HomeMy WebLinkAbout2016 TMP Civil Science STANDARD FORM OF AGREEMENT
BETWEEN OWNER AND ENGINEER
FOR
PROFESSIONAL SERVICES
THIS IS AN AGREEMENT effective as of September 26 2016 ("Effective Date")between
City of Twin Falls ("Owner")and
Civil Science, Inc. ("Engineer").
Owner intends to Contract for the Twin Falls Transportation Master Plan
Owner and Engineer agree as follows:
ARTICLE I— SERVICES OF ENGINEER
1.01 Scope
A. Engineer shall provide, or cause to be provided, the services set forth herein and in
Exhibit A.
ARTICLE 2— OWNER'S RESPONSIBILITIES
2.01 General
A. Owner shall have the responsibilities set forth herein and in Exhibit B.
B. Owner shall pay Engineer as set forth in Exhibit C.
C. Owner shall be responsible for, and Engineer may rely upon, the accuracy and
completeness of all requirements, programs, instructions, reports, data, and other
information furnished by Owner to Engineer pursuant to this Agreement. Engineer may
use such requirements, programs, instructions, reports, data,and information in performing
or furnishing services under this Agreement.
ARTICLE 3— SCHEDULE FOR RENDERING SERVICES
3.01 Commencement
A. Engineer shall begin rendering services as of the Effective Date of the Agreement.
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3.02 Tinge for Completion
A. Engineer shall complete its obligations within a reasonable time. Specific periods of time
for rendering services are set forth or specific dates by which services are to be completed
are provided in Exhibit A,and are hereby agreed to be reasonable.
B. If, through no fault of Engineer, such periods of time or dates are changed, or the orderly
and continuous progress of Engineer's services is impaired, or Engineer's services are
delayed or suspended, then the time for completion of Engineer's services, and the rates
and amounts of Engineer's compensation, shall be adjusted equitably.
C. If Owner authorizes changes in the scope, extent, or character of the Project, then the time
for completion of Engineer's services, and the rates and amounts of Engineer's
compensation, shall be adjusted equitably.
D. Owner shall make decisions and carry out its other responsibilities in a timely manner so as
not to delay the Engineer's performance of its services.
E. If Engineer fails, through its own fault, to complete the performance required in this
Agreement within the time set forth, as duly adjusted, then Owner shall be entitled to the
recovery of direct damages resulting from such failure.
ARTICLE 4— INVOICES AND PAYMENTS
4.0I Invoices
A. Preparation and Submittal of Invoices. Engineer shall prepare invoices in accordance with
its standard invoicing practices and the terms of Exhibit C. Engineer shall submit its
invoices to Owner on a monthly basis. Invoices are due and payable within 30 days of
receipt.
4.02 Payments
A. Application to Interest and Principal. Payment will be credited first to any interest owed to
Engineer and then to principal.
B. Failure to Pay. If Owner fails to make any payment due Engineer for services and
expenses within 30 days after receipt of Engineer's invoice,then:
1. amounts due Engineer will be increased at the rate of 1.0% per month (or the
maximum rate of interest permitted by law, if less) from said thirtieth day; and
2. Engineer may, after giving seven days written notice to Owner, suspend services
under this Agreement until Owner has paid in full all amounts due for services,
expenses, and other related charges. Owner waives any and all claims against
Engineer for any such suspension.
C. Disputed Invoices. If Owner contests an invoice,Owner may withhold only that portion so
contested,and must pay the undisputed portion.
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D. Legislative Actions. If after the Effective Date of the Agreement any governmental entity
takes a legislative action that imposes taxes, fees, or charges on Engineer's services or
compensation under this Agreement, then the Engineer may invoice such new taxes, fees,
or charges as a Reimbursable Expense to which a factor of 1.0 shall be applied. Owner
shall pay such invoiced new taxes, fees, and charges; such payment shall be in addition to
the compensation to which Engineer is entitled under the terms of Exhibit C.
ARTICLE 5— OPINIONS OF COST
5.01 Opinions of Probable Construction Cost
A. Engineer's opinions of probable Construction Cost are to be made on the basis of
Engineer's experience and qualifications and represent Engineer's best judgment as an
experienced and qualified professional generally familiar with the construction industry.
However, since Engineer has no control over the cost of labor, materials, equipment, or
services furnished by others, or over contractors' methods of determining prices, or over
competitive bidding or market conditions, Engineer cannot and does not guarantee that
proposals, bids, or actual Construction Cost will not vary from opinions of probable
Construction Cost prepared by Engineer. If Owner wishes greater assurance as to probable
Construction Cost, Owner shall employ an independent cost estimator as provided in
Exhibit B.
ARTICLE 6— GENERAL CONSIDERATIONS
6.01 Standards of Performance
A. The standard of care for all professional engineering and related services performed or
furnished by Engineer under this Agreement will be the care and skill ordinarily used by
members of the subject profession practicing under similar circumstances at the same time
and in the same locality. Engineer makes no warranties, express or implied, under this
Agreement or otherwise, in connection with Engineer's services.
B. Owner shall not be responsible for discovering deficiencies in the technical accuracy of
Engineer's services. Engineer shall correct any such deficiencies in technical accuracy
without additional compensation except to the extent such corrective action is directly
attributable to deficiencies in Owner-furnished information.
C. Engineer may employ such Consultants as Engineer deems necessary to assist in the
performance or furnishing of the services, subject to reasonable, timely, and substantive
objections by Owner.
D. Subject to the standard of care set forth in Paragraph 6.01.A, Engineer and its Consultants
may use or rely upon design elements and information ordinarily or customarily furnished
by others, including, but not limited to, specialty contractors, manufacturers, suppliers, and
the publishers of technical standards.
E. Engineer and Owner shall comply with applicable Laws and Regulations and Owner-
mandated standards that Owner has provided to Engineer in writing. This Agreement is
based on these requirements as of its Effective Date. Changes to these requirements after
the Effective Date of this Agreement may be the basis for modifications to Owner's
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responsibilities or to Engineer's scope of services, times of performance, and
compensation.
F. Engineer shall not be required to sign any documents, no matter by whom requested, that
would result in the Engineer having to certify, guarantee, or warrant the existence of
conditions whose existence the Engineer cannot ascertain. Owner agrees not to make
resolution of any dispute with the Engineer or payment of any amount due to the Engineer
in any way contingent upon the Engineer signing any such documents.
G. Engineer shall not at any time supervise, direct,or have control over Contractor's work, nor
shall Engineer have authority over or responsibility for the means, methods, techniques,
sequences, or procedures of construction selected or used by Contractor, for security or
safety at the Site, for safety precautions and programs incident to the Contractor's work in
progress,nor for any failure of Contractor to comply with Laws and Regulations applicable
to Contractor's furnishing and performing the Work.
H. Engineer neither guarantees the performance of any contractor nor assumes responsibility
for any contractor's failure to furnish and perform the Work in accordance with the
Contract Documents.
I. Engineer shall not be responsible for the acts or omissions of any contractor,subcontractor,
or supplier, or of any of their agents or employees or of any other persons (except
Engineer's own employees and its Consultants) at the Site or otherwise furnishing or
performing any Work; or for any decision made on interpretations or clarifications of the
Contract Documents given by Owner without consultation and advice of Engineer.
6.02 Design Without Construction Phase Services
A. If Engineer's Basic Services under this Agreement do not include Project observation, or
review of the Contractor's performance, or any other Construction Phase services, then
(1) Engineer's services under this Agreement shall be deemed complete no later than the
end of the Bidding or Negotiating Phase; (2)Engineer shall have no design or shop
drawing review obligations during construction; (3)Owner assumes all responsibility for
the application and interpretation of the Contract Documents, contract administration,
construction observation and review, and all other necessary Construction Phase
engineering and professional services; and (4)Owner waives any claims against the
Engineer that may be connected in any way thereto.
6.03 Use of Documents
A. All Documents are instruments of service in respect to this Project, and Engineer shall
retain an ownership and property interest therein (including the copyright) whether or not
the Project is completed. Owner shall not rely in any way on any Document unless it is in
printed form, signed or sealed by the Engineer or one of its Consultants.
B. A party may rely that data or information set forth on paper (also known as hard copies)
that the party receives from the other party by mail, hand delivery, or facsimile, are the
items that the other party intended to send. Files in electronic media format of text, data,
graphics, or other types that are famished by one party to the other are furnished only for
convenience, not reliance by the receiving party. Any conclusion or information obtained
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or derived from such electronic files will be at the user's sole risk. If there is a discrepancy
between the electronic files and the hard copies, the hard copies govern.
C. Because data stored in electronic media format can deteriorate or be modified inadvertently
or otherwise without authorization of the data's creator, the party receiving electronic files
agrees that it will perform acceptance tests or procedures within 60 days, after which the
receiving party shall be deemed to have accepted the data thus transferred. Any transmittal
errors detected within the 60-day acceptance period will be corrected by the party
delivering the electronic files.
D. When transferring documents in electronic media format, the transferring party makes no
representations as to long-term compatibility, usability, or readability of such documents
resulting from the use of software application packages, operating systems, or computer
hardware differing from those used by the documents' creator.
E. Owner may make and retain copies of Documents for information and reference in
connection with use on the Project by Owner. Engineer grants Owner a license to use the
Documents on the Project, extensions of the Project, and other projects of Owner, subject
to the following limitations: (1)Owner acknowledges that such Documents are not
intended or represented to be suitable for use on the Project unless completed by Engineer,
or for use or reuse by Owner or others on extensions of the Project or on any other project
without written verification or adaptation by Engineer; (2)any such use or reuse, or any
modification of the Documents, without written verification, completion, or adaptation by
Engineer, as appropriate for the specific purpose intended, will be at Owner's sole risk and
without liability or legal exposure to Engineer or to Engineer's Consultants; (3)Owner
shall indemnify and hold harmless Engineer and Engineer's Consultants from all claims,
damages, losses, and expenses, including attorneys' fees, arising out of or resulting from
any use, reuse, or modification without written verification, completion, or adaptation by
Engineer; (4)such limited license to Owner shall not create any rights in third parties.
