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HomeMy WebLinkAboutPW CNT 13-01/City Hall Underground Detention CITY OF OSHKOSH DEPARTMENT OF PUBLIC WORKS 215 CHURCH AVENUE, P.O. BOX 1130, OSHKOSH, WI 54903-1130 PHONE: (920) 236-5065 FAX(920) 236-5068 LETTER OF TRANSMITTAL To: Mr. Jim Bachhuber Date: August 17, 2012 AECOM Subject: Executed Agreement 1350 Deming Way, Suite 100 City Hall Underground Detention Middleton, WI 53562 Facility Contract 13-01 Please find: ® Attached El Under Separate Cover ❑ Copy of Letter ® Contracts ❑ Amendment ❑ Report El Agenda El Meeting Notes ❑ Photos ❑ Mylars ❑ Change Order ❑ Plans El Specifications El Estimates ❑ Diskette ❑ Zip Disk El Other Quantity Description 1 Executed Agreement These are being transmitted as indicated below: ❑ For Approval ® For Your Use ❑ As Requested ❑ For Review& Comment Remarks: Enclosed is a copy of the executed agreement for the City Hall Underground Detention Facility. If you have any questions, please contact us. City Attorney's Office— Copy -- City Clerk's Office— Original (A,0--)2" cc: _ File— Original Signed: Trac Taylor 1i 1Engineering113-01 City Hall Parking Lot1Project_Information\Correspondence\LOTs1LOT-AECOM Executed Agreement-Storm Swr Des&Env Sery 6-17-12.docx CONSULTING AGREEMENT AND AUTHORIZATION TO PROCEED THIS AGREEMENT between AECOM Technical Services, Inc., with offices located at 1350 Deming Way, Suite 100 Middleton, Wisconsin 53562 (hereinafter referred to as the "Consultant" or "ATS"), and the City of Oshkosh, with offices located at 215 Church Ave, Oshkosh,WI 54903(hereinafter referred to as the"CLIENT"or"CITY"). 1. ATS agrees to perform the services described in Attachment A("SERVICES"). 2. CLIENT authorizes ATS to perform these SERVICES for the following project and location: Design of Under- ground Stormwater Detention Vault, outlet storm sewer to the Fox River, and surface parking lot as identified on the Attachment A. 3. ATS is willing to perform the SERVICES in exchange for the following fee: CLIENT will pay on a time and material basis according to the attached cost estimate. At this time, the total authorized contract value is $250,682.00, and AECOM will not exceed this amount without prior written authorization. Upon reaching this limit AECOM will stop performing work until such time that client authorizes such additional work to proceed. *ATS reserves the right to adjust its Fee Schedule annually. 4. Billing: ATS will submit invoices to CLIENT monthly. CLIENT recognizes that timely payment is a material part of this Agreement. Each invoice is due and payable within thirty (30)calendar days of the date of the invoice. CLIENT will pay an additional charge of one and one-half percent per month not to exceed the maximum rate allowed by law for any payment received by ATS more than thirty(30)calendar days from the date of the invoice. CLIENT will pay when due that portion of invoice, if any, not in dispute. If CLIENT fails to pay any undisputed invoiced amounts within thirty(30)calendar days of the date of the invoice, ATS may suspend its performance or terminate this Agreement without incurring any liability to CLIENT and without waiving any other claim against CLIENT. 5. Special Provisions: NONE X ATTACHMENT A CLIENT confirms reading this document in full (including the terms 6 through 18 on the following page). This Agreement when executed by ATS is an offer to perform the services, open for acceptance within 30 days. This Agreement becomes effective on the date CLIENT signs below. CITY OF OSHKOSH �[ AECOM TECHNICAL SERVICES, INC. By: i /I' By: _ ' ( Mark . 'ohloff; City Manager__ Patrick Clifford;. District Manager By: /L.11 �!� nb ate: Pame` R. Ubrig; City Cler By: �7:•... __ w' r w Lynn •. orenson; City Attorney By: Peggy A. Steeno; Director of Finance Date: 6//60 &/ — I hereby certify that the necessary provisions have been made to pay the liability which will accrue under this contract Conssf.98k(Aug 13, 1998) Oshk City Hall Detention Agrmnt_and_Authorization_to_Proceed.doc 1 AECOM General Conditions of Service—City of Oshkosh April,2009 These General Conditions of Service,including any Supplemental Conditions of Service which are or may become applicable to the services described in AECOM's Proposal,are incorporated by reference into the foregoing Proposal and shall also be incorporated by reference into any Agreement under which services are to be performed by AECOM for the Client. No agreement or understanding,oral or written,which in any way modifies or waives these General Conditions of Service,shall be binding on AECOM(whether contained in the Client's purchase forms or otherwise)unless hereafter made in writing and executed by AECOM's authorized representative. Section 1: Scope of Work a. The scope of work and the time schedules defined in the Proposal are based on the information provided by the Client and shall be subject to the provisions of this agreement. If this information is incomplete or inaccurate,or if site conditions are encountered which materially vary from those indicated by the Client,or if the Client directs AECOM to change the original scope of work established by the Proposal,a written amendment to the Agreement equitably adjusting the costs,performance time,and/or terms and conditions thereunder,shall be executed by the Client and AECOM as soon as practicable. AECOM,at its discretion,may suspend performance of its services until such an Amendment has been executed and,if such an Amendment is not agreed to within a reasonable time,AECOM may terminate this Agreement. In the event this Agreement is terminated pursuant to this Section,the Client shall pay AECOM for all services performed prior to termination and termination expenses as set forth in Section 15c of these General Conditions of Service. Section 2: Billings and Payments a. Payments for services and reimbursable expenses will be made on the basis set forth in the attached proposal. AECOM shall periodically submit invoices for services performed and expenses incurred and not previously billed. Payment is due upon receipt. For all amounts unpaid after 30 days from the invoice date,as set forth on AECOM's invoice form,the Client agrees to pay a finance charge of one and one-half percent(1-1/2%)per month,eighteen percent(18%)annually.The fees described in this agreement may be adjusted annually on the anniversary date of the effective date of this agreement. b. The Client shall provide AECOM with a clear written statement within fifteen(15)days after receipt of the invoice of any objections to the invoice or any portion or element thereof. Failure to provide such a written statement shall constitute a waiver of any such objections and acceptance of the invoice as submitted. c. The Client's obligation to pay for the services performed by AECOM under this Agreement shall not be reduced or in any way impaired by or because of the Client's inability to obtain financing,zoning,approval of governmental or regulatory agencies,or any other cause,reason,or contingency. No deduction shall be made from any invoice on account of penalty or liquidated damages nor will any other sums be withheld or set off from payments to AECOM. Client further agrees to pay AECOM any and all expenses incurred in recovering any delinquent amounts due,including,but not limited to reasonable attorney's