HomeMy WebLinkAboutGEI Consultants, Inc/1208 Oshkosh Ave GEI �
G����a�h.�.i�l May22,2015 vio email:dbrandl�r�ci.ashkash.wlus
F.�.�R���m�����
R]rci e�vuucccs
uN��� Ms. Darlene Brandt
Grants Coordinator
Cummunity Dcvclopmcu[Dcpartmcnt
215 Chutch Ave.,P.O. Box 1130
Oshkosh,WI 54901
RE: Proposal for a Phase 1 Environmen[al Site Assessmen[� 1208 Oshkosh Avenue�
Oshkosh,Wismnsin
Dcaz Ma Btandl,
Thank you fox wntacting GE[Consulfants, Inc.(GEf)m cequest a proposal to complete a
Phase I Environmental Site Assessment(HSA)for a multi-use commcrcial and residcntial
propeRy Iocaled at 1208 Oshkosh Avenuc in the City of Oehkosh,Winnebago County,
Wisronsia This proposal summarizes our understanding of the projec[and outlines our
scope of scrvices,the anticipated schedule,and associated costs.
Background and Purpose
We understand[hat che CiTy of Oshkosh Redevelopment Authoriry is considecing an
acquisition of a multi-use eommemiol and residential property at 120R Oshkosh Averme
(che"site"). We uuderstand the site is comprised of a 02655-acce pazcel of land(Pazcel
No. 1600310000)developed with an approzimately 4,500-square-fwt,two-smry buildin�
currently occupied on the firs[level by a new tnd used res'taurant equipment retail business
and on thc sccond Icvcl by e residcntial tcnant.
W e understaud that the Ciry of Oshkosh Redevelopment Authority has requesteA[hat a
Phase I ESA be completed to identify potential emironmental liabilities associated with
[hc acquisition and satisfy one of[hc roquiroments ro qualify for landowner liability
pmrecaions for CERCLA liability.
Scope of Services
GEI will conduct a Phase I ESA in general accordance with Ihe Amencan Society for
Testing and �laterials (ASTM) S[a�dard 61527-13,titLed Standard Proctice for
E�rvironmenml Site Assessments.� Phase I Enviranmenta[Site Assessment Pmcess, which
is recognized by[hc United Sta[es Envi�onmental Protcclion Agcncy to bc complianl
with TiHe 4q Pert 312 of the Code of Federal Regulations(40 CFR 312), tided Standards
and Praclices forA[[Appropriate Lnguiries:Fina!Ru(e(eommonly refcrrcd to as thc
CERCLA AA1 Rule). The pu�pose of the Phase [ESA is lo identify,ro[he extent
N� � , i � „�, c_r�co�sw���u,r,�.
3159 Vnyagev Deivq Green Ilsy.\G1 51}l l
920.455-A20U h-92u.455.H325
City of Oshkosh -2- May 22,2015
feasible,cecognized environmen[al conditions(RECs)in cowectiou with the site. The
Phase I ESA will include a site hism�cal seazch,pumhase and revicw of an cnviro�vnental
database report from a subcon[ract emironmcNal rewrds search firtn,site ceconoaissance,
adjaecnf property reconnaissance(from public �ighbof-way azeas or the site),in[erviews
with people kmwledgeable of site uses and eonditions,and a written ceport.
As part of che Phase I ESA,the`Sisec,"defined as the par[y(or parties) seekiug to use the
ASTM Standazd[o comple[e an rnvironmeural assessment of thc site(the Ciry in this
instance),should pmvide GEI with certain infortnation concerning[he site, including the
namc and wntact infortnation foc the"key site manager"(person knowledgeable of site
uses and conditions)and/ur the owner, results of a title andjudicial records seazch for
emironmcntol liens and activity arid�se limitations; and a weitten response to the
enclosed"UsecQuestionnaire." Ifanyoftherequestedinformationis' notprovided, the
absence of such iufo�rnation may be identificd as a"data gap° in[he wcitten repoR,per
the ASTM Standard. The significance of[he da[a gap witl depend on site infortnation
[hat is reasonably ascertainable from o[her sources. GEI can comple[e an emironmental
lien and activi[y and use lunitabon seazch on your behalf foc an additional cost of
approximately$30Q if requested.
Project Schedule
GEI wn iaitia[e the Phase I PSA immediately upou rewip[of notification[o proceed.