F. If Engineer at Owner's request verifies or adapts the Documents for extensions of the
Project or for any other project, then Owner shall compensate Engineer at rates or in an
amount to be agreed upon by Owner and Engineer.
6.04 Insurance
A. Engineer shall procure and maintain insurance as set forth in Exhibit G, "Insurance."
Engineer shall cause Owner to be listed as an additional insured on any applicable general
liability insurance policy carried by Engineer.
B. Owner shall require Contractor to purchase and maintain general liability and other
insurance in accordance with the requirements of Paragraph 5.04 of the "Standard General
Conditions of the Construction Contract," (No. C-700, 2002 Edition) as prepared by the
Engineers Joint Contract Documents Committee and to cause Engineer and Engineer's
Consultants to be listed as additional insureds with respect to such liability and other
insurance purchased and maintained by Contractor for the Project.
C. All policies of property insurance relating to the Project shall contain provisions to the
effect that Engineer's and Engineer's Consultants' interests are covered and that in the
event of payment of any loss or damage the insurers will have no rights of recovery against
Engineer or its Consultants,or any insureds or additional insureds thereunder.
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D. At any time, Owner may request that Engineer or its Consultants, at Owner's sole expense,
provide additional insurance coverage, increased limits, or revised deductibles that are
more protective than those specified in Exhibit G. If so requested by Owner, and if
commercially available, Engineer shall obtain and shall require its Consultants to obtain
such additional insurance coverage, different limits,or revised deductibles for such periods
of time as requested by Owner, and Exhibit G will be supplemented to incorporate these
requirements.
6.05 Suspension and Termination
A. Suspension.
By Owner: Owner may suspend the Project upon seven days written notice to Engineer.
By Engineer. If Engineer's services are substantially delayed through no fault of Engineer, Engineer may,
after giving seven days written notice to Owner, suspend services under this Agreement.
B. Termination. The obligation to provide further services under this Agreement may be
terminated:
1. For cause,
a. By either party upon 30 days written notice in the event of substantial
failure by the other party to perform in accordance with the terms hereof
through no fault of the terminating party.
b. By Engineer:
1) upon seven days written notice if Owner demands that Engineer
furnish or perform services contrary to Engineer's responsibilities as
a licensed professional; or
2) upon seven days written notice if the Engineer's services for the
Project are delayed or suspended for more than 90 days for reasons
beyond Engineer's control.
3) Engineer shall have no liability to Owner on account of such
termination.
C. Notwithstanding the foregoing, this Agreement will not terminate under
Paragraph 6.05.B.La if the party receiving such notice begins, within seven
days of receipt of such notice, to correct its substantial failure to perform
and proceeds diligently to cure such failure within no more than 30 days of
receipt thereof; provided, however, that if and to the extent such substantial
failure cannot be reasonably cured within such 30 day period, and if such
party has diligently attempted to cure the same and thereafter continues
diligently to cure the same, then the cure period provided for herein shall
extend up to, but in no case more than, 60 days after the date of receipt of
the notice.
?. For convenience,
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a. By Owner effective upon Engineer's receipt of notice from Owner.
C. Effective Date of Termination. The terminating party under Paragraph 6.05.13 may set the
effective date of termination at a time up to 30 days later than otherwise provided to allow
Engineer to demobilize personnel and equipment from the Site, to complete tasks whose
value would otherwise be lost, to prepare notes as to the status of completed and
uncompleted tasks,and to assemble Project materials in orderly files.
D. Payments Upon Termination.
1. In the event of any termination under Paragraph 6.05, Engineer will be entitled to
invoice Owner and to receive full payment for all services performed or furnished
and all Reimbursable Expenses incurred through the effective date of termination.
Upon making such payment, Owner shall have the limited right to the use of
Documents,at Owner's sole risk,subject to the provisions of Paragraph 6.03.E.
2. In the event of termination by Owner for convenience or by Engineer for cause,
Engineer shall be entitled, in addition to invoicing for those items identified in
Paragraph 6.05.D.1, to invoice Owner and to payment of a reasonable amount for
services and expenses directly attributable to termination, both before and after the
effective date of termination, such as reassignment of personnel, costs of
terminating contracts with Engineer's Consultants,and other related close-out costs,
using methods and rates for Additional Services as set forth in Exhibit C.
6.06 Controlling Law
A. This Agreement is to be governed by the law of the state in which the Project is located.
6.07 Successors, Assigns, and Beneficiaries
A. Owner and Engineer are hereby bound and the partners, successors, executors,
administrators and legal representatives of Owner and Engineer (and to the extent
permitted by Paragraph 6.07.13 the assigns of Owner and Engineer)are hereby bound to the
other party to this Agreement and to the partners, successors, executors, administrators and
legal representatives (and said assigns) of such other party, in respect of all covenants,
agreements,and obligations of this Agreement.
B. Neither Owner nor Engineer may assign, sublet, or transfer any rights under or interest
(including, but without limitation, moneys that are due or may become due) in this
Agreement without the written consent of the other, except to the extent that any
assignment, subletting, or transfer is mandated or restricted by Iaw. Unless specifically
stated to the contrary in any written consent to an assignment, no assignment will release or
discharge the assignor from any duty or responsibility under this Agreement.
C. Unless expressly provided otherwise in this Agreement:
1. Nothing in this Agreement shall be construed to create, impose, or give rise to any
duty owed by Owner or Engineer to any Contractor, Contractor's subcontractor,
supplier,other individual or entity,or to any surety for or employee of any of them.
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2. All duties and responsibilities undertaken pursuant to this Agreement will be for the
sole and exclusive benefit of Owner and Engineer and not for the benefit of any
other party.
3. Owner agrees that the substance of the provisions of this Paragraph 6.07.0 shall
appear in the Contract Documents.
6.08 Dispute Resohition
A. Owner and Engineer agree to negotiate all disputes between them in good faith for a period
of 30 days from the date of notice prior to invoking the procedures of Exhibit H or other
provisions of this Agreement,or exercising their rights under law.
B. If the parties fail to resolve a dispute through negotiation under Paragraph 6.08.A, then
either or both may invoke the procedures of Exhibit H. If Exhibit H is not included, or if
no dispute resolution method is specified in Exhibit H, then the parties may exercise their
rights under law.
6.09 Environniewa!Condition of Site
A. Owner has disclosed to Engineer in writing the existence of all known and suspected
Asbestos, PCBs, Petroleum, Hazardous Waste, Radioactive Material, hazardous
substances, and other Constituents of Concern located at or near the Site, including type,
quantity,and location.
B. Owner represents to Engineer that to the best of its knowledge no Constituents of Concern,
other than those disclosed in writing to Engineer,exist at the Site.
C. If Engineer encounters an undisclosed Constituent of Concern, then Engineer shall notify
(1)Owner and(2)appropriate governmental officials if Engineer reasonably concludes that
doing so is required by applicable Laws or Regulations.
D. It is acknowledged by both parties that Engineer's scope of services does not include any
services related to Constituents of Concern. If Engineer or any other party encounters an
undisclosed Constituent of Concern, or if investigative or remedial action, or other
professional services,are necessary with respect to disclosed or undisclosed Constituents of
Concern, then Engineer may, at its option and without liability for consequential or any
other damages, suspend performance of services on the portion of the Project affected
thereby until Owner: (1) retains appropriate specialist consultant(s) or contractor(s) to
identify and, as appropriate, abate, remediate, or remove the Constituents of Concern; and
(2)warrants that the Site is in full compliance with applicable Laws and Regulations.
E. If the presence at the Site of undisclosed Constituents of Concern adversely affects the
performance of Engineer's services under this Agreement, then the Engineer shall have the
option of (1) accepting an equitable adjustment in its compensation or in the time of
completion, or both; or(2) terminating this Agreement for cause on 30 days notice.
F. Owner acknowledges that Engineer is performing professional services for Owner and that
Engineer is not and shall not be required to become an"arranger,""operator," "generator,"
or"transporter" of hazardous substances, as defined in the Comprehensive Environmental
Response, Compensation, and Liability Act(CERCLA), as amended, which are or may be
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encountered at or near the Site in connection with Engineer's activities under this
Agreement.
6.10 Indemnification and Mutual Waiver
A. Indemnification by Engineer. To the fullest extent permitted by law, Engineer shall
indemnify and hold harmless Owner, and Owner's officers, directors, partners, agents,
consultants, and employees from and against any and all claims, costs, losses, and damages
(including but not limited to all fees and charges of engineers, architects, attorneys, and
other professionals, and all court, arbitration, or other dispute resolution costs) arising out
of or relating to the Project, provided that any such claim, cost, loss, or damage is
attributable to bodily injury, sickness, disease, or death, or to injury to or destruction of
tangible property(other than the Work itself), including the loss of use resulting therefrom,
but only to the extent caused by any negligent act or omission of Engineer or Engineer's
officers, directors, partners, employees, or Consultants. The indemnification provision of
the preceding sentence is subject to and limited by the provisions agreed to by Owner and
Engineer in Exhibit I,"Allocation of Risks,"if any.
B. Indemnification by Osvner. To the fullest extent permitted by law, Owner shall indemnify
and hold harmless Engineer, Engineer's officers,directors,partners, agents,employees,and
Consultants from and against any and all claims, costs, losses, and damages (including but
not limited to all fees and charges of engineers, architects, attorneys, and other
professionals, and all court, arbitration, or other dispute resolution costs) arising out of or
relating to the Project, provided that any such claim, cost, loss, or damage is attributable to
bodily injury, sickness, disease, or death or to injury to or destruction of tangible property
(other than the Work itself), including the loss of use resulting therefrom, but only to the
extent caused by any negligent act or omission of Owner or Owner's officers, directors,
partners, agents, consultants, or employees, or others retained by or under contract to the
Owner with respect to this Agreement or to the Project.