fees,arbitration,or other dispute resolution costs,and all court costs. d. If any subpoena or court order is served upon AECOM and/or any of its staff,subconsultants or subcontractors requiring presentation of documents or the appearance of AECOM's staff,subconsultants or subcontractors at a trial,deposition,or for other discovery purposes arising out of AECOM's services performed under this Agreement,Client will pay AECOM's fees(if any)applicable to AECOM's compliance with the subpoena or court order. Fees will be based on actual units used at the standard rates in effect at time of service upon AECOM of the subpoena or court order. Billings shall include time and expenses incurred gathering, organizing,duplicating documents,preparing to give testimony,travel,and testifying in deposition or trial. Section 3: Right of Access a. If services to be provided under this Agreement require the agents,employees,or contractors of AECOM to enter onto the Project site,Client shall provide right-of-access to the site to AECOM,its employees,agents and contractors,to conduct the planned field observations or services. b. If the scope of services includes,or is amended to include,the performance of exploratory borings or test pit excavations,Client will furnish to AECOM all diagrams,and other information in its possession or reasonably attainable by Client indicating the location and boundaries of the site and subsurface structures(pipes,tanks, cables,sewers,other utilities,etc.)in such detail as to permit identifying,in the field,boring/test pit locations which will avoid interferences with any subsurface structures. AECOM will utilize"Diggers Hotline"to locate and mark public utilities. Client shall indemnify and hold AECOM harmless from liability on account of damages to subsurface structures or injury or loss arising from damage to subsurface structures,the locations of which are not indicated or are incorrectly indicated by Diggers Hotline or the information provided by the Client. c. AECOM reserves the right to deviate a reasonable distance from prescribed or selected exploratory boring or Conssf.98k(Aug 13,1998) 2010 SWU consulting-and-authorization-to-proceed 2 test pit locations. d. AECOM shall take reasonable precautions to minimize damage to the site due to its operations,but AECOM has not included in its fee,and is not responsible for,the cost of restoration for any damage resulting from its operations. At the Client's request and for additional fee,AECOM will,to the extent reasonably practicable, restore the site to conditions substantially similar to those existing prior to AECOM's operations. Section 4: Safety a. It is understood and agreed that,with respect to Project site health and safety,AECOM is responsible solely for the safe performance by its field personnel of their activities in performance of the required services. It is expressly agreed that AECOM's professional services hereunder do not involve any responsibility for the protection and safety of persons on and about the Project nor is AECOM to review the adequacy of job safety on the Project. It is further understood and agreed,and not in limitation of the foregoing,that AECOM shall not be in charge of,and shall have no control or responsibility over any aspect of the erection,construction or use of any scaffolds,hoists,cranes,stays,ladders,supports,or other similar mechanical contrivances or safety devices as defined and interpreted under any structural work act or other statute,regulation,or ordinance relating in any way to Project safety. b. Unless otherwise specifically provided in this Agreement,Client shall provide,at its expense,facilities and labor necessary to afford AECOM field personnel access to sampling,testing,or observation locations in conformance with federal,state,and local laws,ordinances,and regulations specifically,including,but not limited to regulations set forth in OSHA 29 CFR 1926. c. If,in AECOM's opinion,its field personnel are unable to access required locations and perform the required services in conformance with federal,state,and local laws,ordinances and regulations due to Project site conditions or operations of other parties present on the Project site,AECOM may,at its discretion,suspend its services until such conditions or operations are brought into conformance with applicable laws,ordinances and regulations. If,within a reasonable time,operations or conditions are not in conformance with applicable laws, ordinances,and regulations,AECOM may,at its discretion,terminate this Agreement. In the event that the Agreement is terminated pursuant to this Section,the Client shall pay AECOM for services and termination expenses as set forth in Section 15 of this Agreement. d. Current regulations promulgated by the Occupational Safety and Health Administration(OSHA)require that a "competent person"conduct inspections of excavations and review any supporting system if workers are to enter the excavations. See OSHA 29 CFR Part 1926(Subpart P). Under the scope of work incorporated in this Agreement,AECOM does not provide and has not assumed any duties of inspection and/or monitoring of excavations required of the"competent person"under OSHA 29 CFR Part 1926(Subpart P). AECOM has neither been assigned nor assumed the authority required of the"competent person"under OSHA 29 CFR Part 1926(Subpart P). Section 5: Samples a. Unless otherwise specifically provided in this Agreement or amendments thereto,AECOM reserves the right to discard samples immediately after testing. Upon request,the samples will be shipped(shipping charges collected)or stored at the rate indicated in the fee schedule attached. Section 6: Reports and Ownership of Documents a. AECOM shall furnish up to six(6)copies of each report to Client. Additional copies shall be fumished at the rates specified in the fee schedule. With the exception of AECOM reports to Client,all documents,including original boring logs,field data,field notes,laboratory test data,calculations,and estimates are and remain the property of AECOM. Client agrees that all reports and other work product furnished to the Client not paid for in full will be returned upon demand and will not be used for any purpose,including,but not limited to design, construction,permits,or licensing. Section 7: Standard of Care a. AECOM represents that it will perform its services under this Agreement in conformance with the care and skill ordinarily exercised by reputable members of the professional engineering community practicing under similar conditions at the same time in the same or similar locality. b. NO OTHER WARRANTY OF ANY KIND,EXPRESSED OR IMPLIED,AT COMMON LAW OR CREATED BY STATUTE,IS EXTENDED,MADE,OR INTENDED BY THE RENDITION OF CONSULTING SERVICES OR BY FURNISHING ORAL OR WRITTEN REPORTS OF THE FINDINGS MADE. c. Any exploration,testing,surveys,and analysis associated with the work will be performed by AECOM for the Client's sole use to fulfill the purpose of this Agreement and AECOM is not responsible for interpretation by others of the information developed. The Client recognizes that subsurface conditions beneath the Project site may vary from those encountered in borings,surveys,or explorations and the information and Conssf.98k(Aug 13,1998) 2010 SWU consulting-and-authorization-to-proceed 3 recommendations developed by AECOM