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HomeMy WebLinkAboutAgreement for Professional Engineering Services - Locust Grove Water Line DesignENGINEERING NORTHWEST, LLC AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES Project No. 02-022-00 This Agreement for Professional Engineering Services (this "Agreement") is entered into this _ day of April, 2002, between CITY OF MERIDIAN, whose address is 660 E. Watertower, Suite 200, Meridian, Idaho 83642 ("Client") and ENGINEERING NORTHWEST, LLC, whose address is 423 N. Ancestor Place, Suite 180, Boise, Idaho 83704 ("Engineering Northwest"). RECITALS A. Client desires to hire Engineering Northwest to provide Services, as defined below, for the "Project," generally described as follows: Locust Grove Water Design B. Engineering Northwest desires to provide Services to Client as provided further herein. NOW, THEREFORE, Client and Engineering Northwest in consideration of their mutual promises, covenants and agreements herein agree in respect to the performance of professional engineering Services by Engineering Northwest and the payment for Services by Client, as set forth herein. AGREEMENT 1. SERVICES TO BE PERFORMED BY ENGINEERING NORTHWEST. Engineering Northwest will perform professional engineering services as provided on Exhibit A, "Schedule of Services." 2. BASIS OF FEE AND BILLING SCHEDULE. Client will pay Engineering Northwest for Services and expenses as indicated on the "Fee Schedule," attached hereto as Exhibit B. 3. STANDARD TERMS AND CONDITIONS. The Standard Terms and Conditions are attached hereto as Exhibit C, and are incorporated in this Agreement as if fully set forth herein. 4. CLIENT INFORMATION. Client will furnish to Engineering Northwest as a condition precedent to Engineering Northwest's performance of this Agreement: N/A IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written. CLIENT: CITY OF MERIDIAN 660 E. Watertower, Suite 200 Meridian, ID 83642 ENGINEERING NORTHWEST: ENGINEERING NORTHWEST, LLC 10221 W. Emerald, Suite 140 Boise, ID 83704 By. ~6},,Qft i,, Cocc IL° By: Eugene P. Smith, P.E. Signature: ".Signature: A,, ,~4~ ~ !` ; i Title: I~QVO~f ~ _ ~ . ~'~+~ .-~ ,°. Title:,'' ~ M f~{;le~: ,¢P~ro ~~- 8y coy h ~:/; FJ(HIBIT A Scope of Services 1) TOPOGRAPHIC SURVEY: Field topography of the waterline alignment. This would include shooting existing pavement, driveways, power poles, mail boxes, etc. 2) DESIGN: Design a 12-inch water main extending from the north side of the Vienna Woods Subdivision to Chinden Blvd. The extent of this line is approximately 2640 feet. 3) UTILITY COORDINATION: Coordinate with the utility companies and depict their services on the design plans based on plans provided to us. We will also shoot the utility locates if they will provide them prior to our field topography. EXHIBIT B Fee Schedule For those services outlined in Exhibit A. Fee: Engineering Northwest will provide those services as outlined for a Fixed Fee in the amount of: Four Thousand, Nine-Hundred, Twenty Dollars ($4,920.00). The above amount does not include construction staking or reproduction costs. Reproduction: All requests by the client for plats, plans and construction drawings will be at the cost of $1.00 per sheet (24" x 36"). Photocopies will be $0.10 per page. Mylar copies, CADD files or other media will be at the cost of labor and materials. All such costs will be billed as a separate line item. EXHIBIT C Standard Terms and Conditions Engineering Northwest, as an independent consultant, agrees to provide the services as set forth in Exhibit A to Client pursuant to these Standard Terms and Conditions, all of which constitute a part of the Agreement. ARTICLE 1. SERVICES: Engineering Northwest agrees to provide engineering services to Client in accordance with the "Schedule of Services," attached hereto as Exhibit A, and incorporated herein. ARTICLE 2. FEE AND BILLING SCHEDULE: Client agrees to pay a Fee for Services as summarized on Exhibit B attached hereto, and incorporated herein. Unless otherwise indicated herein, billings will be based on actual accrued time and expenses. Client agrees to pay invoices upon receipt. Should payment not be received within 30 days of the invoice date, the amount due shall bear a service charge of 1.5 percent per month or 18 percent per annum and the costs of collection, including reasonable attorney's fees, if collected through an attorney. If 1.5 percent per month exceeds the maximum allowed by law, the charge will automatically be reduced to the maximum legally allowed. If Client has any objections to any invoice or part thereof submitted by Engineering Northwest, Client shall so advise Engineering Northwest in writing giving Client's reasons within 15 days of receipt of such invoice. Payment of the invoice shall constitute final approval of all aspects of the work performed to date as well as the necessity thereof. Notwithstanding the foregoing, upon termination by either party, Engineering Northwest shall be entitled to payment for all services rendered on behalf of Client through the date of termination, plus any profit or damage available under Idaho law. Engineering Northwest may cease work or terminate this Agreement in the event Client fails to pay fees as provided in this paragraph. ARTICLE 3. STANDARD OF CARE AND WARRANTY: The Scope of Services to be provided by Engineering Northwest will be performed, findings obtained, and recommendations prepared in accordance with generally accepted engineering principles and practices existing at the time of performance for the locality where the services were performed. Engineering Northwest will re- perform any Service not meeting this standard without additional compensation. THIS WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED. Engineering Northwest has not been retained or compensated to provide construction review services