HomeMy WebLinkAboutProfessional Services Agreement with Civil Survey for WWTP Road MainCIVIL SURVEY CONSULTANTS, INC.
AGREEMENT FOR PROFESSIONAL SERVICES
Project No.
THIS AGREEMENT between THE CITY OF MERIDIAN, hereinafter referred to as the "CLIENT" and
CIVIL. SURVEY CONSULTANTS, INC., an Idaho Corporation, hereinafter referred to as "CSC" is
made and entered into this ~_ day of +; , 2002. The CLIENT and CSC in consideration
of their mutual covenants herein agree as set forth below.
The Client desires to obtain a Plan for Asphalt Paving Improvements at the Wastewater Treatment Plant
Site, hereinafter referred to as the PROJECT.
CLIENT INFORMATION AND RESPONSIBILITIES
'The CLIENT will provide to CSC a full and complete description of the PROJECT including; all design
criteria, information as to CLIENT'S requirements for the PROJECT, survey objectives and constraints,
capacity and performance requirements, flexibility and expandability needs, any budgetary limitations,
and copies of all design and construction standards, which the CLIENT will require for the project.
The CLIENT will also provide to CSC all associated project information including data prepared by
others and other special data or consultations as may be available; all of which CSC may use and rely
upon in performing services under this Agreement.
The CLIENT will contact Digline or other utility marking entity as well as their own staff to mark on the
ground any and all utilities needed to be shown on the final drawing.
The CLIENT will obtain permission for CSC to enter upon public and private property as required for
CSC to perform services under this Agreement.
SERVICES TO BE PERFORMED BY CSC
CSC will provide the following generally described services under this Agreement: See attached Scope
of Services.
BASIS OF FEE AND BILLING SCHEDULE
The Client will pay CSC for services provided under this Agreement as follows: Payment on a monthly
basis when billed with an estimated cost Not to Exceed of $11,920.00 without written approval from the
City of Meridian. The $12,120.00 includes design cost of $6,980.00, construction staking cost of
$2,480.00, and construction inspection cost of $2,660.00.
Notice to Proceed, either verbal or written, shall constitute acceptance of this Agreement by the
CLIENT.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first
above written.
City of Meridian
33 E. Idaho Avenue
Meridian, 3642
BY: ~
NAM • E •
TITLE: /'~'~ ~
ATTEST BY: ~,~-~- ~
NAME: ~Z
TITLE: C:L
APPROVED BY CITY COUNCIL:
Civil Survey Consultants, Inc.
100 South Adkins Way, Suite 101
Meridian, Idah 2
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BY: Gt
Timothy A. Burgess, Vice President
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CIVIL SURVEY CONSULTANTS, INC.
TERMS AND CONDITIONS
GENERAL -CSC shall provide for CLIENT professional engineering and/or land surveying services for
the Project described in this Agreement. These services will be performed in accordance with generally
accepted professional practices for the intended use of the project. CSC makes no other warranty either
expressed or implied.
CSC shall not be responsible for acts or omissions of any party involved in the Project other than their
own. CSC shall not be responsible for failure of any contractor or subcontractor to construct any item in
accordance with recommendations issued by CSC.
CSC has not been retained to supervise, direct or have control over Contractor's work. CSC specifically
does not have authority over or responsibility for the means, methods, techniques, sequences or
procedures of construction selected by Contractor(s), for safety precautions and programs incident to the
work of Contractor(s) or for any failure of Contractor(s) to comply with laws, rules, regulations,
ordinances, codes or orders applicable to Contractor(s) furnishing and performing their work.
Accordingly, CSC can neither guarantee the performance of the construction contracts by Contractor(s)
nor assume responsibility for Contractor(s) failure to furnish and perform their work in accordance with
the Contract Documents.
The CLIENT understands and agrees that subsurface and soils characteristics may vary greatly between
successive test points and sample intervals. CSC will coordinate this work in accordance with generally
accepted practice of the professional services being provided and makes no other warranties expressed or
implied or as to the professional advice furnished by professionals providing soils testing or
geotechnical advice.
Resetting of survey and/or construction stakes shall constitute extra work and shall be paid for on a time
and material basis in addition to any other payment provided in this Agreement.
OPINIONS OF COST -CSC may be asked to provide opinions of construction or PROJECT costs as
part of the professional services under this Agreement. The CLIENT understands and agrees that CSC
has no control over the cost of labor, materials, equipment or services furnished by others, or over the
Contractor(s)' methods of determining prices, or over competitive bidding or market conditions. The
CLIENT understands that CSC opinions of cost are based on CSC experience and represents CSC's
judgment based on that experience, but CSC does not guarantee or warranty that either quotes, bids or
estimates prepared by contractors, subcontractors or other will not deviate from opinions prepared by
CSC. The CLIENT agrees to employ an independent cost estimator if the CLIENT desires additional
assurance, warranty or guarantee of PROJECT costs.