C. Environmental Indemnification. In addition to the indemnity provided under Paragraph
6.10.13 of this Agreement, and to the fullest extent permitted by law, Owner shall
indemnify and hold harmless Engineer and its officers, directors, partners, agents,
employees, and Consultants from and against any and all claims,costs, losses, and damages
(including but not limited to all fees and charges of engineers, architects, attorneys and
other professionals, and all court, arbitration, or other dispute resolution costs) caused by,
arising out of, relating to, or resulting from a Constituent of Concern at, on, or under the
Site, provided that (i) any such claim, cost, loss, or damage is attributable to bodily injury,
sickness,disease,or death, or to injury to or destruction of tangible property(other than the
Work itself),including the loss of use resulting therefrom, and(ii) nothing in this paragraph
shall obligate Owner to indemnify any individual or entity from and against the
consequences of that individual's or entity's own negligence or willful misconduct.
D. Percentage Share of Negligence. To the fullest extent permitted by law, a party's total
liability to the other party and anyone claiming by, through, or under the other party for
any cost, loss,or damages caused in part by the negligence of the party and in part by the
negligence of the other party or any other negligent entity or individual, shall not exceed
the percentage share that the parry's negligence bears to the total negligence of Owner,
Engineer,and all other negligent entities and individuals.
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6.11 Miscellaneous Provisions
A. Notices. Any notice required under this Agreement will be in writing, addressed to the
appropriate party at its address on the signature page and given personally,by facsimile,by
registered or certified mail postage prepaid,or by a commercial courier service. All notices
shall be effective upon the date of receipt.
B. Survival. All express representations, waivers, indemnifications,and limitations of liability
included in this Agreement will survive its completion or termination for any reason.
C. Severability. Any provision or part of the Agreement held to be void or unenforceable
under any Laws or Regulations shall be deemed stricken, and all remaining provisions shall
continue to be valid and binding upon Owner and Engineer, who agree that the Agreement
shall be reformed to replace such stricken provision or part thereof with a valid and
enforceable provision that comes as close as possible to expressing the intention of the
stricken provision.
D. Waiver. A parry's non-enforcement of any provision shall not constitute a waiver of that
provision, nor shall it affect the enforceability of that provision or of the remainder of this
Agreement.
E. Accrual of Claims. To the fullest extent permitted by law, all causes of action arising under
this Agreement shall be deemed to have accrued, and all statutory periods of limitation
shall commence,no later than the date of Substantial Completion.
ARTICLE 7- DEFINITIONS
7.01 Defined Terms
A. Wherever used in this Agreement (including the Exhibits hereto) terns (including the
singular and plural forms)printed with initial capital letters have the meanings indicated in
the text above or in the exhibits; in the following provisions; or in the "Standard General
Conditions of the Construction Contract," prepared by the Engineers Joint Contract
Documents Committee(No. C-700, 2002 Edition):
1. Additional Services - The services to be performed for or furnished to Owner by
Engineer in accordance with Exhibit A, Part 2, of this Agreement.
2. Basic Services - The services to be performed for or furnished to Owner by
Engineer in accordance with Exhibit A, Part 1, of this Agreement.
3. Construction Cost - The cost to Owner of those portions of the entire Project
designed or specified by Engineer. Construction Cost does not include costs of
services of Engineer or other design professionals and consultants, cost of land or
rights-of-way, or compensation for damages to properties, or Owner's costs for
legal, accounting, insurance counseling or auditing services, or interest and
financing charges incurred in connection with the Project, or the cost of other
services to be provided by others to Owner pursuant to Exhibit B of this
Agreement. Construction Cost is one of the items comprising Total Project Costs.
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4. Constituent of Concern - Any substance, product, waste, or other material of any
nature whatsoever(including, but not limited to, Asbestos, Petroleum, Radioactive
Material, and PCBs)which is or becomes listed,regulated, or addressed pursuant to
[a] the Comprehensive Environmental Response, Compensation and Liability Act,
42 U.S.C. §§9601 et seq. ("CERCLA"); [b] the Hazardous Materials Transportation
Act,49 U.S.C. §§1801 et seq.; [c] the Resource Conservation and Recovery Act, 42
U.S.C. §§6901 et seq. ("RCRA"); [d] the Toxic Substances Control Act, 15 U.S.C.
§§2601 et seq.; [e] the Clean Water Act, 33 U.S.C. §§1251 et seq.; [f] the Clean Air
Act,42 U.S.C. §§7401 et seq.; and [g] any other federal, state, or local statute, law,
rule, regulation, ordinance, resolution, code, order, or decree regulating, relating to,
or imposing liability or standards of conduct concerning, any hazardous, toxic, or
dangerous waste, substance,or material.
5. Consultants - Individuals or entities having a contract with Engineer to furnish
services with respect to this Project as Engineer's independent professional
associates, consultants,subcontractors, or vendors.
6. Documents - Data, reports, Drawings, Specifications, Record Drawings, and other
deliverables, whether in printed or electronic media format, provided or furnished
in appropriate phases by Engineer to Owner pursuant to this Agreement.
7. Drawings-That part of the Contract Documents prepared or approved by Engineer
which graphically shows the scope, extent, and character of the Work to be
performed by Contractor. Shop Drawings are not Drawings as so defined.
8. Laws and Regulations; Laws or Regulations - Any and all applicable laws, rules,
regulations, ordinances, codes, and orders of any and all governmental bodies,
agencies,authorities,and courts having jurisdiction.
9. Reimbursable Expenses-The expenses incurred directly by Engineer in connection
with the performing or furnishing of Basic and Additional Services for the Project.
10. Resident Project Representative - The authorized representative of Engineer, if
any, assigned to assist Engineer at the Site during the Construction Phase. The
Resident Project Representative will be Engineer's agent or employee and under
Engineer's supervision. As used herein, the term Resident Project Representative
includes any assistants of Resident Project Representative agreed to by Owner. The
duties and responsibilities of the Resident Project Representative, if any, are as set
forth in Exhibit D.
11. Specifications-That part of the Contract Documents consisting of written technical
descriptions of materials, equipment, systems, standards, and workmanship as
applied to the Work and certain administrative details applicable thereto.
12. Total Project Costs - The sum of the Construction Cost, allowances for
contingencies, and the total costs of services of Engineer or other design
professionals and consultants, together with such other Project-related costs that
Owner furnishes for inclusion, including but not limited to cost of land, rights-of-
way, compensation for damages to properties, Owner's costs for legal, accounting,
insurance counseling and auditing services, interest and financing charges incurred
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in connection with the Project, and the cost of other services to be provided by
others to Owner pursuant to Exhibit B of this Agreement.
ARTICLE 8— EXHIBITS AND SPECIAL PROVISIONS
8.01 Exhibits Included
A. Exhibit A,"Engineer's Services,"consisting of 10 pages.
B. Exhibit B,"Owner's Responsibilities,"consisting of 3 pages.
C. Exhibit C, "Payments to Engineer for Services and Reimbursable Expenses,"consisting of
4 pages.
D. Exhibit D,Not used.
E. Exhibit E,Not used.
F. Exhibit F,Not used.
G. Exhibit G, "Insurance,"consisting of I page.
H. Exhibit H, "Dispute Resolution,"consisting of 1 page.
I. Exhibit I,"Allocation of Risks,"consisting of 2 pages.
J. Exhibit J,Not used.
K. Exhibit K,"Amendment to Owner-Engineer Agreement,"consisting of 3 pages.
8.02 Total Agi-eenzernt
A. This Agreement(consisting of pages 1 to 13 inclusive, together with the exhibits identified
above) constitutes the entire agreement between Owner and Engineer and supersedes all
prior written or oral understandings. This Agreement may only be amended,supplemented,
modified, or canceled by a duly executed written instrument based on the format of
Exhibit K to this Agreement.
8.03 Designated Representatives
A. With the execution of this Agreement, Engineer and Owner shall designate specific
individuals to act as Engineer's and Owner's representatives with respect to the services to
be performed or furnished by Engineer and responsibilities of Owner under this
Agreement. Such individuals shall have authority to transmit instructions, receive
information, and render decisions relative to the Project on behalf of each respective party.
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EJCDC E-500 Standard Form of Agreement Between Owner and Engineer for Professional Services
Copyright C2002 National Society of Professional Engineers for EJCDC All rights reserved.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement, the Effective Date of which
is indicated on page 1.
Owner: Engineer:
City of Twin Falls Civil Scien c.
By: G By:
Ti Title: Project Manager
Date Date 9'26116
Signed: 9 /G Signed:
Engineer License or Certificate No. 9454
State of Idaho
Address for giving notices: Address for giving notices:
5 e ---) S_A 450 Falls Ave.
Suite 100
Twin Falls, ID 83301
Designated Representative(see Paragraph Designated Representative(see Paragraph 8.03.A):
8.03.A/):
✓ft�Fc. �e (t,15 Rob Ramsey
Title: (f�r", �Al .r Title: Project Manager
Phone Number: 3.5 �- 7—? Phone Number: (208) 737-0007 ext 202
,FAcairffife Number: Facsimile Number: (208) 737-5245
E-Mail Address: E-Mail Address: rramsey@civilscience.com
Page 13 of 13
EJCDC E-500 Standard Form of Agreement Between Owner and Engineer for Professional Services
Copyright 02002 National Society of Prorcisional Engineers for EJCDC. All rights reserved.
SUGGESTED FORMAT
(for use with E-500,2002 Edition)
This is EXHIBIT A, consisting of 11 pages, referred to in
and part of the Agreement between Owner and Engineer
for Professional Services dated September 26, 2016,
Engineer's Services
Article 1 of the Agreement is amended and supplemented to include the following agreement of the
parties. Engineer shall provide Basic and Additional Services as set forth below.
PART I—SCOPE OF WORK
The Civil Science team provides the following approach to the project based upon an extensive pre-
proposal understanding of the Twin Falls transportation system and coordination with City staff. in
implementing this approach, Civil Science will manage and administer the activities associated with the
plan through consistent communication with the City of Twin Falls and others involved with the plan
development. This work plan incorporates the activities and efforts as identified in preliminary
meetings with the City. The City and Civil Science will further refine this work program as the study
progresses while monitoring and coordinating the associated schedule and budget elements.
Our scope of work provides for integration of two key programs focusing on collector and arterial grade
streets within the City of Twin Falls. First, a data collection and analysis of the existing system will be
developed followed by the analysis and evaluation of the future transportation system in 2040. Elements
of this program will then be integrated into an update to the City's Transportation Plan. The
Transportation Plan will also include the development of a Capital Improvement Program (CIP)
identifying project phasing and costs.