related to any construction contractor's safety precautions or to means, methods, techniques, sequences, or procedures required for the construction contractor to perform such contractor's work but not related to the final or completed Project; omitted services include but are not limited to design or review of shoring, scaffolding, underpinning, temporary retainment of excavations, temporary bracing, and other construction methods. Any opinion of the estimated construction costs prepared by Engineering Northwest represent its judgment as an engineering professional and is supplied for the general guidance of Client. Since Engineering Northwest has no control over the cost of labor and material, or over competitive bidding or market conditions, Engineering Northwest does not guarantee the accuracy of such opinions as compared to contractor bids or the actual cost to Client. ARTICLE 4. RIGHT OF ENTRY: Client guarantees full and free access for Engineering Northwest, its agents, staff, and contractors or subcontractors, upon all property at the Project site for the purpose of performing all acts, studies, and research, pursuant to the Scope of Services. Client represents that Client possesses all necessary authority, clearances, permits, and licenses required for the performance of the Services herein and for the continuation of Client and Engineering Northwest's activities at the Project site. ARTICLE 5. DOCUMENTS: Client will furnish or cause to be furnished to Engineering Northwest such reports, data, studies, plans, specifications, documents and other information deemed necessary by Engineering Northwest for the proper performance of Engineering Northwest's Services pursuant to this Agreement. Engineering Northwest may rely upon such information provided by Client in performing the Services under this Agreement; however, Client-provided documents will remain the property of Client. All documents, including but not limited to drawings, electronic data, specifications, reports, field notes, calculations and estimates prepared by or furnished by Engineering Northwest as part of the Agreement shall remain Engineering Northwest's exclusive property. Client agrees that such documents furnished to Client or Client's agents or designees, if not paid for, will be returned to Engineering Northwest upon demand and will not be used by Client for any purpose whatsoever. Client further agrees that under no circumstances shall any such documents produced by Engineering Northwest pursuant to this Agreement be used in connection with any location or for any project not expressly provided for in this Agreement without Engineering Northwest's prior written consent. If Client uses all or any portion of Engineering Northwest's work on another project without Engineering Northwest's written consent, and/or adaptation by Engineering Northwest for the specific purpose intended will be at Client's sole risk and without liability or legal exposure to Engineering Northwest and Client shall indemnify, defend and hold harmless Engineering Northwest from all claims, damages, losses and expenses arising out of or resulting there from. No part of any document Engineering Northwest delivers to Client shall be reproduced or distributed, whether for advertising or any other purpose, without Engineering Northwest's written consent. ARTICLE 6. FIELD REPRESENTATIVE: Unless otherwise specified by the Scope of Services, Engineering Northwest's work does not include supervision or direction of the actual work of any contractor, contractor's employees or agents hired by Client and not Engineering Northwest. Such contractor shall be so advised by Client. The presence of Engineering Northwest shall not excuse such contractor in any way for the acts of omission of such contractor. It is agreed that Engineering Northwest does not have the right to stop the work of any contractor or other person at the Project site. ARTICLE 7. LIMIT OF LIABILITY: Client agrees that in no event shall Engineering Northwest's liability for its negligence, errors or omissions relating to or arising out of the Project exceed Engineering Northwest's total fees for services rendered on the Project or the total aggregate sum of Twenty Thousand Dollars ($20,000) whichever amount is less. This limit of liability shall apply to the aggregate of all Services rendered on the Project, whether to Client or Client's contractor(s) or subcontractor(s). Client shall require all contractors and/or subcontractors on the Project to execute written agreements that limit Engineering Northwest's liability in accordance with conditions of this covenant. Client shall and does hereby agree to indemnify, save harmless and defend Engineering Northwest from the payment of any sum or sums of money to any person whomsoever on account of claims or suits arising out of injuries to persons, including death, or damage to property caused by Client, Client's employees, agents or subcontractors or in any way attributable to the performance and prosecution of the work herein contracted for, including (but without limiting the generality of the foregoing), all claims for service, labor performed, materials furnished, injuries to persons or damage to property, liens, garnishments, attachments, claims suits, costs attorneys' fees, costs of investigation and of defense. Engineering Northwest shall not be liable for acts or omissions of any third party involved in the Services covered by the Agreement or for the failure of any contractor or subcontractor to construct any item in accordance with recommendations issued by Engineering Northwest. Neither party shall hold the other responsible for damages or delay in performance caused by acts of God, strikes, lockouts, accidents or other events beyond the control of the other or the other's employees or agents. ARTICLE 8. PUBLIC LIABILITY: Engineering Northwest