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HomeMy WebLinkAboutOshkosh Redevelopment Authority & City PROFESSIONAL SERVICES AGREEMENT For Phase I Environmental Site Assessment 1218 Oshkosh Avenue THIS AGREEMENT, made on the Z5�day of April,2016 by and between the CITY OF OSHKOSH REDEVELOPMENT AUTHORITY, 215 Church Avenue, Oshkosh, Wisconsin 54901, party of the first part, hereinafter referred to as CITY, and GEI CONSULTANTS INC, 3159 Voyager Drive, Green Bay,Wisconsin 54311, hereinafter referred to as CONSULTANT, WITNESSETH: That the CITY and the CONSULTANT, for the consideration hereinafter named, agree as follows: (Note: If anything in the Proposal conflicts with the Request for Proposals or this document,the provisions in the Request for Proposals and this document shall govern.) r ARTICLE 1, PROJECT MANAGER A. Assignment of Project Manager, The CONSULTANT shall assign the following individual to manage the project described in this contract: MICHAEL DEBRASKE, SENIOR PROJECT ENGINEER B, Changes in Project Manager, The CITY shall have the right to approve or disapprove of any proposed change from the individual named above as Project Manager. The CITY shall be provided with a resume or other information for any proposed substitute and shall be given the opportunity to interview that person prior to any proposed change. ARTICLE II. CITY REPRESENTATIVE The CITY shall assign the following individual to manage the project described in this a contract: DARLENE BRANDT, GRANTS COORDINATOR ARTICLE ill. SCOPE OF WORK The CONSULTANT shall provide the services described in the Consultant's Phase I Environmental Site Assessment proposal dated March 30, 2016 and attached as Exhibit A. If anything in the Consultant's proposal conflicts with this agreement, the provisions in the agreement shall govern, and is incorporated into this agreement to the extent it does not conflict with the CITY'S Request for Proposals, or this agreement. The. CONSULTANT may provide additional products and/or services if such products/services are requested in writing by the Authorized Representative of the CITY. ARTICLE IV. CITY RESPONSIBLITIES The CITY shall furnish, at the CONSULTANT'S request, such information as is needed by the CONSULTANT to aid in the progress of the project, providing it is reasonably obtainable from CITY records. To prevent any unreasonable delay in the CONSULTANT'S work the CITY will examine all reports and other documents and will make any authorizations necessary to proceed with work within a reasonable time period. ARTICLE V. TIME. OF COMPLETION All work to be performed under this contract shall be completed on or before APRIL 22, 2016 unless the parties agree in writing to extend this date. ARTICLE ill. PAYMENT A. The Contract Sum. The CITY shall pay to the CONSULTANT for the performance of the contract the total sum of $2,450-00 (TWO THOUSAND FOUR HUNDRED FIFTY DOLLARS AND 00/100), adjusted by any changes as provided in the proposal, or any changes hereafter mutually agreed upon in writing by the parties hereto. B. Method of Payment. The CONSULTANT" shall submit itemized monthly statements for services. The CITY shall pay the CONSULTANT within 30 calendar days after receipt of such statement. If any statement amount is disputed, the CITY may withhold payment of such amount and shall provide to CONSULTANT a statement as to the reason(s) for withholding payment. C. Additional Costs. Costs for additional services shall be negotiated and set forth in a written amendment to this agreement executed by both parties prior to proceeding with the work covered under the subject amendment. ARTICLE IV. CONSULTANT TO HOLD CITY HARMLESS The CONSULTANT covenants and agrees to protect and hold the CITY harmless g against all actions,claims and demands of any kind or character whatsoever which may in any way be caused by or result from the intentional o+r negligent acts of the CONSULTANT, his agents or assigns, his employees or his subcontractors related however remotely to the performance of this Contract or be caused or result from any violation of any law or administrative regulation, and shall indemnify or refund to the CITY all sums including_court costs, attorney fees and punitive damages which the CITY may be obliged or adjudgedd 10 pay on any such claims or demands within thirty(30)days of the date of the CITY'S written demand for indemnification or refund., 2 ARTICLE V. INSURANCE The CONSULTANT shall provide insurance for this project that Includes the CITY as an additional insured. The specific coverage required for this project are identified on a separate document. ARTICLE VI. TERMINATION A. For Cause. If the CONSULTANT shall fail to fulfill in timely and proper manner any of the obligations under this Agreement,the CITY shall have the right to terminate this Agreement by written notice to the CONSULTANT. In this event, the CONSULTANT shall be entitled to compensation for any satisfactory, usable work completed. B. For Convenience. The CITY may terminate this contract at any time by giving written notice to the CONSULTANT no later than 10 calendar days before the termination date. If the CITY terminates under this paragraph,then the CONSULTANT shall be entitled