Initial tasks may inelude a review of historical use infoRnation foc the s'ite and
surrounding pwperties tha[is�eadily acecssible online,ordering an emironmental
database re{rort,scheduling the site visit,accessing local (city and/or eounty)rewrds, and
conducting interviews with people lmowledgeable of site and suirounding propecty uses.
W e anticipate ChaT a site visit eau be arsauged and comple[ed by GEI within one week of
receiving au[hocization[o pmceed. Following the s'ite vis'i�,and as Phase I ESA
informalion is collected,GF.1 will provide a verbal report of significant fi¢dings,
induding any potential emimnmental issues Iha[may wartan[fitrther assessment(e.g.,
Phase II). We anticipate that the wiitten eeport can be provided within two weeks
following t6e site visit If this pxoposed scheAule doea no[meet your project
requirements, please coutact us' and we will make an eCCort to modify our schedule to
mcct your nccds.
GEI will prompUy provide notifieation if any delays are encountered during perfortnance
of these services One s'uch dclay tha[may bc encountcred is a delay in obtaining access
ro cegula[ory case file information for lhe site anNor adjoining properties, itsuch
infoRnation ezists. If a review ofregulatory case file informatfon is advisable to further
evaluate the po[ential for zeco�ized envimamental conditioos to cxis[at thc sitg and
access' to thet file infortnation is restncted or delayed due to condi[ions beyond GEI's
control, you may elect to have GFI forgo a review of tha[ informa[ion in order to
maintain a desireA projecc schedule.
Ciry of Oshkosh -3- May 22,2015
Assumptions
We have assumed[hat you will obtain site access appmval tiom the owner and occupan[s
and wc will have full access to the inteiioc and exterioc areas cequued ro be assesscd.
We have assumed that other eulities who may wish w rcly on the Phase I ESA(e.g.,site
owner,e[c.)will do so at thcir own risk.
The"non-scope co¢sidexa[ions"identifieA in[he ASTM Standard,including cnvironmental
complianee,health and safety,asbestos,lead-based paint,wedands, indooc air qualiry,a¢d
olhec items will not be addresced as part oFthe Phase I ESA;however,we eau inw�poca[e
any or nll oCthese inm our due diligence services for ao additional cos[,if cequested.
If[he site or adjoining properties are identified in environmental databases,and in our
opioioq a�eview of�egula[ory agcncy filc rccords would be advisable to evalua[c[he
significance of those listings (i.e.,detertnine if they warrant co�sideration es e REC),we
have assumed that those file[ewrds will be reaso¢ably ascec[ainable(i.c., records are
availablc oo-line,provideA[o GEI electtonically,and/or are maileA m GEI by[hc
regula[ory agency a[no or litde eddifional cost and within the time constraints of the
projec[)and practically ceviewable(i.e.,ean be reviewed with a reasonable amount of
efFort[typically less[han one hour per si[e]).
Fee and Conditions of Service
We propose to complete these services'in aceordance with the enclosed Standard Rofessional
Serviccs Am'ccmcnr,or o�her mu[ually-agreeable terms,for a flxed�rice fee of$2,450.
Should you have any questio�s with eegaid m the scope of services, fee,or work schedule
as preseuted heceiq please eon[ac[us. We thank you for Che opportunity m submi�this
proposal and look folward[o working with you on[his projcct.
Sincemly,
GEI CONSULTANTS, INC.
.�l.�ta�C ,c� $....�._ ��,��:�
Michacl L.DcBraske, P.B. Paul Kill�en, P.E.
Senior Project F.ngineer Senior Pmject Manager
Enclosuces: Oscr Questiormase
Standard Pmfessional Services Agreemene
USER OUESTIOVNAIRE G E I �
p Areyouawveeofanyenvlronmrnfxlcleanuplfensagains[thep�opvrythe�ercfilcdoaccordcdwdeefedenl,tribal,sleteorl«allaw?
Yes❑ IJO❑ If^Yes^,explain:
2) Areyo�awareofanyac[iviryandlvvduselimitafions(AL'[s)suchaseogineriogronerols,lendvseresvicuoosorincdv�Mnolmn�rols��M1niue
in place a�tl�e properry and/ov have been filed o�mwrded iv a regislry uvdcr fedovel,tribal,srece of local law?