Should the CLIENT request that CSC modify any PROJECT aspect to reduce construction costs, then
those services shall be considered additional and beyond the scope of this Agreement unless specifically
stated otherwise in this Agreement.
REUSE OF DOCUMENTS -CSC shall retain an ownership interest of all professional products
prepared by CSC. The CLIENT agrees to indemnify and hold CSC harmless from any claims, damages,
losses and expenses arising from the reuse of all work products prepared by CSC for the PROJECT.
GOVERNING LAW -Unless otherwise provided in an addendum, the law of the State of Idaho will
govern the validity of this Agreement, its interpretation and performance, and remedies for contract
breach or any other claims related to this Agreement.
SUCCESSORS AND ASSIGNS -CLIENT and CSC each is hereby bound and the partners, successors,
executors, administrators and legal representatives of CLIENT and CSC are likewise bound to the other
party to this Agreement, in respect of all covenants, agreements and obligations of this Agreement.
Nothing under this Agreement shall be construed to give any rights or benefits in this Agreement to
anyone other than CLIENT and CSC, and all duties and responsibilities undertaken pursuant to this
Agreement will be for the sole and exclusive benefit of CLIENT and CSC and not for the benefit of any
other party.
TIMES OF PAYMENTS -CSC shall submit monthly statements for services rendered and for
Reimbursable Expenses incurred. CLIENT shall make prompt monthly payments. If CLIENT fails to
make any payment due CSC for services and expenses within thirty (30) days after receipt of CSC's
statement therefore, the amounts due CSC will be increased at the rate of 1.5% per month from said
tenth day, and in addition, CSC may, after giving ten days' written notice to CLIENT, suspend services
under this Agreement until CSC has been paid in full all amounts due for services, expenses and
charges.
TERMINATION -The obligation to provide further services under this Agreement may be terminated
by either party upon thirty days' written notice. Such termination shall be based upon substantial lack of
performance by the other party under the terms and conditions of this Agreement when said substantial
lack of performance is through no fault of the terminating party. If this Agreement is terminated by
either party, CSC shall be paid for services rendered and for reimbursable expenses incurred to the date
of such termination.
HAZARDOUS WASTE AND ASBESTOS -The CLIENT and CSC agree that the work covered in this
Agreement does not anticipate either the presence or remediation of hazardous waste and/or asbestos.
Hazardous materials may exist where there is not reason to believe they should be present. CSC and the
CLIENT agree that the discovery of unanticipated hazardous materials constitutes a changed condition
mandating a renegotiation of the scope of work or termination of services. CSC and the CLIENT also
agree that the discovery of unanticipated hazardous materials may make it necessary for CSC to take
immediate measures to protect human health and safety, and/or the environment. CSC agrees to notify
the CLIENT as soon as practically possible should unanticipated hazardous materials or suspected
hazardous materials be encountered. The CLIENT encourages CSC to take any and all measures that in
CSC's professional opinion are justified to preserve and protect the health and safety of CSC's personnel
and the public, and/or the environment, and the CLIENT agrees to compensate CSC for the additional
cost of such work. In addition, the CLIENT waives any claim against CSC, and agrees to indemnify,
defend and hold CSC harmless from any claim or liability for injury or loss arising from CSC's
encountering unanticipated hazardous materials or suspected hazardous materials. The CLIENT also
agrees to compensate CSC for any time spent and expenses incurred by CSC in defense of any such
claim, with such compensation to be based upon CSC's prevailing fee schedule and expense
reimbursement policy.
DISPUTE RESOLUTION -All claims, disputes or controversies arising out of, or in relation to the
interpretation, application or enforcement of this Agreement shall be decided through non-binding
mediation or other mutually agreed alternative dispute resolution technique. The CLIENT and CSC
agree non-binding mediation or other mutually acceptable alternative dispute resolution technique shall
precede litigation or recourse to other judicial forums.
RECOVERY OF DISPUTE RESOLUTION COSTS - In the event that legal action is brought by either
party against the other, the prevailing party shall be reimbursed by the other for the prevailing party's
legal costs, in addition to whatever other judgments or settlement sums, if any, may be due. Such legal
costs shall include, but not be limited to, reasonable attorney's fees, court costs, expert witness fees and
other documented expenses, as well as the value of time spent by the prevailing party and those in his or
her employ in researching the issues in questions, discussing matters with attorneys and others,
preparing for depositions, responding to interrogatories, and so on. The value of time spent and the
expenses incurred shall, on CSC's part, be computed based upon CSC's prevailing fee schedule and
expense reimbursement policy relative to the recovery of direct project costs.
EXTENT OF AGREEMENT -This Agreement represents the entire and integrated agreement between
the CLIENT and CSC and supersedes all prior negotiations, representations or agreements, written or
oral. The Agreement may be amended only by written instrument signed by both CLIENT and CSC.
