HomeMy WebLinkAbout101-03 RESOLUTION• •
RESOLUTION NO. 101-03
A RESOLUTION TO APPROVE AN ENGINEERING CONTRACT
WITH CH2M HILL, INC IN THE NOT TO EXCEED AMOUNT OF
$150,610.00 FOR GOOSE CREEK STREAM MODELING AND
TECHNICAL SUPPORT FOR PREPARATION OF THE NPDES
PERMITS FOR THE WASTEWATER SYSTEMS IMPROVEMENT
PROJECT
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 approves a contract in the not to exceed amount of One Hundred Fifty
Thousand Six Hundred Ten Dollars ($150,610.00) attached as Exhibit A. This
contract engages CH2M Hill, Inc. to provide engineering services to include:
upper Goose Creek stream modeling and technical support for the preparation of
NPDES permits for the Wastewater System Improvement Project (as more
particularly described in the contract).
Section 2. That the City Council of the City of Fayetteville, Arkansas
hereby authorizes Mayor Dan Coody to execute this contract (Exhibit A) to hire
CH2M Hill, Inc. for this project.
PASSED and APPROVED this the 15th day of July, 2003.
AlEST:
By: 450144.6-)
Sondra Smith, City Clerk
APPROV D:
By:
Atit
DAN COODY, May.
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AGREEMENT
For
PROFESSIONAL ENGINEERING SERVICES
Between
CITY OF FAYETTEVILLE, ARKANSAS
And
CH2M HILL, INC.
THIS AGREEMENT is made as of Jtt %y /J1 2003, by and between City of Fayetteville,
Arkansas, acting by and through its Mayor (hereinafter called CITY OF FAYETTEVILLE) and
CH2M HILL, Inc. with offices located in Tulsa, OK and Little Rock, AR.(hereinafter called
ENGINEER).
CITY OF FAYE I 1 EVILLE from time to time requires professional engineering services in connection
with the planning, design, permitting, construction, operation, maintenance, management, and financing
of the Fayetteville Wastewater System Improvement Project and in particular Goose Creek / Illinois and
White River Dissolved Oxygen Study and NPDES permitting assistance (The Project ). Therefore,
CITY OF FAYETTEVILLE and ENGINEER in consideration of their mutual covenants agree as follows:
ENGINEER shall serve as CITY OF FAYETTEVILLE's professional engineering consultant in those
assignments to which this Agreement applies, and shall give consultation and advice to CITY OF
FAYETTEVILLE during the performance of the ENGINEER'S services on the Project All services
shall be performed under the direction of a professional engineer registered in the State of Arkansas and
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
FAYE I I EVILLE and agreement of ENGINEER
1.2 Assignments may include services described hereafter as Basic Services or as Additional
Services of ENGINEER
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.
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SECTION 2 - BASIC SERVICES OF ENGINEER
2.1 General
2.1.1 Provide professional engineering services in connection with the Project as hereinafter stated,
which shall include engineering and environmental consulting services incidental thereto. The
detailed scope of services specifically defines the ENGINEER'S responsibilities and is
included in Appendix A.
2.1.2 CITY OF FAYETTEVILLE has retained the services of BURNS & McDONNELL
ENGINEERING COMPANY, INC., a Missouri Corporation specializing in consulting
engineering services, as the "Program Manager" for the Wastewater System Improvement
Project. The professional design services to which this Agreement applies are a part of the
Wastewater System Improvement Project. ENGINEER shall coordinate their activities and
services primarily with Program Manager and all other parties that CITY OF
FAYETTEVILLE may contract with for program management or professional design
services as a part of the Wastewater System Improvement Project. ENGINEER and CITY
OF FAYETTEVILLE agree that ENGINEER has full responsibility for the services in
Appendix A.
2.1.2.1 Develop and include as a part of Appendix A of this Agreement for approval by CITY
OF FAYETTEVILLE a project schedule which shall include, in acceptable level of
detail, the steps and milestone dates to be undertaken by ENGINEER in completion of
this Project.
2.1.2.2 The Project Schedule shall consist of a bar chart schedule depicting the duration of each
sub -project and the discrete milestone activities, which make up the sub -projects.
Separate line items and durations may be shown for costs that apply to the Project as a
whole, including, but not limited to, Project Management and Administration.
