HomeMy WebLinkAboutResolution #3994 RESOLUTION NO. 3994
A RESOLUTION APPROVING A PROPOSAL FOR PROFESSIONAL SERVICES BY AND
BETWEEN MAURER-STUTZ INC., AND THE CITY OF CANTON AND DIRECTING THE
MAYOR TO EXECUTE AND DELIVER SAID AGREEMENT ON BEHALF OF THE CITY OF
CANTON, ILLINOIS.
WHEREAS, per the request of the Department of Natural Resources - Office of Water
Resources, the City of Canton needs to review and update the Canton Lake dam emergency action
plan; and
WHEREAS, Maurer-Stutz, Inc. has proposed to provide this service; and
WHEREAS, the Public Works Water and Sewer Committee of the City of Canton has
determined that it is necessary and in the best fiscal interest of the City of Canton to accept the
proposal of Maurer-Stutz, Inc., to complete the Canton Lake dam emergency action plan update; and
WHEREAS, the City Council of the City of Canton has made a similar determination.
NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COUNCIL OF THE
CITY OF CANTON, ILLINOIS, AS FOLLOWS:
1. That the agreement attached hereto and incorporated herein as Exhibit "A" is hereby
approved by the Canton City Council.
2. That the Mayor of the City of Canton, Illinois, is hereby authorized and directed to execute
said Agreement on behalf of the City of Canton.
3. That this Resolution shall be in full force and effect immediately upon its passage by the
City Council of the City of Canton, Illinois, and approval by the Mayor thereof.
PASSED by the City Council of the City of Canton, Illinois, at a regular meeting this 3rd day of July,
2012, upon a roll call vote as follows:
AYES: Aldermen Hartford, Schenck, West, Fritz, Ellis, Nelson
NAYS: None
ABSENT: Aldermen Pickel, Pasley
APP OV~D:
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~ Mayor
~ Kevin R. Meade,
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Dia ~ avley, City Cler
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m~ MAURER-STUTZ
FNC,INFFRS SIIRVFYnRS
STANDARD SHORT FORM PROPOSAL AND AGREEMENT FOR
PROFESSIONAL SERVICES
Client Name and Address: City of Canton, Illinois
2 N. Main Street
Canton, ~L 61520
C11ent Contact Information: Mr. Greg Pollitt, Water Superintendent
Project Name and Location: Canton Lake Dam Emergency Action Plan Update
Fulton County, IL
Effective Agreement Date: ~uly 3, zot 2
Client hereby authorizes Maurer-Stutz, Inc. (MSI, Engineer) to provide Professional Services in connection with the
above referenced Project. Client's Project, of which Engineer's services under this Agreement are a part, is generally
identified as follaws:
Review existing Canton Lake Dam Operation and Maintenance Plan; Review existing Canton Lake Dam Emergency Action Plan;
Provide updates/amendments to Emergency Adfon Plan (EAP) per request of Illinois Department of Natural Resources - O~ce of
Water Resources; Coordination with CUent and Fulton County ESDA; Submit updates/amendments to EAP to City and Illinois
Department of Natural Resources.
Maurer-Stutz, Inc. proposes to provide professional services on the Project based on the following Fee Method:
Estirnated Fee: 54,300
This Proposal is subject to and governed by the General Terms and Conditions that are attached to hereby made a part
of this agreement.
FOR ~rrICE USE ONLY
Proposa( No.
Project No. 4112005.00
EfFect.ive April l, 2011
Page 1 of 4
GENERAL TERMS AND CONDITIONS
TERMS OF PAYMENT: MSI will submit lnvoices for work which has been completed and reimbursabie expenses incurred if any invoica is not peid within 30 dsys of
invoice date, lato payment charges of I.5% per month, or frecHon of a month, or the highest lawful intenst rate of tho stete in which the CLIEIVT's offico ia located, wili be due.