SCOPE OF SERVICES
FOR
CITY OF MERIDIAN, IDAHO
WASTEWATER TREATMENT PLANT PAVING PROJECT
The City of Meridian, Idaho desires to construct paving improvements at the Wastewater Treatment
Plant site located at 3401 North Ten Mile Road. Work to be provided by Civil Survey Consultants, Inc.
associated with this project is as follows:
1. Hire a geotechincal engineer (Terracon) to test the existing subbase materials to establish an
appropriate "R" value in order to calculate the structural pavement section. A copy of the
proposal from Terracon is attached.
2. Evaluate and recommend a repair method for the existing asphalt roadway from Ten Mile
Road to the WWTP. The City has proposed applying a chip seal over the surface, but initial
investigations reveal that a chip seal may be insufficient to repair the extensive cracks in the
existing pavement.
3. Gather additional survey data in the areas proposed for new pavement to supplement the
topographic mapping prepared for the City under a previous contract.
4. Layout the dimensions and grading of the new asphalt paving areas. Limits of the new paving
will be as we discussed during the on-site walk-through and as detailed on the sketch drawing
provided by the City. A standard plan sheet will be prepared showing the limits of the new
paving areas. Atypical section will be designed for all new pavement areas. -Spot elevations
will be designed on the new boi-solids pad to properly drain the pad to a new inlet to be
connected to an existing return flow manhole.
5. Prepare specifications, bid schedule, and engineer's estimate for the project.
6. Submit plans within 60 days after signing of the contract.
7. Provide assistance during bidding and attend the preconstruction conference.
8. Optional Construction Staking Services -Provide construction staking services for the project.
Blue-tops will be provided along edge of pavement and centerline for the new roadway
construction. Offset stakes will be set for the corners of the new bio-solids pad. Construction
staking will be provided on a one-time basis. Any restaking required for any reason will be
provided at an additional cost to this proposal at our set hourly rate. Forty-eight (48) hour
notice is required to provide staking services.
9. Optional Inspection Services -Provide full time inspection during construction. Work with
Contractor to ensure proper construction of design plans.
Civil Survey Consultants
Man-hour Estimate
City of Meridian
Wastewater Treatment Plant Pavement Project
Task Description Project
Mana er Professional
Land Surve or Project
En ineer Design
En ineer Survey
Tech. II Survey
Tech. I Total
A. Desi n
1. Coordination & Meetin s 1 2 3
2. Gather additional surve data 1 8 8 17
3. Desi n Plans 1 24 25
4. Bid Documents S ecial Provisions 8
B. Biddin and Award
1. Biddin 1 2 3
2. Award 1 2 3
Desi n &Biddin Total Man-Hours 4 1 38 0 8 8 51
C. Construction
1. Coordination & Meetin s 2 2
2. Construction Stakin 16 16 32
3. Ins ection 4 40 44
Construction Total Man-Hours 0 2 4 40 16 16 78
Meridian-wwtp-pave.XLS 4/18/02
Civil Survey Consultants
Design Fee Estimate
City of Meridian
Wastewater Treatment Plant Pavement Project
Classifiaction Hours Rate Total
Project Mana er 4.00 @ $80.00 = $320.00
Professional Land Surve or 1.00 @ $80.00 = $80.00
Project Engineer 38.00 @ $65.00 = $2,470.00
Design Engineer 0.00 @ $60.00 = $0.00
Survey Technician II 8.00 @ $55.00 = $440.00
Survey Technician I 8.00 @ $50.00 = $400.00
Labor Subtotal 59.00 $3,710.00
Classifiaction Hrs/Miles Rate Total
Misc. Printin $100.00
GPS 8.00 $40.00 $320.00
Terracon - Geotechical $2,850.00
Direct Subtotal $3,270.00
Total Design Fees $6,980.00
Meridian-wwtp-pave.XLS 4/18/02
Civil Survey Consultants
Construction Staking Services Fee Estimate
City of Meridian
Wastewater Treatment Plant Pavement Project
Classifiaction Hours Rate Total
Pro~ect Mana er 0.00 @ $80.00 = $0.00
Professional Land Surve or 2.00 @ $80.00 = $160.00
Pro~ect En ineer 0.00 @ $65.00 = $0.00
Desi n En ineer 0.00 @ $60.00 = $0.00
Surve Technician II 16.00 @ $55.00 = $880.00
Surve Technician I 16.00 @ $50.00 = $800.00
Labor Subtotal 34.00 $1,840.00
Classifiaction Hrs/Miles Rate Total
GPS 16.00 $40.00 $640.00
Direct Subtotal $640.00
Total Construction Staking Fees $2,480.00
Meridian-wwtp-pave.XLS 4/18/02
Civil Survey Consultants
Construction Inspection Services Fee Estimate
City of Meridian
Wastewater Treatment Plant Pavement Project
Classifiaction Hours Rate Total
Project Mana er 0.00 @ $80.00 = $0.00
Professional Land Surve or 0.00 @ $80.00 = $0.00
Pro~ect En ineer 4.00 @ $65.00 = $260.00
Desi n En ineer 40.00 @ $60.00 = $2,400.00
Survey Technician II 0.00 @ $55.00 = $0.00
Surve Technician I 0.00 @ $50.00 = $0.00
Labor Subtotal 44.00 $2,660.00
Classifiaction Hrs/Miles Rate Total
GPS 0.00 $40.00 $0.00
Direct Subtotal $0.00
Total Inspection Fees $2,660.00
Meridian-wwtp-pave.XLS 4/18/02
April 15, 2002
Civil Survey Consultants, Inc.