2.1.3 Provide through subcontract services or data such as geotechnical investigations, core
borings, probings and subsurface explorations, hydrographic surveys, laboratory tests, and
inspections of samples, materials, and equipment as necessary for authorized Project services.
2.1.3.1 Fully disclose all subcontract agreements including the name and address of the
subconsultant, the scopc of services to be provided and the value of the subcontract
agreement.
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2.1.3.2 Incorporate into all subcontract agreements for planning and design engineering services
the applicable milestone dates from the Submittal Schedule contained in the
Memorandum of Agreement, as amended, between ASWCC and the CITY OF
FAYETTEVILLE and require all ENGINEER's subconsultants to be bound by the
Submittal Schedule.
2.1.4 Render monthly Work progress reports to CITY OF FAYETTEVILLE and Program Manager
and confirm status of compliance with schedule.
2.1.5 The draft report shall be reviewed by CITY OF FAYETTEVILLE, or such parties as CITY
OF FAYETTEVILLE shall designate, prior to submittal to the ADEQ.
2.1.6 See Attachment A, Scope of Work, for additional services or clarification of services to be
provided by ENGINEER.
SECTION 3 - ADDITIONAL SERVICES OF ENGINEER
3.1 General
If authorized in writing by the CITY OF FAYL t t EVILLE Mayor and the City Council and agreed to in
writing by ENGINEER, ENGINEER shall furnish or obtain from others Additional Services of the
following types that are not considered normal or customary Basic Services. The scope of Additional
Services may include:
3.1.1 Extra Services
3.1.1.1 Services not specifically defined heretofore that may be authorized by CITY OF
FAYETTEVILLE. Duc to the nature of this Project, additional work scope tasks and
assistance to the CITY OF FAYETTEVILLE is anticipated, however, the level of effort
associated with the additional scope cannot be estimated at this time. Any additional
work tasks will be documented and notification provided as required in Paragraph 3.2.
3.2 Contingent Additional Services
3.2.1 If services described under Contingent Additional Services in Paragraph 3.2 arc required due
to circumstances beyond ENGINEER's control, ENGINEER shall notify CITY OF
FAYETTEVILLE and request a formal contract amendment approved by the Mayor and the
City Council prior to commencing such services. If CITY OF FAYETTEVILLE dcems that
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such services described in 3.2 are not required, CITY OF FAYETTEVILLE shall give
prompt written notice to ENGINEER. If CITY OF FAYETTEVILLE indicates in writing
that all or parts of such Contingent Additional Services are not required, ENGINEER shall
have no obligation to provide those services.
SECTION 4 - RESPONSIBII,ITIES OF CITY OF FAYETTEVILLE
CITY OF FAYETTEVILLE shall, within a reasonable time, so as not to delay the services of
ENGINEER:
4.1 Provide full information as to CITY OF FAYETTEVILLE's requirements for the Project.
4.2 Assist ENGINEER by placing at ENGINEER's disposal all available information pertinent to
the assignment including previous reports and any other data relative thereto.
4.3 Guarantee access to and make all provisions for ENGINEER to enter upon public and private
property as required for ENGINEER to perform his services under this Agreement.
4.4 Examine all studies, reports, sketches, cost opinions, Bid Documents, Drawings, proposals,
and other documents presented by ENGINEER and render in writing decisions pertaining
thereto.
4.5 Provide such professional legal, accounting, financial, and insurance counseling services as
may be required for the Project.
4.6 Designate in writing a person to act as CITY OF FAYETTEVILLE's representative with
respect to the services to be performed under this Agreement. Such person shall have
complete authority to transmit instructions, receive information, interpret and define CITY
OF FAYE 1 1 EVILLE'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.
4.7 Give prompt written notice to ENGINEER whenever CITY OF FAYETTEVILLE observes
or otherwise becomes aware of any defect in the Project.
4.8 Fumish approvals and permits from all governmental authorities having jurisdiction over the
Project and such approvals and consents from others as may be necessary for completion of
the Project. Pay directly to the governmental authorities the actual filing and permit fees.
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4.9 Furnish, or direct ENGINEER to provide, necessary Additional Services as stipulated in
Section 3 of this Agreement or other services as required.
