be limited to the compensation paid by the CITY OF FAYETTEVILLE to CONSULTANT for the services provided hereunder. 6.11.3 CONSULTANT's services hereunder do not include providing legal advice and/or a legal determination as to whether current rates and/or proposed future rates are in accordance with ACA 14-56-103 and/or any other law and/or regulation related thereto. 6.12 Ownership of Documents 6.12.1 All documents provided by CITY OF FAYETTEVILLE including original drawings, CAD drawings, estimates, field notes, and project data are and remain the property of CITY OF FAYETTEVILLE. CONSULTANT may retain reproduced copies of drawings and copies of other documents. 6.12.2 Documents, computer models, drawings, specifications and other hard copy or electronic media prepared by CONSULTANT as part of the Services shall become the property of CITY OF FAYETTEVILLE when CONSULTANT has been compensated for all Services rendered, provided, however, that CONSULTANT shall have the unrestricted right to their use. CONSULTANT shall, however, retain its rights in its standard drawings details, specifications, databases, computer software, and other proprietary property. Rights to Carollo Engineers, Inc. % intellectual property developed, utilized, or modified in the performance of the Services shall remain the property of CONSULTANT. 6.12.3 Any files delivered in electronic medium may not work on systems and software different than those with which they were originally produced. CONSULTANT makes no warranty as to the compatibility of these files with any other system or software. Because of the potential degradation of electronic medium over time, in the event of a conflict between the hard copies and the electronic files, the hard copies will govern. 6.13 Notices 6.13.1 Any Notice required under this Agreement will be in writing, addressed to the appropriate party at the following addresses: CITY OF FAYETTEVILLE's address: 113 West Mountain Street Fayetteville, Arkansas 72701 CONSULTANT's address: 2795 Mitchell Drive Walnut Creek, California 94598 Carollo Engineers, Inc. 8 6.14 Successor and Assigns 6.14.1 CITY OF FAYETTEVILLE and CONSULTANT each binds himself and his successors, executors, administrators, and assigns to the other party of this Agreement and to the successors, executors, administrators, and assigns of such other party, in respect to all covenants of this Agreement; except as above, neither CITY OF FAYETTEVILLE nor CONSULTANT shall assign, sublet, or transfer his interest in the Agreement without the written consent of the other. 6.15 Controlling Law 6.15.1 This Agreement shall be subject to, interpreted and enforced according to the laws of the State of Arkansas without regard to any conflicts of law provisions. 6.16 Entire Agreement 6.16.1 This Agreement represents the entire Agreement between CONSULTANT and CITY OF FAYETTEVILLE relative to the Scope of Services herein. Since terms contained in purchase orders do not generally apply to professional services, in the event CITY OF FAYETTEVILLE issues to CONSULTANT a purchase order, no preprinted terms thereon shall become a part of this Agreement. Said purchase order document, whether or not signed by CONSULTANT, shall be considered as a document for CITY OF FAYETTEVILLE's internal management of its operations. SECTION 7 - SPECIAL CONDITIONS 7.1 Additional Responsibilities of CONSULTANT 7.1.1 CITY OF FAYETTEVILLE's review, approval, or acceptance of design drawings, specifications, reports and other services furnished hereunder shall not in any way relieve CONSULTANT of responsibility for the technical adequacy of the work. Neither CITY OF FAYETTEVILLE's review, approval or acceptance of, nor payment for any of the services shall be construed as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement. 7.1.2 CONSULTANT shall be and shall remain liable, in accordance with applicable law, for all damages to CITY OF FAYETTEVILLE to the extent caused by CONSULTANT's negligent performance of any of the services furnished under this Agreement except for errors, omissions or other deficiencies to the extent attributable to CITY OF FAYETTEVILLE or CITY OF FAYETTEVILLE-furnished data. 7.1.3 CONSULTANT's obligations under this clause are in addition to CONSULTANT's other express or implied assurances under this Agreement or State law and in no way diminish any other rights that CITY OF FAYETTEVILLE may have against CONSULTANT for faulty materials, equipment, or work. 7.2 Remedies 7.2.1 Except as may be otherwise provided in this Agreement, all claims, counter -claims, disputes and other matters in question between CITY OF FAYETTEVILLE and CONSULTANT Carollo Engineers, Inc. 9 arising out of or relating to this Agreement or the breach thereof will be decided in a court of competent jurisdiction within Arkansas. 