to compensation for any satisfactory work performed to the date of termination. This document and any specified attachments contain all terms and conditions of the Agreement and any alteration thereto shall be invalid unless made in writing,signed by both parties and incorporated as an amendment to this Agreement. (SIGNATURE PAGE TO FOLLOW) I r j 3 In the Presence of: GEI CONSULTANTS INC. 0 0(hYB �111Kee�, (Witness) (Seal of Contractor NAMEITITCE if a Corporation.) By: 6—A Coo, tZ,;66-tel4i;EA a NAME/TITLE CITY OF OSHKOSH By: Mbrk A. Rohloff, City Manager Witness) And. )t a (Witne6s) Pamela R. Ubrig, City Clerk ii APPROVED: I hereby certify that the necessary provisions have been made to pay the liability which will accrue under this contract. Cit A. orney -City Comptroller it rM xh i bit -A..... G E I Comuttants comuititig March 30,2016 Fttginects anti Ms.Darlene Brandt scientists Grants Coordinator Community Development Department t 215 Church Ave.,P.O.Box 1130 Oshkosh,Wisconsin 54901 RAJ: Proposal for a Phase I Environmental Site Assessment 1218 Oshkosh Avenue Oshkosh,Wisconsin Thank you for contacting GEI Consultants,Inc,(GPI)to request a proposal to complete a Phase I Environmental Site Assessment(ESA)for a commercial property at 1218 Oshkosh Avenue in the City of Oshkosh,Winnebago County,Wisconsin. This proposal Summarizes our understanding of the project and outlines our scope of services,the anticipated schedule,and associated costs. t Background anti Purpose We understand that the Redevelopment Authority(RDA)of the City of Oshkosh is considering an acquisition of a cortunercialproperty at 1218 Oshkosh Avenue(the"site'). We understand the k site is comprised of two parcels of land(Parcel Nos. 1600340000 and 1600350000)that total approximately 0,36 acres and developed with an approximately 5,200-square-foot,two-story building that is currently vacant,but was most recently occupied by Accu-Cont,a security solutions company. We understand that the RDA leas requested that a Phase I BSA be completed to identify potential environmental liabilities associated with the acquisition and to satisfy one of the requirements to t qualify for landowner liability protections for CERCLA liability. Scope of Services h s We will complete a Phase I ESA.in general accordance with the American Society for Testing and Materials(ASTM)Standard El 527-13,titled"Standard Practice far Environmental Site Assessments:Phase I Environmental Site,lssessment Process,"which is recognized by tine United States Environmental Protection Agency(EPA)to be compliant with Title 40,Part 312 of the Code of federal Regulations(40 CFR 312),titled"Standards and Practicesfor All Appropriate Inquiries: Final Ririe"(commonly referred to as the CERCLA AAI Rule). The purpose of the Phase I ESA is 1 to identify,to the extent feasible,recognized environmental conditions(RECs)in connection with the site. The Phase I ESA will include a site historical search,purchase and review of an s environmental database report from a subcontract environmental records search firm,site reconnaissance,adjacent property reconnaissance(from public right-of-way areas or the site), 19 interviews with people knowledgeable of site uses and conditions,and a written report, r As pail of the Phase I BSA,the"user,"defined as the party(or parties)seeking to use the ASTM Standard to complete an environmental assessment of the site(the RDA in this instance),should t mm. eicnns ]t; ,ints-com GO Consultants,Inc. 3359 Voyager Drive,Greenrnay,NVI54311 920.455.8200 fie 921455.8225 d s RDA--City of Oshkosh 2 March 30,2016 provide us with certain information concerning the site,including the name and contact information for the"key site manager"(person knowledgeable of site uses and conditions);results of a title and judicial records search for environmental liens and activity and use limitations;and a written response to the enclosed"User Questionnaire." if any of the requested information is not provided, the absence of such information may be identified as a"data gap"in the written report,per the ASTM Standard. Tire significance of the data gap will depend on site information that is reasonably ascertainable from other sources. We can complete an environmental lien and activity and use limitation search on your behalf for an additional cost of approximately$300,if requested. � Project Schedule We understand that the RDA anticipates a closing date for the acquisition of April 29,2016. Accordingly,we propose the following schedule which we anticipate will meet or exceed your expectations for this project. n We can initiate the Phase I ESA immediately upon receipt of notification to proceed, Initial tasks may include a review of historical use information for the site and surrounding properties that is readily accessible online,ordering an enviromnental database report,scheduling the site visit, accessing local(city and/or county)records,and conducting interviews with people knowledgeable of site and surrounding property uses. We anticipate that a site visit can be arranged and completed by GEI within one week of receiving authorization to proceed(by approximately April 8,2016). following the site visit,and as phase I ESA information is