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SHORT FORM OF AGREEMENT
BETWEEN OWNER AND ENGINEER
FOR
PROFESSIONAL SERVICES
THIS IS AN AGREEMENT effective as of S P ffibu l a . Dso n ("Effective
Date") between
City of South Bend Indiana ("Owner")
and
Jones Petrie Rafinski
("Engineer").
Owner's Project, of which Engineer's services under this Agreement are a part, is generally identified as
follows:
Howard Park Lode ("Project")
Engineer's Services under this Agreement are generally identified as follows:
Refer to Attachment A
[Describe scope of services, or refer to an attachment. See Exhibit A, EJCDC E-500, for an example of a
full scope of engineering services.]
Owner and Engineer further agree as follows:
1.01 Basic Agreement and Period of Service
A. Engineer shall provide, or cause to be provided, the services set forth in this Agreement. If authorized
by Owner, or if required because of changes in the Project, Engineer shall furnish services in addition
to those set forth above. Owner shall pay Engineer for its services as set forth in Paragraphs 7.01 and
7.02.
B. Engineer shall complete its services within a reasonable time, or within the following specific time
period: Refer to Attachment B for a preliminary project schedule.
r
EJCDC E-520 Short Form of Agreement Between Owner and Engineer for Professional Services.
Copyright 02009 National Society of Professional Engineers for EJCDC. All rights reserved.
Pagel
2.01 Payment Procedures
A. Invoices: Engineer shall prepare invoices in accordance with its standard invoicing practices and
submit the invoices to Owner on,a monthly basis. Invoices are due and payable within 30 days of
receipt. If Owner fails to make any payment due Engineer for services and expenses within 30 days
after receipt of Engineer's invoice, then the amounts due Engineer will be increased at the rate of
1.0% per month (or the maximum rate of interest permitted by law, if less) from said thirtieth day.
In addition, Engineer may, after giving seven days written notice to Owner, suspend services under
this Agreement until Engineer has been paid in full all amounts due for services, expenses, and other
related charges. Owner waives any and all claims against Engineer for any such suspension.
Payments will be credited first to interest and then to principal.
3.01 Termination
A. The obligation to continue performance under this Agreement may be terminated:
1. For cause,
a. By either party upon 30 days written notice in the event of substantial failure by the other
parry to perform in accordance with the Agreement's terms through no fault of the
terminating party. Failure to pay Engineer for its services is a substantial failure to
perform and a basis for tenmination.
b. By Engineer:
1) upon seven days written notice if Owner demands that Engineer furnish or perform
services contrary to Engineer's responsibilities as a licensed professional; or
2) upon seven days written notice if the Engineer's services for the Project are delayed
for more than 90 days for reasons beyond Engineer's control.
Engineer shall have no liability to Owner on account of a termination by Engineer under
Paragraph 3.01.A. Lb.
c. Notwithstanding the foregoing, this Agreement will not terminate as a result of a
substantial failure under Paragraph 3.01.A.1.a if the party receiving such notice begins,
within seven days of receipt of such notice, to correct its substantial failure to perform
and proceeds diligently to cure such failure within no more than 30 days of receipt of
notice; provided, however, that if and to the extent such substantial failure cannot be
reasonably cured within such 30 day period, and if such party has diligently attempted to
cure the same and thereafter continues diligently to cure the same, then the cure period
provided for herein shall extend up to, but in no case more than, 60 days after the date of
receipt of the notice.
2. For convenience, by Owner effective upon Engineer's receipt of written notice from Owner.
B. The terminating party under Paragraph 3.01.A may set the effective date of termination at a time up
to 30 days later than otherwise provided to allow Engineer to complete tasks whose value would
EJC➢C E-520 Shout Form of Agreement Between (honer and Engineer for Professional Services.
Copyright 02009 National Society of Professional Englneers for EJCDC. Ali rights reserved.