100 Adkins Way
Suite 101
Meridian, Idaho 83642
Attention: Mr. Timothy A. Burgess, P.E.
Re: Revised Proposal for Pavement Engineering Services
Access Road and Stockpile Area Paving
Meridian Wastewater Treatment Plant
Meridian, Idaho
Terracon Proposal No. 62022088
Gentlemen:
ire
rr~con
11849 West 6cecutive Drive, Suite G
Boise, Idaho 83713
(208) 323-9520 Fax: (208) 323-9592
At your request, we are pleased to submit this proposal to provide pavement engineering services
for the referenced project.
PROJECT UNDERSTANDING
We have visited the site and discussed the project with your personnel. We understand the
project consists of constructing about 47,600 square feet of new asphalt pavement for the access
road and stockpile area at the Meridian Wastewater Treatment Plant located near Ustick and Ten
Mile Roads. In addition, the existing asphalt pavement may receive a seal coat or overlay.
ANTICIPATED CONDITIONS
Based on our observations during the site visit and experience in the general area, we anticipate
the soils will consist of granular fill materials overlying silt and clay with sand and gravel. The site
is accessible with atruck-mounted drill rig for use during the subsurface investigation. We also
anticipate Meridian Wastewater Treatment Plant Personnel will aid in locating underground utilities
at the site. In addition, traffic projections and vehicle type information will be provided by Civil
Survey Consultants.
GEOTECHNICAL SCOPE OF SERVICES
In general, the scope of services will include a subsurface investigation, laboratory testing of soil
samples, engineering analysis, and report preparation. More specifically, the individual tasks are
as outlined below.
Arizona ^ Arkansas ^ California ^ Colorado ^Georgia ^ Idaho ^ Illinois ^ Iowa ^ Kansas ^ Kentucky ^ Minnesota ^ Missouri
Montana ^ Nebraska ^ Nevada ^ New Mexico ^ Oklahoma ^ Tennessee ^ Texas ^ Utah ^ Wisconsin ^ Wyoming
Consulting Engineers & Scientists Since 1965
www.terracon.com
Access Road and Stockpile Area Paving Terracon
Meridian Wastewater Treatment Plant
Terracon Proposal No. 62022088
April 15, 2002
1. Project Startup/Mobilization -Terracon will select boring locations, meet with
Meridian Wastewater Treatment Plant personnel regarding locations of
underground utilities, contact Digline, and coordinate drilling activities.
2. Field Investigation -Seven borings, two in the existing access road, three in the
proposed new access road, and two in the stockpile area will be drilled to a depth
of about five feet. The borings will be logged by our field engineer/geologist and
samples will be obtained as the drilling progresses.
3. Laboratory testing will be conducted on representative samples to determine their
engineering and physical properties. Tests may include, but will not be limited to:
moisture content, visual classification, gradation, and Atterberg limits tests. One
R-value tests will be conducted on representative samples of the subgrade.
4. Analysis and Report -The data obtained in the field and laboratory will be
analyzed and summarized in a brief engineering report of our findings.
Recommendations will be made regarding pavement sections and other soil
related issues as may be appropriate. The pavement section will be provided
based on the R-value determined from the laboratory testing, traffic projections,
and vehicle type provided by Civil Survey Consultants.
FEE
Our fee for the geotechnical services outlined above have been estimated based on the attached
professional geotechnical service fee schedule. We suggest you budget $2,850.00 for the scope
of services outlined above. Because of the uncertainties regarding subsurface conditions, this
figure should be considered approximate. If unexpected subsurface conditions are encountered
or the project scope is altered from that described above, this fee may need to be renegotiated.
This fee would not be exceeded without first reviewing the project with you.
Prior to completing the subsurface exploration, drill sites will be cleared for utilities by "Digline".
No budget has been provided for surveying. We have assumed that Civil Survey Consultants will
survey the boring locations and elevations after drilling and provide Terracon with a site plan
showing the locations of our borings.
2
1 .
Access Road and Stockpile Area Paving Terracon
Meridian Wastewater Treatment Plant
Terracon Proposal No. 62022088
April 15, 2002
ACCEPTANCE AND SCHEDULE
Should this proposal meet your approval, please sign and return one copy of the attached Notice
to Proceed, acknowledging our attached Terms and Conditions. We would begin the field
investigation within about 7 to 10 days after receiving Notice to Proceed, depending on driller's
availability. Our completed report will be available within about 2 to 3 weeks after completion of
the field investigation. Preliminary information can usually be provided in advance of the final
report.