are based solely on the information available. d. AECOM is not responsible for supervising,directing,controlling,or otherwise being in charge of the construction activities at the Project site;or supervising,directing,controlling or otherwise being in charge of the actual work of the contractor,its subcontractors,or other materialmen or service providers not engaged by AECOM. Section 8: Hazardous Substances a. Upon entering into this Agreement,the Client shall notify AECOM of all such hazardous substances which it knows or which it reasonably suspects are or may be present at or contiguous to the Project site or which may otherwise affect the services to be provided. Thereafter,such notification to AECOM shall be required as soon as practicable after the Client discovers either the presence of hazardous substances which were not previously disclosed,increased concentrations of previously disclosed hazardous substances,or facts or information which cause the Client to reasonably suspect the presence of any such hazardous substances. Hazardous substances shall include,but not be limited to,any substance which poses or may pose a present or potential hazard to human health or the environment whether contained in a product,material,by-product,waste,or sample and whether it exists in a solid,liquid,semi-solid,or gaseous form. b. If all or any part of the scope of work is to be performed in the general vicinity of a facility or in an area where asbestos,dust,fumes,gas,noise,vibrations,or other particulate or nonparticulate matter is in the atmosphere where it raises a potential health hazard or nuisance to those working in the area of such conditions,Client shall immediately notify AECOM of such conditions,potential health hazard,or nuisance which it knows,should know,or reasonably suspects exists and,thereafter,AECOM is authorized by the Client to take all reasonable measures AECOM deems necessary to protect its employees against such possible health hazards or nuisance. The reasonable direct cost of such measures shall be borne by the Client. c. Following any disclosure as set forth in the preceding paragraphs,or if any hazardous substances or conditions are discovered or reasonably suspected by AECOM after its services are undertaken,AECOM may,at its discretion,suspend its services until reasonable measures have been taken at the Client's expense to protect AECOM's employees from such hazardous substances or conditions. Whether or not AECOM suspends its services in whole or in part,the Client and AECOM agree that the scope of services,terms,and conditions, schedule,and the estimated fee or budget shall be adjusted in accordance with the disclosed information or condition,or AECOM may,at its discretion,terminate the Agreement. In the event that this Agreement is terminated pursuant to this Section,the Client shall pay AECOM for all services rendered prior to termination and all termination expenses as set forth in Section 15 of these General Conditions of Service. d. In the event that services under this Agreement may involve or relate to hazardous substances,or constituents, including hazardous waste(as defined by federal,state,or local statutes,regulations or ordinances),whether or not involvement or relationship was contemplated at the time this Agreement was made or when services by AECOM began under this Agreement,the following conditions shall also be incorporated into the Agreement and be made applicable thereto: d.1. In the event that samples collected by or received by AECOM on behalf of the Client contain hazardous substances or constituents,including hazardous waste,AECOM will,after completion of testing and,at Client's expense,(1)return such samples to Client,or(2)upon written request and using a manifest signed by the Client as generator,release such samples to a carrier selected by the Client to be transported to a location selected by the Client for final disposal. The Client agrees to pay all costs associated with the storage,transport,and disposal of samples. The Client recognizes and agrees that AECOM is acting as a bailee and at no time assumes title to said samples or substances. d.2. All laboratory and field equipment contaminated in performing services under this Agreement which cannot be reasonably decontaminated shall become the property and responsibility of the Client. All such equipment shall be delivered to the Client or disposed of in a manner similar to that indicated for hazardous samples above. The Client agrees to pay the fair market value of any such equipment which cannot reasonably be decontaminated and all other costs associated with the storage, transport,and disposal of such equipment. Section 9: Construction Monitoring Services a. "Construction Monitoring Services"is defined as services,furnished by AECOM to the Client,which are performed for the purpose of evaluating and/or documenting general conformance of construction operations or completed work with Project specifications,plans,and/or specific reports of the Project. Such services may include taking of tests or collecting samples of natural or manmade materials at various locations on a project site,and making visual observations related to earthwork,foundations,and/or materials. If the services to be provided by AECOM under this agreement include or are amended to include Construction Monitoring Services, the provisions of this Section 9 shall be an integral part of this agreement and applicable thereto. b. The presence of AECOM field personnel will be for the purpose of providing the client with a professional service based on observations and testing of the work which is performed by a contractor,subcontractor,or Conssf.98k(Aug 13, 1998) 2010 SWU consulting-and-authorization-to-proceed 4 other materialmen or service provider. Such services will only be those specifically requested by the Client and agreed to by AECOM. Discrepancies between construction operations or completed work and project requirements which are noted by AECOM field personnel will be referred to the Client,or the Client's representative,as designated prior to AECOM's involvement in the project. c. It is understood and agreed by the Client that the observation and testing of natural and/or man-made materials by AECOM in no way implies a guarantee or warranty of the work of the contractor,subcontractor,or other materialmen or service providers,and the services rendered by AECOM will in no way excuse such contractor, subcontractor,or other materialmen or service providers from liability in the event of subsequently discovered defects,omissions,errors or other deficiencies in their work. The presence or absence of AECOM on the Project site will not affect any obligation of any contractor,subcontractor,or other materialmen or service providers to perform in accordance with the specifications and plans of the Project. The Client further understands that AECOM is not a quality assurance representative for any contractor,subcontractor,or other materialman or service provider on the Project. d. The Client agrees to supply AECOM with specifications,plans,and other necessary material for the Project pertinent to providing its services. e. Due to the nature of its services,observing and field testing the work of contractors,subcontractors,or materialmen or service providers on the Project,AECOM