4.10 CITY OF FAYE I 1 hVILLE and/or its representative will review all documents and provide
written comments to ENGINEER in a timely manner.
SECTION 5 - PERIOD OF SERVICE
5.1 This Agreement will become effective upon the first written notice by CITY OF
FAYETTEVILLE authorizing services hereunder.
5.2 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. ENGINEER 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.
SECTION 6 - PAYMENTS TO ENGINEER
6.1 Compensation
6.1.1 Professional Consulting Services
For the Scope of Services described herein, CITY OF FAYETTEVILLE shall pay ENGINEER, as
compensation for services set forth in Attachment A. ENGINEER will be compensated on the basis of a
cost reimbursement plus fixed fee contract. The costs and basis for compensation are shown on the
Attachment B "Labor Hour Breakdown" and includes all project costs including labor, overhead, direct
expenses, subcontracts and fixed fee. The total contract amount is One Hundred Fifty Thousand Six
Hundred Ten Dollars United States Dollars (US 5150,610).
6.1.1.1 Subject to the City Council approval, adjustment of the total contract amount may be
made should ENGINEER establish and CITY OF FAYETTEVILLE agree that there has
becn or is to be a significant change in scope, complexity or character of the services to
be performed; or if CITY OF FAYETTEVILLE decides to shorten the duration of work
from the time period specified in the Agreement for completion of work and such
modification warrants such adjustment. Changes, modifications or amendments in scope,
price or fees to this Contract shall not be allowed without formal contract amendment
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approved by the Mayor and the City Council in advance of the change in scope, cost,
fees, or delivery schedule.
6. I.1.2 Monthly statements for each calendar month shall be submitted to CITY OF
FAYETTEVILLE or such panics as CITY OF FAYETTEVILLE may designate for
Design services consistent with ENGINEER's normal billing schedule. Once
established, the billing schedule shall be maintained throughout the duration of the
Project. Applications for payment shall be made in accordance with a format to be
developed by ENGINEER and approved by CITY OF FAYETTEVILLE. Applications
for payment shall be accompanicd each month by the updatcd project design schedule as
the basis for determining the value earned as the work is accomplished. Final payment
shall be made upon CITY OF FAYETTEVILLE's approval and acceptance with the
satisfactory completion of the Project.
6.1.2 Additional Services
For authorized Additional engineering services under Section 3, "Extra Services", compensation to
ENGINEER shall be negotiated at the time Additional services are authorized. Due to the nature of the
project needs, other work items may be required in the future but their scope cannot be determined at this
time. Therefore, the CITY OF FAYETTEVILLE may choose to amend this contract for additional
assistance on such items as additional public information assistance, additional regulatory requirements,
plant capacity evaluation, litigation assistance, etc. Any additional service will be specifically identified
and scoped at the request of the CITY OF FAYETTEVILLE.
6.2 Statements
Statements and updated progress schedule for each calendar month will be submitted in electronic format
simultaneously to CITY OF FAYETTEVILLE and Program Manager, followed by signed original
document to CITY OF FAYETTEVILLE. Statements will be based on ENGINEER's estimated percent
of services completed at the end of the preceding month, and justified by the updated progress schedule.
Program Manager shall review the statement and forward them to CITY OF FAYETTEVILLE with his
recommendations.
6.3 Payments
All statements are payable upon receipt and due within thirty (30) days. If a portion of ENGINEER'S
statement is disputed by CITY OF FAYETTEVILLE, the undisputed portion shall be paid by CITY OF
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FAYETTEVILLE by the due date. CITY OF FAYETTEVILLE shall advise ENGINEER 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.
6.4 Final Payment
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, ENGINEER shall
execute and deliver to CITY OF FAYE I 1 hVILLE a release of all claims against CITY OF
FAYETTEVILLE arising under or by virtue of this Agreement, except claims which are specifically
exempted by ENGINEER 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 Agrccment, final paymcnt under this
Agreement or settlement upon termination of this Agreement shall not constitute a waiver of CITY OF
FAYETTEVILLE's claims against ENGINEER or his sureties under this Agreement or applicable
performance and payment bonds, if any.
SECTION 7 - GENERAL CONSIDERATIONS
7.1 Insurance
7.1.1 During the course of performance of these services, ENGINEER 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
S1,000,000 Combined Single Limit
$1,000,000 Each Claim
ENGINEER 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.