7.3 Audit: Access to Records 7.3.1 CONSULTANT shall maintain books, records, documents and other evidence directly pertinent to performance on work under this Agreement in accordance with generally accepted accounting principles and practices consistently applied in effect on the date of execution of this Agreement. CONSULTANT shall also maintain the financial information and data used by CONSULTANT in the preparation of support of the cost submission required for any negotiated agreement or change order and send to CITY OF FAYETTEVILLE a copy of the cost summary submitted. CITY OF FAYETTEVILLE, the State or any of their authorized representatives shall have access to all such books, records, documents and other evidence for the purpose of inspection, audit and copying during normal business hours. CONSULTANT will provide proper facilities for such access and inspection. 7.3.2 Records under Paragraph 7.3.1 above, shall be maintained and made available during performance on assisted work under this Agreement and until three years from the date of final payment for the project. In addition, those records which relate to any controversy arising out of such performance, or to costs or items to which an audit exception has been taken, shall be maintained and made available until three years after the date of resolution of such appeal, litigation, claim or exception. 7.3.3 This right of access clause (with respect to financial records) applies to: 7.3.3.1 Negotiated prime agreements: 7.3.3.2 Negotiated change orders or agreement amendments in excess of $10,000 affecting the price of any formally advertised, competitively awarded, fixed price agreement: 7.3.3.3 Agreements or purchase orders under any agreement other than a formally advertised, competitively awarded, fixed price agreement. However, this right of access does not apply to a prime agreement, lower tier subagreement or purchase order awarded after effective price competition, except: 7.3.3.3.1 With respect to record pertaining directly to subagreement performance, excluding any financial records of CONSULTANT; 7.3.3.3.2 If there is any indication that fraud, gross abuse or corrupt practices may be involved; 7.3.3.3.3 If the subagreement is terminated for default or for convenience. 7.4 Covenant Against Contingent Fees 7.4.1 CONSULTANT warrants that no person or selling agency has been employed or retained to solicit or secure this Agreement upon an agreement of understanding for a commission, percentage, brokerage or continent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by CONSULTANT for the purpose of securing business. For breach or violation of this warranty, CITY OF FAYETTEVILLE shall have the right to annul this Agreement without liability or at its discretion, to deduct from the Carollo Engineers, Inc. 10 contract price or consideration, or otherwise recover, the full amount of such commission, percentage, brokerage, or contingent fee. 7.5 Gratuities 7.5.1 If CITY OF FAYETTEVILLE finds after a notice and hearing that CONSULTANT or any of CONSULTANT's agents or representatives, offered or gave gratuities (in the form of entertainment, gifts or otherwise) to any official, employee or agent of CITY OF FAYETTEVILLE, in an attempt to secure an agreement or favorable treatment in awarding, amending or making any determinations related to the performance of this Agreement, CITY OF FAYETTEVILLE may, by written notice to CONSULTANT terminate this Agreement. CITY OF FAYETTEVILLE may also pursue other rights and remedies that the law or this Agreement provides. However, the existence of the facts on which CITY OF FAYETTEVILLE bases such finding shall be in issue and may be reviewed in proceedings under the Remedies clause of this Agreement. 7.5.2 In the event this Agreement is terminated as provided in Paragraph 7.5.1, CITY OF FAYETTEVILLE may pursue the same remedies against CONSULTANT as it could pursue in the event of a breach of the Agreement by CONSULTANT As a penalty, in addition to any other damages to which it may be entitled by law, CITY OF FAYETTEVILLE may pursue exemplary damages in an amount (as determined by CITY OF FAYETTEVILLE) which shall be not less than three nor more than ten times the costs CONSULTANT incurs in providing any such gratuities to any such officer or employee. 