cannot always be responsible for the schedule or length of time its field personnel remain on the Project site. The time AECOM's field personnel spend on the Project site is dependent upon the schedule of the contractor,subcontractor or materialman,or service provider whose work they are observing and/or testing. AECOM shall make reasonable effort to utilize its time on the Project site judiciously,but the Client understands and agrees that any delays,cancellations,rescheduling, overtime or other construction activities that may alter the anticipated number of hours and the anticipated costs of AECOM on the Project site and that are beyond the control of AECOM field personnel are legitimate and chargeable time and will be invoiced at the rates designated in the attached fee schedules. f. Part-time work is defined as Construction Monitoring Services provided by AECOM where its field personnel are on the Project less than five(5)working days per week or less than forty(40)hours per week,or both. It is agreed that the Client will furnish AECOM with a minimum of one working day's notice,or twenty-four(24)hours notice,whichever is greater,on any part-time work of AECOM if field personnel are requested. AECOM shall make reasonable effort to provide field personnel on all projects,but reserves the right to schedule its field personnel as it deems appropriate,including the scheduling of different field personnel from day to day on any given part-time project of AECOM. The Client agrees to inform AECOM of the anticipated services required by AECOM field personnel on any day,including but not restricted to the kind and number of tests to be required and the anticipated amount of time the field personnel will be required on the Project site. g. All field personnel charges will be made on a portal-to-portal basis. Mileage to and from the Project site will be billed at the rate designated in the attached fee schedules as will any office engineering time needed to review, evaluate or analyze the field data. All calls made by the Client or the Client's representative to cancel requested part-time AECOM field personnel must be received by AECOM in time for AECOM to notify field personnel before they leave for the Project site. AECOM will make reasonable effort to contact its field personnel as quickly as possible,but reserves the right to bill the Client for time incurred in the event AECOM received a cancellation call too late for it to intercept the field personnel enroute to the Project site. Section 10: Opinions of Cost a. AECOM's opinions of probable total Project costs and Project construction costs,if any,provided as part of the services under this Agreement are made on the basis of AECOM's knowledge,experience,and qualifications and represent AECOM's judgment as an experienced and qualified professional engineer,familiar with the construction industry;but AECOM cannot and does not guarantee that proposals,bids,or actual total Project costs or Project construction costs will not vary from opinions of probable cost provided by AECOM. Section 11: Shop Drawings a. In the event that the scope of services includes review and approval of Shop Drawings or other data which contractor(s)are required to submit,AECOM's review and approval will be only for conformance with the design concept of the Project and for compliance with the information given in the Project plans and specifications and shall not extend to means,methods,techniques,sequences,or procedures of construction,or to safety precautions or programs incident thereto. b. AECOM's review and approval of Shop Drawings or other data shall not relieve the contractor(s)from responsibility for any variation from the requirements of the plans and specifications unless the contractor(s) has,in writing,called AECOM's attention to each such variation at the time of submission and AECOM has given written approval of each such variation by a specific written notation incorporated into or accompanying the Shop Drawing or other data. Approval by AECOM will not relieve the contractor(s)from responsibility for errors or omissions in the Shop Drawings or other data. c. AECOM will accept Shop Drawings or other data submittals only from the contractor(s)required by the Project Conssf.98k(Aug 13,1998) 2010 SWU consulting-and-authorization-to-proceed 5 contract documents to furnish the Shop Drawings or data. AECOM will reasonably promptly review and approve,or take other appropriate action in regard to,Shop Drawings or data properly submitted to AECOM. Section 12: Allocation of Risk a. IN NO EVENT SHALL AECOM BE LIABLE,WHETHER IN CONTRACT,TORT,OR OTHERWISE,FOR CLIENT'S LOSS OF PROFITS,DELAY DAMAGES,OR FOR ANY SPECIAL,INCIDENTAL,OR CONSEQUENTIAL LOSS OR DAMAGE OF ANY NATURE ARISING AT ANYTIME OR FROM ANY CAUSE WHATSOEVER. b. Subject to any limitations contained in Sec.893.80 and any similar statute,of the Wisconsin Statutes,the City further agrees to hold AECOM harmless from any and all liability,including claims,demands,losses,costs, damages,and expenses of every kind and description(including death),or damages to person or property arising out of reuse of the documents without consent where such liability is founded upon or grows out of the acts or omission of any of the officers,employees or agents of the City of Oshkosh while acting within the scope of their employment. c. Under no circumstances shall AECOM be liable for extra work or other consequences due to changed conditions or for costs related to failure of the construction contractor or materialmen or service providers to install work in accordance with the plans and specifications. d. Notwithstanding any other provision of this Agreement,it is further agreed that to the fullest extent permitted by law the Client shall indemnify and hold harmless AECOM and its employees,agents,contractors and consultants from and against all claims,damages,losses and expenses,direct and indirect,or consequential damages,including but not limited to attorneys'fees and all Court,arbitration or other dispute resolution costs, arising out of,resulting from,or related to the presence and/or involvement of hazardous substances,including hazardous waste,at the Project site or contained in samples collected by or received by AECOM from the Project site. The indemnification set forth in this paragraph 12.e.extends to claims against AECOM which arise out of,are related to,or are based upon,the dispersal,discharge,escape,release,spillage or saturation of smoke,vapors,soot,fumes,acids,alkalis,toxic chemicals,liquids,gases or any other material,irritant, contaminant or pollution in or into the atmosphere,or on,onto,upon,in or into the surface or subsurface(a) soil,(b)water or watercourses,(c)objects,or(d)any tangible or intangible matter,whether such event or circumstances is sudden or not. Nothing in this Paragraph 12.e.is intended to indemnify,or shall be construed as indemnifying,AECOM with respect to claims,losses,expenses or damages to the extent caused by AECOM's own negligent acts or omissions. Section 13: Liability Insurance a. AECOM shall abide by the document entitled'INSURANCE REQUIREMENTS FOR"PROFESSIONAL LIABILITY"PROVIDERS FOR CITY OF OSHKOSH'(a copy of which is attached). In the event the City requires specific inclusions of coverage in addition to that obtained by AECOM,or increased