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7.1.2 Construction Contractors shall be required to provide (or CITY OF FAYETTEVILLE may
provide) Owner's Protective Liability Insurance naming CITY OF FAYETTEVILLE as a
Named Insured and BURNS & McDONNELL and ENGINEER as additional insureds, or, to
endorse CITY OF FAYETTEVILLE, BURNS & McDONNELL and ENGINEER as
additional insureds on construction Contractor's liability insurance policies covering claims
for personal injuries and property damageProfessional Responsibility
7.1.3 ENGINEER will exercise reasonable skill, care, and diligence in the performance of
ENGINEER's services and will carry out its responsibilities in accordance with customarily
accepted professional engineering practices. ENGINEER agrees not to seek or accept any
compensation or reimbursements from the City of Fayetteville for engineering work it
performs to correct any crrors, omissions or other deficiencies caused by ENGINEER's
failure to meet customarily accepted professional engineering practices. CITY OF
FAYETTEVILLE retains all other remedies to recover for its damages caused by any
negligence of ENGINEER.
7.1.4 In addition ENGINEER will be responsible to CITY OF FAYETTEVILLE for damages
caused by its negligent conduct during its activities at the Project Site to the extent covered
by ENGINEER's Commercial General Liability and Automobile Liability Insurance policies
as specified in Paragraph 7.1.1.
7.2 Changes
CITY OF FAYETTEVILLE shall have the right to make changes within the general scope of
ENGINEER'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 President or
any Vice President of ENGINEER.
7.3 Termination
7.3.1 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:
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7.3.1.1 Not less than ten (10) calendar days written notice (delivered by certified mail, return
receipt requested) of intent to terminate,
7.3.1.2 An opportunity for consultation with the terminating party prior to termination.
7.3.2 This Agreement may be terminated in whole or in part in writing by CITY OF
FAYETTEVILLE for its convenience, provided that ENGINEER is given:
7.3.2.1 Not less than ten (10) calendar days written notice (delivered by certified mail, return
receipt requested) of intent to terminate,
7.3.2.2 An opportunity for consultation with the terminating party prior to tcrmination.
7.3.3 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
7.3.3. I No amount shall be allowed for anticipated profit on unperformed services or other work,
7.3.3.2 Any payment due to ENGINEER at the time of termination may be adjusted to cover any
additional costs to CITY OF FAYE 1 I LVILLE because ofENGINEER's default.
7.3.4 If termination for default is effected by ENGINEER, 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 ENGINEER for services rendered and expenses incurred prior to
the termination, in addition to termination settlement costs reasonably incurred by
ENGINEER relating to commitments which had become firm prior to the termination.
7.3.5 Upon receipt of a termination action under Paragraphs 7.5.1 or 7.5.2 above, ENGINEER
shall:
7.3.5.1 Promptly discontinue all affected work (unless the notice directs otherwise),
7.3.5.2 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 ENGINEER in performing this Agreement, whether
completed or in process.
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7.3.6 Upon termination under Paragraphs 7.5.1 or 7.5.2 above CITY OF FAYETTEVILLE may
take over the work and may award another party an agreement to complete the work under
this Agreement.
7.3.7 If, after termination for failure of ENGINEER to fulfill contractual obligations, it is
determined that ENGINEER 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 7.5.4 of
this clause.
7.4 Delays
In the event the services of ENGINEER are suspended or delayed by CITY OF FAYETTEVILLE or by
other events beyond ENGINEER's reasonable control, ENGINEER shall be entitled to additional
compensation and time for reasonable costs incurred by ENGINEER in temporarily closing down or
delaying the Project.
7.5 Rights and Benefits
ENGINEER's services will be performed solely for the benefit of CITY OF FAYETTEVILLE and not
for the benefit of any other persons or entities.
7.6 Dispute Resolution
7.6.1 Scope of Paragraph: The procedures of this Paragraph shall apply to any and all disputes
between CITY OF FAYETTEVILLE and ENGINEER 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 FAYEI l EVILLE or
ENGINEER in the performance of this Agreement, and disputes conceming payment.