Fees ere rtot caatingeat on CLIENT receipt of funds. lf invoices under this Agreement, or any other agreament with CLIENT, are not timely paid, MSI may, efter giving seven
day's written notice to CLIENT, suapend services under this Agreement.
FEE METEiODS: CLIENT ahall pey MSI on the basis of one of the following methods. The method to be used is stated on the front page of this Agreement.
1. LUMP SUM: When the Lump Sum method ia utilized, che total amount billed shati include a11 Direct Payroll Expense cosa, overhead business costs, profit,
Reimbursabie Expenses, and Subconsultant Expenses incurred by MSI. The Lump sum shall be a frxed amount unless a change of acope in the Scope af 5ervlce~
occun. If a change of the Scope of Services occurs, such change ahell be considered additionel services end billed at MS['s current Hourly Rates. Monthly invoice
statements will be submitted besed on an esNmated percent of completion of the services.
2. HOURI,Y RATE: When the Hourly Rate method is udlized, the hourly rete shell include all Direct Payroll Expensc, ovenc~ad busincss costs, end profit due MSI for
the aervices. Hourly Rates are established for technicel classificatioas of individuals. If Howly Rates are not listed in the Agreement, they sha11 be the retes currendy
in use by MSI for the type of work being done.
3. MULTIPG[ER: When the MulNplier method is utilized, the 6ourly rate billed per individual expending time on the Project shall include ihat individusl's Direct
Payroll Expense (DPE) Nmas a multiplier to cover overhead business costs plus profit. Dirat Payroll Expense is defined as the total amount of an individual's labor
coat, including besic wages and the mandatory and customery employee benefits, such es insurance, sick leave, holidaya, vacaHons and others.
REIMBURSABLES: Reimbursable Expenses and Subconsultant Expenses incuned by MSI for the services ahal! be billed in addition to the hourly rote chsrges at an amount
equal to ectual cost plus IO per cent. Reimbursable Bxpense is defined as the acrual non-labor expenditure incurced on the project, end may include havel, printing, telephones,
mailing, specialized equipment tests or othors. Subconsultant Expense is deftned es the actuel expenditure foc other firms in providing specialized atudies, sub-surface
exploredona, or other services required on the Project.
[n the event thnt cotlection procadings are rcquired to collect unpaid bills for MSI's servicea and expenses, CLIENI' shell be rosponsible for all unpaid bills, due interest, nnd sll
costs incurred in the collecdon proceedings, including but not limited to attomey'e feea, costs, travel, and employee wages, overhead and exponses et the rste specified in this
APreement, or at MSI's cwrent hourly rete if no rate is apecified.
ESTIMATES OF FEES, BASED ON DPE OR AT HOURLY RATE: Engineer's cstimnte of the emounts that will become payable for specified aervices are only esdmetes for
planning purposes, are not binding on the parties, and are not the minimum or mauimum amounts payabie to Engineer under tha Agreemont. Whan estimetod compensetion
amounts have been stated haein and it subsequent?y becomes apparent to Engineer that the total compensation amount thus astimated will be exceeded, Enginaer shalt give Client
wrinea nodca thereof, allowing Client to consider its options, including suspension or termination of Bngineer's sarvices for Client's convenience, Upon notice, Cliont and
Engineer promptly ahall review the matter of services remaining to be petformed and compensation for such servicea. Client shall either exercise its right W suspend or tertninata
8nginee~s servicas for Client's convenience, agree to such compensation exceeding said estimeted emount, or agree to a reduction in the remaining services to be rendaed by
Engineer, so that totel compenseNon for such services will not exceed said estimated emount when such socvicos are complated. [f Client decides not to euspend the Engineer's
services during the negotiations aad Engineer exceeds the estimeted amount before Client and Engineer have agreed to an incresae in tha compensation due Engineer or a
reducdon in the remaining aervices, then Engineer ahall be paid for all servicea rendered hereunder
