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PSA - Long-Termed Control Plan Stantec Consulting Services
ELIZABETH A. MARADIK JOSEPH R. MOLNAR GARY A. GILOT MURRAY L. MILLER BREANA N. MICOU 1316 COUNTY-CITY BUILDING 227 W. JEFFERSON BOULEVARD SOUTH BEND, INDIANA 46601-1830 PHONE 574/ 235-9251 FAX 574/ 235-9171 CITY OF SOUTH BEND JAMES MUELLER, MAYOR BOARD OF PUBLIC WORKS November 12, 2024 Mr. T. Joe Johnson Stantec Consulting Services, inc. 350 N. Orleans Street, Suite 8000N Chicago, IL 60654 joe.johnson@stantec.com RE: Professional Services Agreement Dear Mr. Johnson: At its November 12, 2024 meeting, the Board of Public Works approved the above referenced agreement for building out the federally mandated long-term control plan in the amount of $1,322,000. Enclosed please find a copy of the agreement for your records. If you have any further questions, please call this office at (574) 235-9251. Sincerely, /s/ Theresa Heffner Theresa Heffner, Clerk Enclosures TH/hh EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. AGREEMENT BETWEEN BOARD OF PUBLIC WORKS, CITY OF SOUTH BEND, INDIANA AND STANTEC CONSULTING SERVICES, INC. FOR PROFESSIONAL SERVICES RANDOLPH-SAMPSON RETENTION TREATMENT BASIN This document has important legal consequences; consultation with an attorney is encouraged with respect to its use or modification. This document should be adapted to the particular circumstances of the contemplated Project and the controlling Laws and Regulations. Copyright © 2014: National Society of Professional Engineers 1420 King Street, Alexandria, VA 22314-2794 (703) 684-2882 www.nspe.org American Council of Engineering Companies 1015 15th Street N.W., Washington, DC 20005 (202) 347-7474 www.acec.org American Society of Civil Engineers 1801 Alexander Bell Drive, Reston, VA 20191-4400 (800) 548-2723 www.asce.org The copyright for this EJCDC document is owned jointly by the three sponsoring organizations listed above. The National Society of Professional Engineers is the Copyright Administrator for the EJCDC documents; please direct all inquiries regarding EJCDC copyrights to NSPE. NOTE: EJCDC publications may be purchased at www.ejcdc.org, or from any of the sponsoring organizations above. This Agreement has been prepared for use with EJCDC® C-700, Standard General Conditions of the Construction Contract, 2013 Edition. Their provisions are interrelated, and a change in one may necessitate a change in the other. For guidance on the completion and use of this Agreement, see EJCDC® E-001, Commentary on the EJCDC Engineering Services Agreements, 2013 Edition. EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. TABLE OF CONTENTS Page ARTICLE 1 – SERVICES OF ENGINEER ................................................................................................................... 1 1.01 Scope .............................................................................................................................................. 1 ARTICLE 2 – OWNER’S RESPONSIBILITIES ............................................................................................................ 1 2.01 General ........................................................................................................................................... 1 ARTICLE 3 – SCHEDULE FOR RENDERING SERVICES............................................................................................ 2 3.01 Commencement ............................................................................................................................. 2 3.02 Time for Completion ...................................................................................................................... 2 ARTICLE 4 – INVOICES AND PAYMENTS .............................................................................................................. 2 4.01 Invoices ........................................................................................................................................... 2 4.02 Payments ........................................................................................................................................ 2 ARTICLE 5 – OPINIONS OF COST .......................................................................................................................... 3 5.01 Opinions of Probable Construction Cost ....................................................................................... 3 5.02 Designing to Construction Cost Limit ............................................................................................ 3 5.03 Opinions of Total Project Costs ...................................................................................................... 3 ARTICLE 6 – GENERAL CONSIDERATIONS ............................................................................................................ 4 6.01 Standards of Performance ............................................................................................................. 4 6.02 Design Without Construction Phase Services ............................................................................... 5 6.03 Use of Documents .......................................................................................................................... 6 6.04 Electronic Transmittals ................................................................................................................... 6 6.05 Insurance ........................................................................................................................................ 7 6.06 Suspension and Termination ......................................................................................................... 8 6.07 Controlling Law ............................................................................................................................... 9 6.08 Successors, Assigns, and Beneficiaries .......................................................................................... 9 6.09 Dispute Resolution ....................................................................................................................... 10 6.10 Environmental Condition of Site .................................................................................................. 10 6.11 Indemnification and Mutual Waiver ........................................................................................... 11 6.12 Records Retention ........................................................................................................................ 12 6.13 Miscellaneous Provisions ............................................................................................................. 12 ARTICLE 7 – DEFINITIONS ................................................................................................................................... 13 7.01 Defined Terms .............................................................................................................................. 13 ARTICLE 8 – EXHIBITS AND SPECIAL PROVISIONS ............................................................................................. 17 8.01 Exhibits Included: ......................................................................................................................... 17 8.02 Total Agreement: ......................................................................................................................... 17 8.03 Designated Representatives: ....................................................................................................... 17 8.04 Engineer's Certifications: ............................................................................................................. 18 EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 1 AGREEMENT BETWEEN OWNER AND ENGINEER FOR PROFESSIONAL SERVICES Owner and Engineer further agree as follows: ARTICLE 1 – SERVICES OF ENGINEER 1.01 Scope A. Engineer shall provide, or cause to be provided, the services set forth herein and in Exhibit A. ARTICLE 2 – OWNER’S RESPONSIBILITIES 2.01 General A. Owner shall have the responsibilities set forth herein and in Exhibit B. B. Owner shall pay Engineer as set forth in Article 4 and Exhibit C. C. Owner shall be responsible for all requirements and instructions that it furnishes to Engineer pursuant to this Agreement, and for the accuracy and completeness of all programs, reports, data, and other information furnished by Owner to Engineer pursuant to this Agreement. Engineer may use and rely upon such requirements, programs, instructions, reports, data, and information in performing or furnishing services under this Agreement, subject to any express limitations or reservations applicable to the furnished items. D. Owner shall give prompt written notice to Engineer whenever Owner observes or otherwise becomes aware of: THIS IS AN AGREEMENT effective as of (“Effective Date”) between Board of Public Works, City of South Bend, Indiana (“Owner”) and Stantec Consulting Services, Inc. (“Engineer”). Owner's Project, of which Engineer's services under this Agreement are a part, is generally identified as follows: Randolph-Sampson Retention Treatment Basin (RTB) ("Project"). Other terms used in this Agreement are defined in Article 7. Engineer's services under this Agreement are generally identified as follows: Engineering Design, Bidding Support, Construction Administration, Resident Project Representative Services, and Close-out Services for construction of the Randolph-Sampson RTB for the Combined Sewer Overflow Long Term Control Plan (November 12, 2024) EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 2 1. any development that affects the scope or time of performance of Engineer’s services; 2. the presence at the Site of any Constituent of Concern; or 3. any relevant, material defect or nonconformance in: (a) Engineer’s services, (b) the Work, (c) the performance of any Constructor, or (d) Owner’s performance of its responsibilities under this Agreement. ARTICLE 3 – SCHEDULE FOR RENDERING SERVICES 3.01 Commencement A. Engineer is authorized to begin rendering services as of the Effective Date. 3.02 Time for Completion A. Engineer shall complete its obligations within a reasonable time. Specific periods of time for rendering services, or specific dates by which services are to be completed, are provided in Exhibit A, and are hereby agreed to be reasonable. B. If, through no fault of Engineer, such periods of time or dates are changed, or the orderly and continuous progress of Engineer’s services is impaired, or Engineer’s services are delayed or suspended, then the time for completion of Engineer’s services, and the rates and amounts of Engineer’s compensation, shall be adjusted equitably. C. If Owner authorizes changes in the scope, extent, or character of the Project or Engineer’s services, then the time for completion of Engineer’s services, and the rates and amounts of Engineer’s compensation, shall be adjusted equitably. D. Owner shall make decisions and carry out its other responsibilities in a timely manner so as not to delay the Engineer’s performance of its services. E. If Engineer fails, through its own fault, to complete the performance required in this Agreement within the time set forth, as duly adjusted, then Owner shall be entitled, as its sole remedy, to the recovery of direct damages, if any, resulting from such failure. ARTICLE 4 – INVOICES AND PAYMENTS 4.01 Invoices A. Preparation and Submittal of Invoices: Engineer shall prepare invoices in accordance with its standard invoicing practices and the terms of Exhibit C. Engineer shall submit its invoices to Owner on a monthly basis. Invoices are due and payable within 30 days of receipt. 4.02 Payments A. Application to Interest and Principal: Payment will be credited first to any interest owed to Engineer and then to principal. EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 3 B. Failure to Pay: If Owner fails to make any payment due Engineer for services and expenses within 30 days after receipt of Engineer’s invoice, then: 1. 