collected,we will provide a verbal report of significant findings, including any potential environmental issues that may warrant further assessment(e.g.,Phase II). We anticipate that the written report can be provided within two weeks following the site visit(by approximately April 22,2016). if this proposed schedule does not meet your project requirements,(Tease contact us and we will make an effort to modify our schedule to meet your needs. We will promptly provide notification if any delays are encountered during performance of these services. An example of a delay that may be encountered is a delay in obtaining access to regulatory case file information for the site and/or adjoining properties,if such information exists. If a review of regulatory case file information is advisable to further evaluate the potential for recognized environmental conditions to exist at the site,and access to that file information is restricted or delayed due to conditions beyond our control,you may elect to have us exclude a review of that information in order to maintain a desired project scliedule. Please be aware that,if a Phase I ESA site visit is completed during the winter months,our ability to identify potential environmental conditions associated with the site(e.g.,ground surface staining,abandoned containers,areas of waste disposal,etc.)may be limited due to the presence of snow cover, The significance of that limitation on the findings and conclusions may depend on site information that is reasonably ascertainable from.other sources. Under some circumstances,a follow-up site visit in the absence of snow cover may be warranted to confirm that obvious indications of potential environmental impairment are not present. Assumptions i We have assumed that you will obtain site access approval from the owner and we will have full access to the interior and exterior areas required to be assessed. We have assumed that other entities who may wish to rely on the Phase I ESA(e.g,,site owner, eta.)will do so at their own risk. GEI Consultants, Inc. t t RDA—City of Oshkosh 3 March 30,2016 The"non-scope considerations"identified in the ASTM Standard,including environmental compliance,health and safety,asbestos,lead-based paint,wetlands,indoor air quality,and other items will not be addressed as part of the Phase I ESA;however,we can incorporate any or all of these into our due diligence services for an additional cost,if requested. If the site or adjoining properties are identified in environmental databases,and in our opinion,a review of regulatory agency file records would be advisable to evaluate the significance of those € listings(i.e.,determine if they warrant consideration as a REC),we have assumed that those ftie records will be reasonably ascertainable(i.e., records are available on-line,provided to us electronically,and/or are mailed to us by the regulatory agency at no or little additional cost and within the time constraints of the project)and practically reviewable(i.e.,can be reviewed with a reasonable amount of effort[typically less than one hour per site]). Pee and Conditions of Service We propose to complete these services in accordance with the enclosed Standard Professional Services Agreement,or outer mutually-agrecable terms,for a fixed-price fee of$2,450. Should you have any questions with regard to the scope of services,fee,or work schedule as presented herein,please contact us. We thank you for the opportunity to submit this proposal and look forward to working with you on this project. Sincerely, GRI CONSULTANTS,INC. 1 Michael L DeBraske P.E. Paulo.Killian P.E. Senior Project Eltgineer Senior Project Manager Enclosure: Standard Professional Services Agreement PJK;cah K:lCity of OshkoshTraposals 201blPmposat-1218 Oshkosh Avell base 1 ESA Proposal_0,18 Oshkosh Ave.dwx � 1 9 d 4 r GEE Consultants, Inc. l (4 LP rA$ STANDARD PROFESSIONAL.SERVICES AGREEMENT 1. AGREEMENT. This Agreement is made and entered into by and between GEI Consultants,Inc, (GEI),3159 Voyager Dr.,Green Bay,WI and sh,Community Development Department,215 Church Ave.,Oshkosh,WI City of ashko By this Agreement,the parties do mutually agree as follows: I< 2. SCOPE OF SERVICES. 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 Article 16,Acceptance. Acceptance of this Agreement by both parties shall serve as GEI's Notice to Proceed with the services described In Exhibit A. 4. TIMES FOR RENDERING SERVICES. a) GEI shall endeavor to perform the services under this Agreement In an orderly and efficient manner,consistent with the schedule or milestone dates provided In Exhibit A. b) GEI shall not be responsible for delays caused by factors beyond GEI's reasonable control. When such delays beyond GEI's reasonable control occur,CLIENT agrees that GEI shall not be responsible for damages,nor shall GEI be deemed in default of this Agreement. S. COMPENSATION. a) CLIENT agrees to pay GEI in accordance with the payment terms provided in Exhibit B. b) GEI will submit invoices monthly or upon completion of a specified scope of service in accordance with GEI's standard Invoicing practices,or as otherwise provided in Exhibit B. c) Payment is due upon receipt of the invoice. Payments will be made by either check