Pnee 2
otherwise be lost, to prepare notes as to the status of completed and uncompleted tasks, and to
assemble Project materials in orderly files.
C. In the event of any termination under Paragraph 3.01, Engineer will be entitled to invoice Owner
and to receive full payment for all services performed or furnished in accordance with this
Agreement and all reimbursable expenses incurred through the effective date of termination.
4.01 Successors, Assigns, and Beneficiaries
A. Owner and Engineer are hereby bound and the successors, executors, administrators, and legal
representatives of Owner and Engineer (and to the extent permitted by Paragraph 4,0I .B the assigns
of Owner and Engineer) are hereby bound to the other party to this Agreement and to the successors,
executors, administrators, and legal representatives (and said assigns) of such other party, in respect
of all covenants, agreements, and obligations of this Agreement.
B. Neither Owner nor Engineer may assign, sublet, or transfer any rights under or interest (including,
but without limitation, moneys that are due or may become due) in this Agreement without the
written consent of the other, except to the extent that any assignment, subletting, or transfer is
mandated or restricted by law. Unless specifically stated to the contrary in any written consent to an
assignment, no assignment will release or discharge the assignor from any duty or responsibility
under this Agreement,
C. Unless expressly provided otherwise, nothing in this Agreement shall be construed to create, impose,
or give rise to any duty owed by Owner or Engineer to any contractor, subcontractor, supplier, other
individual or entity, or to any surety for or employee of any of them. All duties and responsibilities
undertaken pursuant to this Agreement will be for the sole and exclusive benefit of Owner and
Engineer and not for the benefit of any other party.
5.01 General Considerations
A. The standard of care for all professional engineering and related services performed or furnished by
Engineer under this Agreement will be the care and skill ordinarily used by members of the subject
profession practicing under similar circumstances at the same time and in the same locality. Engineer
makes no warranties, express or implied, under this Agreement or otherwise, in connection with
Engineer's services. Subject to the foregoing standard of care, Engineer and its consultants may use
or rely upon design elements and information ordinarily or customarily furnished by others,
including, but not limited to, specialty contractors, manufacturers, suppliers, and the publishers of
technical standards,
B. Engineer shall not at any time supervise, direct, control, or have authority over any contractor's work,
nor shall Engineer have authority over or be responsible for the means, methods, techniques,
sequences, or procedures of construction selected or used by any contractor, or the safety precautions
and programs incident thereto, for security or safety at the Project site, nor for any failure of a
contractor to comply with laws and regulations applicable to such contractor's furnishing and
performing of its work.
C. This Agreement is to be governed by the law of the state or jurisdiction in which the Project is
located.
EJCDC E-520 Short Form of Agreement Behveen 00ner and Engineer for Professional Services.
Copyright ®2009 National Society of Professional Engineers for EJCDC. Ali rights reserved.
Page
D. Engineer neither guarantees the performance of any contractor nor assumes responsibility for any
contractor's failure to furnish and perform its work in accordance with the contract between Owner
and such contractor. Engineer is not responsible for variations between actual construction bids or
costs and Engineer's opinions or estimates regarding construction costs.
E. Engineer shall not be responsible for the acts or omissions of any contractor, subcontractor, or
supplier, or of any of their agents or employees or of any other persons (except Engineer's own
employees) at the Project site or otherwise furnishing or performing any construction work; or for
any decision made regarding the construction contract requirements, or any application,
interpretation, or clarification of the construction contract other than those made by Engineer.
F. The general conditions for any construction contract documents prepared hereunder are to be the
"Standard General Conditions of the Construction Contract" as prepared by the Engineers Joint
Contract Documents Committee (EJCDC C-700, 2007 Edition) unless the parties agree otherwise.