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; and 2. Engineer may, after giving seven days written notice to Owner, suspend services under this Agreement until Owner has 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. C. Disputed Invoices: If Owner disputes an invoice, either as to amount or entitlement, then Owner shall promptly advise Engineer in writing of the specific basis for doing so, may withhold only that portion so disputed, and must pay the undisputed portion subject to the terms of Paragraph 4.01. D. Sales or Use Taxes: If after the Effective Date any governmental entity takes a legislative action that imposes additional sales or use taxes on Engineer’s services or compensation under this Agreement, then Engineer may invoice such additional sales or use taxes for reimbursement by Owner. Owner shall reimburse Engineer for the cost of such invoiced additional sales or use taxes; such reimbursement shall be in addition to the compensation to which Engineer is entitled under the terms of Exhibit C. ARTICLE 5 – OPINIONS OF COST 5.01 Opinions of Probable Construction Cost A. Engineer’s opinions (if any) of probable Construction Cost are to be made on the basis of Engineer’s experience, qualifications, and general familiarity with the construction industry. However, because Engineer has no control over the cost of labor, materials, equipment, or services furnished by others, or over contractors’ methods of determining prices, or over competitive bidding or market conditions, Engineer cannot and does not guarantee that proposals, bids, or actual Construction Cost will not vary from opinions of probable Construction Cost prepared by Engineer. If Owner requires greater assurance as to probable Construction Cost, then Owner agrees to obtain an independent cost estimate. 5.02 Designing to Construction Cost Limit A. If a Construction Cost limit is established between Owner and Engineer, such Construction Cost limit and a statement of Engineer’s rights and responsibilities with respect thereto will be specifically set forth in Exhibit F to this Agreement. 5.03 Opinions of Total Project Costs A. The services, if any, of Engineer with respect to Total Project Costs shall be limited to assisting the Owner in tabulating the various categories that comprise Total Project Costs. Engineer assumes no responsibility for the accuracy of any opinions of Total Project Costs. EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 4 ARTICLE 6 – GENERAL CONSIDERATIONS 6.01 Standards of Performance A. Standard of Care: 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 any services performed or furnished by Engineer. B. Technical Accuracy: Owner shall not be responsible for discovering deficiencies in the technical accuracy of Engineer’s services. Engineer shall correct deficiencies in technical accuracy without additional compensation, unless such corrective action is directly attributable to deficiencies in Owner-furnished information. C. Consultants: Engineer may retain such Consultants as Engineer deems necessary to assist in the performance or furnishing of the services, subject to reasonable, timely, and substantive objections by Owner. D. Reliance on Others: Subject to the standard of care set forth in Paragraph 6.01.A, 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. E. Compliance with Laws and Regulations, and Policies and Procedures: 1. Engineer and Owner shall comply with applicable Laws and Regulations. 2. Engineer shall comply with any and all policies, procedures, and instructions of Owner that are applicable to Engineer's performance of services under this Agreement and that Owner provides to Engineer in writing, subject to the standard of care set forth in Paragraph 6.01.A, and to the extent compliance is not inconsistent with professional practice requirements. 3. This Agreement is based on Laws and Regulations and Owner-provided written policies and procedures as of the Effective Date. The following may be the basis for modifications to Owner’s responsibilities or to Engineer’s scope of services, times of performance, or compensation: a. changes after the Effective Date to Laws and Regulations; b. the receipt by Engineer after the Effective Date of Owner-provided written policies and procedures; c. changes after the Effective Date to Owner-provided written policies or procedures. F. Engineer shall not be required to sign any document, no matter by whom requested, that would result in the Engineer having to certify, guarantee, or warrant the existence of conditions whose existence the Engineer cannot ascertain. Owner agrees not to make EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 5 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 such document. G. The general conditions for any construction contract documents prepared hereunder are to be EJCDC® C-700 “Standard General Conditions of the Construction Contract” (2013 Edition), prepared by the Engineers Joint Contract Documents Committee, unless expressly indicated otherwise in Exhibit J or elsewhere in this Agreement. H. Engineer shall not at any time supervise, direct, control, or have authority over any Constructor’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 Constructor, or the safety precautions and programs incident thereto, for security or safety at the Site, nor for any failure of a Constructor to comply with Laws and Regulations applicable to that Constructor’s furnishing and performing of its work. Engineer shall not be responsible for the acts or omissions of any Constructor. I. Engineer neither guarantees the performance of any Constructor nor assumes responsibility for any Constructor’s, failure to furnish and perform the Work in accordance with the Construction Contract Documents. J. Engineer shall not be responsible for any decision made regarding the Construction Contract Documents, or any application, interpretation, clarification, or modification of the Construction Contract Documents, other than those made by Engineer or its Consultants. K. Engineer is not required to provide and does not have any responsibility for surety bonding or insurance-related advice, recommendations, counseling, or research, or enforcement of construction insurance or surety bonding requirements. L. Engineer’s services do not include providing legal advice or representation. M. Engineer’s services do not include (1) serving as a “municipal advisor” for purposes of the registration requirements of Section 975 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (2010) or the municipal advisor registration rules issued by the Securities and Exchange Commission, or (2) advising Owner, or any municipal entity or other person or entity, regarding municipal financial products or the issuance of municipal securities, including advice with respect to the structure, timing, terms, or other similar matters concerning such products or issuances. N. While at the Site, Engineer, its Consultants, and their employees and representatives shall comply with the applicable requirements of Contractor's and Owner's safety programs of which Engineer has been informed in writing. 6.02 Design Without Construction Phase Services A. Engineer shall be responsible only for those Construction Phase services expressly required of Engineer in Exhibit A, Paragraph A1.05. With the exception of such expressly required services, Engineer shall have no design, Shop Drawing review, or other obligations during construction, and Owner assumes all responsibility for the application EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 6 and interpretation of the Construction Contract Documents, review and response to Contractor claims, Construction Contract administration, processing of Change Orders and submittals, revisions to the Construction Contract Documents during construction, construction observation and review, review of Contractor’s payment applications, and all other necessary Construction Phase administrative, engineering, and professional services. Owner waives all claims against the Engineer that may be connected in any way to Construction Phase administrative, engineering, or professional services except for those services that are expressly required of Engineer in Exhibit A. 6.03 Use of Documents A. All Documents are instruments of service, and Engineer shall retain an ownership and property interest therein (including the copyright and the right of reuse at the discretion of the Engineer) whether or not the Project is completed. B. If Engineer is required to prepare or furnish Drawings or Specifications under this Agreement, Engineer shall deliver to Owner at least one original printed record version of such Drawings and Specifications, signed and sealed according to applicable Laws and Regulations. C. Owner may make and retain copies of Documents for information and reference in connection with the use of the Documents on the Project. Engineer grants Owner 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 due and owing 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. D. If Engineer at Owner’s request verifies the suitability of the Documents, completes them, or adapts them for extensions of the Project or for any other purpose, then Owner shall compensate Engineer at rates or in an amount to be agreed upon by Owner and Engineer. 6.04 Electronic Transmittals A. Owner and Engineer may transmit, and shall accept, Project-related correspondence, Documents, text, data, drawings, information, and graphics, in electronic media or digital format, either directly, or through access to a secure Project website, in accordance with a mutually agreeable protocol. EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 7 B. If this Agreement does not establish protocols for electronic or digital transmittals, then Owner and Engineer shall jointly develop such protocols. C. When transmitting items in electronic media or digital format, the transmitting party makes no representations as to long term compatibility, usability, or readability of the items resulting from the recipient’s use of software application packages, operating systems, or computer hardware differing from those used in the drafting or transmittal of the items, or from those established in applicable transmittal protocols. 6.05 Insurance A. Engineer shall procure and maintain insurance as set forth in Exhibit G. Engineer shall cause Owner to be listed as an additional insured on any applicable general liability insurance policy carried by Engineer. B. Owner shall procure and maintain insurance as set forth in Exhibit G. Owner shall cause Engineer and its Consultants to be listed as additional insureds on any general liability policies carried by Owner, which are applicable to the Project. C. Owner shall require Contractor to purchase and maintain policies of insurance covering workers' compensation, general liability, motor vehicle damage and injuries, and other insurance necessary to protect Owner's and Engineer's interests in the Project. Owner shall require Contractor to cause Engineer and its Consultants to be listed as additional insureds with respect to such liability insurance purchased and maintained by Contractor for the Project. D. Owner and Engineer shall each deliver to the Owner other certificates of insurance evidencing the coverages indicated in Exhibit G. Such certificates shall be furnished prior to commencement of Engineer’s services and at renewals thereafter during the life of the Agreement. E. All policies of property insurance relating to the Project, including but not limited to any builder’s risk policy, shall allow for waiver of subrogation rights and contain provisions to the effect that in the event of payment of any loss or damage the insurers will have no rights of recovery against any insured thereunder or against Engineer or its Consultants. Owner and Engineer waive all rights against each other, Contractor, the Consultants, and the respective officers, directors, members, partners, employees, agents, consultants, and subcontractors of each and any of them, for all losses and damages caused by, arising out of, or resulting from any of the perils or causes of loss covered by any builder’s risk policy and any other property insurance relating to the Project. Owner and Engineer shall take appropriate measures in other Project-related contracts to secure waivers of rights consistent with those set forth in this paragraph. F. All policies of insurance shall contain a provision or endorsement that the coverage afforded will not be canceled or reduced in limits by endorsement, and that renewal will not be refused, until at least 10 days prior written notice has been given to the primary insured. Upon receipt of such notice, the receiving party shall promptly forward a copy of the notice to the other party to this Agreement. EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 8 G. At any time, Owner may request that Engineer or its Consultants, at Owner’s sole expense, provide additional insurance coverage, increased limits, or revised deductibles that are more protective than those specified in Exhibit G. If so requested by Owner, and if commercially available, Engineer shall obtain and shall require its Consultants to obtain such additional insurance coverage, different limits, or revised deductibles for such periods of time as requested by Owner, and Exhibit G will be supplemented to incorporate these requirements. 