or electronic transfer to the address specified by GEI,and will reference GEI's invoice number. t d) interest will accrue at the rate of 1%per month of the invoiced amount in excess of 30 days past the Invoice date,or as otherwise provided in Exhibit B. e) In the event of a disputed or contested Invoice,only that portion so contested will be withheld from payment,and the undisputed amounts will be paid. E. PERFORMANCE STANDARDS. a) GEI will perform Its services under this Agreement in a manner consistent with that degree of skill and care ordinarily exercised by members of GEI's profession currently practicing in the 5 same locality under similar conditions. GEI makes no other warranties or representations,either expressed or Implied,regarding the services provided hereunder. b) GEI shall correct deficiencies in services or documents provided under this Agreement without additional cost to CLIENT,except to the extent that such deficiencies are directly attributable to ` deficiencies In CLIENT-furnished Information. Effective August 17,2009 Page 1 of 7 Revised January 14,2011 V EI STANDARD PROFESSMALSERvicEsAGREEMENT C) 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 records,without the need for independent verification, 7. INSURANCE. a) GEI will carry the types and amounts of insurance in the usual form as provided in Exhibit C. b) Upon written request of CLIENT,GEI will furnish Certificates of Insurance Indicating the required coverages and conditions. S. ALLOCATION OF RISKS. a) Indemnification. To the fullest extent permitted by law,GEI agrees to indemnify and hold CLIENT harmless from and against any liabilities,claims,damages,and costs(including reasonable attorney's fees)to the extent caused by the negligence or willful misconduct of GEI in the performance of services under this Agreement. b) Limitation of Liability. To the fullest extent permitted by law,the total liability, in the aggregate, of GEI and its officers,directors,employees,agents,and independent professional associates f- and consultants,and any of them,to CLIENT and any one claiming by,through,or under CLIENT, for any and all injuries,claims,losses,expenses,or damages whatsoever arising out of or In any way related to GEI's services,the project,or this Agreement,will not exceed the total compensation received by 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 contract, breach of warranty of GEI or its officers,directors,employees,agents,or independent professional associates or consultants,or any of them. CLIENT further agrees to require that all contractors and subcontractors agree that this limitation of GEI's liability extends to include any claims or actions that they might bring in any forum. c) Consequential Damages, GEI and CLIENT waive consequential damages, including 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. CONFIDENTIALITY. a) Unless compelled by law,governmental agency or authority,or order of a court of competent jurisdiction,or unless required pursuant to a subpoena deemed by Girl to be 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 by Girl during its association with CLIENT. GEI further agrees to strive to limit,to a "need to know"basis,access s by Its employees to Information referred to above. b) Unless compelled bylaw,governmental agency or authority,or order of a court of competent jurisdiction,or unless required pursuant to a subpoena deemed by CLIENT to be duly issued, i j t t t Effective August 17,2009 Page 2 of 7 g Revised Jat►uary 14,2011 a GE I Fow� STANDARD PROF95SIONAL SFRvicE5 AGREEMENT CLIENT will not release to its employees or any other parties any concepts,materials,or procedures of GEI deemed by GEI to be proprietary and so explained to CLIENT. 10. OWNERSHIP OF DOCUMENTS. Drawings,diagrams,specifications,calculations, reports,processes,computer processes and software,operational and design data,and all other documents and information produced in E connection with the project as Instruments of service(Project Documents),regardless of form,will ` be confidential and the proprietary Information of GEI,and will remain the sole and exclusive property of GEI whether the project for which they are made is executed or not. CLIENT retains the right to use Project Documents for the furtherance of the project consistent with the express purpose(s)of the Project Documents,and for CLIENT's information and reference In connection with CLIENT's use and occupancy of the project. Any use of Project Documents for purposes other than those for which they were explicitly prepared shall be at CLIENT's sole risk and Iiabillty. CLIENT agrees to defend,indemnify,and hold GEI harmless from and against any claims, losses, liabilities, and damages arising out of or resulting from the unauthorized use of Project Documents, 11. TERMINATION AND SUSPENSION. a) This Agreement may be terminated by CLIENT for any reason upon 10 days written notice to GEI. b) This Agreement may be terminated by GEI for cause upon 30 days written notice to CLIENT. c) In the event that this Agreement Is terminated for any reason,CLIENT agrees to remit just and equitable compensation to GEI for services already performed in accordance with this Agreement,subject to the limitations