7.6 Arkansas Freedom of Information Act 7.6.1 City contracts and documents, including internal documents and documents of subcontractors and sub -consultants, prepared while performing City contractual work are subject to the Arkansas Freedom of Information Act (FOIA). If a Freedom of Information Act request is presented to the CITY OF FAYETTEVILLE, CONSULTANT will do everything possible to provide the documents in a prompt and timely manner as prescribed in the Arkansas Freedom of Information Act (A.C.A. §25-19-101 et seq.). Only legally authorized photocopying costs pursuant to the FOIA may be assessed for this compliance. IN WITNESS WHEREOF, CITY OF FAYETTEVILLE, ARKANSAS by and through its Mayor, and CONSULTANT, by its authorized officer have made and executed this Agreement as of the day and year first above written. CITY OF FAYETTEVILLE, ARKANSAS Mayor, Molly Rawn ATTEST: Ai7,Gr EVILLE �: ��FAYETT' "�yNCTON GOJr �. By: City Clerk Treasurer, Kara Paxton CAROLLO ENGINEERS, INC. By: Jennifer Ivey, P.E. cj Vice President END OF AGREEMENT FOR PROFESSIONAL SERVICES Carollo Engineers, Inc. l l C C peoft1i,% Engineers... Working Wonders With Water® April 15, 2025 Mr. Corey W. Granderson, P.E. Utilities Engineer City of Fayetteville, Arkansas 113 W Mountain Street Fayetteville, AR 72701 Subject: 2025 Water and Sewer Rate and Impact Fee Studies Scope of Work Dear Mr. Granderson: 903 East 104`h Street, Suite 230, Kansas City, Missouri 64131 P. 816-942-5027 The City of Fayetteville (City) requested that Carollo Engineers, Inc. (Consultant) prepare a scope of services and estimated level of effort forthe City's planned 2025 Water and Sewer Rate and Impact Fee Studies (Project). The Consultant has prepared the following scope of services and associated not to exceed fee estimate based on our understanding of the City's needs for the Project. If our understanding differs from your expectations, we are happy to adjust these tasks so that the end product and deliverables meet the City's needs. SCOPE OF SERVICES Task 1— Project Management and Coordination The Consultant will provide project management and coordination services to the City to keep the Project scope, schedule, and budget on track. The following services are included in this task: • Conduct a kickoff meeting to formalize lines of communication, finalize the project schedule, and confirm that project goals and objectives are clearly defined, delineated, and understood by all parties. The Consultant will also establish milestones for the project deliverables and discuss any data request items that require clarification. • Conduct virtual biweekly progress meetings with the City. A total of twelve (12) progress meetings have been assumed for this scope. • Attend two (2) meetings with the Water & Sewer Committee; one towards the beginning of the Project and one prior to meeting with City Council. Consultant shall have Project Manager (PM) in attendance in person, with other individuals participating virtually at these meetings. • Attend one (1) meeting with customer cities Mayors. Consultant shall have PM in attendance in person, with other individuals participating virtually at these meetings. • Attend one (1) meeting with representatives from the developer community. Consultant shall have PM in attendance in person, with other individuals participating virtually at these meetings. • Attend and present Project updates/findings at two (2) City Council meetings. Consultant shall have PM in attendance in person. • Prepare and submit invoices with progress summaries on a monthly basis. A total of six (6) invoices and progress summaries are assumed for this scope. Task 2 — Data Collection and Review The Consultant will gather and review necessary data to complete the Project from the City, including but not limited to: • Operation and maintenance budget and recent actuals • Debt service payment schedules and official statements • Most recent annual comprehensive financial report • Capital Improvement Plans (CIPs) • Most recent master plans • Three to five years of prior billing data • Historical water consumption and wastewater discharge Page 2 • Water peak demand data • Flow and strength data from wastewater treatment plants • Contracts/service agreements with wholesale customers Task 3 — Demand Analysis The Consultant will perform the following services in Task 3: • Compile a three- to five-year history of customer billing statistics in the same format as the City's rate structure. • Perform a revenue test to confirm the accuracy of the billing and statistical data by applying the historical rates to the respective billing data. • Determine if calculated revenues are within an acceptable margin of variance when compared to audited and reported base and volumetric rate revenues. • Utilize historical data to develop statistical projections, which will also consider changes in customer fixed and commodity charges. • Evaluate the City's growth projections and the impact of growth on customer demands. • Review historical water loss data and its impact on expenditures. Task 4 — Impact Fees Update The Consultant will perform the following services in Task 4: • Work with City staff to estimate available existing capacity and capacity added by growth -related projects. • Determine level of service demand per meter equivalent. • Calculate planned growth -related costs by: o Analyzing existing asset value to estimate the cost of available capacity in existing infrastructure. o Analyzing long-range CIP and