6.06 Suspension and Termination A. Suspension: 1. By Owner: Owner may suspend the Project for up to 90 days upon seven days written notice to Engineer. 2. By Engineer: Engineer may, after giving seven days written notice to Owner, suspend services under this Agreement if Owner has failed to pay Engineer for invoiced services and expenses, as set forth in Paragraph 4.02.B, or in response to the presence of Constituents of Concern at the Site, as set forth in Paragraph 6.10.D. B. Termination: The obligation to provide further services 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 party to perform in accordance with the terms hereof through no fault of the terminating party. 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 or suspended for more than 90 days for reasons beyond Engineer’s control, or as the result of the presence at the Site of undisclosed Constituents of Concern, as set forth in Paragraph 6.10.D. 3) Engineer shall have no liability to Owner on account of such termination. c. Notwithstanding the foregoing, this Agreement will not terminate under Paragraph 6.06.B.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 thereof; 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, EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 9 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 notice from Owner. C. Effective Date of Termination: The terminating party under Paragraph 6.06.B may set the effective date of termination at a time up to 30 days later than otherwise provided to allow Engineer to demobilize personnel and equipment from the Site, to complete tasks whose value would otherwise be lost, to prepare notes as to the status of completed and uncompleted tasks, and to assemble Project materials in orderly files. D. Payments Upon Termination: 1. In the event of any termination under Paragraph 6.06, 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. Upon making such payment, Owner shall have the limited right to the use of Documents, at Owner’s sole risk, subject to the provisions of Paragraph 6.03. 2. In the event of termination by Owner for convenience or by Engineer for cause, Engineer shall be entitled, in addition to invoicing for those items identified in Paragraph 6.06.D.1, to invoice Owner and receive payment of a reasonable amount for services and expenses directly attributable to termination, both before and after the effective date of termination, such as reassignment of personnel, costs of terminating contracts with Engineer’s Consultants, and other related close-out costs, using methods and rates for Additional Services as set forth in Exhibit C. 6.07 Controlling Law A. This Agreement is to be governed by the Laws and Regulations of the state in which the Project is located. [Note to User: If necessary, modify this provision to identify a specific controlling jurisdiction if other than the state where the Project is located; if multiple states are involved; or to identify controlling jurisdictions other than a state, such as a U.S. territory, commonwealth, or tribal jurisdiction/domestic dependent nation.] 6.08 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 6.08.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, money that is due or may become due) in this EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 10 Agreement without the written consent of the other party, except to the extent that any assignment, subletting, or transfer is mandated 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 in this Agreement: 1. Nothing in this Agreement shall be construed to create, impose, or give rise to any duty owed by Owner or Engineer to any Constructor, other third-party individual or entity, or to any surety for or employee of any of them. 2. 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. 3. Owner agrees that the substance of the provisions of this Paragraph 6.08.C shall appear in the Construction Contract Documents. 6.09 Dispute Resolution A. Owner and Engineer agree to negotiate all disputes between them in good faith for a period of 30 days from the date of notice prior to invoking the procedures of Exhibit H or other provisions of this Agreement, or exercising their rights at law. B. If the parties fail to resolve a dispute through negotiation under Paragraph 6.09.A, then either or both may invoke the procedures of Exhibit H. If Exhibit H is not included, or if no dispute resolution method is specified in Exhibit H, then the parties may exercise their rights at law. 6.10 Environmental Condition of Site A. Owner represents to Engineer that as of the Effective Date to the best of Owner’s knowledge no Constituents of Concern, other than those disclosed in writing to Engineer, exist at or adjacent to the Site. B. If Engineer encounters or learns of an undisclosed Constituent of Concern at the Site, then Engineer shall notify (1) Owner and (2) appropriate governmental officials if Engineer reasonably concludes that doing so is required by applicable Laws or Regulations. C. It is acknowledged by both parties that Engineer’s scope of services does not include any services related to unknown or undisclosed Constituents of Concern. If Engineer or any other party encounters, uncovers, or reveals an undisclosed Constituent of Concern, then Owner shall promptly determine whether to retain a qualified expert to evaluate such condition or take any necessary corrective action. D. If investigative or remedial action, or other professional services, are necessary with respect to undisclosed Constituents of Concern, or if investigative or remedial action beyond that reasonably contemplated is needed to address a disclosed or known Constituent of Concern, then 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 such portion of the Project is no longer affected. EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 11 E. If the presence at the Site of undisclosed Constituents of Concern adversely affects the performance of Engineer’s services under this Agreement, then the Engineer shall have the option of (1) accepting an equitable adjustment in its compensation or in the time of completion, or both; or (2) terminating this Agreement for cause on seven days notice. F. Owner acknowledges that Engineer is performing professional services for Owner and that Engineer is not and shall not be required to become an "owner," “arranger,” “operator,” “generator,” or “transporter” of hazardous substances, as defined in the Comprehensive Environmental Response, Compensation, and Liability Act (CERCLA), as amended, which are or may be encountered at or near the Site in connection with Engineer’s activities under this Agreement. 6.11 Indemnification and Mutual Waiver A. Indemnification by Engineer: To the fullest extent permitted by Laws and Regulations, Engineer shall indemnify and hold harmless Owner, and Owner’s officers, directors, members, partners, agents, consultants, and employees, from losses, damages, and judgments (including reasonable consultants’ and attorneys’ fees and expenses) arising from third-party claims or actions relating to the Project, provided that any such claim, action, loss, damages, or judgment is attributable to bodily injury, sickness, disease, or death, or to injury to or destruction of tangible property (other than the Work itself), including the loss of use resulting therefrom, but only to the extent caused by any negligent act or omission of Engineer or Engineer’s officers, directors, members, partners, agents, employees, or Consultants. This indemnification provision is subject to and limited by the provisions, if any, agreed to by Owner and Engineer in Exhibit I, “Limitations of Liability." B. Indemnification by Owner: Owner shall indemnify and hold harmless Engineer and its officers, directors, members, partners, agents, employees, and Consultants as required by Laws and Regulations and to the extent (if any) required in Exhibit I, “Limitations of Liability.” C. Environmental Indemnification: To the fullest extent permitted by Laws and Regulations, Owner shall indemnify and hold harmless Engineer and its officers, directors, members, partners, agents, employees, and Consultants from all claims, costs, losses, damages, actions, and judgments (including reasonable consultants’ and attorneys fees and expenses) caused by, arising out of, relating to, or resulting from a Constituent of Concern at, on, or under the Site, provided that (1) any such claim, cost, loss, damages, action, or judgment is attributable to bodily injury, sickness, disease, or death, or to injury to or destruction of tangible property (other than the Work itself), including the loss of use resulting therefrom, and (2) nothing in this paragraph shall obligate Owner to indemnify any individual or entity from and against the consequences of that individual's or entity's own negligence or willful misconduct. D. No Defense Obligation: The indemnification commitments in this Agreement do not include a defense obligation by the indemnitor unless such obligation is expressly stated. E. Percentage Share of Negligence: To the fullest extent permitted by Laws and Regulations, a party’s total liability to the other party and anyone claiming by, through, or under the EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 12 other party for any cost, loss, or damages caused in part by the negligence of the party and in part by the negligence of the other party or any other negligent entity or individual, shall not exceed the percentage share that the party’s negligence bears to the total negligence of Owner, Engineer, and all other negligent entities and individuals. F. Mutual Waiver: To the fullest extent permitted by Laws and Regulations, Owner and Engineer waive against each other, and the other’s employees, officers, directors, members, 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 this Agreement or the Project, from any cause or causes. 6.12 Records Retention A. Engineer shall maintain on file in legible form, for a period of five years following completion or termination of its services, all Documents, records (including cost records), and design calculations related to Engineer’s services or pertinent to Engineer’s performance under this Agreement. Upon Owner’s request, Engineer shall provide a copy of any such item to Owner at cost. 6.13 Miscellaneous Provisions A. Notices: Any notice required under this Agreement will be in writing, addressed to the appropriate party at its address on the signature page and given personally, by registered or certified mail postage prepaid, or by a commercial courier service. All notices shall be effective upon the date of receipt. B. Survival: All express representations, waivers, indemnifications, and limitations of liability included in this Agreement will survive its completion or termination for any reason. C. Severability: Any provision or part of the Agreement held to be void or unenforceable under any Laws or Regulations shall be deemed stricken, and all remaining provisions shall continue to be valid and binding upon Owner and Engineer, which agree that the Agreement shall be reformed to replace such stricken provision or part thereof with a valid and enforceable provision that comes as close as possible to expressing the intention of the stricken provision. D. Waiver: A party’s non-enforcement of any provision shall not constitute a waiver of that provision, nor shall it affect the enforceability of that provision or of the remainder of this Agreement. E. Accrual of Claims: To the fullest extent permitted by Laws and Regulations, all causes of action arising under this Agreement shall be deemed to have accrued, and all statutory periods of limitation shall commence, no later than the date of Substantial Completion. EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 13 ARTICLE 7 – DEFINITIONS 7.01 Defined Terms A. Wherever used in this Agreement (including the Exhibits hereto) terms (including the singular and plural forms) printed with initial capital letters have the meanings indicated in the text above, in the exhibits, or in the following definitions: 1. Addenda—Written or graphic instruments issued prior to the opening of bids which clarify, correct, or change the bidding requirements or the proposed Construction Contract Documents. 