given in this Article 11,Termination and Suspension. d) In the event Client terminates this Agreement for cause,in determining just and equitable compensation to GEI for work already performed,CLIENT may reduce amounts due to GEI by amounts equal to additional costs incurred by CLIENT to complete the Agreement scope. Such additional costs incurred by CLIENT may include but are not limited to: (1)the additional costs incurred by CLIENT to engage another qualified consultant to complete the unfinished scope; and(2)CLIENT's labor costs and expenses to demobilize and remobilize Its personnel to the site to coordinate with the new consultant. e) GEI may suspend any or all services under this Agreement if CLIENT fails to pay undisputed Invoice amounts within 90 days following invoice date,by providing a 10-day written notice to CLIENT,until payments are restored to a current basis. In the event GEI engages counsel to enforce overdue payments,CLIENT will reimburse GEI for all reasonable attorney's fees and court costs related to enforcement of overdue payments,provided that CLIENT does not have a good faith dispute with the Invoice. CLIENT will indemnify and save GEI harmless from any claim or liability resulting from suspension of the work due to non-current,undisputed payments. 12. DISPUTE RESOLUTION. Both parties agree to submit any claims,disputes,or controversies arising out of or In relation to the interpretation,application,or enforcement of this Agreement to non-binding mediation pursuant to the Rules for Commercial Mediation of the American Arbitration Association,as a condition precedent to litigation or any other form of dispute resolution. Effective August 17,2009 Page 3 of 7 Revised January 14,2011 • 1� GE I<o sr�w STANDARD PROFESSIONAL SERVICES AGREEMENT 13. GENERAL CONSIDERATIONS, a) Authorized Representatives. The following individuals are authorized to act as CLIENT's and GEI's representatives with respect to the services provided under this Agreement: For Client: Ms. Darlene Brandt,Grants Coordinator i City of Oshkosh,Community Development Department For GEI: Mr. Michael DeBraske,Senior Project Engineer GEi Consultants,Inc. b) Nothing in this Agreement shall be construed as establishing a fiduciary relationship between Client and GEI. c) Notices. Any notice required under this Agreement will be in writing,submitted to the respective party's Authorized Representative at the address provided in this Article 13,General Considerations. Notices shall be delivered by registered or certified mail postage prepaid,or by commercial courier service. All notices shall be affective upon the date of receipt, d) Controlling Law. This Agreement Is to be governed by the laws of the Commonwealth of Massachusetts. e) Survival. All express representations, indemnifications,or limitations of liability included in the Agreement will survive its completion or termination for any reason. However,In no event shall Indemnification obligations extend beyond the date when the institution of legal or equitable proceedings for professional negligence would be barred by an applicable statute of repose or statute of limitations. f) Severability, Any provision or part of this Agreement held to be void or unenforceable under any law or regulation shall be deemed stricken,and all remaining provisions shall continue to be valid and binding upon GEI and CLIENT. g) Waiver. Non-enforcement of any provision by either party shall not constitute a waiver of that provision,nor shall it affect the enforceability of that provision or of the remainder of this Agreement. h) Headings, The headings used in this Agreement are for general reference only and do not have special significance. 1) Certifications. GEi shall not be required to sign any documents,no matter by whom requested, that would result in GE] having to certify,guaranty,or warrant the existence of conditions or the suitability or performance of GEI's services or the project,that would require knowledge, services or responsibilities beyond the scope of this Agreement. j} Third Partles. Nothing contained in this Agreement shall create a contractual relationship with, or a cause of action in favor of,a third party against either CLIENT or GEI. GEI's services hereunder are being performed solelyfor the benefit of CLIENT,and no other entity shall have any clalm against GEI because of this Agreement or GEI's performance of services hereunder. a=ffective August 17,2008 Page 4 of 7 Ravised January tit,2011 �EI rr�,wn STAN DARD PROFESSIONAL SERVICES AGREEMENT 14. ADDITIONAL PROVISIONS. a) If Field Services are provided under this Agreement,the additional provisions included In Exhibit D shall apply. Field Services are defined as services performed on property owned or controlled by CLIENT,any federal,state,or local government or governmental agency,or other third party,and include,but are not limited to: site inspection,site investigation,subsurface Investigation,sample collection,or sample testing. b) If the services of a Licensed Site Professional(LSP),a Licensed Environmental Professional(LEP), or a Licensed Site Remediation Professional(LSRP)are provided under this Agreement,the additional provisions included in Exhibit E shall apply. c) If Engineering Design Services are provided under this Agreement,the additional provisions included in Exhibit F shall apply, d) If Opinions of Probable Construction Cost are provided under this Agreement,the additional provisions included in Exhibit G shall apply. e) If Construction Services are provided under this Agreement,the additlonal provisions included in Exhibit H shall apply. 