7.6.2 Exhaustion of Remedies Required: No action may be filed unless the parties first negotiate.
If timely Notice is given under Paragraph 7.8.3, 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 7.8.3 and 7.8.4 have been complied
with.
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7.6.3 Notice of Dispute
7.6.3.1 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;
7.6.3.2 For disputes arising within one year after the making of final payment, CITY OF
FAYETTEVILLE shall give ENGINEER written Notice at the address listed in
Paragraph 7.14 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.
7.6.4 Negotiation: Within seven days of receipt of the Notice, the Project Managers for CITY OF
FAYE 1 1 EVILLE and ENGINEER 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 Vice President of ENGINEER 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.
7.7 CITY OF FAYETTEVILLE represents that it has sufficient funds or the means of obtaining
funds to remit payment to ENGINEER for services rendered by ENGINEER.
7.8 Publications
Recognizing the importance of professional development on the part ofENGINEER's employees and the
importance ofENGINEER's public relations, ENGINEER may prepare publications, such as technical
papers, articles for periodicals, and press releases, pertaining toENGINEER'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 FAYE 1 1 EVILLE shall review such drafts promptly and
provide CITY OF FAYETTEVILLE's comments to ENGINEER. 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 ofENGINEER's
activities pertaining to any such publication shall be forENGINEER's account.
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7.9 Indemnification
7.9.1 CITY OF FAYETTEVILLE agrees that it will require all construction Contractors to
indemnify, defend, and hold harmless CITY OF FAYETTEVILLE, BURNS &
McDONNELL, and ENGINEER from and against any and all loss where loss is caused or
incurred or alleged to be caused or incurred in whole or in part as a result of the negligence or
other actionable fault of the Contractors, or their employees, agents, Subcontractors, and
Suppliers.
7.10 Computer Models
ENGINEER may use or modifyENGINEER's proprietary computer models in service of CITY OF
FAYETTEVILLE under this Agreement, or ENGINEER may develop computer models during
ENGINEER's service to CITY OF FAYETTEVILLE under this Agreement. Such use, modification, or
development by ENGINEER does not constitute a license to CITY OF FAYETTEVILLE to use or
modify ENGINEER's computer models. Said proprietary computer models shall remain the sole property
of the ENGINEER. CITY OF FAYETTEVILLE and ENGINEER will enter into a separate license
agreement if CITY OF FAYETTEVILLE wishes to useENGIKNEER's computer models.
7.11 Ownership of Documents
All documents provided by CITY OF FAYETTEVILLE including original drawings, disks of CADD
drawings and cross sections, estimates, specification field notes, and data are and remain the property of
CITY OF FAYETTEVILLE. ENGINEER may retain reproduced copies of drawings and copies of other
documents.
Engineering documents, drawings, and specifications prepared by ENGINEER as part of the Services
shall become the property of CITY OF FAYETTEVILLE when ENGINEER has been compensated for
all Services rcndered, provided, however, that ENGINEER shall have the unrestricted right to their use.
ENGINEER shall, however, rctain its rights in its standard drawings details, specifications, databases,
computer software, and other proprietary property. Rights to intellectual property developed, utilized, or
modified in the performance of the Services shall remain the property of ENGINEER.
Any files delivered in electronic medium may not work on systems and software different than those with
which they were originally produced. ENGINEER 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
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time, in the event of a conflict between the sealed original drawings/hard copies and the electronic files,
the sealed drawings/hard copies will govern.
7.12 Notices
Any Notice required under this Agreement will be in writing, addressed to the appropriate party at the
following addresses:
CITY OF FAYETTEVILLE's address:
City of Fayetteville
113 West Mountain
Fayetteville, Arkansas 72701
Attn: Greg Boettcher
ENGINEER's address
CH2M HILL
502 S. Main, #400
Tulsa, Oklahoma 74103
Atm: Murry Fleming
7.13 Successor and Assigns
CITY OF FAYETTEVILLE and ENGINEER 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 FAME 1 1 LVILLE nor ENGINEER shall assign, sublet, or transfer his interest in
the Agreement without the written consent of the other.
7.14 Controlling Law
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.
7.15 Entire Agreement
This Agreement represents the entirc Agreement between ENGINEER 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 ENGINEER a purchase order,
no preprinted terms thereon shall become a part of this Agreement. Said purchase order document,
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whether or not signed by ENGINEER, shall be considered as a document for CITY OF
FAYE1 1EVILLE's intcmal management of its operations.