2. Additional Services—The services to be performed for or furnished to Owner by Engineer in accordance with Part 2 of Exhibit A of this Agreement. 3. Agreement—This written contract for professional services between Owner and Engineer, including all exhibits identified in Paragraph 8.01 and any duly executed amendments. 4. Application for Payment—The form acceptable to Engineer which is to be used by Contractor during the course of the Work in requesting progress or final payments and which is to be accompanied by such supporting documentation as is required by the Construction Contract. 5. Basic Services—The services to be performed for or furnished to Owner by Engineer in accordance with Part 1 of Exhibit A of this Agreement. 6. Change Order—A document which is signed by Contractor and Owner and authorizes an addition, deletion, or revision in the Work or an adjustment in the Construction Contract Price or the Construction Contract Times, or other revision to the Construction Contract, issued on or after the effective date of the Construction Contract. 7. Change Proposal—A written request by Contractor, duly submitted in compliance with the procedural requirements set forth in the Construction Contract, seeking an adjustment in Construction Contract Price or Construction Contract Times, or both; contesting an initial decision by Engineer concerning the requirements of the Construction Contract Documents or the acceptability of Work under the Construction Contract Documents; challenging a set-off against payments due; or seeking other relief with respect to the terms of the Construction Contract. 8. Constituent of Concern—Asbestos, petroleum, radioactive material, polychlorinated biphenyls (PCBs), hazardous waste, and any substance, product, waste, or other material of any nature whatsoever that is or becomes listed, regulated, or addressed pursuant to (a) the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. §§9601 et seq. (“CERCLA”); (b) the Hazardous Materials Transportation Act, 49 U.S.C. §§5501 et seq.; (c) the Resource Conservation and Recovery Act, 42 U.S.C. §§6901 et seq. (“RCRA”); (d) the Toxic Substances Control Act, 15 U.S.C. §§2601 et seq.; (e) the Clean Water Act, 33 U.S.C. §§1251 et seq.; (f) the Clean Air Act, 42 U.S.C. §§7401 et seq.; or (g) any other federal, State, or local statute, law, rule, regulation, ordinance, EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 14 resolution, code, order, or decree regulating, relating to, or imposing liability or standards of conduct concerning, any hazardous, toxic, or dangerous waste, substance, or material. 9. Construction Contract—The entire and integrated written contract between the Owner and Contractor concerning the Work. 10. Construction Contract Documents—Those items designated as “Contract Documents” in the Construction Contract, and which together comprise the Construction Contract. 11. Construction Contract Price—The money that Owner has agreed to pay Contractor for completion of the Work in accordance with the Construction Contract Documents. 12. Construction Contract Times—The number of days or the dates by which Contractor shall: (a) achieve milestones, if any, in the Construction Contract; (b) achieve Substantial Completion; and (c) complete the Work. 13. Construction Cost—The cost to Owner of the construction of those portions of the entire Project designed or specified by or for Engineer under this Agreement, including construction labor, services, materials, equipment, insurance, and bonding costs, and allowances for contingencies. Construction Cost does not include costs of services of Engineer or other design professionals and consultants; cost of land or rights-of-way, or compensation for damages to property; Owner’s costs for legal, accounting, insurance counseling, or auditing services; interest or financing charges incurred in connection with the Project; or the cost of other services to be provided by others to Owner. Construction Cost is one of the items comprising Total Project Costs. 14. Constructor—Any person or entity (not including the Engineer, its employees, agents, representatives, and Consultants), performing or supporting construction activities relating to the Project, including but not limited to Contractors, Subcontractors, Suppliers, Owner’s work forces, utility companies, other contractors, construction managers, testing firms, shippers, and truckers, and the employees, agents, and representatives of any or all of them. 15. Consultants—Individuals or entities having a contract with Engineer to furnish services with respect to this Project as Engineer’s independent professional associates and consultants; subcontractors; or vendors. 16. Contractor—The entity or individual with which Owner enters into a Construction Contract. 17. Documents—Data, reports, Drawings, Specifications, Record Drawings, building information models, civil integrated management models, and other deliverables, whether in printed or electronic format, provided or furnished in appropriate phases by Engineer to Owner pursuant to this Agreement. 18. Drawings—That part of the Construction Contract Documents that graphically shows the scope, extent, and character of the Work to be performed by Contractor. EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 15 19. Effective Date—The date indicated in this Agreement on which it becomes effective, but if no such date is indicated, the date on which this Agreement is signed and delivered by the last of the parties to sign and deliver. 20. Engineer—The individual or entity named as such in this Agreement. 21. Field Order—A written order issued by Engineer which requires minor changes in the Work but does not change the Construction Contract Price or the Construction Contract Times. 22. Laws and Regulations; Laws or Regulations—Any and all applicable laws, statutes, rules, regulations, ordinances, codes, and orders of any and all governmental bodies, agencies, authorities, and courts having jurisdiction. 23. Owner—The individual or entity named as such in this Agreement and for which Engineer's services are to be performed. Unless indicated otherwise, this is the same individual or entity that will enter into any Construction Contracts concerning the Project. 24. Project—The total undertaking to be accomplished for Owner by engineers, contractors, and others, including planning, study, design, construction, testing, commissioning, and start-up, and of which the services to be performed or furnished by Engineer under this Agreement are a part. 25. Record Drawings—Drawings depicting the completed Project, or a specific portion of the completed Project, prepared by Engineer as an Additional Service and based on Contractor's record copy of all Drawings, Specifications, Addenda, Change Orders, Work Change Directives, Field Orders, and written interpretations and clarifications, as delivered to Engineer and annotated by Contractor to show changes made during construction. 26. Reimbursable Expenses—The expenses incurred directly by Engineer in connection with the performing or furnishing of Basic Services and Additional Services for the Project. 27. Resident Project Representative—The authorized representative of Engineer assigned to assist Engineer at the Site during the Construction Phase. As used herein, the term Resident Project Representative or "RPR" includes any assistants or field staff of Resident Project Representative. The duties and responsibilities of the Resident Project Representative, if any, are as set forth in Exhibit D. 28. Samples—Physical examples of materials, equipment, or workmanship that are representative of some portion of the Work and that establish the standards by which such portion of the Work will be judged. 29. Shop Drawings—All drawings, diagrams, illustrations, schedules, and other data or information that are specifically prepared or assembled by or for Contractor and submitted by Contractor to illustrate some portion of the Work. Shop Drawings, whether approved or not, are not Drawings and are not Construction Contract Documents. EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 16 30. Site—Lands or areas to be indicated in the Construction Contract Documents as being furnished by Owner upon which the Work is to be performed, including rights-of-way and easements, and such other lands furnished by Owner which are designated for the use of Contractor. 31. Specifications—The part of the Construction Contract Documents that consists of written requirements for materials, equipment, systems, standards, and workmanship as applied to the Work, and certain administrative requirements and procedural matters applicable to the Work. 32. Subcontractor—An individual or entity having a direct contract with Contractor or with any other Subcontractor for the performance of a part of the Work. 33. Substantial Completion—The time at which the Work (or a specified part thereof) has progressed to the point where, in the opinion of Engineer, the Work (or a specified part thereof) is sufficiently complete, in accordance with the Construction Contract Documents, so that the Work (or a specified part thereof) can be utilized for the purposes for which it is intended. The terms “substantially complete” and “substantially completed” as applied to all or part of the Work refer to Substantial Completion thereof. 34. Supplier—A manufacturer, fabricator, supplier, distributor, materialman, or vendor having a direct contract with Contractor or with any Subcontractor to furnish materials or equipment to be incorporated in the Work by Contractor or a Subcontractor. 35. Total Project Costs—The total cost of planning, studying, designing, constructing, testing, commissioning, and start-up of the Project, including Construction Cost and all other Project labor, services, materials, equipment, insurance, and bonding costs, allowances for contingencies, and the total costs of services of Engineer or other design professionals and consultants, together with such other Project-related costs that Owner furnishes for inclusion, including but not limited to cost of land, rights-of-way, compensation for damages to properties, Owner’s costs for legal, accounting, insurance counseling, and auditing services, interest and financing charges incurred in connection with the Project, and the cost of other services to be provided by others to Owner. 36. Work—The entire construction or the various separately identifiable parts thereof required to be provided under the Construction Contract Documents. Work includes and is the result of performing or providing all labor, services, and documentation necessary to produce such construction; furnishing, installing, and incorporating all materials and equipment into such construction; and may include related services such as testing, start-up, and commissioning, all as required by the Construction Contract Documents. 37. Work Change Directive—A written directive to Contractor issued on or after the effective date of the Construction Contract, signed by Owner and recommended by Engineer, ordering an addition, deletion, or revision in the Work. B. Day: EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 17 1. The word “day” means a calendar day of 24 hours measured from midnight to the next midnight. ARTICLE 8 – EXHIBITS AND SPECIAL PROVISIONS 8.01 Exhibits Included: A. Exhibit A, Engineer’s Services. B. Exhibit B, Owner’s Responsibilities. C. Exhibit C, Payments to Engineer for Services and Reimbursable Expenses. D. Exhibit D, Duties, Responsibilities and Limitations of Authority of Resident Project Representative. NOT INCLUDED E. Exhibit E, Notice of Acceptability of Work. NOT INCLUDED F. Exhibit F, Construction Cost Limit. NOT INCLUDED G. Exhibit G, Insurance. H. Exhibit H, Dispute Resolution. NOT INCLUDED I. Exhibit I, Limitations of Liability. J. Exhibit J, Special Provisions. NOT INCLUDED K. Exhibit K, Amendment to Owner-Engineer Agreement. NOT INCLUDED [NOTE TO USER: If an exhibit is not to be included in the specific agreement, indicate "not used " after that exhibit in the list above.] 8.02 Total Agreement A. This Agreement, (together with the exhibits included above) 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 written instrument duly executed by both parties. Amendments should be based whenever possible on the format of Exhibit K to this Agreement. 