GENERAL COMMENTS
Thank you for the opportunity to submit this proposal and we look forward to working with you on
this project. Should you have any questions concerning our services, or this proposal, please
contact us at your convenience.
Sincerely,
TERRACON
~~
K vin .Hoagland, P.E.
Y~
Michael R. Merhar, P.E.
KCH:bj\62022088 Meridian WWTP Pav.doc
Attachments
Copies to: Addressee (2)
3
~~
Access Road and Stockpile Area Paving
Meridian Wastewater Treatment Plant
Terracon Proposal No. 62022088
April 15, 2002
NOTICE TO PROCEED
The above proposal and attached Terms and Conditions are understood and accepted.
BY:
(Signature)
Terracon
FOR: Civil Survey Consultants
(Company)
DATE:
4
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TERRACON
PROFESSIONAL GEOTECHNICAL SERVICE FEE SCHEDULE
FIELD INVESTIGATION
Drilling services, badchce, bulldozer, and other heavy equipment rental ...............................................................................................Cost + 15 percent
Drill bits and/or media, spedal sampling and/or monitoring equipment, air compressor, water truck,
equipment for site access, spedal safety equipment, or other auxiliary equipment provided ..........................................................Cost + 15 percent
Equipment rental including slope inclinometer, pressuremeter, seismometer, resistivity meter, etc .............................................. Quotation on Request
PROFESSIONAL SERVICES Hourly Rate
Prindpal Engineer ..........................
........................................................................................................................................................... $120.00-145.00
Senior Project Engineer ............................................................................................................................................................................. $103.00-120.00
Project Engineer .......................................................................................................................................................................................... $88.00-103.00
Assistant Project Engineer/Gedogist ............................................................................................................................................................ $71.00-86.00
Staff or Field Engineer/Geologist .................................................................................................................................................................. $59.00-70.00
Technidan ..................................................................................................................................................................................................... $42.00-67.00
Clerical ..:.................................................................................................................................................................................................................. $45.00
Spedal Consultation, Expert Testimony, & Court Appearance (4 hour minimum) .................................................................................... $145.00-203.00
LABORATORY TESTING OF SOIL AND ROCK
Unit Price
Sieve Analysis (ASTM D422 and D1140)
a. Standard Sieves 3-inch through No. 200 ......... .............$75.00
b. Standard Sieve 3-indrNo. 200 (SPT Sample) .............$59.00
c. Standard Sieve No. 4 through No. 200 ............ .............$58.00
d. No. 200 to .005 mm, add to a, b or c ............... .............$63.00
e. Percent passing No. 200 mesh sieve only ....... .............$40.00
Liquid-Plastic Limit (ASTM D4318) ............................. .............$62.00
Speclfic Gravity (ASTM D854) .................................... .............$53.00
Moisture Content (ASTM D2216) ............................... .............$15.00
Moisture-Density Determination
Standard (ASTM D698) ......................................... ...........$119.00
Modified (ASTM D1557) ........................................ ...........$130.00
One Pant Test ...................................................... .............$52.00
Density & Moisture Content (ASTM D2937) ............... .............$40.00
CBR Test (ASTM D1883) ........................................... ...........$385.00
R-Value- ITD T8 (ASTM D2844) ................................ ...........$347.00
pH and Resistivity ....................................................... .............$72.00
Direct Shear per point:
Unconsolidated-Undrained .................................... .............$73.00
Consolidated-Undrained ........................................ .............$83.00
Consolidated-0rained ............................................ ...........$112.00
Unit Price
One-Dimensional Consolidation or Swell:
(ASTM D2434 and D4213)
a. 4 ksf load ...............:.....................................................$130.00
b. 8 ksf load .....................................................................$146.00
c. 16 ksf load ...................................................................$162.00
d. 32 ksf load ...................................................................$202.00
e. Add to a-d, above for time rate readings
(1) 2 loads .............................................................$107.00
(2) 4 loads ...................................................... .......$151.00
Unconfined Compression, (ASTM D2166 and D2938)... .......$102.00
Triaxial Shear, per point
a. Unconsolidated-Undrained, Saturated ................. .......$271.00
b. Unconsoidated-Undrained, Unsaturated ............ .......$260.00
c. Consolidated-Undrained ...................................... .......$541.00
d. Consolidated-Drained .......................................... On Request
Permeability Using Triabal Cell
a. Undisturbed or Remolded .................................... .......$347.00
Spedal Tests .................................................. Quotation on Request
Laboratory Technidan for sample preparation ............... $55.00/hour
Rush laboratory service available at 30 percent surcharge
DIRECT CHARGES
Per Diem and Lodging ........................................................................................................................................................... $28.00/day + cost of lodging
Automobile or Pick-up ............................................................................................................................................ $0.45/mile or $150.OO/week minimum
4-Wheel Drive Vehide ............................................................................................................................................ $0.71/mile or $220.00/week minimum
All other direct project expenses, i.e. spedal equipment rental,
commerdal travel, bulk reproduction, protective clothing, etc ......................................................................................................................... Cost + 15%
Provide on-site field laboratory fadlities and test equipment ............... .......Quotation on Request
.....................................................................................