SECTION 8 - SPECIAL CONDITIONS
8. I Additional Responsibilities of ENGINEER:
8.1.1 CITY OF FAYETTEVILLE's or Arkansas Soil and Water Conservation Commission's
(ASWCC's) review, approval, or acceptance of design drawings, specifications, reports and
other services furnished hereunder shall not in any way relieve ENGINEER of responsibility
for the technical adequacy of the work. Neither CITY OF FAYETTEVILLE's nor
ASWCC'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.
8.1.2 ENGINEER shall be and shall remain liable, in accordance with applicable law, for all
damages to CITY OF FAYETTEVILLE caused byENGINEER's negligent performance of
any of the services fumishcd under this Agreement except for errors, omissions or other
deficiencies to the extent attributable to CITY OF FAYETTEVILLE or CITY OF
FAYETTEVILLE-furnished data.
8.1.3 ENGINEER's obligations under this clause are in addition toENGINEER'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 againstENGINEER for faulty materials,
equipment, or work.
8.2 Remedies
Except as may be otherwise provided in this Agreement, all claims, counter -claims, disputes and other
matters in question between CITY OF FAYETTEVILLE and ENGINEER arising out of or relating to this
Agreement or the breach thereof will be decided in a court of competent jurisdiction within Arkansas.
8.3 Audit: Access to Records
8.3.1 ENGINEER 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. ENGINEER shall also maintain the financial information and data used by
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ENGINEER 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. The United States Environmental Protection Agency, the Comptroller
General of the United States, the United States Department of Labor, 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. ENGINEER will provide proper facilities for such
access and inspection.
8.3.2 Records under Paragraph 8.3.1 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
takcn, shall be maintained and made available until three years after the date of resolution of
such appeal, litigation, claim or exception.
8.3.3 This right of access clause (with respect to financial records) applies to:
8.3.3.1 Negotiated prime agreements:
8.3.3.2 Negotiated change orders or agreement amendments in excess of $10,000 affecting the
price of any formally advertised, competitively awarded, fixed price agreement:
8.3.3.3 Agreements or purchase ordcrs 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, exccpt:
8.3.3.3.1 With respect to record pertaining directly to subagreement performance, excluding
any financial records of ENGINEER;
8.3.3.3.2 If there is any indication that fraud, gross abuse or corrupt practices may be involved;
8.3.3.3.3 If the subagreement is terminated for default or for convenience.
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8.4 Covenant Against Contingent Fees
ENGINEER 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
contincnt fee, excepting bona fide employees or bona fide established commercial or selling agencies
maintained by ENGINEER for the purpose of securing business. For breach or violation of this warranty,
CITY OF FAYEI 1 LtVILLE shall have the right to annul this Agreement without liability or at its
discretion, to deduct from the contract price or consideration, or otherwise recover, the full amount of
such commission, percentage, brokerage, or contingent fee.
8.5 Gratuities
8.5.1 If CITY OF FAYETTEVILLE finds after a notice and hearing that ENGINEER or any of
ENGINEER'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
FAYE 1 1 EVILLE, the State or EPA in an attempt to secure an agreement or favorable
treatment in awarding, amending or making any determinations related to the performance of
this Agecment, CITY OF FAYETTEVILLE may, by written notice toENGINEER 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.
8.5.2 In the event this Agreement is terminated as provided in Paragraph 8.5.1, CITY OF
FAYETTEVILLE may pursue the same remedies against ENGINEER as it could pursue in
the event of a breach of the Agreement by ENGINEER 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 morc than ten times the costs ENGINEER incurs in providing
any such gratuities to any such officer or employee.
8.6 Arkansas Freedom of Information Act
City contracts and documents, including intemal documents and documents of subcontractors and sub -
consultants, preparcd 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
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FAYETTEVILLE, ENGINEER 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.