Yes ❑ �o ❑ If"Yu'.explaiv:
3) Aa Nc usvof thi�ESA(L.e.,perso��eeking m qwliry[o�landowner liabiliry pm�wnons[LLPSD do you hvve wy pecialaed knowledge o�expedence
mlazcd m ihe properry o�nearby pmpeaiw? Fa�exzmple,oreyou involved i�the seme Iv�e ofbusi�ess az tl�e cuuev[o�fortnerxcuyance of NePmperry
oc an adjowivg propeny so tiv�[you would Mve speelvllzed kuowledge ofrhe chemicale aod pcocesses vsed by Ihls rypeof busicess?
Yes ❑ No ❑ If"Yes",explain:
4) Doesihapumhesepncebeingpaidfnrthlcproperrymasovebly�e8ectitsfairmarketvalue'l lfyouconcludc[hcrclsadiffcreneqhaveyoucovside�ed
wheNzv�he lower purchsse pnce is becaose covrmnivatiov is known o�bclicved ro be prcscot?
Yes ❑ Na ❑ NA ❑ If"]o^or°Vp",explain:
S� Arsyouawareofcommonlyknownovre�s�nablyoserminab(ei�formntionaboutthep.ope.rythe�wouldhelptheenvimnmerrmlprjsmnnol
roLdenfifycondriovslndlcativeofmleaseso�threatened�eleases? Po�esample,asuver:
a) Uo you know�hc pastuscs ofthe properry:' Yes❑ No ❑ If"Yes°,explain:
bl Do you know of spacific chemiculs thnt are pmsent o�o�ce wece presen[n[Hieprope�ry^ Ves❑ Fo❑ If°Ves",uplain:
e) Uo yw knom ofspilLc oro�her chemiwl�eleases that have�aken pince at[hep�ope�rv? Yes❑ No ❑ [f"Yes espini .
d) Do yo�kmw ofnny envlmnmeo�el cleauups[ha[have taken pl¢tt n[[hc proyerrv7 Ves❑ So❑ If°Yes ,explain.
6) Based ov you�knowlcdgc end cxpericnce vcleted m Ihe yroperryare cAe�e a�y obnous iodicarors that point ro the presenca or likely P�esenec of
mnteminotio�atthepropernqYes❑ No❑ If°Ves",explain:
'1) Are you aware ifa�y ot[he followiva dowmev[s exis[fo�Na pmp¢rry'1 Yes❑ �'o❑ I["Yes°,cherk all boxes that apply:
❑ Fnvlr cnwlasscssmevt�epo�? ❑ Safety,epiilpreven�ion,ovOreparednesspla2sl
❑ Envlronmrn�elwmpllvveeauditreports? ❑ Hydrogeologicreporls?
❑ Envimnmcnmlpzrmi[s' ❑ Hazaraovwastegrncnwrnoticcsorrcports'.'
❑ 'faNC[ASlbr CS'I')�eKistrulionsR ❑ Gw¢ch�lcal slutlln?
❑ Oude�gmund 1 jection eys�em regisem�ions? ❑ Risk assessmen�s?
❑ Marerial Safrty Datz Sheets(MSDSS)? ❑ kemrded AULS?
❑ Communiry�igh[-m-know plan?
❑ No�cesorcorzespondeocefroma�ygavemmentagencyrela[in�ropesroro�rzen�viol�fionsofenvironmen1a11awsforNe
properm ormlating to envimomenial liens encumbenng the p>ope>ry?
8) ICyouareawaretha[anyofdiedoc�ment�ebweerls�wiMresputm�heproperry,c mpiesofexisvngdocumentsbepmvfdedm
GElwilhi�reusoonbletimeandws[conslcaints? Yu❑ M1o❑ N1❑ If`.�'d',explain:
H) Areyouawereof.(a7anypending,�hrcatene4orpaztlingatlonrclevan[�ohvardoassubsmneec(HSs)mpetrolcump�od�e¢(PPs)in
from Ihepro➢eri_v;(2)any pending,lh�cetcnc4 or pas[adininlstra�ivc O��dings�clevon[m FiSs ov PPS iq oq ov fiom che yroyerry;or(3)wy
m[iccs&am a�y govcmmen�al cn[ity rogarding any possiblc vlolanov of cmnnnmrnml laws or possiblc ILubiliry�cluting to HSs oc PPS?