ENVIRONMENTAL AND CONSTRUCTION MATERIALS ENGINEERING SERVICES
Salt Lake City Office
Boise Office
........................Fee Schedule Available on Request
Revised January 2002
l~~rr~co
TERMS AND CONDITIONS
TERRACON
SECTION 1: SCOPE OF WORK: TERRACON shop perform the services defined in the oontail and shah irnok;e the Client for those services il the fee schedule
rates. Any cyst estimates stated in This tbntact sF~ll not be considered ~ a frm flgure unless otherw~e spedfic~Ny stated th this contact p une~eded site cortditions
are dish, the scope ~ woric may dtarDe ev>rn as the work is in progress. TF_RRACON wNl proNde these additional seMces at the contact fee schedule rate, RaOes
for work beyond the scope of this ronfrect and not covered by the contact fee schedule can be provided. TF.RRACON can perform additional work with prior
authorvaton, and wE provide caifimnatice of fees. Ail coals incurred bepuse of delays Tn auti>oriarig the additional work wy be tilled to the Clem Fee schedules are
`slid for one year following pie dabs of the contrail unless otherwise noted. initiatlon of services by TERRACtJId pursuant to this proposal wNl
ce~itions. irx~iporate these terms and
SECTION 2: ACCESS TO SITES, PERMITS AND APPROVALS: Unless otherwise agreed, the Giant will famish TERRACON with right-0f-access to
the site in order to conduct the planned e~loration. W hits TERRACON will take all reasonable precautions to minimize any damage to the property, it is
understood by the Cfier>t that tt the normal course of work some damage may occur, the restoration of which is not part of this agreement Unless otheiwise
agreed, the Client will secure afl necessary approvals, permits, licenses and conserrts necessary to the performance of the services hereunder.
SECTION 3: SOIL BORING AND TEST LOCATIONS: The accuracy and pro>amity of provided survey control will affect the accuracy of in~itu test
location and elevation deterninaticns. Unless othervvise noted, the accuracy of best locations and elevations will be commensurate only with pacing and
appro>amate measurements or estimates. fi greater accuracy is required, the services of a professional surveyor should be obtained. Client will famish
TERRACON with a diagrem iridicatrtg the location of the site. Boring and test locarions may also be indicated on the diagram. TERRACON resenres the
right to deviate a reasonable distance from the bonny and test locations unless this right is spedfically rewked by the GieM in writing at the time the diagram
is supplied. TERRACON reserves the right to bemrinate this contrail if conctlions preventing drUling at the specified locations are encountered that were not
made known to TERRACON prior to the date of this contract
SECTION 4: UTILITIES: In the performance of its work, TERRACON wNl take all reasonffile precautions to avid damage or injury to subterranean
structures or utiliries. The Giant agrees th hold TERRACON harmless and Indemnify TERRACON for any dolma, payments or other Nobilities, including costs
and attorney fees, incurred by TERRACON for any damages to subteranean structures or utilities that are not called to TERRACON'S attention and correctly
shown on the plans famished to TERRACON.
SECTION 5: UNANTICIPATED HAZARDOUS MATERWLS: p shall be the duly of the owr>ar; the Client, ar their representative to advise IERRACON of any
known or suspected haaardars substances that are or may be related b fire services provided; such hazardous substances irtdude but are nct limited >o products,
materials, by-products, wastes ~ samples il tits toregoirg tliat 7ERRAC~1 maybe provided or of performing its serer or which hamrJous substances ebst or
may spat on or near any premises upon which work ~ >n be performed by TERRACON employees, agents or subcontaclors. N TERRACON observes or suspects ins
ebstence of unar~idpabed hazandous materials during the course ~ providing services, TERRA(".OPI may at ifs option ternir:ate fiather work an the project and notify
Cfier>< of the condition. Barites wE be resumed only after renegotlatlon of scope of services and fees. th the event that such renegotiation cannot occta th the satisfaction
of'fERRACON, TERRACOhI may at ps option terminate this contract
SECTION 6: DISPOSAL OF HAZARDOUS MATERIALS AND CONTAMINATED E4UIPMENT: TERRACON does not cxeate, generate or at arty time
own or take possession or ownership of ar arrange for tarrspat, disposal or teabnent of hazardoru materials as a result of its ~loration services. AU Hazardous materials
inducting but not limited b samples. drilirig fluids, decontarnirtatlonflaids, devdapment fluffs, sop rwttir~s and Iaiings, and used disposable protective gear and
equipment, are the properly of the Giant, and iespor>sthp'dy fir proper transportation and disposal is the GienCs unless prior contractual arangements are made. AN
laboratory and field equipmerd 1!~ r.~mot readily and adequdely be dearsed of its hazardous cor>famir>ents shall become the property and tespons~ppy of the Client
The Giant shall purchase all such equipment and p shall be trimed over iti the CNertt for proper disposal urithss prior alOeinate arangemerits are made.