8.7 Debarment And Suspension
I certify that to the best of my knowledge and belief that the company that I represent and its principals:
(a) Are not presently debarred, suspcnded, proposed for debarment, declared ineligible, or
voluntarily excluded from covered transactions by any Federal department or agency;
(b)
Have not within a three year period preceding this proposal been convicted of or had a civil
judgement rendered against them for commission of fraud or a criminal offense in connection
with obtaining, attempting to obtain, or performing a public (Federal, State, or local) transaction
or contract under a public transaction; violation of Federal or State antitrust statutes or
commission of embezzlement, theft, forgery, bribery, falsification or destruction of records
making false statements, or receiving stolen property;
(c) Are not presently indicted for or otherwise criminally or civilly charged by a government entity
(Federal, State, or local) with commission of any of the offenses enumerated in paragraph (b) of
this certification; and
(d) Have not within a three-year period preceding this application/proposal had one or more public
transactions (Federal, State, or local) terminated for cause or default.
1 understand that a false statement on this certification regarding debarment and suspension may be
grounds for rejection of this proposal or termination of the award. In addition, under 18 USC Sec. 1001, a
false statement may result in a fine of up to $10,000 or imprisonment for up to 5 years, or both. I further
certify that I will obtain a similar certification for each subcontract awarded in excess of $25,000.
DEBARMENT CERTIFICATION
AUTHORIZED REPRESENTATIVE
COMPANY NAME CH2M FALL, In
SIGNATURE .�� i�«�� DATE:��Z�/�3
PRINTED NAME; Mu, lemin
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TITLE: Vice President
022403
IN WITNESS WHEREOF, CITY OF FAYETI EVILLE, ARKANSAS by and through its Mayor, and
ENGINEER, by its authorized officer have made and executed this Agreement as of the day and year first
above written.
CITY OF FA TTEVILLI:—E� NS
By:
Mayor
ATTEST
By:
i804444.41 czcia
City Clerk
CH2M HILL, INC.
By:
Title: Vice Pres
Changes, modifications or amendments in scope, price or fees to this Contract shall not
be allowed without formal contract amendment approved by the Mayor and the City
Council in advance of the change in scope, cost, fees, or delivery schedule.
END OF AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES
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CONFIDENTIAL - ENFORCEMENT SENSITIVE
Attachment A
Scope of Work
for
NPDES Permitting Assistance
City of Fayetteville
Background
Continuation of the NPDES permitting assistance entails a possible myriad of tasks that, in
large part, are dependent on the actions of others and the course of events. This scope of
work provides a narrow framework of circumstances based on the known, or reasonably
anticipated, issues that confront the City and describes the tasks necessary to address them.
The permitting process(es), as envisioned by the regulations, for both the Noland and
Illinois River Wastewater Treatment Plants (WWTP) is a straightforward set of tasks
contained in Arkansas Pollution Control and Ecology Commission (ADPCEC) Regulations 6
and 8 (State Administration of National Pollutant Discharge Elimination System and
Administrative Procedures, respectively). However, given the probable litigious nature of
the downstream parties in both watersheds, the numerous state and federal agencies
involved, the high public profile, and the potential costs, the actual level of effort cannot be
fully anticipated. Therefore, as indicated above, this scope of work narrowly defines a
possible course of events and level of effort.
Task 1 - Water Quality Modeling
This task began with the Facility Planning effort 'n 1995. It entailed stream sampling in both
watersheds, calibration of the models (separate models for each river basin), close
coordination with ADEQ Water Division staff, and preparation of several draft reports.
Following reviews by ADEQ EPA, and consultants for the Beaver Water District (BWD),
modeling scenarios have been modified and revised in an effort to identify more options
available for the permitting approach.
The reviews, particularly the EPA Region 6 review for the Illinois River, required
adjustments to the reaeration formulae which, inadequately described in the model's user
manuals (this an EPA model), had dramatic affects on the predicted impact and, as a result,
to the quality of the discharge, i.e. it lowered the effluent limits considerably. Following
ADEQ EPA, and BWD reviews of the modeling reports and since the initial facility
planning effort, the City has indicated its preference to locate the point of discharge for the
Illinois River WWTP further upstream on Goose Creek. This new outfall location would be
at the center of the WWTP site and on City property. Preliminary indications are that Goose
Creek downstream of this point may be a losing stream. Discharges to losing streams are
subject to additional evaluations and constraints, as defined in ADPCEC Regulation 6.
C FAYETTEVRLEWFOES ASSISTANCE SOW DOC 3 Dipy 05/30107