8.03 Designated Representatives A. With the execution of this Agreement, Engineer and Owner shall designate specific individuals to act as Engineer’s and Owner’s representatives with respect to the services to be performed or furnished by Engineer and responsibilities of Owner under this Agreement. Such an individual shall have authority to transmit instructions, receive information, and render decisions relative to this Agreement on behalf of the respective party whom the individual represents. EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 18 8.04 Engineer's Certifications A. Engineer certifies that it has not engaged in corrupt, fraudulent, or coercive practices in competing for or in executing the Agreement. For the purposes of this Paragraph 8.04: 1. "corrupt practice" means the offering, giving, receiving, or soliciting of any thing of value likely to influence the action of a public official in the selection process or in the Agreement execution; 2. "fraudulent practice" means an intentional misrepresentation of facts made (a) to influence the selection process or the execution of the Agreement to the detriment of Owner, or (b) to deprive Owner of the benefits of free and open competition; 3. "coercive practice" means harming or threatening to harm, directly or indirectly, persons or their property to influence their participation in the selection process or affect the execution of the Agreement. November 12, 2024 Stantec Consulting Services Inc. 1 of 16 TO1 – Randolph-Sampson RTB PER Exhibit A - Engineering Services for Randolph-Sampson Retention Treatment Basin Introduction The City of South Bend (“CITY”) is implementing its combined sewer overflow (CSO) Long Term Control Plan (LTCP) under a Federal Consent Decree (effective August 2021). The CITY has requested Stantec Consulting Services Inc. (“STANTEC”) perform engineering services to implement the improvements associated with the Randolph-Sampson Retention Treatment Basin (RTB) and the CSO 022 regulator. The engineering services will include preparing a Preliminary Engineering Report (PER), preliminary and final design materials, and bidding documents. STANTEC will also provide engineering services during bidding, construction, commissioning, and start-up of the project elements. The proposed improvements in the LTCP associated with the Randolph-Sampson RTB and CSO 022 include the following project elements as described in “Table-1 CSO Control Measures Description, Design Criteria, Performance Criteria and Implementation Schedule” of Appendix A of the Consent Decree: Project Description, Design Criteria1, and Performance Criteria4 Start Date2 End Date3 Randolph-Sampson RTB and Site Piping Below grade retention treatment basin and pumping station with provisions for screening, disinfection/ dechlorination of overflow. Minimum storage volume of 4.7 million gallons. 01/2025 12/2029 Throttle Control at CSO 022 Actively controlled sluice gate on capture throttle to prevent overflows at CSO 48 near River Crossing #1 01/2025 12/2029 Regulator/Throttle Improvements Upstream of East Race Modifications to reguators/throttles at CSOs 014, 018, 021, 040 01/2025 12/2029 Randolph-Sampson RTB and Site Piping 90" diameter inlet and outlet sewers for Randolph- Sampson RTB 07/2025 12/2029 Regulator Modifications for Randolph-Sampson RTB Modification to regulator at CSO 022 02/2026 12/2029 Footnote: 1 Each measure shall be designed in accordance with the specifications in this Table-1 and shall also be designed to ensure achievement of the Performance Criteria specified below in footnote 4 to this Table-1 (including designing the equalization basin and RTBs with capacities larger than the minimum specifications, if necessary to achieve the Performance Criteria). Sections XX and XXI of the Consent Decree do not apply with respect to the descriptions and Design Criteria in this Table-1. 2 "Start Date" shall mean the date that South Bend has an engineer under contract to design the initial facility within the relevant grouping. 3"End Date" shall mean the date that construction is completed on all facilities within the relevant grouping, and they are operating as designed. Stantec Consulting Services Inc. 2 of 16 TO1 – Randolph-Sampson RTB PER 4 There are two types of Performance Criteria for the CSO Control Measures in Table-1. The first, called the “Typical Year Performance Criteria,” are that, for the Typical Year (1992) of precipitation as determined utilizing South Bend’s Collection System Model in accordance with Section 2 of this LTCP, (1) there shall be no more than 9 CSO Discharges from the Brownfield Park RTB, the Memorial Park RTB, and the Randolph Sampson RTB; and (2) there shall be no more than 3 Overflow Events involving CSO Discharges from any of South Bend’s other CSO Outfalls (i.e., all CSO Outfalls other than the RTBs) and no more than a total of 800,000 gallons discharged from those other CSO Outfalls. The second, called the “RTB Treatment Performance Criteria,” are that all CSO Discharges from the any of the RTBs during the months that recreational criteria are in effect under Indiana’s water quality standards shall meet an E. Coli daily maximum effluent limitation of 235 colony forming units per 100 milliliters and shall comply with any residual chlorine effluent limits applicable to such discharges contained in South Bend's NPDES Permits. For E. Coli, the "daily maximum" for each discharge point shall be the geometric mean of all E. Coli amounts found in all samples collected on any day from the discharge point that a CSO Discharge occurs. In accordance with Section XXII of the Consent Decree, South Bend may seek changes to the Performance Criteria for E. coli. This agreement defines the scope of services associated with the preparation of a PER to meet the LTCP requirements for the above improvements. Analysis for the regulator/throttle improvements upstream of the East Race will focus on identification of key hydraulic design criteria and will not include site investigations or engineering design. The scope for preliminary and final design of the improvements listed above as well as subsequent services during bidding and construction will be defined in future amendments to this agreement. Scope of Services Task 1 - Project Management Subtask 1.1- Project Administration STANTEC will follow its internal Project Management Framework to manage, monitor and deliver the project. This consists of developing an internal Project Execution Plan (including a Quality Management Plan), reviewing and monitoring schedule and budget, and preparing monthly status reports and invoices for the CITY over the duration of this task order. STANTEC shall notify the CITY of changes to the project scope and schedule and document any variations in a change log. The change log will be reviewed with the CITY monthly for concurrence and STANTEC shall not perform additional services without the CITY’s written authorization. If changes to the project are determined to require additional services, STANTEC shall prepare and submit a scope and budget amendment for CITY approval prior to proceeding with the additional services. Subtask 1.2- Project Meetings STANTEC will facilitate and attend meetings as required by the CITY. It is assumed that the following meetings will be conducted during the PER phase of the project: • Project Kick-off Meeting: At the kickoff meeting, the group will discuss the scope and objectives of the project, introduce the key project team members and their roles and responsibilities, review the project schedule and milestones, introduce the project risk register, discuss how the team will engage stakeholders during the development of the work, review project management and communications protocols, and identify key issues and concerns. For budgetary purposes, it is assumed this meeting and a subsequent field visit to the project site Stantec Consulting Services Inc. 3 of 16 TO1 – Randolph-Sampson RTB PER and surrounding areas will be eight (8) hours in duration. Up to six (6) STANTEC team members will attend the meeting and field visit in person in the City of South Bend. Up to three (3) additional STANTEC team members will attend the meeting via Microsoft Teams. Assume two (2) hours are needed for each team member to prepare for the meeting and three (3) hours for one (1) STANTEC staff member to prepare the meeting notes. • Monthly Progress Meetings: STANTEC’s Project Manager (PM), Project Technical Leader (PTL), and Project Director shall attend the monthly progress meetings in the City of South Bend. When appropriate, other STANTEC and subconsultant staff members will attend the meeting virtually via Microsoft Teams. Up to eight (8) monthly meetings will be conducted during the PER phase to provide an update on project progress, discuss and resolve significant issues, review and update the risk register, review the change log (if any), and identify action items. At every other progress meeting, time will be dedicated to high-level review of the project and discussion of value engineering opportunities. It is assumed each monthly progress meeting will be three (3) hours in duration. Assume two (2) hours are needed for each team member to prepare for the meeting and two (2) hours for one (1) STANTEC team member to prepare the meeting notes. • As-needed Teams Meetings: Additional virtual meetings may be necessary to discuss items that need immediate attention by the CITY and the project team. For budgetary purposes, it is assumed one (1) meeting will be conducted each month (total 8 meetings during the PER phase) in addition to the monthly progress meetings. Up to five (5) STANTEC team will attend each meeting. It is assumed each meeting will be two (2) hours in duration. Assume one (1) hour is needed for each team member to prepare for the meeting and one (1) hour for one (1) staff member to prepare the meeting notes. • Design Team Inter-Discipline Coordination Meetings: The STANTEC team will conduct internal inter-discipline coordination Teams meetings to discuss, review and coordinate technical issues and action items. Group meetings will generally be conducted on a bi-weekly basis, but additional meetings may be conducted as needed. For budgetary purposes, it is assumed that 20 meetings will be conducted during the PER phase. The meetings will be attended by STANTEC PM, DM, discipline leads. A total of up to eight (8) STANTEC team members will attend each meeting. It is assumed each meeting will be one (1) hour in duration. • Draft PER Review Workshop: Two (2) weeks after the draft PER is submitted to the CITY, a workshop will be conducted to discuss CITY review comments. It is assumed the workshop will be four (4) hours in duration. Up to four (4) STANTEC staff members will attend the meeting in person in the City of South Bend. Up to eight (8) additional STANTEC team members will attend the meeting via Microsoft Teams. Assume two (2) hours are needed for each team member to prepare for the workshop and three (3) hours for one (1) STANTEC staff member to prepare the workshop notes. Subtask 1.3- Quality Management STANTEC will perform quality assurance and quality control reviews of project deliverables. Discipline lead reviews and an independent review will be completed for each deliverable prior to submission to the CITY. Stantec Consulting Services Inc. 4 of 16 TO1 – Randolph-Sampson RTB PER For each deliverable, the CITY will provide one round of written and verbal comments (at each deliverable review workshop) within two (2) weeks of receipt of deliverable. Timely receipt of review comments is critical to meeting the project milestones. STANTEC will provide written responses to the comments in a single compiled comment log. The actions from the comments will be incorporated into the subsequent deliverable. Subtask 1.4- Risk Management STANTEC will prepare and maintain a risk register documenting factors that could impact the cost or schedule for completion of the overall project as well as mitigation measures for potential high-impact risks. The risk register will be reviewed during an early monthly progress meeting and changes to the register reviewed during subsequent progress meetings. Deliverables for Task 1 (All deliverables will be submitted via email in PDF format unless otherwise noted): • Meeting agenda distributed two (2) business days before the meeting. • Meeting presentation and/or other documents shared during the meeting. • Meeting notes submitted within five (5) business days after the meeting. • Risk