Yes ❑ Nu ❑ If°Yes^,explain:
Si�e: Complc[ed 6y(Typel:
Dam:_ Cam�lctcd 6y(Sie):
GEI �
STANDARD PROFESSIONAL SERVICES AGREEMENT
1. AGREEMENT.
This Agreement is made and entered inm by and between
GEI Consultants, Inc. (GEI),3159 Voyager Dr.,Green Bay,WI and
City of Oshkosh,Community Development Department,215 Church Ave.,Oshkosh,WI
By this Agreement,the parties do mutually agree as follows:
2. SCOPEOFSERVICES.
GEI shall perform the services described herein and in Exhibit A.
3. EFFECTIVE DATE.
The effective date of this Agreement shall be the latter of the acceptance dates indicated in
Artide 16,Acceptance. Acceptance of this Agreement by both parties shall serve as GEI's Notice to
Proceed with the services descri6ed in Exhibit A.
4. TIMES FOR RENDERING SERVICES.
a) GEI shall endeavorto perform the services underthis Agreement in an orderly and efficient
manner,mnsistent with Ihe s<hedule or milestone dates provided in Exhi6it A.
6) GEI shall not 6e responsible for delays caused hy factors beyond GEI's reasonable control.
When such delays heyond GEI's reasonable mnirol occur,CLIENT agrees that GEI shall not be
responsible for damages, nor shall GEI be deemed in default of this Agreement.
5. COMPENSATION.
a) CLIENT agrees to pay GEI in accordance with[he payment terms provided in Exhihit B.
b) GEI will submit invoices monthly or upon mmpletion of a specified scope of service in
accordance with GEI's standard invoicing practices,or as otherwise provided in Exhi6it B.
c� Payment is due upon receipt of the invoice. Payments will be made by either check or
electronic transfer to the address specified 6y GEI, and will reference GEI's invoice number.
d) Interes[will a<crue at the rate of 1%per month of the invoiced amoun[in ezcess of 30 days past
the invoice date,or as otherwise provided in Ezhibit B.
e� In the event of a disputed or contested invoice, onlythat portion so contes[ed will be withheld
from payment,and the undisputed amounts will he paid.
6. PERFORMANCESTANDARDS.
a) GEI will perform its services underthis Agreement in a manner consistent with that degree of
skill and care ordinarily exer<ised 6y mem6ers of GEPs profession currenHy practicing in the
same bcality under similar conditions. GEI makes no other warranties or representations,either
expressed or implied, regarding the services provided hereunder.
b) GEI shall wrrect deficiencies in services or documems provided underthis Agreement without
additionai mst m CLIENT; except to the e�Rent that such deficiencies are directiy attributable to
deficiencies in CLIENT-fumished informa[ion.
Eflective August 11,P009 Page i of 7
Revisetl January td,Y011
�
GE I :....... $TANOAPO PROfE5510NAL SE0.VICE5 AGPEEMENT
CJ Unless otherwise specifically indicated in writing,GEI shall be entitled to rely,without liability,
on the accuracy and completeness of information provided by CLIENT,CLIENT's consultants and
contractors,and information from public remrds,without the need for independent
verifi<ation.
7. INSURANCE.
a) GEI will carrythe types and amounts of insurance in the usual farm as pmvided in Exhi6it C.
b) Upon written request of CLIENT, GEI will fumish Certificates of Insuranre indicating the required
<overages and conditions.
8. ALLOCATION OF RISKS.
a) Indemnification. To the fullest extent permitted 6y law,GEI agrees ta indemnify and hold
CLIENT harmless from and against any liabilities,daims,damages,and costs (including
reasonable attorney's fees)to the e�ctent wused by the negligence or willful misronduct of GEI
in the performance of services under this Agreement.