identifying growth -related and non -growth -related projects. o Applying adjustments, as necessary, for contributions, grants, etc., if applicable. • Calculate unit cost of capacity forthe impact fees using the incremental methodology. • Apply unit costs to the current assessment schedules, and consider unit refinements (e.g. unit size, number of fixtures, geography) • Review and evaluate existing impact fee ordinance, including fee exemptions. • Determine the maximum allowable water and sewer impact fees and provide a five-year impact fee schedule that reflects the proportionality of the impact fees for various sizes and types of development. • Provide recommended changes to the impact fee ordinance and City policies regarding impact fee funded projects. Task 5 — Financial / Revenue Requirement Analysis The Consultant will develop a revenue requirements analysis for the water and sewer systems incorporating projected revenues, operations and maintenance (O&M) expenditures, CIP costs, and other policy driven financial needs such as reserves or debt coverage requirements. The basis of the projections will include but is not limited to the following information: • Current operating budgets and projections for future years • CIPs • Projected growth in customers and demands carollo.com Page 3 Debt obligations (current and future) Water loss impact on expenses Any other financial inputs as appropriate The Consultant will test the adequacy of revenues from rates for each year of the forecast to meet the City's operational, financial, and policy objectives. The following three tests will be included in this analysis: Cash Flow Needs — do revenues exceed expenses? Debt Coverage Test — does the revenue structure provide enough revenue to meet debt obligations? Reserve Funds Review— are operating and capital reserve fund balances projected to meet or exceed policy targets? The Consultant will review any shortcomings on these tests, and on other tests needed with the City, and create a financial and funding plan for a ten-year period. In addition, the Consultant will review the City's capital funding strategy for repair and replacement of assets and timing of future master planning efforts, forecast the feasibility of the current funding plan, and provide recommendations to the City based on industry best practices. Task 6 — Cost of Service Analysis The Consultant will identify and allocate net cost by service and class of customer to provide City staff with an understanding of how the rate structure supports full cost recovery. This task will also serve as a means to assess any cross -subsidies among existing charges of service. The analysis will follow the American Water Works Association (AWWA) and Water Environment Federation (WEF) methodologies. The cost allocation will functionalize revenue requirements (O&M, debt service, capital, non -rate revenues) to the following facilities which may include but are not limited to: -Wholesale Purchase from Regional Water Provider -Pumping -Storage -Transmission/Distribution -Customers/Meters/Billing -Collection -Lift stations -Treatment -Customers/Meters/Billing Subsequent to functionalizing revenue requirements, allocation of functionalized costs to the following cost components may include but are not limited to: -Base, maximum day, and maxiu -Flow hour usage •BOD, TSS, and other pollutants of -Bills, equivalent meters concern -Wholesale -Collection -Outside retail -Meters and services -Fire protection -Wholesale -Outside retail carollo.com Page 4 Task 7 — Water and Sewer Rate Design Task 7.1— Calculate Water and Sewer Rates With the allocated costs, the Consultant will develop up to three (3) rate structure alternatives for consideration by the City. The Consultant will also develop a five-year rate plan to transition the City from its existing rates to cost -based rates by year S. The proposed rates will comply with City, state, and federal regulations and requirements. Task 7.2 — Rate Comparison The Consultant will complete a water and sewer survey of up to 10 peer agencies. Appropriate agencies for comparison will by identified based on the Consultant's similar project experience and coordination with City staff. Task 8 — Report The Consultant will prepare separate draft and final reports for the Water and Sewer Rate Study and the Impact Fee Study, outlining inputs and assumptions, methodology and calculations, and final recommendations and rate and fee tables. At a minimum both reports will include the following information: • A brief description of the City, the water and sewer service areas, and the population served. • A description of the projected water demands and sewer flows and the basis of those projections. • A brief description of the City's CIP. • The revenue and expense projections for the water and sewer systems and the impacts of the selected rate structure and