TRANSPORTATION PLAN— WORK PROGRAM
Task 1 — Develop and Manage Plan Development
Civil Science will be the managing consultant on the project. Subconsultants include Hales Engineering
(HE) and Lynda Friesz Public Relations, Inc. (LFPR). Civil Science will provide continuous
management and supervision of internal staff and subconsultant activities, coordination with City and
ITD staff, develop and maintain the project schedule, prepare monthly progress reports and invoices.
Civil Science will also provide quality assurance reviews of work products and activities including
deliverables. We will also manage all project files and prepare the project documentation for final
delivery and submission to the City.
Civil Science will prepare a schedule identifying key milestones for communication with Twin Falls
City which will provide a schedule to guide the delivery of the study elements. Regular coordination
with team members will be implemented to assist with the project progression. Monthly progress reports
and invoices will be generated and compared with the project schedule and contract to ensure project
objectives are met. Coordination with the City of Twin Falls Staff in regards to the City Comprehensive
Plan and City Pathways Plan as well as coordination with the City Public Information Department will
also be performed. Civil Science places a specific commitment to Quality Assurance reviews that will be
consistently applied throughout the plan development.
Page 1 or 10 Pages
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EJCDC E-500 Standard Form or Agreement Between Owner and Engineer for Professional Services
Cop)right 02002 National Sodet)or Professional Engineers for E1CDC. All rights reserved.
Task 2—Implement Public Involvement Plan
The public involvement program for the Twin Falls Transportation Plan update will be thoroughly
integrated into the planning process. It will include a broad-base approach that involves individual
stakeholders, affected groups, key organizations and the general public at key decision points as needed
to support the planning process so that the final recommendations are understandable and supportable.
The core guidance will be provided by a Technical Advisory Committee (TAC) consisting of City Staff
and representatives, who will participate throughout the process at specific times to provide information
and feedback on information provided by the planning team. The City Council will also be included in
the process to provide important feedback from an overall city and political perspective.
The approach will concentrate efforts where time investments will yield the most beneficial results, at
key decision points as described below. Note that the approach outlined below may be modified as
agreed upon to meet the changing needs of the project and the City.
A. Kickoff Meeting - The project initiation kick off meeting will include the project consultant
team and the staff from the City of Twin Falls. The purpose of the meeting is to review the
project scope and schedule, discuss project roles and responsibilities, communications, protocols
and procedures for completion of the transportation plan.
B. Stakeholder Interviews - This task involves contact by LFPR with up to 12 key stakeholders
selected by City Staff regarding the City's transportation system conditions and needs.
Interviews will be conducted to identify issues which will be included in the initial City Fair.
C. Community Interest Discussions - 6 sessions will be conducted by LFPR with assistance from
HE and Civil Science. These meetings are planned for community interests identified by the
City of Twin Falls, including but not limited to, Bike Paths, Sidewalks, Truck Routes,
Illumination,and Development. One session will be conducted with groups identified by the City
of Twin Falls for each of the categories listed or as directed by the City. Sessions will be
conducted to identify issues, needs and concerns regarding the items indicated and to discuss
improvement options which will be included in the initial City Fair. The community discussions,
other than Development,will occur prior to the initial City Fair.
D. City Fair -- Two presentations at the City Fair are planned to provide opportunity for input from
the general public at key decision points. LFPR will take the lead in organizing and leading the
presentations with assistance from Civil Science and HE. It is anticipated that the meetings will
include a combination of presentation and open house format (estimated 2 hours in length). City
Fair #1 will provide the project kick off, present list of items identified through stakeholder
interviews and community discussions, identify issues, needs and concerns and ask for support
or opposition to issues. City Fair #2 will present the draft improvement options and gather
comments. Will occur after last City Council work session.
E. Steering Committee Meetings- Civil Science and members of our team, as needed, will attend
up to 6 steering committee meetings as requested by the City. The team will update the
committee on the project status and schedule. These presentations are anticipated to brief in
nature.
F. City Council Meetings- The City Council will be engaged at key decision points in the process.
City Council work sessions will include presentation by the planning team and opportunity to
gather comments from the Council. The purpose of the work sessions are proposed as follows:
a. Work Session #1 - Review project scope and schedule, discuss key decisions points,
inform council of comments obtained from Stakeholder Interviews and Community
Discussions, discuss future Council work sessions and identify key transportation issues,
concerns and needs. This session will occur prior to initial City Fair.
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b. Work Session #2 - Present and gather comments regarding future land use assumptions
and initial traffic model results. Discuss minor collector road sizes, truck routes, CIP
Advantage categories and values, etc.
c. Work Session #3 - Review and discuss draft Transportation Master Plan including
improvement alternatives, CIP and estimated costs, future recommendations,
Metropolitan Planning Organizations(MPO)and funding options.
G. Technical Advisory Committee (TAC) - The TAC will be the primary working group to guide
the development of the plan. Their representation will serve as both a source of technical
information and as a "sounding board" of information and conclusions developed by the
consultant team. Although the final number of meetings may vary as needed to meet the needs
of the project and the committee, it is anticipated that the TAC will meet up to 6 times during the
development of the plan. It is anticipated that LFPR and/or Civil Science will conduct these
meetings and HE will attend. The suggested purpose of the meetings is as follows:
a. TAC Meeting #1 - Review and discuss existing conditions, existing levels of service,
current traffic data, confirm future land use and determine draft goals for the
transportation system.
b. TAC Meeting #2 - Review and discuss future traffic demand, Traffic Analysis Zones,
Metropolitan Planning Organization implementation,Traffic Impact Study Standards.
c. TAC Meeting #3 - Review and discuss preliminary findings, draft recommendations,
draft transportation system improvement alternatives,
d. TAC Meeting#4 - Review and discuss draft transportation master plan recommendations
including the CIP,policy recommendations and funding options.
e. Up to 2 additional meetings as requested by the City.
H. Public Involvement - Public involvement support tools will include activities designed to
augment and support the public involvement elements outlined above.
a. Web page - A web page will be developed and maintained by LFPR for the
Transportation Master Plan with a link from the City's web site. The web page will
include plan information, status, significant data, preliminary recommendations and draft
recommendations. The page will also provide opportunity for electronic submission of
public comments. It is anticipated that webpage information will be provided to the
City's web master for them to post the link to the site.
b. Media releases -- LFPR will work with the City of Twin Falls Public Information
Coordinator in developing two media releases for inviting participation at public events
and highlighting the status of the plan. Media releases may also include details on
transportation plan issues, possible improvement options and draft plan
recommendations. Media release#1 - Introduce the transportation plan process and invite
participation at the initial City Fair. Media release#2 - Present status of the plan, present
possible improvement options and highlights of the draft plan recommendations and
invite participation at City Fair#2.
c. Comment forms - Unique comment forms will be developed by LFPR to afford
opportunities for written comments regarding the plan from the public at public events
and on the City's web page.
d. Mobile Survey - LFPR will generate up to 4 mobile surveys at key decision points to
support the planning process. The mobile survey process will be implemented during the
Career Fairs and at other decision points as agreed upon with the City.
e. Stakeholder Database - LFPR will develop and maintain a stakeholder database. The
database will be used for project communication and outreach.
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Copyright 02002 National Society of Professional Engineers for EJCDC. All rights reserved.
Task 3—Research and Analyze the Existing Transportation System
Civil Science will oversee and be directly involved in the formulation of data for the study. Utilizing
staff from our Twin Falls office we will evaluate and summarize Twin Fall's existing transportation
system. The analysis within this task will form the basis for identification of existing issues and future
improvement projects. Our subconsultant, Hales Engineering (HE), will assist with specific elements
related to the traffic analysis of the plan as noted below:
A. Collect and Review Existing Data - HE will assist Civil Science in gathering reports, traffic
counts, traffic studies, Census data, and other data relevant to the traffic element of the Master
Transportation Plan. The City will provide the 2030 Comprehensive Plan, the Grow With Us
Comprehensive Plan, Bike Pathway Plan and recent SW Corridor Plan. Maps and digital files
including land use, street and trail maps, and current city infrastructure will be obtained from the
City by Civil Science. HE will contact the Idaho Transportation Department to collect relevant
traffic data including existing traffic counts on state roads. Civil Science will coordinate with the
City to gather traffic data that has been previously obtained/generated by the City.
B. Review and Summarize Crash Data - Civil Science will obtain crash data from the City of Twin
Falls and ITD for the past 5 years. HE will summarize the number of crashes per roadway
segment for all major streets within the City, as available by the Twin Falls City (or ITD) data.
Individual police reports will not be reviewed unless summarized as part of a data series. Crash
hot spots and roadway segments will be highlighted and reviewed as part of the development of
the Capital Improvement Program.
C. Perform Traffic Counts - Civil Science will obtain from the City the recent traffic counts
collected by the City. It is understood that any additional counts necessary to develop an
accurate reflection of the current traffic flows will be collected by the City within the time frame
noted on the project schedule. HE will coordinate with the City and Civil Science on the
location of these counts. HE will coordinate the location of daily, peak hour, and other counts
necessary based on a review of existing data to provide growth factors and reasonable estimates
of all arterial streets and select collector streets within the City of Twin Falls. The City of Twin
Falls will supply speed study information to support this project based upon availability of staff
and equipment resources.
D. Develop Functional Classification - HE will take a lead role in the development of a Functional
Classification scheme for the City of Twin Falls reflective of assigning the role of each street
within the City to a category related to Arterial, Collector, and Local Street and other categories
for a total of 5 classification categories.
E. Existing Traffic Conditions Report T HE will prepare an interim deliverable related to existing
traffic conditions. This deliverable will include an assessment of existing traffic volumes on all
major roads within the City and a comparison of existing traffic volumes to roadway capacity.
Analysis will include daily screening as well as peak hour level of service estimates for all
signalized intersections. Safety issues will be included in the existing conditions report based on
an overall rating of crash rates by facility type (functional classification) across the City with an
emphasis on streets with higher than expected crash rates.