b) Limitation of LiabilitV. To the fullest e�ctent permitted by law,[he total liability, in[he aggregate,
of GEI and its officers,directors,employees,agents,and independent professional aswtiates
and consultants,and any of them,to CLIENT and any one claiming by,[hrough, or under CLIENT,
for any and all injuries,daims, lasses,expenses,or damages whatsoever arising aut of or in any
way related to GEfs services,the project,orthis Agreement,will not exreed the total
wmpensation received 6y GEI under this Agreement,or available proceeds from GEI's
insurance,whichever is less. This limitation will apply regardless of legal theory,and includes
but is not limited to claims or actions alleging negligence,errors,omissions,strict liability,
breach of mntract, 6reach of warranty of GEI or its officers, directors,employees,agents,or
independentprofessionalassociatesorconsultants,oranyofthem. CLIEN7furtheragreesro
require that all contractors and subcontractors agree that this limitation of GEI's liabiliiy extends
to indude any daims or actions that they might hring In any forum.
c) Conseouential Damaees. 6EI and CLIENT waive mnsequential damages, induding but not
limited to damages for loss of profits, loss of revenues,and loss of business or business
opportunities,for claims,disputes,or other matters in question arising out of or relating to this
Agreement.
9. CONFIDENTIALITV.
a) Unless compelled 6y law,governmental agency or authority,or order of a court of mmpetent
jurisdiction, or unless required pursuant to a suhpoena deemed by GEI to 6e duly issued, or
unless requested to do so in writing by CLIENT,GEI agrees it will not convey to others any
proprietary non-public information, knowledge,data,or property relating to the business or
affairs of CLIENT or of any of its affiliates,which is in any way obtained hy GEI during i[s
association with CLIENT. GEI further agrees to strive to limit,to a "need ta know' hasis, access
6y its employees m information referred to a6ove.
b) Unless mmpelled by law,governmental agency or authoriry,ororder of a murt of mmpetent
jurisdiction, or unless required pursuant to a subpaena deemed by CLIENT to be duly issued,
Effeclive August 1],2009 Pdg2 2 Of 7
Revisetl January 14,lOH
�
GE I :.-.,. , STANDARD PPOFESSIONAL SERVICES AG0.EEMENT
CLIENTwill not release to its employees or any other parties any mncepts,materials, or
procedures of GEI deemed hy GEI to be proprietary and so explained to CLIENT.
10. OWNERSHIP OF DOCUMENTS.
Drawings,diagrams,specifications,calculations, reports, processes, mmputer processes and
sokware,operational and design data,and all other documents and information produced in
mnnection with the project as instruments of service (Project Documents), regardless of form,will
be mnfidential and the proprietary information of GEI, and will remain the sole and exdusive
property of GEI whetherthe proje<t for which they are made is executed or not. CLIENT retains the
right m use Project Documents for the furtherance ofthe project consistent with the ezpress
purpose(s)of the Project Documents,and for CLIENT's information and referen<e in connection with
CLIENT's use and occupancy afthe project. Any use of Project Domments for purposes otherthan
those for which they were explicitly prepared shall be at CLIENT's sole risk and liability. CLIENT
agrees to defend, indemnify,and hold GEI harmless from and against any daims, losses, lia6ilities,
and damages arising out of or resulting from the unauthorized use of Project Dacuments.
11. TERMINATION AND SUSPENSION.
a) This Agreement may be terminated by CLIEN7for any reason upon 10 days written notice to
GEI.
h) This Agreement may be terminated 6y GEI for cause upon 30 days written notice to CLIENT.
c) IntheeventthatthisAgreementisterminatedforanyreasoqCLIENTagreestoremitjustand
equitable compensation to GEI for services already performed in accordance with this
Agreement, subject to the limitations given in this Artide 11,Termination and Suspension.
d) In the event Client terminates this Agreement for cause, in determining just and equitable
compensation to GEI for wark already performed, CLIENT may reduce amounts due to GEI by
amounts equal to additional msts incurred by CLIENT ta camplete the Agreement smpe. Such
additional costs incurred by CLIENT may indude but are not limited to: (1)the additional msts
incurred by CLIENT to engage another qualified consultant to complete the unfinished smpe;
and(2)CLIEN7's la6orcosts and expenses to demobilize and remobilize its personnel to the site
to mordinate with the new consultant.
e) GEI may suspend any or all services under this Agreement if CLIENTfails to pay undisputed
invoice amounts wiihin 90 days following invoice date, 6y providing a 10-day written notice to
QIENT, until paymen[s are resmred to a current basis. In[he event GEI engages munsel to
enforce overdue payments, CLIENT will reimburse GEI for all reamna6le attorney's fees and
murt msts related to enforcement of overdue paymenis, provided that CLIENT does nat have a
good falth dlspute with the invoice. CLIENT will indemnify and save GEI harmless from any daim
or liabiliry resulting from suspension of the work due to nomcurrent, undisputed payments.