maintains worker's compensation and employer's liability insurance for Engineering Northwest employees as may be required by law as well as liability and auto liability insurance as required by law. A certificate of insurance can be supplied to Client evidencing the coverage currently held by Engineering Northwest. Subject to Article 7, Engineering Northwest will not be liable or responsible for any loss, damage, or liability beyond the amounts, limits, coverage, or conditions of such insurance specified above. In the event any third party brings suit or claim for damages against Engineering Northwest or any of its agents during, or after Services are performed by Engineering Northwest pursuant to this Agreement, which is alleged to have resulted in or caused damage, then: Client agrees at its cost to indemnify, defend and hold harmless Engineering Northwest in any such suit or claim and pay on Engineering Northwest's behalf any judgment entered against Engineering Northwest, including any interest thereon. Client will have the right to investigate, negotiate and settle, with Engineering Northwest's concurrence, any such suit or claim, and Engineering Northwest will cooperate in the defense of an such suit or claim. ARTICLE 9. HAZARDOUS SUBSTANCES: Client agrees to advise Engineering Northwest upon execution of this Agreement of any hazardous substances or any condition existing in, on, or near the Project site where Engineering Northwest's personnel will be present which may pose a potential danger to human health, the environment, or equipment. Client agrees to provide continuing information as it becomes available to Client of such hazardous conditions. By virtue of entering into this Agreement or of providing Services hereunder, Engineering Northwest does not assume control of or responsibility for the Project site or the persons in charge of the Project site, nor undertake responsibility for reporting to any federal, state or local public agencies any conditions at the Project site that may present potential dangers to public health, safety or the environment. Client agrees to notify the appropriate federal, state or local public agencies as required by law, or otherwise to disclose, in a timely manner, any information that may be necessary to prevent any danger to health, safety, or the environment. In connection with hazardous waste, Client agrees to the maximum extent permitted by law to indemnify, defend and hold harmless Engineering Northwest from and against all claims and liabilities resulting from: (a) Client's violation of any federal, state or local statute, regulation or ordinance relating to the disposal or handling of hazardous substances or constituents; (b) Client's undertaking of or arrangement for the handling, removal, treatment, storage, transportation or disposal of hazardous substances or constituents found or identified at the Project site; (c) Changed conditions or hazardous substances or constituents introduced at the Project site by Client or third persons before or after the completion of Engineering Northwest's Services herein; (d) Allegations that Engineering Northwest is a handler, generator, operator, treater, Storer, transporter, or disposer under any federal, state or local environmental regulation or law. ARTICLE 10. LITIGATION ASSISTANCE: Unless otherwise specified by the Scope of Services, Engineering Northwest's services do not include costs for required or requested assistance to support, prepare, document, bring, defend, or assist in litigation undertaken or defended by Client. All such services required or requested of Engineering Northwest, except for suits or claims between the parties to this Agreement, will be reimbursed as mutually agreed, and payment for such services shall be in accordance with this Agreement, unless and until there is a finding by a court that Engineering Northwest's sole negligence caused Client damage. ARTICLE 11. FORCE MAJEURE: Engineering Northwest is not responsible for damages or delay in performance caused by acts of God, strikes, lockouts, accidents, or other events beyond the control of Engineering Northwest (including, but not limited to, delays caused by other contractors, subcontractors or review and approval by applicable government agencies). ARTICLE 12. LEGAL ACTION: In the event of any dispute or controversy arising under this Agreement, the parties (including anyone who claims an interest in this Agreement) agree that they shall, in good faith, engage in mediation dr other similar method of alternative dispute resolution processes to settle the controversy. If the result of such mediation is unsatisfactory to either of the parties, then any party may avail itself of any legal or equitable remedy available to it under Idaho law. In the event litigation is necessary to resolve any dispute arising under or in relation to this contract, the prevailing party shall be entitled to recover its reasonable costs and attorney's fees. ARTICLE 13. SURVIVAL: All obligations arising prior to the termination of the Agreement and all provisions of this Agreement allocating the responsibility or liability between Client and Engineering Northwest shall survive the completion of the Services and the termination of this Agreement. ARTICLE 14. INTEGRATION: This Agreement represents the entire and integrated agreement between Client and Engineering Northwest and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both Client and Engineering Northwest. This Agreement gives no rights or benefits to anyone other that Client and Engineering Northwest and this Agreement has no third-party beneficiaries. Client shall not delegate, assign or transfer Client's duties or interest in this Agreement without the written consent of Engineering Northwest. ARTICLE 15. CONTROLLING LAW: This Agreement is to be governed by the law of the State of Idaho.