G. All documents prepared or furnished by Engineer are instruments of service, and Engineer retains
an ownership and property interest (including the copyright and the right of reuse) in such
documents, whether or not the Project is completed. Owner shall have a limited license to use the
documents on the Project, extensions of the Project, and for related uses of the Owner, subject to
receipt by Engineer of full payment for all services relating to preparation of the documents and
subject to the following limitations: (1) Owner acknowledges that such documents are not intended
or represented to be suitable for use on the Project unless completed by Engineer, or for use or reuse
by Owner or others on extensions of the Project, on any other project, or for any other use or purpose,
without written verification or adaptation by Engineer; (2) any such use or reuse, or any modification
of the documents, without written verification, completion, or adaptation by Engineer, as appropriate
for the specific purpose intended, will be at Owner's sole risk and without liability or legal exposure
to Engineer or to its officers, directors, members, partners, agents, employees, and consultants;
(3) Owner shall indemnify and hold harmless Engineer and its officers, directors, members, partners,
agents, employees, and consultants from all claims, damages, losses, and expenses, including
attorneys' fees, arising out of or resulting from any use, reuse, or modification of the documents
without written verification, completion, or adaptation by Engineer; and (4) such limited license to
Owner shall not create any rights in third parties.
H. To the fullest extent permitted by law, Owner and Engineer (1) waive against each other, and the
other's employees, officers, directors, agents, insurers, partners, and consultants, any and all claims
for or entitlement to special, incidental, indirect, or consequential damages arising out of, resulting
from, or in any way related to the Project, and (2) agree that Engineer's total liability to Owner under
this Agreement shall be limited to $50,000 or the total amount of compensation received by
Engineer, whichever is greater.
1. The parties acknowledge that Engineer's scope of services does not include any services related to a
Hazardous Environmental Condition (the presence of asbestos, PCBs, petroleum, hazardous
substances or waste as defined by the Comprehensive Environmental Response, Compensation and
Liability Act, 42 U.S.C. §§9601 et seq., or radioactive materials). If Engineer or any other party
encounters a Hazardous Environmental Condition, Engineer may, at its option and without liability
for consequential or. any other damages, suspend performance of services on the portion of the
Project affected thereby until Owner: (1) retains appropriate specialist consultants or contractors to
EJCDC E-520 Short Form of Agreement Between Owner and Engineer for Professional Services.
Copyright 02009 National society of Professional Engineers for EJCDC. All rights reserved.
Page
identify and, as appropriate, abate, remediate, or remove the Hazardous Environmental Condition;
and (2) warrants that the Site is in full compliance with applicable Laws and Regulations.
J. Owner and Engineer agree to negotiate each dispute between them in good faith during the 30 days
after notice of dispute. If negotiations are unsuccessful in resolving the dispute, then the dispute
shall be mediated. If mediation is unsuccessful, then the parties may exercise their rights at law.
6.01 Total Agreement
A. This Agreement (including any expressly incorporated attachments), constitutes the entire agreement
between Owner and Engineer and supersedes all prior written or oral understandings. This
Agreement may only be amended, supplemented, modified, or canceled by a duly executed written
instrument.
7.01 Basis of Payment —Lump Sum
A. Using the procedures set forth in Paragraph 2.01, Owner shall pay Engineer for Basic Services set
forth in Exhibit A, except for services of Engineer's Resident Project Representative, if any, as
follows:
1 A Lump Sum amount of $5,995 based on the following estimated distribution of
compensation:
a. Architectural Services $5.995,00
2. Engineer may alter the distribution of compensation between individual phases noted herein
to be consistent with services actually rendered, but shall not exceed the total Lump Surd
amount unless approved in writing by the Owner.
3. The Lump Sum includes compensation for Engineer's services and services of Engineer's
Consultants, if any. Appropriate amounts have been incorporated in the Lump Sun to
account for labor, overhead, profit, and Reimbursable Expenses.
4. The portion of the Lump Sum amount billed for Engineer's services will be based upon
Engineer's estimate of the percentage of the total services actually completed during the
billing period
A. Period of Service: The compensation amount stipulated in Compensation Packet BC-1 is
conditioned on a period of service not exceeding 12 months. If such period of service is extended,
the compensation amount for Engineer's services shall be appropriately adjusted. The portion of the
compensation amount billed monthly for Engineer's services will be based upon Engineer's estimate
of the percentage of the total services actually completed during the billing period.