12. DISPUTE RESOLUTION.
Both parties agree m su6mit any daims, disputes,or wntroversies arising out of or in relation to the
interpretation, application, or enforcement of this Agreement to nombinding mediation pursuant to
the Rules for Commercial Mediation of the American Arbitration Association,as a mndition
precedent to litigation or any other form of dispute resolution.
Effeclive August 1],3Q09 Page 3 of 7
Revisetl January 1<,3011
�'
GE I :....�..+. STHN�ARD PPOFESSIONAL SERNCES AGREEMEM
13. GENERALCONSIDERATIONS.
a) Authorized Reoresentatives. The following individuals are authorized[o act as CLIENT's and
GEI's representatives with respec[to the services provided under this Agreement
For Client: Ms. Darlene erandt,Grants Coordinator
City of Oshkosh,Community Development Department �
For GEI: Mr. Michael DeBraske,Senior Project Engineer
GEI Consultants, Inc.
b) Nothing in this Agreement shall be mnstrued as estahlishing a fiduciary relationship between
❑ient and GEI.
<) Notices. Any natice required underthis Agreement wili be in writing, su6mitted to the
respective party's Authorized Representative at the address provided in this Article 13,General
Considerations. Notices shall be delivered hy registered or certified mail postage prepaid, or by
commercial murier service. All notices shall be effective upan the date of receipt.
d) Contwllin¢ Law. 7his Agreement is to be governed by the laws of the Commonwealth of
Massachusetts.
e) Survival. All express representations, indemnifications, or limitations of liability induded in the
Agreement will survive its completion ortermination for any reasoa However, in na event shall
indemnification ohligations extend beyond the date when the institution of legal or equitable
proceedings for professional negligenre would be harred by an applicable statute of repose or
statute of limitaiions.
f) Severa6ilitv. Any provision or part of this Agreement held ro 6e void or unenforceable under
any law or regulation shall be deemed stricken, and all remaining provisions shall<ontinue to he
valid and binding upon GEI and CLIENT.
g) Walver. Non-enforcement of any provision by either party shall not constitute a waiver of that
provision, nor shall it affect[he enforceahility of[hat provision or of the remainder of this
Agreement.
h) Headin¢s The headings used in this Agreement are for general reference only and do not have
specialsignificance.
i� Certifications. GEI shall not be required m sign any documents, no matter by whom requested,
that would result in GEI having to certify,guaranty,or warrant the existence af mnditions orthe
suitabiliry or performance of GEI's services or the project,that would req uire knowledge,
services or responsi6ilities beyond the scope af this Agreement.
j) Third Parties. Nothing wntained in this Agreement shall create a contractual rela[ionship with,
or a cause of action in favor of,a third par[y against either CLIENT or GEI. GEI's services
hereunder are 6eing performed solely for the benefii of CLIENT,and no other entity shall have
any daim against GEI 6ecause of this Agreement or GEI's performance of services hereunder.
Effective August V,1009 Page 4 of 7
Revised January 14,2011 .
[ �
GL I 'e•-_^ $AN�Hfl�PROFESSIONHL$EPVICES QGREEMENT
14. ADDITIONAL PROVISIONS.
a) If Field Services are provided under this Agreement,the additional provisions induded in
Ezhibit D shall apply. Field Services are defined as services performed on property owned or
controlled hy CLIENT,any federal, state,or local govemment orgovemmental agency,or other
third party,and indude, but are not limited to: site inspection,site investigation,subsurface
imestigation, sample collection,or sample testing.
b) If the services of a Licensed Site Professional (LSP�,a Licensed Environmental Professional �LEP�,
or a Lirensed Site Remediation Professional (LSRP)are provided under this Agreement,the
additional provisions induded in Exhihit E shall apply.
c) If Engineering Design Services are provided under this Agreement,the additional provisions
induded in Exhibit F shall apply.
d) If Opinions of Probahle Coretruction Cost are provided under this Agreement,[he addi[ional
provisions induded in Ezhibit G shall apply.
e) If Construction Services are provided under this Agreement,the additional provisions induded
in Ezhibit H shall apply.