register and updates. Task 2 – Site Investigation STANTEC will conduct a program of site investigations to define existing conditions that could impact the design, permitting, and/or construction of the proposed retention treatment basin. Development of a clear understanding of site conditions is critical to the analysis of site layout options and development of an accurate and reliable PER. Subtask 2.1- Topographic, Utility and Property Survey STANTEC’s subconsultant will conduct a topographic, utility and property survey of the project area where anticipated construction activities will occur. The limit of the area to be surveyed is shown on the following page. For this phase of the work, survey of the Norfolk Southern Railroad right-of-way will be performed remotely so as to avoid the need for a right-of-entry permit from the railroad. Stantec Consulting Services Inc. 5 of 16 TO1 – Randolph-Sampson RTB PER The purpose of the survey is to provide an accurate understanding of the existing site conditions for the purpose of evaluating options for layout of the proposed facilities. The survey scope may be expanded during the final design phase (under a separate work authorization) based on the selected alternative. The survey data for the existing sewers, drains and CSO regulator structure (including weir elevations) will be integrated into the updated hydrologic and hydraulic (H&H) model (see Task 3). This scope assumes that the survey subconsultant will be obtaining the electronic base plat and descriptions from St. Joseph County. Subtask 2.2- Environmental and Cultural Resources Investigation STANTEC will conduct an initial assessment of potential environmental and cultural resources within the limits of the project site using available reference data (e.g., wetland inventory mapping, endangered species database, cultural and historical resources databases, etc.) and observations from an initial site visit. The assessment will consider potential wetland areas, potential habitat for endangered species, and potential sites of cultural or historical significance. If the assessment determines that wetland areas are present within the limits of the project site, STANTEC will delineate the limits of the wetlands. The delineation will include identification of the limits for forested wetlands, riverine wetlands, and bank limits. The delineation will be coordinated with site survey activities so that the wetland limits can be documented as necessary to support the development of a jurisdictional determination to be submitted to U.S. Army Corps of Engineers (USACE). Stantec Consulting Services Inc. 6 of 16 TO1 – Randolph-Sampson RTB PER If the initial assessment determines that supplemental investigations of resources other than wetlands are required, STANTEC will advise the CITY and prepare a scope and budget for the supplemental investigations. STANTEC will prepare a technical memorandum documenting the environmental and cultural resource investigations performed, the findings from the above investigations, any special permitting requirements likely to be triggered by environmental or cultural conditions within the site. This memo will be included as an attachment to the Preliminary Engineering Report (Task 6). If a USACE 404 permit, IDEM 401, or floodway permit is determined to be necessary for the project, preparation of the permit application will be included in the scope of the preliminary and final design amendment to this agreement. Subtask 2.3- Local Stormwater Drainage Evaluation The proposed site for the Randolph-Sampson RTB appears to be a stormwater detention facility. Considering that significant modifications are anticipated at the site, including potential for an above grade structure containing electrical equipment and chemical storage and feed facilities, it is critical to understand the existing stormwater drainage and flood control conditions upstream, downstream, and at the proposed RTB site. STANTEC will request from the CITY available design or historic performance information for the apparent stormwater detention facility. If an existing surface drainage model is available, STANTEC will review the model and use it to characterize drainage patterns impacting the site for a range of design storms. If there is no surface drainage model, STANTEC will modify the existing PC SWMM model of the CITY’s combined sewer system to for analysis of overland flow patterns for 10-, 25-, 50- and 100-year design storms under existing conditions. This site is located within a FEMA Zone A special flood hazard area. If the conceptual analysis identifies a need for a Letter of Map Amendment (LOMA), budget for preparation of the request for the LOMA will be included in the scope for preliminary and final design to be authorized in an amendment to this agreement. STANTEC will prepare a technical memorandum documenting the local stormwater drainage evaluation of the existing and proposed site conditions. The memorandum will be either incorporated into the PER or included as an attachment to the document. Subtask 2.4- Phase I Environmental Site Assessment A Phase I Environmental Site Assessment (ESA) for the Project site will be conducted in accordance with the All Appropriate Inquiries (AAI) Final Rule 40 CFR Part 312 for protection from environmental cleanup liability under the federal Comprehensive Environmental Response, Compensation and Liability Act (CERCLA), by adhering to guidance detailed in the ASTM International (ASTM) E1527-21 Standard Practice for Phase I Environmental Site Assessments: Phase I Environmental Site Assessment Process. The proposed Environmental Site Assessment (ESA) will be accomplished by, and limited to, the following: • A pre-assessment review (i.e., before the site visit, if practical) of available pertinent documents. This proposal serves as Stantec’s request to client to provide available documents which may Stantec Consulting Services Inc. 7 of 16 TO1 – Randolph-Sampson RTB PER help us better understand conditions at the Subject Property (e.g., reports of previous investigations or surveys, site maps and building plans, process flow diagrams, environmental permits, chemical and waste inventories, tenant lists for multiple-occupancy buildings or sites, and other available pertinent documents). • Review of environmental regulatory agency information, by conducting or obtaining a regulatory agency database search report for databases and minimum search distances specified by the ASTM protocol, and information requests and interviews with local governmental agencies, as warranted. Because additional addresses may exist, it is requested herein that known additional addresses be provided to Stantec to assist the governmental and regulatory search for data. • Review of historical use of the Subject Property and vicinity, including reasonably ascertainable historical aerial photographs, Fire Insurance maps, USGS topographic maps, and city directories. • Documentation of the physical setting of the Subject Property. • A site visit, including a visual evaluation of the adjoining properties from the property line, public right of way, or other vantage point. • Interviews with people knowledgeable about past and current site use and conditions (such as current owner, past owner, tenants or occupants, and User) to the extent possible. Stantec also requests contact information for the individuals identified. • Evaluation of the potential for Vapor Encroachment Condition (VEC) using ASTM E2600-22 as guidance for a Tier I Vapor Encroachment Screen (VES). • Review of ASTM “additional considerations” are not included in the scope of work but can be added at additional fee if requested. Common “additional considerations” may include, but are not limited to asbestos, lead-based paint, lead in drinking water, mold, wetlands, flood zones, regulatory compliance, cultural and historic resources, industrial hygiene, health and safety, ecological resources, endangered species, indoor air quality, high-voltage power lines, or other requested study. • This proposed Phase I ESA does not include any sampling or laboratory analysis. If sampling of suspected asbestos, lead-based paint, hazardous materials, or other sampling is required, the cost for these studies can be added at additional fee if requested. • The User of the Phase I report has some requirements per ASTM, such as reviewing land assessor data (via a Final Title Report, or specific searches) for environmental liens or Activity/Use Limitations (AULs). Stantec will review this data if provided by the client as part of the Phase I ESA. Our proposed fee does not include the cost to obtain an environmental lien and AUL search as part of the proposed Phase I Scope of work but can be included for additional fee if requested. • Where required, Freedom of Information ACT (FOIA) request(s) for a review of appropriate State and Federal environmental regulatory agency files will be submitted. However, the proposed project completion schedule may be such that the regulatory agencies will not be able to provide access to, or copies of, documents within their files within the specified timeframe. If FOIA information is received after submission of the final report, then Stantec will inform the Client if information affects the conclusions of the Phase I ESA. Because file sizes are unknown, additional charges may be requested by the agencies. Should additional fees be required due to the number and/or size of files, Stantec will notify the Client prior to obtaining the files from the agency. Stantec Consulting Services Inc. 8 of 16 TO1 – Randolph-Sampson RTB PER • Preparation and submittal of an electronic copy of an ASTM E1527 compliant report documenting the findings of the Phase I ESA. The report will include a summary of the Phase I ESA scope of work, assessment methods employed, opinion regarding the findings of the assessment, references, conclusions, and recommendations for additional study, if deemed appropriate. General figures of the Subject Property location and Subject Property plan will also be included. Text of the Phase I ESA report will initially be submitted as a draft for one round of review and comment. The draft report may be revised based upon comments made by client before submittal of the final report. The results of the Phase I ESA are stated as professional opinions regarding the condition of the Subject Property at the time of the assessment. The report has limitations and offers no guarantee that all possible environmental conditions will be recognized or discernible. The Phase I ESA report to be delivered by STANTEC will be for the sole use of the CITY. The report may not be relied upon by any other party without the express written consent of STANTEC, which may be withheld at Stantec’s discretion. Any such reliance to which Stantec consents will (1) contain a limitation of STANTEC’s liability which will be no greater than the lesser of $50,000 or the value of STANTEC’s fees for the Phase I ESA, and (2) only be granted pursuant to the conditions of STANTEC’s standard form reliance letter (i.e., STANTEC will not sign forms of reliance letter proposed by lenders or other third parties). If further investigation actions (i.e., Phase II ESA investigations) are recommended as part of the Phase I Report, scope and costs associated with further investigation will be defined in the future detailed design amendment as needed. Subtask 2.5- Initial Geotechnical Investigation Concurrent with initial site investigations and analysis of alternative layouts for the proposed facilities, STANTEC’s subconsultant will conduct an initial geotechnical investigation to provide a general understanding of the subsurface conditions that will impact development of preliminary foundation and structural design criteria. The initial program of geotechnical field investigations will include completion of two (2) soil borings to depths of up to 75 feet, and installation of a temporary groundwater piezometer at one of the boring locations. Samples collected during performance of the borings will be analyzed for physical and engineering characteristics. Results from the initial geotechnical investigations will be documented in a geotechnical data report that will be included as an appendix to the PER. Deliverables for Task 2 (All deliverables will be submitted via email in PDF format unless otherwise noted): • Survey basemap in AutoCAD Civil 3D 2023 version. • Technical Memorandum: Environmental and Cultural Resources Investigation. • Technical Memorandum: Local Stormwater Drainage Evaluation. • Phase I Environmental Site Assessment. • Initial Geotechnical Investigation Geotechnical Data Report Stantec Consulting Services Inc. 9 of 16 TO1 – Randolph-Sampson RTB PER Task 3 – Update and Validation of Hydrologic and Hydraulic Model During the development of the South Bend CSO LTCP, Cognitive Hydraulic Response System (CHRS) nodes were used to provide the typical year hydrograph inputs to the CSO 022 main interceptor at the regulator structure. CHRS inputs were developed using a proprietary regression algorithm based on historic data collected under the system conditions during the data collection period. It provided a simplified approach to simulating the system conditions for high-level planning purposes. For design of the RTB facility and associated hydraulic modifications, STANTEC will refine the existing H&H model to include the sanitary and combined sewer network in the service area represented by the CHRS node for more accurate simulation of the design flow conditions such as design storms and select historical events. Additional flow monitoring data will be collected to validate the refined H&H model. Subtask 3.1- Update of H&H Model STANTEC will expand the LTCP H&H model in PCSWMM by including the sanitary and combined sewer network in the CSO 022 drainage area currently represented by the CHRS node. The expanded model will include pipes 15 inches and larger. The pipe network information will be based on the latest GIS data provided by the CITY. The survey information collected under Subtask 2.1 for sewer in the vicinity of the proposed RTB site will also be integrated into the model. Subtask 3.2 – Analysis of Historic Flow Data (by others) Historic flow data gathered by the CITY through its network of sensors can provide valuable information regarding conditions in the existing combined sewer system during real-world rain events. To support design of the proposed Randolph-Sampson RTB, STANTEC requests that CITY have its consultant, Hydro- Digital, compile and analyze data collected over the last five years from existing rainfall, flow, and level sensors in the CSO 022 basin and provide results of the analysis to STANTEC. STANTEC will prepare and provide to the CITY a detailed scope of the analysis to be performed once services have been initiated. However, it is anticipated that the analyses will include tasks such as: • Analysis of historic rainfall and regulator level/flow data to identify up to twenty rain events for which consistent, reliable data are available, • Generation of time series plots of rainfall, level, and flow from the sensors for the selected rainfall events, • Evaluation of the time series data for trends, patterns, or changes in flow conditions associated with certain rainfall events, • Preparation of a technical memorandum summarizing observations from the analyses related to typical level and/or flow responses and evaluation of factors that may impact level and/or flow responses in the system, and • Submittal of digital files (Excel format) containing rainfall, level, and flow data for the analyzed storms. The technical memorandum and digital data files produced by Hydro-Digital under contract with the CITY will be provided to STANTEC for its use in RTB design analyses. The memorandum will be included as an attachment to the Preliminary Engineering Report. Stantec Consulting Services Inc. 10 of 16 TO1 – Randolph-Sampson RTB PER Subtask 3.3- Flow Monitoring Based on the updated H&H model, STANTEC will identify up to six (6) locations in the CSO 022 basin for installation of temporary flow monitors to collect data for model validation. Stantec will also identify locations for the installation of two (2) temporary rain gauges. The flow monitors are to be installed for four (4) months to provide for collection of data from mid-summer through fall. Flow data to be collected will include depth, velocity and flow rates in 5-minute increments organized in Excel format. Results from the flow monitoring program will be documented in a technical memorandum that includes information on the characteristics of the observed storm events as well as summary data, and level, velocity, and flow charts. STANTEC may terminate the flow monitoring program earlier if STANTEC determines sufficient data has been collected. STANTEC understands that the CITY may have staff and equipment available to conduct the proposed flow monitoring. However, for the purpose of this agreement, it is assumed that flow monitoring services will be provided by STANTEC’s subconsultant. If, based on discussions at the Kickoff Meeting or another early progress meeting, it is determined that the CITY can conduct the required flow monitoring, the cost for subconsultant flow monitoring will be eliminated from the project budget. Subtask 3.4 - H&H Model Calibration and Validation STANTEC will use results from the analysis of historic flow data and flow monitoring tasks to validate and confirm the reasonableness of the updated H&H model. Validation analyses will be performed for up to four (4) events selected to represent a range of potential operating conditions for the proposed RTB. Comparisons between the observed rainfall and flow data and model-predicted conditions will be documented in a technical memorandum along with observations regarding the use of the model for performance of RTB design analyses. Deliverables for Task 3 (All deliverables will be submitted via email in PDF format unless otherwise noted): • Technical Memorandum: Flow Monitoring Report and Data in Excel. • Technical Memorandum: H&H Model Update and Validation Report. Task 4 – Conceptual Design of Improvement Elements Under this task, alternatives for the proposed RTB and related improvements will be developed, evaluated, and selected to achieve the performance criteria defined in the LTCP Table-1. The schematic of the proposed Randolph-Sampson RTB included in the LTCP (shown below) will be used as a starting point for the evaluation but may be modified to consider new information from Tasks 2 and 3. Based on the evaluation, STANTEC will develop and document a conceptual design and related design criteria for the proposed RTB, prepare a Class 5 opinion of probable construction cost (OPCC) in accordance with Association for the Advancement of Cost Engineering (AACE) International guidelines, and generate estimates of annual operation and maintenance (O&M) costs for the facility. Stantec Consulting Services Inc. 11 of 16 TO1 – Randolph-Sampson RTB PER Subtask 4.1- Hydraulic Design The hydraulic design analysis for the improvements will determine the following key design criteria: • Flow diversion structure (overflow structure to RTB) hydraulic control approach and parameters. • RTB influent and effluent conduits/junction chamber size and configuration. • RTB storage size and flow/level control approach and parameters. • Recommended CSO 022 regulator hydraulic modifications. • Active monitoring and throttle control approach and setting to prevent overflows at CSO 48 near River Crossing #1. It is assumed this will include an active gate control and require connection to the City’s control system. As part of this scope, STANTEC will also define key hydraulic design criteria for the regulators/throttles upstream of the East Race at CSOs 014, 018, 021, 040. STANTEC will evaluate the alternatives using the updated H&H model against the LTCP “Typical Year Performance Criteria”, i.e., no more than 9 CSO Discharges during the typical year rainfall. Model simulations will also be conducted for the alternatives with up to three (3) design storms (1-year, 5-year and 10-year). The purpose of design storm simulation is to understand the hydraulic profiles in the system and assess the risk of undesirable surcharge conditions. Results of the hydraulic design analyses will be reviewed in a hydraulics workshop during which computational fluid dynamics (CFD) modeling specialists will review and comment on proposed hydraulic design criteria for the facilities at the Randolph Sampson site. Comments will be considered in Stantec Consulting Services Inc. 12 of 16 TO1 – Randolph-Sampson RTB PER the formulation of the recommended concept and used to define the scope for CFD modeling to be performed during subsequent phases of design (not part of this scope). STANTEC will work with the CITY to define RTB dewatering operation criteria including set points for initiation of dewatering operations, pumping flow range and control approach to empty the RTB in 24 to 72 hours, whichever criteria is determined to be required. The hydraulic design analyses will be documented in a Technical Memorandum and included in the PER as an appendix. Subtask 4.2- Screening and Floatables Control STANTEC will evaluate screening alternatives to reduce the amount of solids and floatables entering the RTB and protect the dewatering pumps. Both manually cleaned bar rack and mechanically cleaned screen systems will be evaluated for their applicability to this project. The preliminary clear spacing of the screen will be evaluated based on the hydraulic analysis and RTB dewatering pump requirement. Subtask 4.3- Solids Management STANTEC will evaluate alternatives for management of solids that will accumulate in the RTB during operation. The alternatives may include manual and automatic flushing systems and interior access for mechanical removal of the solids as well as provisions for conveyance of solids downstream via the CITY’s interceptor system or containerization of the solids at the RTB site. Requirements for confined space entry safety and RTB ventilation will be considered in the alternatives analysis. Subtask 4.4- Disinfection Process STANTEC will evaluate three disinfection technologies for meeting the design criteria established in the LTCP. Alternatives to be considered include sodium hypochlorite /sodium bisulfite (for dechlorination), peracetic acid (PAA), and ultraviolet (UV) light. If sodium hypochlorite or peracetic acid is selected as the disinfectant, STANTEC will coordinate with the CITY to conduct a bench-scale test to determine the chemical dose required to meet “RTB Treatment Performance Criteria,” in the Table-1 of the LTCP. The testing will be performed on the wet weather samples collected by the CITY from the 90” interceptor near the proposed diversion structure. The rainfall event that triggers the sampling will be determined during the hydraulic design of the RTB under Subtask 4.1. Three (3) sampling events will be conducted. The testing will include the following activities: • STANTEC will develop a testing plan and protocol for the CITY to review. • STANTEC will conduct a meeting with the CITY staff to discuss the testing plan and detailed logistics for sample collection, transport, and analysis. • The CITY will furnish all testing materials and equipment, collect wastewater samples, conduct the bench-scale tests, and provide laboratory analyses. • STANTEC will analyze the test data and develop a dose-performance curve which can be used in conjunction with the RTB size and flow to estimate the effluent E. coli count. Based on the chemical dose and analysis of flow (e.g., activation frequency, duration and flow of the RTB), STANTEC will develop the design criteria for chemical storage and feed facilities, including Stantec Consulting Services Inc. 13 of 16 TO1 – Randolph-Sampson RTB PER structural, architectural, building mechanical, electrical, and instrumentation and control (I&C) design criteria. Subtask 4.5- RTB Ventilation and Odor Control STANTEC will evaluate up to three (3) alternatives to provide ventilation and odor control for the RTB. Design criteria will be defined for the recommended approach. Subtask 4.6- Dewatering Pump Station STANTEC will evaluate up to three (3) options for the dewatering pump station required for the RTB (wet pit submersible, dry pit submersible, alternative configurations) STANTEC will obtain data from pump manufacturers for discussions with CITY staff related to pump capacity, operating range, and operation and maintenance considerations. STANTEC will evaluate constant speed pumps vs. variable frequency drive (VFD). STANTEC will develop a conceptual layout and design criteria for the electrical, instrumentation and control equipment associated with the required pumping system. STANTEC will coordinate with the CITY operation staff to review existing CITY standards, existing installed systems, and options for integration of monitoring and control with the CITY’s SCADA system. Subtask 