limits of liability in AECOM's liability policies,the cost of such inclusions or increased limits shall be bome by the City.The City agrees to provide liability protection for its officers,employees and agents while acting within the scope of their employment. Subject to any limitations contained in Sec.893.80 and any similar statute,of the Wisconsin Statutes,the City further agrees to hold AECOM harmless from any and all liability,including claims,demands, losses,costs,damages,and expenses of every kind and description(including death),or damages to person or property arising out of or in connection with or occurring during the course of this agreement where such liability is founded upon or grows out of the acts or omission of any of the officers,employees or agents of the City of Oshkosh while acting within the scope of their employment. Section 14: Dispute Resolution a. All claims,disputes,controversies or matters in question arising out of,or relating to this Agreement or any breach thereof,including but not limited to disputes arising out of alleged design defects,breaches of contract, errors,omissions,or acts of professional negligence,(collectively"disputes")shall be submitted to mediation before and as a condition precedent to any other remedy. Upon written request by either party to this Agreement for mediation of any dispute,Client and AECOM shall select by mutual agreement a neutral mediator. Such selection shall be made within ten(10)calendar days of the date of receipt by the other party of the written request for mediation. In the event of failure to reach such agreement or in any instance when the selected mediator is unable or unwilling to serve and a replacement mediator cannot be agreed upon by Client and AECOM within ten(10)calendar days,a mediator shall be chosen as specified in the Construction Industry Mediation Rules of the American Arbitration Association then in effect. b. Notwithstanding any other provisions of this Section 14,in no event shall a demand for mediation be made more than two(2)years from the date the party making demand knew or should have known of the dispute or six(6)years from the date of substantial completion of AECOM's participation in the Project,whichever date shall occur earlier. Conssf.98k(Aug 13, 1998) 2010 SWU consulting-and-authorization-to-proceed 6 c. All mediation or arbitration shall take place in the City of Oshkosh,Wisconsin,unless Client and AECOM agree otherwise. The fees of the mediator or arbitrator(s)and the costs of transcription and other costs incurred by the mediator or arbitrator(s)shall be apportioned equally between the parties. Section 15: Termination a. This Agreement may be terminated by either party upon at least seven(7)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. Such termination shall not be effective if that substantial failure has been remedied before expiration of the period specified in the written notice. The only exceptions to this seven-day written notice condition are AECOM's rights to terminate this Agreement as set forth in Sections 1,4 and 8 of the Agreement. b. In addition,AECOM may terminate this Agreement if the Client suspends AECOM's services for more than sixty (60)consecutive days through no fault of AECOM. c. If this Agreement is terminated,AECOM shall be paid for services performed prior to the termination date set forth in the notice plus termination expenses. Termination expenses shall include personnel and equipment rescheduling and re-assignment adjustments and all other related costs incurred directly attributable to termination. Section 16: Employment a. Client agrees that,prior to the completion of AECOM's services on the Project,Client and its officers,agents or employees shall neither(1)offer employment to AECOM's employees,(2)advise AECOM's employees of employment opportunities with Client,Client's parent or affiliate organization(s),if any,nor(3)inquire into employment satisfaction of AECOM's employees. Section 17: Independent Contractor a. The relationship between the Client and AECOM created under this Agreement is that of principal and independent contractor. Neither the terms of this Agreement nor the performance thereof is intended to directly or indirectly benefit any person or entity not a party hereto and no such person or entity is intended to be or shall be construed as being,a third-party beneficiary of this Agreement unless specified by name herein or in an Amendment hereto,executed by AECOM's authorized representative. Section 18: Severability a. In the event that any provision herein shall be deemed invalid or unenforceable,the other provisions hereof shall remain in full force and effect,and binding upon the parties hereto. Section 19: Section Headings a. The heading or title of a section is provided for convenience and information and shall not serve to alter or affect the provisions included herein. Section 20: Survival a. All obligations arising prior to the termination of this Agreement and all provisions of this Agreement allocating responsibility or liability between the Client and AECOM shall survive the completion of services and the termination of this Agreement. Section 21: Assigns a. Neither the Client nor AECOM may delegate,assign,sublet or transfer its duties,responsibilities or interests in this Agreement without the written consent of the other party. Section 22: Choice Of Law a. This Agreement shall be governed by the law of the State of Wisconsin. Section 23: Written Notice a. Written notice shall be deemed to have been duly served if delivered in person to the individual or a member of the firm or entity or to an officer of the corporation for which it was intended,or if delivered at or sent by registered or certified mail to the last business address known to the party giving notice. Conssf.98k(Aug 13,1998) 2010 SWU consulting-and-authorization-to-proceed 7 Attachment A SCOPE OF SERVICES City of Oshkosh,Wisconsin City Hall Underground Detention Facility,Parking Lot,Outlet Storm Sewer Design and Associated Environmental Services A. PROJECT DESCRIPTION AND BACKGROUND The project consists of design and bidding services described herein, provided by AECOM (ENGINEER) for the City of Oshkosh,Wisconsin(OWNER). AECOM completed two phases that evaluated the potential for an underground detention facility within the Oshkosh City Hall parking lot. The first phase evaluated flooding within the Division Street watershed and evaluated various flood relief measures. The results were a recommendation of storm sewer improvements within the watershed, and the construction of an underground detention facility at the City Hall parking lot. A preliminary engineering and site investigation was then conducted by AECOM to further evaluate the feasibility of the proposed underground facility. The preliminary engineering and site investigation included survey of the City Hall parking lot, geotechnical / environmental investigations, comparison of cast-in-place and pre-cast construction methods,and review of cost estimates previously developed. The scope of work presented in this document is for: 1) the preparation of construction drawings and specifications sufficient for contractor bidding purposes, and 2) an updated opinion of probable construction cost for the City Hall underground detention facility,parking lot,and outlet storm sewer. The bidding documents will include the following facilities: 1. An underground detention structure beneath the City Hall parking lot. The detention structure will consist of a cast-in-place concrete structure with a storage volume of approximately five (5) acre-feet. The structure will have a footprint of approximately one- half (0.5) acre and a height of approximately ten (10) feet. The detention structure will include a sump to provide water quality benefits. The sump will be three (3) feet deep and cover approximately 30%of the bottom. 