1S. EXHIBITS. The following Exhibits are attached to and made a part of this Agreement: ✓ Exhibit A,Scope of Services and Schedule ✓ Exhibit B,Payment Terms ✓ Exhibit C,insurance J Exhibit D,Special Provisions for Field Services Mbit Speslal-Prevlsion,$4"emees gWeensed Site/EnvironmentaN mediation PFefemlenals ExhII9k-f,peGIRI PFOvisionS4Gr-E-„9Wfe~e519R SerY1EOF1 E-A;ibi-G-Speeia{4"vIMons for Apiniorrs-4i1Fa"e-c-anstruWon Costs Exbib+t-l" p AW en-S"ees 16. ACCEPTANCE. The parties hereto have executed this Agreement as of the dates shown below. For CLIENT: For GEI: By: By; l?md� (Signature) (Signature) Michael DeBraske (Print Name) (Print Name) Senior Project Engineer (Title) (Title) March 30,2016 (Date) (Date) Effective August 17,2009 Page 5 of 7 Revised January 14,2011 GEI STANDARD PROFESSIONAL SERVICES AGREEMENT EmBITS A-D EXHIBIT A Scope of Services and Schedule See attached Proposal dated March 30,2016: Proposal for a Phase 1 Environmental Site Assessment,12.18 Oshkosh Avenue,Oshkosh,Wisconsin. ExHIBIT B Payment Terms f Invoices will be submitted monthly or upon completion of a specified scope of service,as described In the accompanying contract(proposal,project,or agreement document that is signed and dated by GEI and CLIENT). Payment Is due upon receipt of the invoice. Interest will accrue at the rate of 1%of the Invoice amount per month, for amounts that remain unpaid more than 30 days after the Invoice date. All payments will be made by either check or electronic transfer to the address specified by GEI and will include reference to GEI's Invoice number. Ail costs for subconsultants,subcontractors and other project expenses will be billed at cost plus a 15%service charge. Examples of such expenses ordinarily charged to projects are subcontractors;subconsultants:chemical laboratory charges;rented or leased field and laboratory equipment;outside printing and reproduction; communications and mailing charges;reproduction expenses;shipping costs for samples and equipment;disposal of samples;rental vehicles;fares for travel on public carriers;special fees for insurance certificates,permits, licenses,etc,;fees for restoration of paving or land due to field exploration,etc.;state sales and use taxes and state taxes on GEI fees. Automobile expenses for GEI or employee owned cars will be charged at the rate per mile set by the Internal Revenue Service for tax purposes plus tolls and parking charges,or at a day rate negotiated for each project. When required for a project,four-wheel drive vehicles owned by GEI or the employees will be billed at a daily rate appropriate for those vehicles. Per them living costs for personnel on assignment away from their home office will be negotiated for each project. EntaiT C Insurance GEI will carry the following types and amounts of Insurance: A. Worker's Compensation and Employer's Llabil€t statuto : 1. In accordance with the laws of the state(s)in which services are performed. B. Commercial General Liability(CGL)Insurance: 1. Bodily Injury and Property Damage Combined: $1,000,000 per occurrence and In aggregate. 2. Including explosion,underground drilling excavation,and collapse hazards. 3. Including an endorsement providing Additional Insured Status to CLIENT under the policy. C. Comprehensive Automobile Insurance: 1. Bodily injury and Property Damage Combined: $1,000,000 per accident. 2. Includes all owned,non-owned,and hired vehicles used in connection with the services under this Agreement. D. Professional Llablllty Insurance: 1. $1,000,000 per claim and in aggregate. ExHIBIT D Special Provisions for Field Services A. Right of Ent [. CLIENT agrees to furnish GEI with right-of-entry and a plan of boundaries ofthe site where GEl will perform its services. if CLIENT does not own the site,CLIENT represents and warrants that it will obtain permission for GEI's access to the site to conduct site reconnaissance,surveys,borings,and other explorations of the site pursuant to the scope of services in the Agreement. GEI will take reasonable precautions to minimize damage to the site from use of equipment,but GEI Is not responsible for damage to the site caused Effective August 17,2009 Page 6 of 7 Revised January 1d,2019 E by normal and customary use of equipment. The cost for restoration of damage that may result from GEI's operations has not been Included in GEI's fee,unless specifically stated In Exhibit 1 R. underground structures. CLIENTwill Identify locations of buried utilities and other underground structures In areas of subsurface exploration. GEI will take reasonable precautions to avoid damage to the buried utilities and other underground structures noted. If locations are not known or cannot be confirmed by CLIENT,then there will be a degree of risk to CLIENT associated with conducting the exploration. In the absence of confirmed