15. EXHIBITS.
The following&hibits are attached to and made a part of this Agreement:
✓ Exhibit A,Smpe of Services and Sthedule
✓ Enhibi[ B, Paymeni Terms
✓ Eahibit C, Insurance
✓ Exhibit D,Special Pmvisions for Field Services
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16. ACCEPTANCE.
The parties hereto have executed this Agreement as of the dates shawn below.
For CLIENT: Far GEI:�/
BY: L— �C 'j•U!V By: /Na[�we.I ��
(Si nature) (Signamre)
��nYk . �h�D� MichaelDeBraske
(Print Name) (Print Name)
C ��G �"�AnAtPr 5eniorProJectEngineer
(Title) _ (7itle)
May 22,2015
(Date� (Date)
EReclive Pugust 1],]009 Page 5 of 7
ReviseA January 14,3011
GEI �-�:!
$TANOARD PROFESSIONAI SERVICES AGREEMENT
ExHisirs A-D
ExnieirA
Scope of Services and Schedule
See attached Proposal dated May 22,2014 Proposol for o Phose I EnvironmentolSiteAssessment,1208 0shkosh
Avenue,Oshkosh, Wismnsin.
E%HIBIT B
PaymentTerms
Invaices will 6e submitted monthly or upan mmpletion of a specifled scope of service,as descri6ed in the
acmmpanying mntract(proposal,project,or agreement document that is signed and dated by GEI and CLIENT).
Payment is due uPon receipt of the irnoice. Interest will accrue at the rate of 1%of the invoice amount per month,
foramountsthatremainunpaidmorethan30daysakertheinvoicedate. Allpaymentswill6emade6yeithercheck
ar electronic transter ro the address specified by GEI and will indude reference m 6EPs imaice number.
All msts for subconsultants,su6contractors and other pmject expenses will be billed at cost plus a 15%service
charge. Examplesofsuchexpensesardinaritychargedtoprole�tsaresubcontractors;wbronsultantrchemicai
laboramrycharges;rented or leased field and laboratory equipment;outside prin[ing and repmductian;
wmmunications and mailing charges;reproduction expenses,shipping msts tor samples and equipmenq disposal
of samples; rental vehides fares for travel on pu6lic carriers;special fees for insurance certificates,permits,
licenses,etc;fees for resmratian of paving or land due to field exploration,etc;state sales and use taxes and
state taxes on GEI fees.
Aummobile expenses for GEI or employee owned cars will be charged at the rate per mile set by ffie Internal Revenue
Serviretortaxpurpasesplustollsandparkingcharges,oratadayratenegatiatedforeachproject. Whenrequired
for a projecq faurvwheel drive vehides owned by GEI or the emplayees will 6e hilled at a daily rate appropriate for
thosevehides. PerdiemlivingcostsforpersonnelonauignmentawaYfromtheirhomeofficewillbenegotiatedfor
each projec[.
E%HIBIT C
Insurance
GEI will carry the following types and amoun[s of insurance:
A. WorkersCOmoensatianandEmolover'sLia6ilitvlstatutory�:
1. In acmrdance wiffi the laws of the state�s)in which services are performed.
B. Commercial6eneralLiabilitvlCGLllnsurance:
1. BodilylnjuryandPropertyDamageCOmbined: SS,OOO,OOOperaccurrenceandinaggregate.
2. Indudingexplosion, underground drilling excavation,and rollapse hazards.
3. Induding an endorsement providing Additional Insured Status to CLIENT under the policy.
C ComorehensiveAUtomobilelnsurance�
1. BodilylnjuryandPropertyDamageCOmbined: $1,000,OOOperaccident.
2. Indudes all owned,non-owned,and hired vehides used im m�nection with the services underthis
Agreement.