CONSTRUCTION P}USE SERVtCES: lf, as e pert of this Aereement, M51 is providing construction observation, MSI shall make visits to the cons4vcHon site to observe
the progress and qualiry of the contractor's(s) work to determine in general if such work is prxeeding in accordance with the constcuction documenta. MSI shail not be required
to make exhausNve or continuous on-site inapeetions to check quslity or quandry of such work. MSI shell not be responsible for the means, methods, techniques, sequencea or
procedures of conswetion or for the safery precautions and pcograms incident to the work of the coatractor. MSI does not warrant or guarentee contractor'a(s) work, and sheli not
be responsible for the failure of contractors to perfortn the work in accordance with the construction documents. With respect to the Standard of Care appliceble to construcHon
abservacion services, nota the following:
A. Engineer ahall not at any dme supervise, direct, control, or have euthoriry over any contractor woric, aor shali Engineer have authoriry over or be responsible for the
means, methods, techniquea, sequences, or procedures oCconstruction selected or used by eny contrector, for the safety preceutions and ptogrems incident theroto, for
securiry or safety et the Site, nor for any failwe of a contractot to comply with Laws and Regulations applicable to such contractor's fumishing and performing of its
work
B. Engineer neither guarantees the perfortnance of eny Contractor nor assumes responsibility for any Contracmr's failure to fumish and perfortn the Work in
acwrdance with thc Conhact Documents.
C. Engineer ahail not provide or have any responsibiliry for surety bonding or insurance-related edvice, recommendations, counseling, or research, or for enforcement
of consWction insurance or swety bonding requirements.
D. Engineer ahel! not be responsibie for the acts or amissions of eny Cantractor, Subcontrector, or Supplie~, or of any of their agents or employees or of any other
persans (except Engineer's own employecs and its Consultants) at a Site or othenvise fumishing or pcrfotming eny of a Contractor's wotk; or for any docision medc
regetding the Cantract Documenis, or eny epplication, interpretation, or clarificaHon of the Contract Documenta other than those made by Enginar.
E. While st e Site, Engineer's employees and representatives shall comply with the specific applicable requirements of Conhactor's and Owner's safety programa of
which Engineer has been infocmed in writing.
CHANGES IN THE SCOPE CHARAC'fER OR CONTENT OF THE PROJECT: Services resuldng from significant changes in the acope, extent, or charecter of the
portiona of the Project designed or specified by Engineer or its design raquirements including, but not limited to, changes in size, complexiry, Owner's echedule, c6aracter of
construction, or method of financing; and tavising previously accapted studies, reports, Drawings, Specifications, or Contrect Documents when such rovisions are required by
changes in Laws and RegulaHons enacted subsequent to the Effective Date or are due W any other causes beyond ~nginee~'s control wiQ require a modification to the Agreemant.
Any chenges, modifications or alteratione to tho ProjecCs acopa impacting cost ar achedule will require that Bngineer and Client mutually egree ia wridng to such changea or
modificaHoos to the Scopa prior to undertaking tbem. Price modifications due to changes in Scope in this Proposal will be calculsted by multipiying the retea given in Enginee~s
latest hourly rate schedule times the number of hours worked.
(~SMAURER-STUTZ
Page 2 of 4
OPINION3 OF PROBABLE COST: Engineer's opinions of probable ConsWcNon Cost are to be meda on the basis of Enginecr's experience and qualificadons and represent
Enginee~'s best judgment as nn experienced end qualified professionel generelly familiar with the construction industry. However, because Bngincer hes na control over the cost
of labor, materials, equipmeat, or services fumished by others, or over contrecton' methods of determining prices, or over competitive bidding or market condidans, Engineer
cennot and does aot guarantee that proposals, bids, or actusl Construction Cost will not vary from opinions oC probable Conswction Cost prepared by Engineer. lf Owner
requires greater essurance as to probeble ConsWction Cost, Owaer must employ an independent cost estimator.