F. Illumination - Civil Science will obtain from the City of Twin Falls an updated map of the
existing illumination locations and standards. Civil Science will evaluate the light conditions
using light meter recordings at up to 10 areas as determined by the City. Civil Science will
evaluate the current standards and recommend alternatives and revisions to the standards based
on comments collected from the public involvement process including areas of concern, what is
acceptable based on road classification or zoning, and if the public is willing to pay for the
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additional lighting. This will include developing standard spacing based on road and/or zoning
classification.
G. Sidewalks - The City of Twin Falls will provide the sidewalk shapefiles obtained from the
recently completed LIDAR of the City Streets. Civil Science will evaluate this information and
compare it with comments received from the public involvement process to identify potential
pedestrian improvement locations and projects.
H. Traffic Impact Studies (TIS) - HE will evaluate the existing TIS standards and recently updated
ITD TIS standards. HE will develop traffic impact study recommendations for the City
including what information should be included when a TIS is and is not required, how to
determine study area and horizon years for analysis, and how the information should be
presented.
I. Intersection Functionality and Configuration Guidelines - HE will provide recommendations
regarding left turn lane and right turn lane standards based on traffic volumes. The
recommendations will identify the traffic volumes triggering the requirement for turn lanes and
the associated right-of-way typically required to accommodate the turn lanes. HE will also
address bike and pedestrian traffic through the intersections and provide recommendations
accordingly.
J. Intersection Analysis - HE will evaluate up to 8 intersections including Cheney/Grandview,
Poleline/Grandview, Bridgeview/Blue Lakes, Filer/Locust, and Falls/Blue Lakes and provide
recommendations to improve the operation and Level of Service for these intersections.
K. Speed Limit Evaluation - HE will evaluate the impact speed limits have on the level of service
and capacity on up to 5 sections of roadway. This information will be used to assist the City in
determining if adjustments to speed limits are needed in certain areas to increase the level of
service. This will include up to 5 site specific evaluations at locations as determined by the City
of Twin Falls. The City will provide the speed data for these locations.
Task 4—Analyze Future Transportation System
A. Review and Update Existing Standards and Classifications - HE will coordinate with Civil
Science and the City of Twin Falls to review existing cross section standards based on traffic
loading, traffic capacity, and the overall role of each street classification in the City's
transportation system. HE will then suggest updates of traffic capacity related standards
including access control, street spacing and signal spacing. Pavement standards and applicable
engineering design standards will be developed by Civil Science consistent with the agreed upon
Functional Classification system identification to be established by HE. Anticipated cross
sections standard revisions include Truck Routes to accommodate 129,0001b trucks and minor
collectors.
B. Coordinate Land Use Projections - HE will assist Civil Science in the coordination of land use
growth and development projections developed as part of the Land Use Plan element of the
recent Twin Falls City Comprehensive Plan update. The land use plan and related maps
stemming from the Comprehensive plan will be directly integrated into the Transportation Plan
to ensure compatibility of both plans. HE will develop approximately 200 small traffic analysis
zones (TAZ) on a City-wide basis which are based upon reasonable divisions of land use type.
HE will take the lead role in disaggregating land use forecasts into small area geography and
translating land use variables into more commonly used (socio-economic) variables used to
support trip generation estimates.
C. Develop Trip Generation - HE will take a lead role in converting Land Use projections,
developed in Task 4B, into estimates of vehicle trips generated by each TAZ in the City. Trip
generation estimates will be sensitive to the magnitude of growth as well as the type (zoning) of
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growth and will take into consideration recent changes in trip generation associated with the
recent development of new schools and large industrial development. Transit demand will be
evaluated subjectively and not included in the calculation of trip generation estimates.
D. Future Traffic Forecasts- HE will take the lead role in the development of daily traffic forecasts
for the years 2027 and 2040 (or alternate years depending on land use growth forecasts) based on
City provided estimates of growth in each TAZ. Roadway improvement alternatives will be
factored into each corresponding traffic forecast using the existing Twin Falls QRS II Travel
Demand Model to update the model to a customized Travel Demand Model for Twin Falls City.
This task includes the purchase and installation of a licensed (1,000 Zone) version of the QRS II
Software as well as the customized development of TAZ's, roadway links, and all other data
necessary to run QRS II. The model will be calibrated within F14WA recommended tolerances
equivalent to up to 15 percent error on major arterial streets with increasing error on lower
functioning streets involving traffic volume ground counts for an agreed upon base year (Iikely
2016). Daily volume to capacity ratios will be generated to develop street improvements.
Traffic generated by through trips, unrelated to City growth, will be estimated based on past
trends and data provided by ITD and the City of Twin Falls at the external boundaries of the
City. Traffic growth related to City growth will be quantified to allow for future development of
fair share traffic impact fees (not proposed as part of this work). Traffic forecasts will be
prepared by HE as part of this activity which will lead to the development of a 10 year capital
improvement program that will be developed by Civil Science and coordinated with HE as part
of this effort. Capacity Analysis will include specific analysis of 3 alternatives for downtown
traffic related to the 2"d Avenues, a designated truck route for the east side of Twin Falls, and
Blue Lakes Boulevard.
E. Bike System Plan - The City of Twin Falls Parks and Recreation Department is overseeing the
ongoing bike route plan. Civil Science will obtain the plan, review it for compliance with the
Transportation Master Plan and incorporate it into the Transportation Master Plan. Civil Science
will generate a GIS Heat Map identifying the bike routes. HE will evaluate up to 4
bicycle/pedestrian street crossings as identified by the City of Twin Falls
F. Traffic Calming and Complete Streets - Twin Falls is largely built on a grid street network that
effectively reduces congestion at intersections. One negative side effect of a grid system is the
potential for "cut-through" traffic on residential streets. Cut-through traffic is often traveling at
higher speeds than residential roads are designed for, creating safety hazards. HE will evaluate
traffic calming alternatives to increase friction on streets with a high incidence of cut-through
traffic, or unsafe average speeds, to reduce the attractiveness of the road as a cut-through route
and to keep vehicle speeds lower. HE will develop a suite of traffic calming measures for
implementation on residential streets. Each treatment will include guidelines for where and when
it may be effective. Complete Streets serve more trips and are generally safer due to increased
awareness of other roadway users. Opportunities for Complete Streets will be considered
throughout the process,especially as the transit,bicycle, and pedestrian modes are evaluated.
G. Access Management - HE will evaluate the existing access management plan and provide
recommendations to implement into the access management plan for all arterial and collector
roadways. This plan will balance travel demand needs and the needs of businesses and residents.
H. Municipal Planning Organization (MPO) Integration - Civil Science will incorporate into the
Transportation Master Plan an overview of items that are to be in place for the implementation of
the MPO.
I. Transit Improvements - The City of Twin Falls will provide the current transit plan which HE
will evaluate for compliance with the proposed Transportation Master Plan. The current transit
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plan will be modified as needed and incorporated into the Transportation Master Plan. This will
include a map of the proposed transit routes.
J. Pavement Maintenance Plan - The City of Twin Falls currently uses a zone system for their
pavement maintenance plan. The City would like to improve upon the plan so as to include
schedules for maintenance activities based on road classification for each zone with associated
costs. Civil Science will establish a pavement maintenance schedule based on the generic road
classification and pavement type including estimated cost per lane mile for the type of
maintenance to be performed. Using the estimated cost per lane mile Civil Science and estimated
maintenance budget provided by the City, Civil Science will develop a pavement maintenance
plan accordingly using the City zone system.
Task S—Recommendations
A. CIP Project Identification - Based upon the preferred alternative for each roadway stemming
from the planning work under the task previously discussed, a recommended list of
transportation improvement and maintenance projects will be developed. The list will be
incorporated into the CIP based upon input from the Technical Advisory Committee and the City
Council.
B. CIP Cost Estimates - Cost estimates will be prepared based upon cost data consistent within the
Twin Falls area. A unit price material sheet will be developed for review by City staff prior to
preparation of quantities for the cost estimates. Previously prepared GIS plans will be directly
applied into this effort and will be utilized as a backdrop to show improvement locations and
relevant impact information.
C. Project Prioritization -Priorities will be established for each of the projects within the CIP based
upon the objectives identified at the on-set of the project by the TAC. Priority criteria will be
identified as part of the alternative phase of the project and be forwarded into the CIP
evaluations. Prioritization will be based upon such items as safety, traffic operations, street
standards, system connectivity and cost. Civil Science will generate a ranking system using the
categories and associated multipliers established in the TAC meetings. The result of this process
will generate a prioritization for the CIP list.
D. Funding - Civil Science will gather information regarding potential funding sources and
availabilities for meeting the transportation needs in the City of Twin Falls. The City of Twin
Falls will provide funding data associated with recent impact fees.
E. Standards and Policies -The consultant team will provide information for the City of Twin Falls
to develop policies conforming to the recommendations of the Transportation Plan, Civil
Science will offer consultation as part of the on-going development of the Transportation Plan to
suggest revisions to the existing City policies concerning zoning, subdivision ordinances,
standard public works drawings and specifications.
F. Maintenance Plan Integration - Civil Science will coordinate with the City of Twin Falls in
developing a maintenance plan based on the studies and research as indicated in Task 4. The
maintenance plan implementation will be laid out in the Transportation Master Plan.
Task 6—Draft and Final Transportation Master Pan
Draft and final versions of the Transportation Plan update will be prepared based upon the support work
in the aforementioned tasks. The focus of the plan will be based upon the goals and objectives
established thru coordination with the Technical Advisory Committee and as described within this scope
of work.
A. Draft Transportation Master Plan -Civil Science based upon support from our subconsultants, as
defined previously, will develop a draft Transportation Plan update document for the review of
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the City and the TAC. Upon review and comment, modifications will be made to prepare for
presentation of the draft to the City Council. HE and Civil Science will develop all graphics,
standards, text, and documentation for the development of a stand-alone Transportation Master
Plan highlighting traffic capacity and traffic safety. 10 copies of the draft will be submitted to
the City of Twin Falls for review.