SECTION 7: REPORTS AND INVOICES: TERRACOrI wifl famish two copies of the repot 1n the Giant Addirthnal copies wiI be famished at the rate specified in
the fee schedule. TERRACON wll submp invoices 14 the CNent monthly and a lirral bill upon completion of services. Payment is due upon presentation of Invoice and is
past due thirty (30) days from the Invoice date. Cient agrees b pay a finance diarge of one and one~f percent (1-1/296) per montir, cwt not ewceedng the mardmum
rate allowed bylaw, on past due accour~. Gierrt alp agrees >p pay all costs and e~enses, inducting r~sonable altomey fees inciared by TERRACON relating to
collection procedures on overdue accounts. Failure of Clent to abide by the provisions of this section will be considered grounds for termination of this agreement by
TERRACON.
SECTION 8: OWNERSHIP OF DOCUMENTS: All reports, barthg logs, field data, field notes, laboratory test data, calculations, estimates, arxi other documents
prepared by T1=RRACON as instrumerrts of service, shall remain the properly of TF_RRACON unless there are other contractual agreements.
SECTION 9: CONFIDENTIALITY: TERRACONshall hold confidential ail business ortechrtiCal information obtained from the Clerd or his affiliates or generated in
the performance of services under this agreement and identified in writing by the Client as "confidentitiaf'. 1ERRACON shaA rail dlsdose such infarlation without the
GieriPs consent exept m the eiQent regttlred tor.1) Performance of services under this agre~riertf: 2) CompNance with professiorral or ethical standards of conduct for
preservatlon il public safety, health and welfare; 3) Comprwnce with any court order or other gorernmerdal directive andlar, 4) Protection ct TEf2RAt ;ON against clakns or
tiabiNties arising from performance of services under this agreement. TERRACON'S obligation hereunder shah not apply fp trilormation In the public domain or lavufuly
acquired on a non~idential basis from others.
SECTION 10: STANDARD OF CARE: Services performed by TERRACON under this Agreemerd will be conducted in a manner consistent with that level of care
and skill ordinarily exi:rclsed by members of the profession tr,rently practicdrmg under similar wnditioris in the same kx;ale. No other waimanty, egress or implied, is made
or intended by the proposal for consuNing services or by famishing oral ~ written n~orts of the findings made. The Client recogn¢es that subsurface c~rtditiorms may vary
from ttmose eru;ountered at the kmcation where borings, sums, tests ar e>~loretions are made by T12RRACON and that the data. bmterpretatlons and recommendations of
TERRACON are based solely upon the data available th TERRACON. 'iERRACON will be responsible for timose data, tmterpretations, and recommendations, but shall
not be responsible far the 1Merpretations by others of the irmformation developed.
SECTION 11: SAFETY: TERRACON has adopted safely policy procedures for its personnel when providing services at known or suspected hazardous waste sites.
TERRACON personnel wNl adhere ro these procedures as site conditions require. A copy of the "Safely Policy Procedures far EnvironmentalMazardous Waste Projects"
is on file with the corporate safety officer and is available for review. TERRACON is not responsible or liable for injuries or damage incurred by thins parties who are not
employees of TERRACON.
Revised 10/31!01
R is understood tl~at 7ERRACON wtil nd be responsible fad ar stle safely d the project Job and silo safety wtil be the sole responsfinTity d the cor~ador unless
contracted m others.
SECTION 12: SUBPOENAS: The Client is responsible. aRer notification, for payment d time charges ar e~errs~ resulting from tine required response by
TERRACON is subpoenas issued by any party omen man 7ERRACON m corrjunction wim work performed under this contract Charges are based on fee schedules in
effect at the time the subpoena is served.
SECTION 13: LIMITATION OF LIABILITY AND DAMAGES WAIVER: CLIENT AND TERRACON HAVE EVALUATED THE RISKS AND
REWARDS ASSOCIATED WRH THIS PROJECT, INCLUDING TERRACON'3 FEE RELATNE TO THE RISK ASSUMED, AND AGREE TO ALLOCATE
CERTPJN OF THE RISKS SO, TO THE FULLEST EXTENT PERMRTED BY LAW, TERRACON'S TOTAL LIABILRY TO CLIENT IS Lfi1MTED TO THE
GREATER OF 550,000 OR TWO TIMES RS FEE, FOR ANY AND ALL DAMAGES OR EXPENSES ARISING OUT OF THIS AGREEMENT FROM ANY
CAUSE (S) OR UNDER ANY THEORY OF LIABILRY. Neither party shall be liable to the other for kus d profits or revenue; loss d use; loss d opportunity,
loss d good will; cost d substitute factiitles, goods, or services; cost d capital; or for any spedal, consequentlal, punitive, ar eraemplary damages, under any
theory d liability.