INSPECTIONS: Unless othenvise provided for in this A~reement, any inspectiona of oxisdng sites, shuctures, mechanical and electrical syatems or othor physical fcatures of
the Project are visuat inspccdons only. Tests or exteasive calculations aro not performed ualcss specificatly requested. CLIENT acknowledgea that Iatent defects mey be present
and agrees to indemnify and hold hazmless MSI end its employees agsinat ell claims, damages and losses including attomey's fees resulNng from such latent defects. Inspections
oaly cover the specific items liated in the Scope of Serv[ces of this Agreement. CLIENT acknowledges that tbe results of the inspection are meant for CLIENT use only.
CLIENT egrees to indemnify and hold hannless MSl and its employeee againat el( ctaims, demeges end losses resulting from a third party's use of the results of the inspacNon.
NOTIFICATIONS: CLIENT represonts and werrants that CLIENT has notified MSI of eny known or suapected to CGiENT presence of hazardous materiels or poUutanu at
the Site of the Projoct. Unless the Scope of Servicea includes invesdgation for hezardous or pollutant materials, MSI's extent of responsibiliry shalt be to notify CL1EN'1' if thc
presence of hezardous meterials or pollutants oo the 5ite of the Project becomes Imown by MSI.
ACCESS TO SITE: Unlesa otherwiu stated, M5I will heve accesa [o the site for acdvities necessary for the performance of the 5cope ot Service~. M5t will take reesoneble
precaudons to minimize damage to propetty during these ectivities, but hes not inciuded the cost of repairing or restoring any resulting damage in the Fee, end will not be
responsibie for the cost of auch.
CERTIFICATIONS, CUARANTEES, OR WARRANTIES: Engineer shall not be required to sign eny documents, no matter by whom requested, that wautd result in the
Engineer having to certify, guerantee, or warrant the existence of conditions whose exislence Ihe Engineer cannot ascerta{n. Owner agrees not to make resolution of any dispute
with the Engineer or payment of any amount due to the Engineer in any way contingent upon the Engineer signing any sueh documents.
STANDARD OF CARE: Services performed by MS[ under this Agreement will be conducted in s manner of care and skill ordinarily exercised by members of the profesaion
in the same lacale practicing under similar cireumstances and conditions. No other representation expressed or implied, end no warranty or guarentee is intended or included in
this Agreemeot, or in eny report, opinian, document, nr otherwise.
DESIGN WITHOUT CONSTRUCT[ON PHASE SERVICES: Engineer ahaU be responsible only for those Construction Phase services expreasly required of Engineer in the
Scope of Work. Wilh the exception of such expressly required aervices, Engineer shall have no deaign, Shop Diswing review, or other obligations during conshvction end Owner
essumes eU responsibility for the applicatian end interpretation of the Contract Documents, review and rosponse to Contrector claims, cantract edministration, processing Change
Orders, revisions to the Contrect Documents during construction, cons4vcNon surety bonding aad inswance requirements, conswction observation and raview, roview of
payment eppllcadons, end all other neceasary Construction Phase engineering and professioaal scrvices. Owner waives a11 claims against t6e Engineer that may be connected in
any wey ta Conetruction Phase engineering or professional servicu except for those services that are expressly required of Engineer in the scape of work.
LIM1TATlON OF LIABILITY: Englneer's Llabl/lty Liml~ed ~o Amount ojEngineer's Compensafion: To the fullest exteot permitted by law, and notwithstanding any other
provision of tt~ia Agreement, tha total liebiliry, in thc eggregetc, of Engineer and Engineer's officers, directors, members, parmera, agenls, employees, and Consultanb, to Owner
and anyone claiming by, through, or under Owner for any and all claims, losses, costs, or damages whatsoever arising out of, nsulting from, or in any way related to the Project or
the Agreement from any cause or esuses, including but not limited to the negligrnce, professional errors or omissions, strict liahility, breach of contract, indemniry obligations, or
wecranty express or implied of Engineer or Engineer's o~cera, directora, membere, partners, egents, employees, or Consultants shall not exceed the totel compensadon received
by Engineer under this Agreement.