7.02 Additional Services: For additional services of Engineer's employees engaged directly on the
Project, Owner shall pay Engineer an amount equal to the cumulative hours charged to the Project
by each class of Engineer's employees times standard hourly rates for each applicable billing class;
plus reimbursable expenses and Engineer's consultants' charges, if any. Engineer's standard hourly
rates are attached as Appendix 1.
T rCDC E-520 ShortForm of Agreement Between Owner nud Engineer for Professional Services.
Copyright 02009 National Society of Professional Engineers for F TCDC. All rights reserved.
Page 5
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This is Appendix 1, Engineer's Standard
Hourly Rates, referred to in and part of the Short
Form of Agreement between Owner and
Engineer for Professional Services dated ,
Engineer's Standard Hourly Rates
B. Standard Hourly Rates:
1. Standard Hourly Rates are set forth in this Appendix I and include salaries
and wages paid to personnel in each billing class plus the cost of customary
and statutory benefits, general and administrative overhead, non -project
operating costs, and operating margin or profit.
2. The Standard Hourly Rates apply only as specified in Paragraphs 7.01 and
7.02, and are subject to annual review and adjustment.
C. Schedule of Hourly Rates:
Hourly rates for services performed on or after the Effective Date are:
Chief Executive Officer
$275.00
Financial a/o Operating Officer
$200.00
Principal Staff
$165.00
Management Staff
$145,00
Professional Staff II
$140.00
Professional Staff 1
$125.00
Project Management Staff
$125.00
Graduate Staff
$ 95.00
Clerical11
$ 80.00
Clerical
$ 70.00
Utility Operations Field Technician
$ 80.00
Environmental Field Technician
$ 85.00
Resident Project Representative
$ 85.00
Support Technician H
$ 85.00
Support Technician I
$ 70.00
Field Surveyor(s) — 2 Man Crew*
$135.00
Field Surveyor(s) — 2 Man Crew —special safety protocols req d**
$200.00
Land Survey Field Technician (I Man Crew)
$105.00
Appendix 1, Standard Hourly Rates Schedule
EJ3CDC E-520 Short Form of Agreen►ent Behveen Chvner and Engineer for Professional Services.
Copyright 02009 National Society of Professional Engineers for E TCDC. All rights reserved.
Page 1
This is EXHIBIT A, consisting of 7 pages, referred to in and
part of the Agreement between Owner and Engineer for
Professional Services dated ,
Engineer's Services
PART I — BASIC SERVICES
The following Scope of Services is for the proposed streambank restoration activities in Raving Park along
Bowman Creek in South Bend, Indiana. Ravina Park is generally within the following roadway boundaries:
Broadway Street to the North, Indiana Avenue to the south, High Street to the west, and Miami Street to the
east.
Al .02 Architectural Services
A. Architectural Services:
Based on discussion with the Owner regarding the Howard Park Lodge and the need for updated
architectural drawings the Engineer proposes the following services:
1. The Engineer will field verify the existing building and will take necessary dimensions
including floor plans, heights of ceiling, ductwork and other obstructions, to prepare an
accurate building footprint that reflects the existing building configuration.
2. Upon completion of the field measurements and the preparation of the CAD file, the
Engineer will review the existing conditions and will provide recommendations to address
the identified ADA compliance and accessibility issues. The Engineer will explore
possibilities and application of waivers, variances, or utilization of the Indiana Building Code
Chapter 34 rules to potentially minimize possible changes to the existing building.
3. The Engineer anticipated up to two (2) meetings with the Owner will be required for
coordination purposes
A 1.03 EXCLUSIONS
1. Services beyond the current Scope of Services listed above may be required. Such services,
requiring a separate or amended agreement may include:
PART 2 — ADDITIONAL SERVICES
A. If authorized in writing by Owner, Engineer shall furnish or obtain from others Additional Services
of the types listed below.