2. Outlet storm sewer from the City Hall underground detention structure to the Fox River. The outlet storm sewer will be located between the underground structure to Jackson Street (near the Algoma Boulevard intersection) and then within the Jackson Street right-of-way (ROW) from Algoma Boulevard to the Fox River. 3. Parking lot improvements to the City Hall and Public Safety Building parking lots. The improvements will be based on the layout developed by Gremmer Associates unless revisions are necessary to allow for maintenance access to the underground structure, or the biofilters need to be resized to meet stormwater pollution control requirements. The parking lot improvements will include storm water best management practices (BMPs) to achieve at least a 40 percent TSS reduction in accordance with City of Oshkosh redevelopment and WDNR requirements. Conssf.98k(Aug 13,1998) 2010 SWU consulting-and-authorization-to-proceed 8 Attachment A B. DESIGN SERVICES Task 1. Survey A survey of the City Hall and Public Safety Building parking lots was conducted as part of the preliminary engineering and site investigation task previously completed by AECOM. This existing survey data will be incorporated with the addition survey described in this task. AECOM will conduct a field survey of Jackson Street for design of the underground detention facility outlet storm sewer. Between Algoma Boulevard and Pearl Avenue it is anticipated the Jackson Street storm sewer will be located beneath the existing road surface. Between Pearl Avenue and the Fox River it is anticipated the storm sewer will be located within the current City ROW,west of Jackson Street (outside of street pavement). The survey will be consolidated with previous survey data collected to generate a single base survey file. The survey will include the following: A. Horizontal and vertical datum will be consistent with previous City Hall parking lot surveys. B. Contact Digger's Hotline to have all utilities in project areas outlined below located. C. Full topographic survey of outlet storm sewer route along Jackson Street,between Algoma Boulevard and the Fox River. The survey will include additional survey at cross streets up to 50' in each direction at cross streets,and/or the next utility structure in each direction will be surveyed. i. Full Street cross sections at 50' intervals and at high points and low points in street. a. Back of walk. b. Front of walk. c. Top of curb. d. Flow line of gutter. e. Centerline. ii. Partial cross sections at 25' intervals(in addition to full cross sections) a. Top of curb. b. Flow line of gutter. c. Centerline. iii. Existing features within terrace and 10 feet behind the ROW(trees,mailboxes,utility pedestals,etc). Between Pearl Avenue and the Fox River the survey will extend 25 feet behind the ROW. iv. All utilities identified by Digger's Hotline locates. a. Include all manholes,catch basins,valves,etc (rim and invert elevations). v. Concrete pavement joints. vi. Locate existing property irons D. Digital photographs of sanitary,storm,and water manholes and catchbasins,and note general condition of manholes. E. A map displaying the survey will be prepared using AutoCAD Civil3D. Task 2. Project Design A. General Description AECOM will prepare plans and specifications for the underground storage structure, inlet and Conssf.98k(Aug 13,1998) 2010 SWU consulting-and-authorization-to-Proceed 9 Attachment A outlet pipes (outlet pipe to the Fox River), and reconstruction of the City Hall and Public Safety Building parking lots. i. Plans will be prepared for 30 percent,60 percent,and 90 percent City review. ii. Specifications will be prepared for 90 percent City review (concurrent to plans). Specifications will be coordinated with Tracy Taylor(City of Oshkosh). iii. All review plans and specifications will be provided electronically to the City. iv. All plan sheets shall be ANSI D(22x34)in size. v. All Plans shall be scalable with an Engineer's or Architect's scale at full and half size. vi. AECOM will prepare specifications following the Engineers Joint Contract Documents Committee(EJCDC)contract and general conditions. vii. AECOM will provide relevant special provisions and technical specifications as needed. viii.When appropriate the City of Oshkosh Standard Specifications will be referenced and utilized for the project. One set of the complete plans and specifications will be submitted to the City. A digital copy will be provided on CD or through AECOM's ftp site. The digital copy of the plans will include full size (22x34) and half size (11x17) PDF's of the plans as well as the AutoCAD Files. The digital copy of the contract book documents will include PDF copies, as well as MSWord or Excel documents. B. City Hall Underground Storage Facility Structural Design A cast-in-place concrete underground detention facility is currently proposed for the site. AECOM will also consider additional construction materials and construction techniques. While cast-in-place concrete is an industry standard, options such as top down construction, permanent sheet pile walls, and/or pre-cast roofs may provide a means to expedite the construction schedule and meet project goals. These three (3) options will be evaluated and summarized in a memorandum listing pro's and con's of each methodology including planning level cost estimates. If an alternative construction methodology is recommended the design scope and budget will be reviewed and adjusted as agreed upon by AECOM and the City. The memo shall include an estimate of design contract revisions should pre-cast option be selected. AECOM anticipates that a 3.0 foot deep sump will be incorporated into the design to provide water quality benefits. AECOM will conduct a review of the potential to provide water quality treatment within the underground detention structure. The review will include WinSLAMM modeling to determine the potential for stormwater pollution (in the form of TSS and TP) reductions and approximate costs associated with water quality control. The results of the analysis will be summarized in a memorandum. The design of the underground detention structure will allow for the City to conduct regular maintenance and structure inspections. Access and structure layout will be coordinated with the parking lot layout to provide adequate access for maintenance with the consideration of requirements for confined space entry and available City equipment. AECOM will review options for providing access and ease of maintenance. These options will be discussed with, and approved by,the City. AECOM will prepare structural plans and specifications for an underground storage structure with a storage capacity of approximately five (5) acre-feet. The design will utilize reinforced