MUTUAL INDEMNIFICATION: Subject to the provisions set foAh herein, MSl end CLIENT hereby egreo to indemaify snd hold harmleas eech other and their respective
shareholders, directors, o~cers, employees, agenu (and each of their successors and assigns) from any and all claims, demands, liebilities, suits. ceusea of action, judgments,
costs, and expenses, including reesonabla adorneys' fees, arising or ellegedly arising from personal injury, death, properry damege, iqcluding loas of use thereof, dua in eny
manner to the negligence of either of them, their agonts, or employaes. In the avent both of them are at fault, then the liabiliry shall be apportioned between them pursuent to their
pro-rata share of negligenco or fault. MSI and CLIENT fwther agrea that their liabiliry to sny third parry shall, to the extent permittcd by law, bc several and not joint These
indemnities shall not terminate upon terminaHon or expiration of this Agreement
OWNERSIi1P OF DOCUMENTS: All documenb produced by MSI under this Agreement ahaU remain the property of MS! and shell not be used by the CLIENT for eny
other purpose wit6 out the permission of MSI.
REUSE OF DOCUMENTS: All documenta, including drawings and apecificadons, fumished by M51 pursuant to this Agreement are instruments of his services in respect of
the projec~ They sre not intended or represented to be suiteble for reuse by CLIENT or others on extensions of the project or on any other project, Any reuse without specific
written verification or adaptation by M5I will be at CLIENT's sole risk snd without tiability or legal exposure to MSI. CLIENT shell indemnif}~ and hold harmless MSI from
all claims, damages, losses and expenses including attomey's fees arising out of or resulting therefrom.
TERMIIVATION OF SERVICES: This Agreement may be termineted by the CI.IEM' or MSI shouid the other fail to perfonn its abligadone heraunder. !n the event of
tertninetion, all reimbursable expenaes and all Scope of Servlcet rendered to date ehall be peid by the CLIENT to MSI.
DELAY OF SERVICE3: if a delay of secvices beyond the schadule egreed apon occurs for any reeson other thea for MSI's fault, it is understood and agreed to that such may
result in addiNanal fees, which shall be paid by CLIENT to MSI. If additionel feea will be necessary, MSI will notify CLIENT prior to continuing the services.
DlSPUTE RESOLUTION: Owner and Engineet egree to negotiate each dispuu belween them in good faith during Ihe 30 days after notice of dispute. If negotiations are
unsuccessful in resolving 1he dispute, then the dispute shall be mediated. lf inediation is unsuccessful, then the parties may exercise their righls et law.
I~S MAURER-STUTZ
Page 3 of 4
APPLICABLE LAWS: Unlass otherwisa specified, this Agreement shalt be govemed by the laws of the State of Illinoia.
COMP(,ETE AGREEMENT: This Aereemept representa tha entire understanding of the parties and may not be modified except in writing.
MISCEGLANEOUS: lf the CLiENT issues a Purchese Qrde~ of which Wis Agreement becomes part, the terms of this Agreement will take precedence in the event of e
contlict of terms. 'Chis document shell be governed by the laws of the Sta[e of lllinois, ln the event thet any part of this document is held invalid by any court of competent
jwisdiction, the remainder of the Agreemept ahall remain in full force and effect.
Accepted By: Submitted By:
CLIENT: City of Canton, lllinots MAURER-ST , INC.
~ ~
Sign: ~-~-''~.--y+' Sign:
Print: F ~~;;,r ,,I~,~~,.~ Print: J. Plavec, P.E.
Title: ~p,,,,,~~- Title: Vice Presldent
-T
Date: 7~ 3~~~ Date: May 30, 2012
I~S MAURER-STUTZ
Page 4 of 4