D. Pmfessional liabilitV lnsurance:
1. S1,OOQ000 per daim and in aggregate.
ExHieir D
Special Provisions for Field Services
n. RiehtofEntrv. CLIENTagreestofumish6Elwithrighhof-entryandaplanotboundariesofthesitewhereGEl
will perform its services. If CLIENT does not own the site,CLIENT represents and warrants that it will ohtain
permission for GEI's access to the site to mnduct site reconnaissance,surveys,6orings,and other explorations
afthesitepursuanttothesmpeofservicesinffieAgreemenL 6Elwilltakereasonableprecautionsto
minimize damage to the site from use of equipment,but GEI is not responsi6le for damage to the site caused
effective August 1�,zoas Page 6 of 7
Revisetl January 14,20H
GEI aC�—!
bynormalandcustomaryuseofequipment ThecosttorrestoratianofdamagethatmayresultfromGEl's
operations has not been induded in 6EI's fee,unless specifically siared in Exhibit B.
e. UnderRround structures. CLIENTwill identify locations of buried utilities and other underground struc[ures in
areas of subsurface exploration. GEI will take reasonahle precautions to avoid damage to the buried utilities
and ather undergmund siructures noted. If locations are not known ar canmt 6e mnfirmed bY�LIENT,then
there will be a degree af risk to CLIENT asmciated with mnducfing the exploration. In the ahsence of
mnfirmed underground structure locations,CuENT agrees to accept the risk of anY damages and losses
resulting from the exploration work.
C. GresenceofHazardousMaterials. IftheservicesunderthisAgreementdonotindudeservicesrelatingto
hazardous waste,oil,asbesms,or other hazardous materials,as defined by federal,state,or local laws or
regulations,and if such materials are diswvered during GEfs work,CLI ENT agrees to negotiate appropriate
revisionstothesmpe,schedule,budget,terms,andconditionsofthisAgreement Whensuchhazardous
materials are suspected,GEI will have the aption to stop work,without financial penalty,until a modification
ro this Agreement is made or a new Agreement is reached. If a mutually satisfactory Agreement cannot be
reached between boffi parties,this Agreement will be terminated,and CLIENT agrees ro pay GEI far all
services rendered up to the date of termination,induding any msts asmciated with termination.
D. Disposalot5amolesandWastesContainineReKUlatedContaminants. lntheeventthatsamplesmllectedhy
GEI or provided by CLIENT,or wastes generated as a rewlt of site investigation activities,contain or potentially
wntain substances ormnstituentswhich are or may be regulated rontaminants as defined byfederal,state,
or local statutes,regulations,or ordinances, induding 6ut not limited to samples or wastes mntaining
hazardous materials,said samples or wastes remain the property ot CLIENT and CIIENT wi II have responsihiliry
for them as a generator. If set forth in the Agreement,GEI will,at CLIENT's expense,perform necessary
testing, and eiffier(a)retum said samples and wastes to QIENT,or(6)using a manifest signed by CLIENT as
generator,have said samples and/or wastes transparted m a location selected by QIENT for disposaL CLI ENT
agrees to pay all msts associated with the storage,Lransport and disposal of said samples and/or wastes.
Unless otherwise provided in the Agreement,6EI will not transporq handle,store,or dispose of waste or
samples or arrange or submntract for waste or sample transport, handling,storage,or disposaL CLIENT
remgnires and agrees that GEI is working as a 6ailee and at no time asmmes title ta said waste or samples or
any responsibility az generatar of said waste or samples.
E ContributionofHazardousMaterials. CLIENTagreesthatGElhasnotmntrihutedtothepresenceof
hazardous wastes,ails,asbesms, 6iological pollutants such as molds,fungi,spores,bacteria,and viruses,and
6y-products of any such biological organisms,or other hazardous materials that maY exist or be dismvered in
the future at the site. GEI does not assume any liabiliry for ffie known or unknown presence of wch materials.
GEI's swpe of services does not indude the investigation or detection ot biological polWtants such as malds,
fungi,spores,bac[eria,and viruses,and by-products of any wch biological organisms. CLIENTagrees m
indemnify antl hold harmless 6EI,its submnsultants,subronnaaors,agents,and emploYeesfrom and against
all daims,damages,losses,and msts(induding reasonable attomeys'fees)that may result from the
detection,failure to detect,orfrom ffie actual,alleged,orffireatened discharge,dispersal,release,escape,or
ezpasure to any solid, liquid,gaseous orthermal irritant,asbestos in any form,or rontaminants induding
smoke,vapor,soot,fumes,acids,alkalies,chemicals,waste,oil,hazardous materials,or 6iological polWtants.
CLIENPs a6ligations under this paragraph apply unless such daims,damages,losres,and expenses are caused
by GEPs sale negligenre or willful miscanduct.
Effective August 1],1009 P3gP 7 OF 7
Revisetl January 1d,1011