B. Final Transportation Master Plan -- Civil Science and HE will address comments from the draft
reviews provided in the previous tasks and deliver a single report in agreeable electronic format
for inclusion by Civil Science in the final Transportation Master Plan. 10 copies of the final
Transportation Master Plan and I CD containing a PDF version of the final document will be
provided to the City of Twin Falls. The categories anticipated for the Transportation Master Plan
include:
a. Executive Summary
b. Background and Overview
c. Existing conditions
d. Future conditions
e. System plan including roadway, bike and pathway elements
f. Pavement Management System plan
g. Capital Improvement Program
h. Implementation Plan including policies, financing and phasing
i. Recommendations
PART 2—ADDITIONAL SERVICES
A2.01 Additional Services Requiring Owner's Written Authorization
A. If authorized in writing by Owner, Engineer shall furnish or obtain from others Additional
Services of the types listed below.
1. Preparation of applications and supporting documents (in addition to those furnished under
Basic Services) for private or governmental grants, loans, or advances in connection with
the Project; preparation or review of environmental assessments and impact statements;
review and evaluation of the effects on the design requirements for the Project of any such
statements and documents prepared by others; and assistance in obtaining approvals of
authorities having jurisdiction over the anticipated environmental impact of the Project.
2. Services to make measured drawings of or to investigate existing conditions or facilities,or
to verify the accuracy of drawings or other information furnished by Owner or others.
3. Services resulting from significant changes in the scope, extent, or character of the portions
of the Project designed or specified by Engineer or its design requirements including, but
not limited to, changes in size, complexity, Owner's schedule, character of construction, or
method of financing; and revising previously accepted studies, reports, Drawings,
Specifications, or Contract Documents when such revisions are required by changes in
Laws and Regulations enacted subsequent to the Effective Date of this Agreement or are
due to any other causes beyond Engineer's control.
4. Services required as a result of Owner's providing incomplete or incorrect Project
information to Engineer.
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5. Providing renderings or models for Owner's use.
6. Undertaking investigations and studies including, but not limited to, detailed consideration
of operations, maintenance, and overhead expenses; the preparation of feasibility studies,
cash flow and economic evaluations, rate schedules,and appraisals; assistance in obtaining
financing for the Project; evaluating processes available for licensing, and assisting Owner
in obtaining process licensing; detailed quantity surveys of materials,equipment, and Iabor,
and audits or inventories required in connection with construction performed by Owner.
7. Furnishing services of Engineer's Consultants for other than Basic Services.
8. Services attributable to more prime construction contracts than specified in Paragraph
A1.01.
9. Services during out-of-town travel required of Engineer other than for visits to the Site or
Owner's office.
10. Preparing for, coordinating with, participating in and responding to structured independent
review processes, including, but not limited to, construction management, cost estimating,
project peer review, value engineering, and constructibility review requested by Owner;
and performing or furnishing services required to revise studies, reports, Drawings,
Specifications,or other Bidding Documents as a result of such review processes.
11. Preparing additional Bidding Documents or Contract Documents for alternate bids or prices
requested by Owner for the Work or a portion thereof.
12. Determining the acceptability of substitute materials and equipment proposed during the
Bidding or Negotiating Phase when substitution prior to the award of contracts is allowed
by the Bidding Documents.
13. Assistance in connection with Bid protests, rebidding, or renegotiating contracts for
construction, materials, equipment, or services, except when such assistance is required by
Exhibit F.
14. Providing construction surveys and staking to enable Contractor to perform its work other
than as required under Paragraph A1.02, and any type of property surveys or related
engineering services needed for the transfer of interests in real property; and providing
other special field surveys.
15. Providing Construction Phase services beyond the original date for final completion of the
Work.
16. Providing assistance in responding to the presence of any Constituent of Concern at the
Site, in compliance with current Laws and Regulations.
I7. Preparing and furnishing to Owner Record Drawings showing appropriate record
information based on Project annotated record documents received from Contractor.
18. Preparation of operation and maintenance manuals.
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19. Preparing to serve or serving as a consultant or witness for Owner in any litigation,
arbitration, or other dispute resolution process related to the Project.
20. Providing more extensive services required to enable Engineer to issue notices or
certifications requested by Owner.
21. Other services performed or furnished by Engineer not otherwise provided for in this
Agreement.
A2.02 Additional Services Nat Requiring Otmer's Written Authorization
A. Engineer shall advise Owner that Engineer is commencing to perform or furnish the Additional
Services of the types listed below. For such Additional Services, Engineer need not request or
obtain specific advance written authorization from Owner. Engineer shall cease performing or
furnishing such Additional Services upon receipt of written notice from Owner.
I. Services in connection with Work Change Directives and Change Orders to reflect changes
requested by Owner.
2. Services in making revisions to Drawings and Specifications occasioned by the acceptance
of substitute materials or equipment other than "or-equal" items; and services after the
award of the Construction Contract in evaluating and determining the acceptability of a
substitution which is found to be inappropriate for the Project or an excessive number of
substitutions.
3. Services resulting from significant delays, changes, or price increases occurring as a direct
or indirect result of materials, equipment,or energy shortages.
4. Additional or extended services during construction made necessary by(1) emergencies or
acts of God endangering the Work, (2) the presence at the Site of any Constituent of
Concern, (3) Work damaged by fire or other cause during construction, (4) a significant
amount of defective, neglected, or delayed work by Contractor, (5) acceleration of the
progress schedule involving services beyond normal working hours, or (6) default by
Contractor.
5. Services(other than Basic Services during the Post-Construction Phase) in connection with
any partial utilization of any part of the Work by Owner prior to Substantial Completion.
6. Evaluating an unreasonable claim or an excessive number of claims submitted by
Contractor or others in connection with the Work.
7. Services during the Construction Phase rendered after the working days stated in A 1.02.
Page 10 of t0 Pages
(Exhibit A—Engineer's Services)
EJCDC E-500 Standard Form or Agreement Between Owner and Engineer for Professional Services
Copyright 02002 National Society of Professional Engineers for EJCDC. All rights reserved.
SUGGESTED FORMAT
(for use with E-500,2002 Edition)
This is EXHIBIT B, consisting of 3 pages, referred to in
and part of the Agreement between Owner and Engineer
for Professional Services dated September 26, 2016.
Owner's Responsibilities
Article 2 of the Agreement is amended and supplemented to include the following agreement of the
parties.
B2.01 In addition to other responsibilities of Owner as set forth in this Agreement, Owner shall at its
expense:
A. Provide Engineer with all criteria and full information as to Owner's requirements for the
Project, including design objectives and constraints, space, capacity and performance
requirements, flexibility, and expandability, and any budgetary limitations; and furnish copies
of all design and construction standards which Owner will require to be included in the
Drawings and Specifications; and furnish copies of Owner's standard forms, conditions, and
related documents for Engineer to include in the Bidding Documents,when applicable.
B. Furnish to Engineer any other available information pertinent to the Project including reports
and data relative to previous designs,or investigation at or adjacent to the Site.
C. Following Engineer's assessment of initially-available Project information and data and upon
Engineer's request, furnish or otherwise make available such additional Project related
information and data as is reasonably required to enable Engineer to complete its Basic and
Additional Services. Such additional information or data would generally include the
following:
1. Property descriptions.
2. Zoning,deed, and other land use restrictions.
3. Property, boundary, easement, right-of-way, and other special surveys or data, including
establishing relevant reference points.
4. Explorations and tests of subsurface conditions at or contiguous to the Site, drawings of
physical conditions in or relating to existing surface or subsurface structures at or
contiguous to the Site,or hydrographic surveys,with appropriate professional interpretation
thereof.
5. Environmental assessments, audits, investigations, and impact statements, and other
relevant environmental or cultural studies as to the Project, the Site, and adjacent areas.
6. Data or consultations as required for the Project but not otherwise identified in the
Agreement or the Exhibits thereto.
Page I of Pages
(ExhibitB —Owner's Responsibilities)
EJCDC E-500 Standard Form of Agreement Between Owner and Engineer for Professional Services.
Copyritht 02002 National Society of Professional Engineers for EJCDC. All rights reserved.
D. Give prompt written notice to Engineer whenever Owner observes or otherwise becomes aware
of the presence at the Site of any Constituent of Concern, or of any other development that
affects the scope or time of performance of Engineer's services, or any defect or
nonconformance in Engineer's services, the Work,or in the performance of any Contractor.
E. Authorize Engineer to provide Additional Services as set forth in Part 2 of Exhibit A of the
Agreement as required.
F. Arrange for safe access to and make all provisions for Engineer to enter upon public and
private property as required for Engineer to perform services under the Agreement.
G. Examine all alternate solutions, studies, reports, sketches, Drawings, Specifications, proposals,
and other documents presented by Engineer (including obtaining advice of an attomey,
insurance counselor, and other advisors or consultants as Owner deems appropriate with
respect to such examination)and render in writing timely decisions pertaining thereto.
H. Provide reviews, approvals, and permits from all governmental authorities having jurisdiction
to approve all phases of the Project designed or specified by Engineer and such reviews,
approvals, and consents from others as may be necessary for completion of each phase of the
Project.
I. Provide, as required for the Project:
1. Accounting, bond and financial advisory, independent cost estimating, and insurance
counseling services.
2. Legal services with regard to issues pertaining to the Project as Owner requires, Contractor
raises, or Engineer reasonably requests.
3. Such auditing services as Owner requires to ascertain how or for what purpose Contractor
has used the moneys paid.
4. Placement and payment for advertisement for Bids in appropriate publications.
J. Advise Engineer of the identity and scope of services of any independent consultants employed
by Owner to perform or furnish services in regard to the Project, including, but not limited to,
cost estimating, project peer review,value engineering,and constructibility review.
K. If Owner designates a construction manager or an individual or entity other than, or in addition
to, Engineer to represent Owner at the Site, define and set forth as an attachment to this
Exhibit B the duties, responsibilities, and limitations of authority of such other party and the
relation thereof to the duties,responsibilities, and authority of Engineer.
L. If more than one prime contract is to be awarded for the Work designed or specified by
Engineer, designate a person or entity to have authority and responsibility for coordinating the
activities among the various prime Contractors, and define and set forth the duties,
responsibilities, and limitations of authority of such individual or entity and the relation thereof
Page 2 or3 Pages
(Exhibit B —Owner's Responsibilities)
EJCDC E-500 Standard Form of Agreement Between Owner and Engineer for Professional Services.