cast-in-place concrete. The structure will consist of a base mat, perimeter walls and top slab Conssf.98k(Aug 13, 1998) 2010 SWU consulting-and-authorization-to-proceed 10 Attachment A supported by columns. A sump will be incorporated into the design to enhance sediment trapping efficiencies of the structure. The structure will be designed to resist buoyancy forces in an un- drained groundwater condition. AECOM will use a design groundwater elevation of 762.0'. Structure design will follow ACI 350 requirements for water holding structures. The use of waterstops and waterproofing systems will be used to provide a watertight structure. The structure design will consider the requirements for earth retention during construction; however, the design of the earth retention system will be the responsibility of the contractor. C. City Hall and Public Safety Building Parking Lot Design Plans will include drawings showing temporary traffic control and management, erosion control, grading, storm sewer, stormwater management practices, site landscaping, pavement marking, and relevant details. The parking lot design will include; i. Temporary traffic control measures to allow for City Hall access during construction. Access to the front door of City Hall will be provided along with handicap parking and access,and limited public and employee parking. Construction phasing,construction limits,potential traffic routes,and parking lot configurations during construction will be developed in close coordination by AECOM and City staff. As needed,construction documents will incorporate these requirements. ii. Grading plan to provide adequate site drainage,ADA compliance,and compliance with City Zoning codes. iii. Storm sewer designed to convey the 10-year storm without surface ponding(except within the designed biofilters). iv. Stormwater management practices sized to meet State and City post-construction stormwater management regulations. v. Site landscaping meeting City Zoning codes and Site Design Standards as outlined in the Site Development Planning Handbook. vi. The City will perform all aspects of parking lot lighting design. Including,but not limited to: light pole locations,light specifications,electrical requirements,wiring schematic,and other design for lighting requirements. This information will be provided to AECOM in an AutoCAD or PDF format as appropriate. In addition, lighting specifications will be provided by the City to AECOM in an MSWord format. AECOM will review the lighting documents provided by the City for coordination with the other aspects of the project and incorporate the lighting plan into the final construction documents(plans and specifications). D. City Hall Underground Storage Facility Outlet Pipe Design Plans will include drawings showing, erosion control, proposed storm sewers, pavement restoration,and details. This task includes the design of one(1) storm sewer junction structure at the intersection of Pearl Avenue and Jackson Street. Pavement restoration sheets will include the following: i. Front of walk,top of curb and flow line of gutter profiles in a separate profile view for each side of street with restoration work. ii. Center line profile in another profile view. iii. Label slopes in profile view. Conssf.98k(Aug 13,1998) 2010 SWU consulting-and-authorization-to-proceed 11 Attachment A iv. Provide stations and spot elevations on the centerline and gutter flow line at 50 foot intervals,high points,low points,breaks in grade,and at radius points at intersections. Provide spot elevations at mid radius at intersections. Task 3. Geotechnical and Environmental Investigation A. Waste Profiling An environmental records review was conducted by AECOM in October 2010 and resulted in the report titled: "Environmental Review of Historical Records for the Proposed City Safety Building and City Hall Parking Lot Stormwater Detention Structure." This document identified potential sources for contamination along Jackson Street and within the City Hall parking lot. Composite samples will be collected for waste characterization analysis(to be provided by a sub- contracted analytical laboratory)from the environmental borings along Jackson Street in the areas identified in the environmental records review as having the potential for contamination. For the purposes of preparing a scope of work with associated costs, AECOM assumed eight (8) waste characterization samples will be collected for analysis. One storm sewer outfall is planned for reconstruction during this project. AECOM personnel will collect a sample of the sediment (below mean summer river elevation) in this area for waste characterization of the sediment. B. Material Management Plans AECOM will prepare a material management plan for each area where contaminated soil and/or contaminated groundwater is encountered. The plan will describe the appropriate handling and management of the contaminated material(soil and/or groundwater)anticipated to be encountered during the construction activities. AECOM will develop the plan to be included with the bid documents. C. Geotechnical Investigation AECOM will conduct a geotechnical investigation to assist in the design of the outlet storm sewer. The geotechnical investigation will consist of five (5) soil borings drilled along the alignment of the proposed storm sewer along Jackson Street. All borings will be advanced to a nominal depth of 25 feet which will be approximately 10 to 15 feet below the proposed sewer invert elevations. Soil samples will be collected at 2.5 foot depth intervals for the full depth of the borings in general accordance with ASTM Standards D1586 and D1587. All soil borings will be back filled in general accordance with WDNR requirements. The results of the geotechnical investigation will be summarized in soil boring logs and a technical memorandum. The borings will be completed using truck mounted drilling equipment. Closure of one lane of traffic for two of the soil borings will be required. The remaining three borings will be drilled outside of the roadway but within the limits of the City's property. AECOM and the subcontractor will locate the proposed boring locations in the field and will have the public utilities located by Digger's Hotline. AECOM is not responsible for damage to incorrectly or unmarked utilities. Task 4. Permit Applications AECOM will prepare the following permit application materials: Conssf.98k(Aug 13, 1998) 2010 SWU consulting-and-authorization-to-proceed 12 Attachment A A. DNR Consolidated Permit Application Form, including Construction and Post-Construction Attachments(NOI). B. DNR Chapter 30 Individual Permit Application Forms for the activities associated with the storm sewer outfall replacement. C. A written Storm Water Management and Erosion and Sediment Control Plan report in accordance with City and DNR requirements. D. City of Oshkosh Site Plan Review Application Form. E. WisDOT Permit for a temporary closure of USH 45 (Jackson Street and Algoma Boulevard). AECOM will coordinate with Chris Strong(City of Oshkosh)on this permit application. AECOM will coordinate communication with WDNR staff regarding identification and disposal of impacted soil and groundwater. We do not anticipate a permit will be required but recommend the WDNR be notified. Task 5. Stormwater Modeling AECOM will update the