SECTION 14: INSURANCE lERRACON carties waiter's canyon and ernpbyer's Ifab(Gly Insurance and has rbverage under public liabi7ily and property
damage insurance policies. Certificates for ati such potides d 4nsruar>ce witl be ptovkied m Client upon request W Chin the limits and wndtions dsuch insurarx~,
TF_RRACON agrees to indemnify and save Client hartniess fiom and against any Ices, damage, ~Y ar iiabilily arising firnn any t>e~igent ads d TERRAC~V, its
employees. agents. sn>f~ntradors aril their employees and agents. TERRACON shall not be responsible for any loss, damage ar fiabitily beyond the amain, limits and
corrdrtians d such ir~urance. Ti=RRA(X)N shag vat be resporuibfe for any loss, damage or labifity arising from any acts by a Client, its agerrfs, stall, consWtartts
employed by others, a Omer third parties who are not empkyees d 7ERRACON.
SECTION 15: INDEMNITY: The Client adarouvledges that TERRACON has nerOrer aeaEed rwr cronLbuted >n the oreation or e>dstence d any t>azardau, radioactive,
talc, irtitant, potiutant, or dherwise dangerous substances ~ conditions at the ails. DIY, e>acept as e~ressly proMded in this contract, me Clint waives any claim
agairut 1ERRACON and agrees to indemniy and save Ti:RRACON, ks • and empbyees hartniess from any claim, tiabildy or defense cost, indixfing but not
limited to attorney fees and olh~ incidental costs, for injury or loss sustained by any party from such e>~osnaes atiegedly arming out d a• reYated 6o TERRACON's
perfornance d services hereunder.
SECTION 16: TESTING AND OBSERVATION SERVICES: If TERRACON is retained by Qient m provide a site representative fa' me purpose d testing or
observing specific portions d the work or other field activities as set form in the proposal. then rots section applies. For the specified assigrment, TERRACC4~1 will repel
test resufis, observations and professiarai opinions to Client
The presence d 1ERIZ4CCiN field representatives witi be for the purpose d provtderg feting and observation. Our wok does nd kuiude supervision w direction d
me actual work d the Contrat~or, his employees or agents. The Corttrador for this project should be so adr~ed. The Cartractor should also be informed that r>dlher the
presence d our field representative nor the testing and ot~ervation by our firm shag excuse him fn any way far defects distbvered in his work.
The tens "obsenelion" undies ttiat we world observe the proms d me wait we have agreed to ba inwived with and perform tests from which to develop an opinion as
to whemer the wok essentially t~mplies wllh the job requirements.
With any manufactured product mere are statistical variations h its uniformity and the accuracy d tests used to measure its qualities. As t~mpared with other
manufactured products. field construction usually has wider fiucOirations in both product and test results. Thus, even with very careful testing and observation. it cannot be
said mat ati parts d tl1e product cerrnpry with the job requirement C+ig proposal is for me scope d seMces requested by au Client. The degree d certainly far compliance
wim project spedficetions is much greater wim tali time absetvatiar than tt is with interrnittent observation.
SECTION 17: SAMPLES: TERRACC+N wiU retain ati soli and rock samples that ate trysported to Tf=RRACON laboratories for ~ days after submission d the repot
Further storage or transfer d samples can be made ffi CfieM e~ernse upon written request
SECTION 18: SEVERABILI7'Y: ff amy d the provisbns contained m rots Agreement era hid Itiegal, invalid, or unenfaceabfe, the enforceability d the terraining
provisions will not be impaired.
SECTION 19: TERMINATION: This Agreement may be terminated by eitl~ party upon seven (7) days written notice M the event d substantial failure by me Omer
party m pertain in acxordar>re with me terms hereof Such lertnination shati not be etfective if that st~sharttial failure has been remedied before e~iration d me period
speaf~ed fi me written rmtice. h me event d terminatbn, lERRACON shah be paid for services performed to the bernination notice date plus reasonable termination
e~enses. F~enses d termination or suspervsiat shati include al dtred casts d TF_RRACOIV required to complete ar~lyses and records necessary b tpmpleta its files
and may also include a report ar the services performed to me date d rtotioe d tertnirration ar susper-sion.
SECTION 20: ASSIGNS: Neither me Client nor TERRACON may delegate, assign, subwrite ar transfer its duties or interest in this Agreement without the written
consent d me omen party.
SECTION 21: PRECEDENCE: These Terms and Conditions sMati lake precedence over any inconsistent or contradictory provisions contained in any proposal,
contract, purchase order, requisition, notice to proceed, or flke document regarding TERIZ4CON'S services.
Revised 10/31/01