Copyright C2002 National Society or Professional Engineers for EJCDC. All rights reserved.
to the duties, responsibilities, and authority of Engineer as an attachment to this Exhibit B that
is to be mutually agreed upon and made a part of this Agreement before such services begin.
M. Attend the pre-bid conference, bid opening, pre-construction conferences, construction
progress and other job related meetings, and Substantial Completion and final payment
inspections.
N. Provide the services of an independent testing laboratory to perform all inspections, tests, and
approvals of Samples, materials, and equipment required by the Contract Documents, or to
evaluate the performance of materials, equipment, and facilities of Owner, prior to their
incorporation into the Work with appropriate professional interpretation thereof.
O. Provide Engineer with the findings and reports generated by the entities providing services to
Owner pursuant to this paragraph.
Page 3 of 3 Pages
(Exhibit B —Owner's Responsibilities)
EJCDC E-500 Standard Form of Agreement Between Owner and Engineer for Proressional services.
Copyright 02002 National Society of Professional Engineers for EJCDC. All rights reserved.
SUGGESTED FORMAT
(for use with E-500,2002 Edition)
This is EXHIBIT C, consisting of 4 pages, referred to in
and part of the Agreement between Owner and Engineer
for Professional Services dated September 26, 2016.
Payments to Engineer for Services and Reimbursable Expenses
Article 2 of the Agreement is amended and supplemented to include the following agreement of the
parties:
ARTICLE 2—OWNER'S RESPONSIBILITIES
C2.01 Compensation For Basic Sen�ices (other than Resident Project Representative and Post-
Construction) - Standard Hourly Rates Method of Paynient
A. Owner shall pay Engineer for Basic Services set forth in Exhibit A as follows:
1. An amount equal to the cumulative hours charged to the Project by each class of Engineer's
employees times Standard Hourly Rates for each applicable billing class for all services
performed on the Project, plus Reimbursable Expenses and Engineer's Consultant's
charges, if any.
2. Engineer's Reimbursable Expenses Schedule and Standard Hourly Rates are attached to
this Exhibit C as Appendices 1 and 2.
3. The total compensation for services under Paragraph C2.01 is estimated to be $249,982.00
based on the following assumed distribution of compensation:
a. Civil Science,Inc.: $130,186
b. Hales Engineering $ 79,340
c. Lynda Friesz Public Relations: $ 40,456
4. Engineer may alter the distribution of compensation between individual phases of the work
noted herein to be consistent with services actually rendered with prior approval from the
Owner, but shall not exceed the total estimated compensation amount unless approved in
writing by Owner.
5. The total estimated compensation for Engineer's services included in the breakdown by
phases as noted in Paragraph C2.01.A.3 incorporates all labor, overhead, profit,
Reimbursable Expenses and Engineer's Consultant's charges.
6. The amounts billed for Engineer's services under Paragraph C2.01 will be based on the
cumulative hours charged to the Project during the billing period by each class of
Page of i or Pages
Exhibit C—Compensation for Resident Project Representative and Post-Construction Basic Services—
Standard Hourly Rates Times a Factor Method of Payment
EJCDC E-500 Standard Form of Agreement Between Owner and Engineer for Professional Services.
Copyright 02002 National Society of Professional Engineers for EJCDC. All rights reserved.
Sheet C-1
Engineer's employees times Standard Hourly Rates for each applicable billing class, plus
Reimbursable Expenses and Engineer's Consultant's charges.
7. The Standard Hourly Rates and Reimbursable Expenses Schedule will be adjusted annually
(as of 1/l/2017)to reflect equitable changes in the compensation payable to Engineer.
C2.02 Conipensation For Reinibinsable Expenses
A. Owner shall pay Engineer for all Reimbursable Expenses at the rates set forth in Appendix 1 to
this Exhibit C.
B. Reimbursable Expenses include the following categories: transportation and subsistence
incidental thereto; obtaining bids or proposals from Contractor(s); providing and maintaining
field office facilities including furnishings and utilities; toll telephone calls and mobile phone
charges; reproduction of reports, Drawings, Specifications, Bidding Documents, and similar
Project-related items in addition to those required under Exhibit A, and, if authorized in
advance by Owner, overtime work requiring higher than regular rates. In addition, if
authorized in advance by Owner, Reimbursable Expenses will also include expenses incurred
for computer time and the use of other highly specialized equipment.
C. The amounts payable to Engineer for Reimbursable Expenses will be the Project-related
internal expenses actually incurred or allocated by Engineer, plus all invoiced external
Reimbursable Expenses allocable to the Project, the latter multiplied by a factor of 1.10.
C2.03 Other Provisions Concerning Payment
A. Whenever Engineer is entitled to compensation for the charges of Engineer's Consultants,
those charges shall be the amounts billed by Engineer's Consultants to Engineer times a factor
of 1.10.
B. Factors. The external Reimbursable Expenses and Engineer's Consultant's factors include
Engineer's overhead and profit associated with Engineer's responsibility for the administration
of such services and costs.
C. Estimated Compensation Amounts
1. Engineer's estimate of the amounts that will become payable for specified services are only
estimates for planning purposes, are not binding on the parties,and are not the minimum or
maximum amounts payable to Engineer under the Agreement.
2. When estimated compensation amounts have been stated herein and it subsequently
becomes apparent to Engineer that a compensation amount thus estimated will be
exceeded, Engineer shall give Owner written notice thereof. Promptly thereafter Owner
and Engineer shall review the matter of services remaining to be performed and
compensation for such services. Owner shall either agree to such compensation exceeding
said estimated amount or Owner and Engineer shall agree to a reduction in the remaining
services to be rendered by Engineer, so that total compensation for such services will not
exceed said estimated amount when such services are completed. If Engineer exceeds the
Page of 2 or Pages
Exhibit C—Compensation for Resident Project Representative and Post-Construction Basic Services—
Standard Ilourly Rates Times a Factor Method or Payment
EJCDC E-500 Standard Form of Agreement Between Owner and Engineer for Professional Services.
Copyright 02002 National Society of Professional Engineers for EJCDC. All rights reserved.
Sheet C-2
estimated amount before Owner and Engineer have agreed to an increase in the
compensation due Engineer or a reduction in the remaining services, the Engineer shall be
paid for all services rendered hereunder.
D. To the extent necessary to verify Engineer's charges and upon Owner's timely request,
Engineer shall make copies of such records available to Owner at cost.
C2.04 Not Used
C2.05 Compensation For Additional Services—Standard Hourly Rates Method of Payment
A. Owner shall pay Engineer for Additional Services, if any, as follows:
1. General. For services of Engineer's employees engaged directly on the Project pursuant to
Paragraph A2.01 or A2.02 of Exhibit A, except for services as a consultant or witness
under Paragraph A2.01.A.20, an amount equal to the cumulative hours charged to the
Project by each class of Engineer's employees times Standard Hourly Rates for each
applicable billing class for all Additional Services performed on the Project, plus related
Reimbursable Expenses and Engineer's Consultant's charges, if any.
B. Compensation For Reimbursable Expenses
1. For those Reimbursable Expenses that are not accounted for in the compensation for Basic
Services under Paragraph C2.01 and are directly related to the provision of Additional
Services, Owner shall pay Engineer at the rates set forth in Appendix 1 to this Exhibit C.
2. Reimbursable Expenses include the following categories: transportation and subsistence
incidental thereto; obtaining bids or proposals from Contractor(s); providing and
maintaining field office facilities including furnishings and utilities; toll telephone calls and
mobile phone charges; reproduction of reports, Drawings, Specifications, Bidding
Documents,and similar Project-related items in addition to those required under Exhibit A;
and, if authorized in advance by Owner, overtime work requiring higher than regular rates.
In addition, if authorized in advance by Owner, Reimbursable Expenses will also include
expenses incurred for computer time and the use of other highly specialized equipment.
3. The amounts payable to Engineer for Reimbursable Expenses, if any,will be the Additional
Services-related internal expenses actually incurred or allocated by Engineer, plus all
invoiced external Reimbursable Expenses allocable to such Additional Services, the latter
multiplied by a factor of 1.10.
4. The Reimbursable Expenses Schedule will be adjusted annually (as of 1/V20171 to reflect
equitable changes in the compensation payable to Engineer.
C. Other Provisions Concerning Payment For Additional Services
1. Whenever Engineer is entitled to compensation for the charges of Engineer's Consultants,
those charges shall be the amounts billed by Engineer's Consultants to Engineer times a
factor of 1.10.
Page of of 4 Pages
Exhibit C—Compensation for Resident Project Representative and Post-Construction Basic Services—
Standard Hourly Rates Times a Factor Method of Pay meat
EJCDC E-500 Standard Form of Agreement Between Owner and Engineer for Professional Services.
Copy right C2002 National Society of Professional Engineers for EJCDC. All rights reserved.
Sheet C-3
2. Factors. The external Reimbursable Expenses and Engineer's Consultant's Factors include
Engineer's overhead and profit associated with Engineer's responsibility for the
administration of such services and costs.
3. To the extent necessary to verify Engineer's charges and upon Owner's timely request,
Engineer shall make copies of such records available to Owner at cost.
Page of 4 of 4 Pages
Exhibit C-Compensation for Resident Project Representative and Post-Construction Basic Services-
Slandard hourly Rates Times a Factor Method of Payment
EJCAC E-500 Standard Form of Agreement Between Owner and Engineer for Professional Services.
Copyright 02002 National Society of Professional Engineers for EJCAC. All rights reserved.
Sheet C-i
This is Appendix 1 to EXHIBIT C, consisting of 1 pages,
referred to in and part of the Agreement between Owner
and Engineer for Professional Services dated September
26, 2016.
Reimbursable Expenses Schedule
Current agreements for engineering services stipulate that the Reimbursable Expenses are subject to
review and adjustment per Exhibit C. Reimbursable expenses for services performed on the date of the
Agreement are:
Mileage(auto) $0.54`mile
Meals and Lodging at cost
Page I of i Pages
Exhibit C—Appendix 1—Reimbursable Expenses Schedule
EJCDC E-500 Standard Form of Agreement Between Owner and Engineer for Professional Services.