XP-SWMM model created as part of the Division Street Watershed H&H modeling project based on the final design of the underground detention facility. The model will be used to verify that the project design complies with City of Oshkosh street flooding goals. A. The XP-SWMM model will be used to evaluate the outlet storm sewer from Pearl Avenue to the Fox River. AECOM will evaluate two scenarios: i. Replacement of existing storm sewers with a single larger diameter pipe,and ii. Addition of a second parallel storm sewer(in addition to the existing storm sewer). Proposed storm sewer sizes will be determined and a conceptual cost estimate will be prepared for each scenario. The results will be discussed with City Staff and a preferred option will be selected for the design. B. AECOM will utilize WinSLAMM to calculate the Total Suspended Solids and Total Phosphorus control provided by the underground detention facility under the designed conditions. C. The WinSLAMM model will be used to assist in the sizing and design of on-site stormwater BMPs to provide pollution control from the new parking lot in compliance with City and State stormwater management regulations. AECOM will utilize WinSLAMM to calculate the Total Suspended Solids and Total Phosphorus control provided by the stormwater management BMPs under the designed conditions. D. A stormwater management plan will be created meeting the requirements of City of Oshkosh and DNR regulations and suitable for submittal with the City Site Plan Review application. Task 6. Statement of Probable Cost AECOM will prepare a statement of probable cost for the proposed construction of the storm water facility and gravity storm sewer based upon the 30%and 90%plans. Task 7. Bidding Support Conssf.98k(Aug 13,1998) 2010 SWU consulting-and-authorization-to-proceed 13 Attachment A AECOM will provide the following bidding phase services: A. Finalize bidding documents after OWNER review and approval. B. Provide bidding documents to OWNER. OWNER will take responsibility for all aspects of the bidding process C. Bidding coordination for one construction contract which includes assisting OWNER with responding to contractor questions, preparation of appropriate addenda, and conducting a pre-bid meeting. D. Attend bid opening,review bid tabulation prepared by OWNER,and make recommendation to OWNER on contract award. E. Assist the OWNER in assembling the Contract Documents for execution by the OWNER and Contractor. F. Following the completion of bidding AECOM will finalize the construction documents to include all addenda and design changes during bidding. AECOM will coordinate with Engineering Division design changes and compiling final construction documents. AECOM will provide one(1)22x34 full size and one(1) 11x17 half size set of plans and one(1)copy of the specifications for the use by the contractor during construction. One (1) 22x34 full size and one (1) 11x17 half size set of plans and one (1) copy of the specifications will be provided to the City. A CD will also be provided to the contractor and City. Task 8. Project Management A. Project Coordination&Scheduling AECOM will provide a project manager who will coordinate project activities and will be the principal liaison between AECOM and the City. AECOM will prepare a project plan setting forth the goals of the project, resources and schedule. The plan will be reviewed with the City and updated as required. Sixteen(16)hours have been budgeted to work with the City on construction phase parking needs and options. B. Progress Meetings and Other Meetings A total of nine (9) meetings involving City and AECOM Staff are budgeted for the project. Meetings will be either face to face or web-based. Meetings shall include those listed below plus two(2)additional meetings at the discretion of AECOM and the City. 1. Meeting 1 —Project Kick-Off 2. Meeting 2—Off-site Parking Coordination 3. Meeting 3—30%Design Review 4. Meeting 4—60%Design Review 5. Meeting 4—WisDOT Coordination Meeting 6. Meeting 5—90%Design Review 7. Meeting 6—Public Information Meeting(to be scheduled in the evening) 8. Meeting 7—Pre-Bid Meeting Meetings may include others, such as safety building personnel at the city's discretion. Conssf.98k(Aug 13,1998) 2010 SWU consulting-and-authorization-to-proceed 14 Attachment A C. SCHEDULE Final Construction Documents will be delivered to the City of Oshkosh on, or before, December 17, 2012 on the condition that this contract is fully executed and a Purchase Order issued by August 24,2012. D. PROJECT DELIVERABLES Project deliverable materials will include: 1. AutoCAD(2012 Civil 3D)files of all survey work completed. 2. Copies of survey field notes. 3. AutoCAD(2012 Civil 3D) files of all design work completed for the project. 4. Adobe Acrobat and AutoCAD(2012)files of the construction plans. Separate PDF files shall be created for"full size"and"half size"plan sets. 5. Adobe Acrobat Portable Document Format,Excel, and MSWord files of all specifications sections for the construction project. 6. XP SWMMTM model files and WinSLAMM model files. E. ASSUMPTIONS 1. The City of Oshkosh agrees to: A. Meet with AECOM representatives,if required,and make timely decisions regarding design details. B. Provide all criteria and full information as to Client requirements for the project, attend project-related meetings,provide interim reviews on an agreed-upon schedule, make decisions on project alternatives,and generally participate in the project to the extent necessary to allow AECOM to perform the Services. C. Provide Jackson Street as-build drawings or design plans for the existing utilities. D. Televise existing Jackson Street storm sewer(upstream of Pearl Avenue)and sanitary sewers within the project area and provide results to AECOM. E. Pay permit application fees to appropriate state and/or federal agencies. F. Advertise the bid,conduct the bid opening,and recommend the award of the bid. 2. Design of construction site earth retention is not included as part of this scope of services. Construction site earth retention or slope stability systems analysis or design will be the responsibility of the contractor. 3. Property boundary survey work(CSM)is not included in the Survey Tasks. 4. Survey Tasks assume the streets and properties will be clear of snow. 5. No construction related services, property staking or land surveys are included in this scope of services 6. Wetlands are not present within the project area. F. BUDGET A total budget for the scope described above is $250,682.00. Below is table showing the budget breakdown by task. Individual task budgets may be higher or lower than actual expenditures; however the total project budget will only be exceeded if an approved change order is received from the City. Conssf.98k(Aug 13, 1998) 2010 SWU consulting-and-authorization-to-proceed 15 Attachment A Task Total Total Hours Costs 1 Design Survey 122 $14,358 2 Project Design,Specifications and Plan Set Preparation 1,442 $148,025 3 Geotechnical/Environmental Investigation 130 $26,862 4 Permit Applications 89 $8,705 5 Stormwater Modeling 70 $6,970 6 Statement of Probable Cost(30%and 90%Plans) 88 $9,649 7 Bidding Support 84 $9,379 8 Project Mgmt;Meetings, &Public Meeting 208 $26,735 Total: 2,233 $250,682 Conssf.98k(Aug 13,1998) 2010 SWU consulting-and-authorization-to-proceed 16