underground structure locations,CLIENT agrees to accept the risk of any damages and losses resulting from the exploration work. r C. Presence of Hazardous Materials. If the services under this Agreement do not Include services relating to hazardous waste,oil,asbestos,or other hazardous materials,as defined by federal,state,or local laws or regulations,and If such materials are discovered during GEI's work,CLIENT agrees to negotiate appropriate revisions to the scope,schedule,budget,terms,and conditions of this Agreement. When such hazardous materials are suspected,GEI will have the option to stop work,without financial penalty,until a modification to this Agreement is made or a new Agreement is reached. if a mutually satisfactory Agreement cannot be reached between both parties,this Agreement will be terminated,and CLIENT agrees to pay GO for all services rendered up to the date of termination,Including any costs associated with termination. D. Dis osai of Samples and Wastes Containing Regulated Contaminants. In the event that samples collected by GEI or provided by CLIENT,or wastes generated as a result of site Investigation activities,contain or potentially contain substances or constituents which are or may be regulated contaminants as defined by federal,state, or local statutes,regulations,or ordinances,including but not limited to samples or wastes containing hazardous materials,said samples or wastes remain the property of CLIENT and CLIENT will have responsibility for them as a generator. If set forth In the Agreement,GEI will,at CLIENT's expense,perform necessary testing,and either(a)return said samples and wastes to CLIENT,or(b)using a manifest signed by CLIENT as generator,have said samples and/or wastes transported to a location selected by CLIENT for disposal. CLIENT agrees to pay all casts associated with the storage,transport and disposal of said samples and/or wastes. Unless otherwise provided in the Agreement,GEi will not transport,handle,store,or dispose of waste or samples or arrange or subcontract for waste or sample transport,handling,storage,or disposal. CLIENT recognizes and agrees that GEI is working as a bailee and at no time assumes title to said waste or samples or any responsibility as generator of said waste or samples. E, Contrib Al on of Hazardous Materials. CLIENT agrees that GEI has not contributed to the presence of hazardous wastes,oils,asbestos,biological pollutants such as molds,fungi,spores,bacteria,and viruses,and by-products of any such biological organisms,or other hazardous materials that may exist or be discovered In the future at the site. GEI does not assume any liability for the known orunknown presence of such materials. GEI's scope of services does not include the investigation or detection of biological pollutants such as molds, fungi,spores,bacteria,and viruses,and by-products of any such biological organisms. CLIENT agrees to indemnify and hold harmless GEI,its subconsultants,subcontractors,agents,and employees from and against all claims,damages,losses,and costs(including reasonable attorneys'fees)that may result from the detection,failure to detect,or from the actual,alleged,or threatened discharge,dispersal,release,escape,or exposure to any solid,liquid,gaseous or thermal Irritant,asbestos in any form,or contaminants Including smoke,vapor,soot,fumes,acids,alkalies,chemicals,waste,oil,hazardous materials,or biological pollutants. CLiENT's obligations under this paragraph apply unless such claims,damages,losses,and expenses are caused by GEI's sole negligence or willful misconduct, rffecifva August 17,2009 Page 7 of 7 Revised January 14,2011 GEICONS-01 CREINHARDT ACORO° DIYYrv) E(MMiDn' CERTIFICATE OF LIABILITY INSURANCE DATE THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BYTHE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the cortificato holder Is an ADDITIONAL INSURED,the policy(ios)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Ames&Gough PHONE FAx 859 Willard Street n Ext):(617)328-6555 (Arc,No,:Arc N (617)328-6888 Suite 320 E-MAIL SS:boston@amesgough.com Quincy,MA 02169 ---_.....----_._.... INSURERS AFFORDING COVERAGE NAIL INSURER A•National Union Fire Insurance Company of Pittsburgh,PA 19445 INSURED INSURER B:Continental Casualty Company(CNA)A,XV 20443 GEI Consultants,Inc. INSURER C:Steadfast Insurance Company 26387 3159 Voyager Drive INSURER D: Green Bay,WI 54311 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADOL SUER POLICY EFF PEXP LIMITS LTR IVSD WVD POI.ICYNUMBER MM@D MMMDM10D A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE occult X 5180276 03101/2E To016 03/01/2017 PREM SES Ea000urrence S _ 300,000 MED EXP(Anyone person) S 25,000 PERSONAL&AOVINJURY S 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY JECTPRI [X]LOC PRODUCTS-COMPIOPAGG $ 2,000,000 OTHER S AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000 (Ea acadenl A X ANY AUTO X 2961705 03/0112016 0310112017 BODILY INJURY(Per person) $ ALL OWNEDSCHEDULED BODILY INJURY(par acddent) $ AUTOS AUTOS XX NON-OWNED PROPERTYDAMAGE S HIRED AUTOS AUTOS Per acddant X UMBRELLALIAB X OCCUR EACH OCCURRENCE _ S 2,000,000 B EXCESS LIAB CLAIMS-MADE X 6011396137 0310112016 03/01/2017 AGGREGATE $ 2,000,000 DED RETENTION$ 0 $ WORKERS COMPENSATION X STAT UTE ER. AND EMPLOYERS'LIABILITY A ANY PROPRIETORIPARTNERIEXECUTNE YIN 012016047 0310112016 03/0112017 E.L.EACH ACCIDENT $ 1,000,000 OFFICEPAIEMBER EXCLUDED? N 1 A —— (Mandatory in NH) E.L.DISEASE-EA EMPLOYE 'S 1,000,000 ET yes,descn'be under DESCRIPTION OF OPERATIONS below E.C.DISEASE-POLICY LIMIT I S 1,000,000 C Professional L€ab PECO23359500 03/01/2016 03101/2017 Per Claim 1,000,000 C PECO23359500 03/01/2016 03101/20117 Aggregate 1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS]VEHICLES (ACORD 161,Additional Remarks Schedule,maybe attached if more space Is required) All coverages are In accordance with the policy terms and conditions. RE:(PICS Paul Killian) City of Oshkosh,and its officers,council members,agents,employees and authorized volunteers shall be listed as additional insured with respect to General for ongoing and completed operations,Auto and Umbrella Liability where required by written contract an will be covered as At by GL Endorsement Form# 97837&97838 to the extent provided therein.Insurance(excluding Workers Compensation&Professional Liability)is Primary$non-contributory.A 30 Day Notice of Cancellation is provided In accordance with the policy terms and conditions. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City Of Oshkosh THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN y ACCORDANCE WITH THE POLICY PROVISIONS. Attn:City Clerk 215 Church Avenue P.O.BOX 1130 AUTHORIZED REPRESENTATIVE Oshkosh,WI 54903 oa Q A/ � ©1988--2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014101) The ACORD name and logo are registered marks of ACORD GEI Consultants,Inc. ENDORSEMENT This endorssment, affootive 92:09 XM, f(13/0112016 forms a part of General Liability l polloy No. 5180276 issued to CEI CONSULTANTS, INC. by NATIONAL UNION FIRE INSURANCE COMPANY OF PITTSBURGH, PA THIS INDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED- OWNERS, LESSEES, OR CONTRACTORS L COMPLETED OPERATIONS This endorsament modlfles Insurance provided under the folldwlag. COMMERCIAL GENERAL LIABILITY COVERAGE FORM SCHEDULE NAME OF ADDITIONAL INSURED PERSON OR ORGANIZATION, i ANY PERSON OR OROANIZA ION WHOM YOU BECOME OBLIGATED TO INCLUDE AS AN ADDITIONAL INSURED AS A RESULT OF ANY CONTRACT OR AOREENRNT YOU HAVE ENTERED INTO. 'r LOCATION AND DESCRIPTION OF COMPLETED OPERATIONS: PER THE CONTRACT OR AOREIIMENT. ADDITIONAL. PREMIUM: (if No entry appears above, Information required to complete this endorsement will be shown in the Declarations as applicable to tho endorsement.) SECTION 11-WHO IS AN INSURED Is amended to Include as an Insured; The person or organization shown In the Schedule, that only with respaot to liability arising out of "your worst" of the location designated and described In tho schedule of this endorsement performed for that additional Insured and Included In the "Products-completed operations hazard". All other terms and conditions remain unohanged. a t 11AAA A ACuthorix Re resentative or ,Coupttearbsignature On States Where .97837 141081 lnoludes copyrighted material of ' of pg of insuranoo S01vlc99 01Y109,Ino.,with its pormisslon, v GET Consultants, Inc. ENDORSEMENT This endorsement, offeGtive 12;01 A.M, 03/01/2016 forms a part of General Liability policy No. . 5180276 Issued to GEE CONSULTANTS, IHC. byNAT1ONAL UNION FIRE INSURANCE COMPANY OF PITTSBURGH, PA THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY. ADDITIONAL INSURIED- OWNERS, LESSEES, OR CONTRACTORS - � SCHEDULE] PERSON OR OROANIZATION This endarsement►nod/fles Insurance provIdad under tlje follow/ng. COMMERCIAL GENERAL LIA131LITY COVERAGE FORM SCHEDULE NAME!OF PERSON OR ORGANIZATION( ANY PERS©N OR ORGANIZATION WHO3 YOU BECOME OBLIGATED TQ INCLUDE AS AN ADDITION L INSURED AS A RESULT OF A1QY CONTRACT OR AGREEMENT YOU HAVE (If no entry appears above, Information required to complete this endorsement will be shown In the Declaratlons es appllcable to the endorsement,) u A, SPCTfON li WI40 IS AN INSURED Is amended to Include as an Insured,, The person or organization shown In the schedule, but only with respect to liability erlsing out of your ongoing operations performed for that additional Insured. , B, With respect to the Insurance afforded to these additional insureds, SECTION f COVERAGE% COVERAGE A - BODILY INJURY AND PROPERTY DAMAGE LIABILITY, 2, - Exclusiens, Is amended to Include tho following additionO exclusion,, This Insurance does not apply to "bodily Injury„ or "property damage" occurring after: (1) all work, including materials, parts or equipment furnished In conneotion with such wort, on the project(other than service, rnaintananco or repairs) to be performed by or on behalf of the additional lnsured(s) at the site of the covered operations has bean completed: or, (2) that portion of "your work" out of which the Injury or damage arises has boon put to Its Intended use by any person or organization other than another contractor or subcontractor engaged In performing operatlons for a prinoipal as a part of the same project. All other terms and conditions remain unchahged. G�. Cau tersidnature(fnStates Where Applicahtd 97836 (4/08) Includes copyrl$htad material of Page 4 of 1 lnsuranaa Servlass Offleo,Inc.,with Its pormisclon.