Copyright 02002 National Society of Professional Engineers for EJCDC. All rights reserved.
Sheet C-5
This is Appendix 2 to EXHIBIT C, consisting of 1 pages,
referred to in and part of the Agreement between Owner
and Engineer for Professional Services dated September
26, 2016.
Standard Hourly Rates Schedule
A. Standard Hourly Rates
1. Standard Hourly Rates are set forth in this Appendix 2 to this Exhibit C and include salaries
and wages paid to personnel in each billing class plus the cost of customary and statutory
benefits, general and administrative overhead, non-project operating costs, and operating
margin or profit.
2. The Standard Hourly Rates will be adjusted annually (as of 1/l/2017) to reflect equitable:
changes in the compensation payable to Engineer.
3. The Standard Hourly Rates apply only as specified in Article C2.
B. Schedule
Hourly rates for services performed on or after the date of the Agreement are:
L-Abor Catenon Hourly[afar Rate'
Engineer VI $166.00
Engineer V $156.00
Engineer IV $141.00
Engineer III $127.00
Engineer II $107.00
Engineer I $92.00
Survey V $130.00
Survey IV $120.00
Survey III $116.00
Survey II $109.00
Survey I $89.00
Technician V $1I6.00
Technician IV $112.00
Technician III $105.00
Technician 11 $92.00
Technician I $82.00
Admin V $166.00
Admin IV $146.00
Admin III $126.00
Admin II $86.00
Admin 1 $66.00
Clerical I $56.00
Page 1 of I Pages
Exhibit C-Appendix 2-Standard llourly Rates Schedule
EJCDC E-500 Standard Form of Agreement Between Owner and Engineer for Professional Services.
Copyright 02002 National Society of Professional Engineers for EJCDC. All rights reserved.
Sheet C-6
SUGGESTED FORMAT
(for use with E-500,2002 Edition)
This is EXHIBIT G, consisting of 1 pages, referred to in
and part of the Agreement between Owner and Engineer
for Professional Services dated September 26,2016.
Insurance
CNI£N401 $BARKER
A�JRO CERTIFICATE OF UASILITY INSURANCE e"y11
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS
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BELOW THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURERISI,AUTHORIZED
REPRESEKTATfVE OR PRODUCER,AND THE CERTIFICATE HOLDER.
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Page I of I Pages
(Exhibit G-Insurance)
EJCDC E-500 Standard Form of Agreement Between Owner and Engineer for Professional Services.
Copyright 02002 National Society of Professional Engineers for FJCDC. All rights reserved.
SUGGESTED FORMAT
(for use with E-500, 2002 Edition)
This is EXHIBIT H, consisting of 1 pages, referred to in
and part of the Agreement between Owner and Engineer
for Professional Services dated September 26, 2016.
Dispute Resolution
Paragraph 6.08 of the Agreement is amended and supplemented to include the following agreement of the
parties:
[NOTE: Select one of the two alternatives provided]
H6.09 Dispute Resolution
A. Mediation. Owner and Engineer agree that they shall first submit any and all unsettled claims,
counterclaims, disputes, and other matters in question between them arising out of or relating
to this Agreement or the breach thereof("Disputes") to mediation as mutually agreed upon by
both parties. If such mediation is unsuccessful in resolving a Dispute, then(a)the parties may
mutually agree to a dispute resolution of their choice, or(b)either party may seek to have the
Dispute resolved by a court of competent jurisdiction.
Page 1 of i Pages
(Exhibit 11-Dispute Resolution)
EJCDC E-500 Standard Form of Agreement Between Owner and Engineer far Professional Services.
Copyright 02002 National Society of Professional Engineers for EJCDC. All rights reserved.
SUGGESTED FORMAT
(for use with E-500,2002 Edition)
This is EXHIBIT I, consisting of 2 pages, referred to in
and part of the Agreement between Owner and Engineer
for Professional Services dated Sentember 26, 2016.
Allocation of Risks
Paragraph 6.10 of the Agreement is amended and supplemented to include the following agreement of the
parties:
I6.103 Limitation of Engineer's Liability
1. Engineer's Liability Limited to Amount of Insurance Proceeds. Engineer shall procure and
maintain insurance as required by and set forth in Exhibit G to this Agreement.
Notwithstanding any other provision of this Agreement, and to the fullest extent permitted
by law, the total liability, in the aggregate, of Engineer and Engineer's officers, directors,
partners, employees, agents, and Engineer's Consultants, and any of them, to Owner and
anyone claiming by, through, or under Owner for any and all claims, losses, costs, or
damages whatsoever arising out of, resulting from or in any way related to the Project or
the Agreement from any cause or causes, including but not limited to the negligence,
professional errors or omissions,strict liability or breach of contract, or warranty express or
implied, of Engineer or Engineer's officers, directors, partners, employees, agents, or
Engineer's Consultants, or any of them(hereafter"Owner's Claims"), shall not exceed the
total insurance proceeds paid on behalf of or to Engineer by Engineer's insurers in
settlement or satisfaction of Owner's Claims under the terms and conditions of Engineer's
insurance policies applicable thereto (excluding fees, costs and expenses of investigation,
claims adjustment, defense, and appeal). If no such insurance coverage is provided with
respect to Owner's Claims, then the total liability, in the aggregate, of Engineer and
Engineer's officers,directors,partners,employees, agents, and Engineer's Consultants, and
any of them to Owner and anyone claiming by, through, or under Owner for any and all
such uninsured Owner's claims shall not exceed the contract amount.
2. Agreement Not to Claim for Cost of Certain Change Orders. Owner recognizes and
expects that certain Change Orders may be required to be issued as the result in whole or
part of imprecision, incompleteness, errors, omissions, ambiguities, or inconsistencies in
the Drawings, Specifications, and other design documentation furnished by Engineer or in
the other professional services performed or furnished by Engineer under this Agreement
("Covered Change Orders"). Accordingly, Owner agrees not to sue and otherwise to make
no claim directly or indirectly against Engineer on the basis of professional negligence,
breach of contract, or otherwise with respect to the costs of approved Covered Change
Orders unless the costs of such approved Covered Change Orders exceed 50% of
Construction Cost, and then only for an amount in excess of such percentage. Any
Page l of 2 Pages
(Exhibit 1-Allocation of Risks)
EJCDC E-500 Standard Form of Agreement Between Owner and Engineer for Professional services.
Copyright 02002 National Society of Professional Engineers for EJCDC. All rights reserved.
responsibility of Engineer for the costs of Covered Change Orders in excess of such
percentage will be determined on the basis of applicable contractual obligations and
professional liability standards. For purposes of this paragraph, the cost of Covered
Change Orders will not include any costs that Owner would have incurred if the Covered
Change Order work had been included originally without any imprecision, incompleteness,
error, omission, ambiguity, or inconsistency in the Contract Documents and without any
other error or omission of Engineer related thereto. Nothing in this provision creates a
presumption that, or changes the professional liability standard for determining if,Engineer
is liable for the cost of Covered Change Orders in excess of the percentage of Construction
Cost stated above or for any other Change Order. Wherever used in this paragraph, the
term Engineer includes Engineer's officers, directors, partners, employees, agents, and
Engineer's Consultants.
Page 2 or2 Pages
(Exhibit 1-Allocation of Risks)
EJCDC E-500 Standard Form of Agreement Between Owner and Engineer for Professional Services.
Copyright 02002 National Society of Professional Engineers for EJCDC. All rights reserved.
SUGGESTED FORMAT
(for use with E-500, 2002 Edition)
This is EXHIBIT K, consisting of 2 pages, referred to in
and part of the Agreement between Owner and Engineer
for Professional Services dated September 26,2016.
AMENDMENT TO OWNER-ENGINEER AGREEMENT
1. Background Data:
a. Effective Date of Owner-Engineer Agreement:
b. Owner:
C. Engineer:
d. Project:
2. Nature of Amendment [Check those that are applicable and delete those that are
inapplicable.]
Additional Services to be performed by Engineer
Modifications to Services of Engineer
Modifications to Responsibilities of Owner
Modifications to Payment to Engineer
Modifications to Time(s) for rendering Services
Modifications to other terms and conditions of the Agreement
3. Description of Modifications
Attachment 1, "Modifications"
[List other Attachments, if any]
Owner and Engineer hereby agree to modify the above-referenced Agreement as set forth in this
Amendment. All provisions of the Agreement not modified by this or previous Amendments remain in
effect. The Effective Date of this Amendment is
OWNER: ENGINEER:
Page 1 of2 Pages
(Exhibit K—Amendment to Owner-Engineer Agreement)
EJCDC E-500 Standard Form of Agreement Between Owner and Engineer for Professional Services.
Cop)right C2002 National Society or Professional Engineers for EJCDC. All rights reserved.
By: By:
Title: Title:
Date Date Signed.-
Signed:
Page 2 of 2 Pages
(Exhibit K—Amendment to Owner-Engineer Agreement)
EJCDC E-500 Standard Form of Agreement Between Owner and Engineer for Professional Services.
Copyright 02002 National Socieq of Professional Engineers for EJCDC. All rights reserved.
This is Attachment 1, consisting of pages, to
Amendment No. ,dated ,
Modifications
[Include the following paragraphs that are appropriate and delete those not applicable to this amendment.
Refer to paragraph numbers used in the Agreement or a previous amendment for clarity with respect to the
modifications to be made. Use paragraph numbers in this document for ease of reference herein and in
future correspondence or amendments.]
1. Engineer shall perform the following Additional Services:
2. The Scope of Services currently authorized to be performed by Engineer in accordance with the
Agreement and previous amendments, if any, is modified as follows:
3. The responsibilities of Owner are modified as follows:
4. For the Additional Services or the modifications to services set forth above, Owner shall pay
Engineer the following additional or modified compensation:
5. The schedule for rendering services is modified as follows:
6. Other portions of the Agreement(including previous amendments, if any) are modified as follows:
- Page 1 of Pages
{Exhibit K—Amendment to Owner-Engineer Agreement)—Attachment 1)
EJCDC E-500 Standard Form or Agreement Between Owner and Engineer for Professional Services.
Copyright 02002 National Society of Professional Engineers for EJCDC. All rights reserved.