cost recovery framework. • Discussion of any recommended rates and inflationary increases necessary to the future needs of the utility. • Maximum allowable water and sewer impact fees. • Recommendation on impact fee unit assessment (e.g. meters, fixtures, geography). Following City feedback on the draft report, the Consultant will make up to two revisions and deliver a final report. PROJECT DELIVERABLES The Consultant will provide the following deliverables to the City: • Task 1— Project Management and Coordination o Kickoff meeting minutes o Twelve (12) virtual biweekly progress meetings with the City o Attend two (2) meetings with the Water & Sewer Committee (PM in person, others virtual) o Attend one (1) meeting with customer cities Mayors (PM in person, others virtual) o Attend one (1) meeting with representatives from the developer community (PM in person, others virtual) o Attend and present Project updates/findings at two (2) City Council meetings. (PM in person) o Six (6) invoices and progress summaries • Task 2 — Data Collection and Review o Data request list • Task 3 — Demand Analysis o Technical memorandum of demand analysis results • Task 4 — Impact Fees Update o Technical memorandum of impact fee analysis and recommendations that will be incorporated in the Study report • Task 5 — Financial / Revenue Requirement Analysis 0 10-year water financial plan (model w/ dashboard) 0 10-year sewer financial plan (model w/ dashboard) carollo.com Page 5 o Revenue Requirement Workshop (virtual) Task 6 — Cost of Service Analysis o Cost of Service Workshop (virtual) Task 7 — Water and Sewer Rate Design o Up to three rate structure alternatives o Bill impacts of rate alternatives o Water and sewer rate survey o Rate Design Workshop (virtual) Task 8 - Report o Draft Report (electronic) o Final Draft Report (electronic) o Report comments meeting (virtual) o Final Report (electronic) PROJECT SCHEDULE The Consultant anticipates that the outlined tasks will be completed in five months following the notice to proceed in mid May, with the revised report and City Council presentation delivered in September 2025 and final report in October 2025. PROJECT ASSUMPTIONS The Consultant shall be entitled to use and reasonably rely upon all information and services provided by the City or others in performing the services required hereunder. In providing opinions of cost, financial analyses, economic feasibility projections, schedules, and quantity and/or quality estimates for potential projects, the Consultant has no control over cost or price of labor and material; unknown or latent conditions of existing equipment or structures that may affect operation and maintenance costs; competitive bidding procedures and market conditions; time or quality of performance of third parties; quality, type, management, or direction of operating personnel; the incoming water quality and/or quantity; the way the City's plant(s) and/or associated processes are operated and/or maintained; and other economic and operational factors that may materially affect the ultimate project elements, including, but not limited to, cost or schedule. Therefore, the Consultant makes no warranty that the City's actual project costs, financial aspects, economic feasibility, schedules, and/or quantities or quality realized will not vary from the Consultant's opinions, analyses, projections, or estimates. The Consultant's services hereunder do not include providing legal advice and/or a legal determination as to whether current rates and/or proposed future rates are in accordance with state law and/or regulation related thereto. Additionally, the Consultant shall not be responsible for warranties, guarantees, fitness for a particular purpose, breach of fiduciary duty, loss of anticipated profits or for economic, incidental, liquidated, or consequential damages to the City or any third party arising out of breach of contract, delay, termination, or for any other reason whatsoever. The Consultant's overall liability hereunder shall be limited to the compensation paid by the City to the Consultant for the services provided hereunder. carollo.com Page 6 FEE SUMMARY The total not -to -exceed budget for this Project is $176,358 as outlined in the table below. Task 1— Project Management and Coordination 80 $ 21,270 $1,280 $ 6,000 $ 27,350 Task 2 — Data Collection and Review 14 3,690 224 0 3,914 Task 3 — Demand Analysis 58 14,040 928 0 14,968 Task 4— Impact Fees Update 132 33,250 2,112 0 35,362 Task 5 — Financial / Revenue Requirement Analysis 120 29,740 1,920 0 32,860 Task 6 — Cost of Service Analysis 52 13,460 832 0 14,292 Task 7— Water and Sewer Rate Design 80 19,880 Task 8 - Report 102 24,820 Total 638 $160,150 Sincerely, CAROLLO ENGINEERS, INC. Jennifer Ivey, P.E. Vice President Isalah Barnes Project Manager 1,280 0 21,160 1,632 0 26,452 $10,208 $ 6,000 $176,358 carollo.com