Preparation of applications and supporting documents (in addition to those furnished under
Basic Services) for private or governmental grants, loans, or advances in connection with the
Project; preparation or review of environmental assessments and impact statements; review
and evaluation of the effects on the design requirements for the Project of any such statements
and documents prepared by others; and assistance in obtaining approvals of authorities
having jurisdiction over the anticipated environmental impact of the Project.
2. Services to make measured drawings of or to investigate existing conditions or facilities, or
to verify the accuracy of drawings or other information furnished by Owner or others.
Page I
3. Services resulting from significant changes in the scope, extent, or character of the portions
of the Project designed or specified by Engineer or its design requirements including, but not
limited to, changes in size, complexity, Owner's schedule, character of construction, or
method of financing; and revising previously accepted studies, reports, Drawings,
Specifications, or Contract Documents when such revisions are required by changes in Laws
and Regulations enacted subsequent to the Effective Date or are due to any other causes
beyond Engineer's control.
4. Services required as a result of Owner's providing incomplete or incorrect Project
information to Engineer.
S. Providing renderings or models for Owner's use.
6. Undertaking investigations and studies including, but not limited to, detailed consideration
of operations, maintenance, and overhead expenses; the preparation of financial feasibility
and cash flow studies, rate schedules, and appraisals; assistance in obtaining financing for
the Project; evaluating processes available for licensing, and assisting Owner in obtaining
process licensing; detailed quantity surveys of materials, equipment, and labor; and audits or
inventories required in connection with construction performed by Owner.
7. Furnishing services of Consultants for other than Basic Services.
8. Services during out-of-town travel required of Engineer other than for visits to the Site or
Owner's office.
9. Preparing for, coordinating with, participating in and responding to structured independent
review processes, including, but not limited to, construction management, cost estimating,
project peer review, value engineering, and constructability review requested by Owner; and
performing or furnishing services required to revise studies, reports, Drawings,
Specifications, or other Bidding Documents as a result of such review processes.
10. Preparing additional Bidding Documents or Contract Documents for alternate bids or prices
requested by Owner for the Work or a portion thereof.
11. Assistance in connection with Bid protests, rebidding, or renegotiating contracts for
construction, materials, equipment, or services, except when such assistance is required by
Exhibit F.
12. Preparing to serve or serving as a consultant or witness for Owner in any litigation,
arbitration, or other dispute resolution process related to the Project.
13. Providing more extensive services required to enable Engineer to issue notices or
certifications requested by Owner.
14_ Assistance in connection with the adjusting of Project equipment and systems.
15. Assistance to Owner in training Owner's staff to operate and maintain Project equipment and
systems.
16. Overtime work requiring higher than regular rates.
Page 2
25. Other services performed or furnished by Engineer not otherwise provided for in this
Agreement.
A2.02 Additional Services Not Requiring Owner's Written Authorization
B. Engineer shall advise Owner in advance that Engineer is will immediately commence to perform
or furnish the Additional Services of the types listed below. For such Additional Services, Engineer
need not request or obtain specific advance written authorization from Owner. Engineer shall cease
performing or furnishing such Additional Services upon receipt of written notice from Owner.
1. Services in connection with work change directives and change orders to reflect changes
requested by Owner.
2. Services in making revisions to Drawings and Specifications occasioned by the acceptance
of substitute materials or equipment other than "or -equal" items; services after the award of
the Construction Contract in evaluating and determining the acceptability of a proposed "or
equal" or substitution which is found to be inappropriate for the Project; evaluation and
determination of an excessive number of proposed "or equals" or substitutions, whether
proposed before or after award of the Construction Contract,
3. Services resulting from significant delays, changes, or price increases occurring as a direct
or indirect result of materials, equipment, or energy shortages.
Page 3
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