4.7- RTB Layout and Construction Method Based on site constraints and hydraulic and process design needs, STANTEC will develop a conceptual layout of the RTB including depth, shape, dimensions, and interior configuration. STANTEC will evaluate three (3) construction methods for the RTB: • Conventional cast-in-place concrete structure. • Hybrid cast-in-place concrete structure which involves installing a permanent diaphragm wall or contiguous secant-pile wall as an excavation support system and groundwater cutoff; this wall would then be integrated into the tank as part of its foundation and exterior wall. • Prestressed concrete Water Tank such as AWWA D115 Tendon-Prestressed Concrete Tank such as the Dutchland® Tank. STANTEC will review the preliminary geotechnical data obtained from Subtask 2.4 and develop RTB structural design criteria. Requirements for additional geotechnical investigations to be performed under separate scope as part of detailed design will be identified. Subtask 4.8- Site Civil, Utilities and Landscape Design Using the conceptual layout developed in Subtask 4.7, STANTEC will define site design criteria for landscaping, grading, stormwater management, and utilities (water, sewer, force main, power, duct bank, fiber optic) to meet the CITY standards and anticipated stakeholder interest in modifications or improvements to the existing recreational space adjacent to the project site. The design criteria will be used to develop conceptual site civil drawings for the project site including a conceptual grading plan, a conceptual plan for utilities and street improvements, and a conceptual recreation and landscaping plan. Stantec Consulting Services Inc. 14 of 16 TO1 – Randolph-Sampson RTB PER Subtask 4.9- Opinion of Probable Construction Costs (OPCC) and O&M Costs During the evaluation of potential RTB layouts (Subtask 4.7), STANTEC will prepare Class 5 opinions of probable construction cost (OPCC) in accordance with Association for the Advancement of Cost Engineering (AACE) International guidelines for up to three (3) alternatives. The purpose of these estimates will be to provide cost data that can be used for comparing the various layouts. Estimated annual operation and maintenance costs will also be prepared for each of the three alternatives. Following identification of a recommended concept, the OPCC for that concept will be refined to provide a basis for budgeting for future design, construction, and operation of the improvement. Note: Any OPCC prepared by STANTEC, including evaluations of the CITY’s project budget, and/or funding, represent STANTEC’s best judgment as a design professional familiar with the construction industry. Unless and to the extent otherwise indicated by STANTEC, such opinions or evaluations are based on current market rates for labor, materials, and equipment. The CITY acknowledges that STANTEC has no control over the costs of said labor, materials, or equipment, construction contractor’s methods of determining bid prices, competitive bidding environments, unidentified field conditions, market conditions, hyper-inflationary or deflationary price cycles, or any other factors that may affect the OPCC, the project budget or negotiating conditions at the time of project execution. The CITY further acknowledges that the OPCC is a “snapshot” in time and that the reliability of the OPCC will degrade over time. Accordingly, STANTEC does not warrant or represent that construction bids or negotiated prices will not vary from the CITY’s project budget or STANTEC’s good faith OPCC. Deliverables for Task 4 (All deliverables will be submitted via email in PDF format): • Results from Task 4 evaluations will be incorporated into the PER. Task 5 – Project Implementation Following identification of a recommended conceptual plan for the proposed RTB, STANTEC will evaluate additional factors that may impact project implementation. Subtask 5.1- Land and Easement Requirements STANTEC will identify land acquisition and easement (temporary and permanent) requirements for construction of the project based on the recommended conceptual layout developed under Subtask 4.7. Subtask 5.2- Permitting Plan STANTEC will identify permits that are anticipated to be required to complete design, additional field investigations, and construction of the proposed RTB. Information gathered for each permit will include: • Permitting agency • Permit application requirements (including estimated fees) • Anticipated time for permit review • Activities dependent upon receipt of the permit Data gathered for the anticipated permits will be summarized in tabular form for inclusion in the PER and used to outline a permitting plan to be implemented during detailed design and construction. Stantec Consulting Services Inc. 15 of 16 TO1 – Randolph-Sampson RTB PER Subtask 5.3- Project Delivery Approach and Critical Path Project Schedule The CITY has expressed significant interest in the evaluation of potential alternative delivery methods for the Randolph-Sampson RTB project. Following the Kickoff Meeting, STANTEC will plan, schedule, and conduct a workshop session with CITY staff to review and discuss features, advantages, and challenges associated with delivery models including traditional design-bid-build, construction manager at-risk (CMAR) or Construction Manager/General Contractor (CM/GC), early contractor involvement under a guaranteed savings contract, or progressive design-build. The goal of the workshop will be to establish a common understanding of the relative differences between the various delivery models and the potential benefits that each may offer to the CITY in terms of project schedule and cost. During the evaluation of conceptual designs for the RTB project (Task 4), STANTEC will prepare a narrative summary describing the benefits, challenges, and anticipated impacts on overall schedule, budget, and risk related to completion of the project. A draft of the narrative will be reviewed with the CITY during a regular progress meeting. Based on that review, STANTEC will supplement the narrative to include a delivery model recommendation for the project and a critical path project schedule for the final recommended alternative. The narrative and schedule will be incorporated into the PER for the project. Subtask 5.4- Project Financing Approach STANTEC will provide technical support to the CITY for pursuit of State Revolving Fund loan support for this project through the Indiana Finance Authority (IFA). Specific activities to be completed as part of this task will include: • Preparation and submittal of an initial SRF Project Application (STANTEC will prepare Sections II and IV of the application and support City staff with preparation of the other sections) • Participation in one Project Planning Meeting with CITY and IFA staff • Review of the Preliminary Engineering Report (PER) outline and draft document to confirm effective presentation of the project and compliance with IDEM requirements. Deliverables for Task 5 (All deliverables will be submitted via email in PDF format): • Evaluations from Task 5 activities will be incorporated into the PER. Task 6 – Preliminary Engineering Report After completion of the initial site investigations included in Task 2, STANTEC will prepare an outline for the Preliminary Engineering Report that will serve as the primary deliverable for this scope of services. The PER outline will be submitted to the CITY for review and evaluated against the IFA requirements for PERs. Following completion of Tasks 3, 4, and 5, STANTEC will prepare a draft PER to document the information and analyses discussed above and submit the document to the CITY for review. Two (2) weeks after submittal of the draft PER, STANTEC will conduct a PER Review Workshop with CITY staff to discuss comments or questions related to the document. Stantec Consulting Services Inc. 16 of 16 TO1 – Randolph-Sampson RTB PER Upon receipt of written comments from the CITY, STANTEC will proceed with revision of the PER to incorporate the CITY’s comments and generate a PER document for submittal to IDEM, and the IFA for review. Deliverables for Task 6 (All deliverables will be submitted via email in PDF format): • PER Outline • Draft PER with Appendices. • Final PER Submitted Four Weeks after the Draft PER Review Workshop. Schedule The estimated project schedule is shown in Attachment A. ID ID Exhibit B – Owner's Responsibilities EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 1 This is EXHIBIT B, consisting of 3 pages, referred to in and part of the Agreement between Owner and Engineer for Professional Services dated [ ]. Owner’s Responsibilities Article 2 of the Agreement is supplemented to include the following agreement of the parties. B2.01 In addition to other responsibilities of Owner as set forth in this Agreement, Owner shall at its expense: A. Provide Engineer with all criteria and full information as to Owner’s requirements for the Project, including design objectives and constraints, space, capacity and performance requirements, flexibility, and expandability, and any budgetary limitations. B. Give instructions to Engineer regarding Owner’s procurement of construction services (including instructions regarding advertisements for bids, instructions to bidders, and requests for proposals, as applicable), Owner’s construction contract practices and requirements, insurance and bonding requirements, electronic transmittals during construction, and other information necessary for the finalization of Owner’s bidding-related documents (or requests for proposals or other construction procurement documents), and Construction Contract Documents. Furnish copies (or give specific directions requesting Engineer to use copies already in Engineer’s possession) of all design and construction standards, Owner’s standard forms, general conditions (if other than EJCDC® C-700, Standard General Conditions of the Construction Contract, 2013 Edition), supplementary conditions, text, and related documents and content for Engineer to include in the draft bidding-related documents (or requests for proposals or other construction procurement documents), and draft Construction Contract Documents, when applicable. Owner shall have responsibility for the final content of (1) such bidding-related documents (or requests for proposals or other construction procurement documents), and (2) those portions of any Construction Contract other than the design (as set forth in the Drawings, Specifications, or otherwise), and other engineering or technical matters; and Owner shall seek the advice of Owner’s legal counsel, risk managers, and insurance advisors with respect to the drafting and content of such documents. C. Furnish to Engineer any other available information pertinent to the Project including reports and data relative to previous designs, construction, or investigation at or adjacent to the Site. D. Following Engineer’s assessment of initially-available Project information and data and upon Engineer’s request, obtain, furnish, or otherwise make available (if necessary through title searches, or retention of specialists or consultants) such additional Project-related information and data as is reasonably required to enable Engineer to complete its Basic and Additional Services. Such additional information or data would generally include the following: Property descriptions. Zoning, deed, and other land use restrictions. Exhibit B – Owner's Responsibilities EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 2 Utility and topographic mapping and surveys. Property, boundary, easement, right-of-way, and other special surveys or data, including establishing relevant reference points. Explorations and tests of subsurface conditions at or adjacent to the Site; geotechnical reports and investigations; drawings of physical conditions relating to existing surface or subsurface structures at the Site; hydrographic surveys, laboratory tests and inspections of samples, materials, and equipment; with appropriate professional interpretation of such information or data. Environmental assessments, audits, investigations, and impact statements, and other relevant environmental, historical, or cultural studies relevant to the Project, the Site, and adjacent areas. Data or consultations as required for the Project but not otherwise identified in this Agreement. Full access to view and download data from the City’s smart sewer data portal. E. Arrange for safe access to and make all provisions for Engineer to enter upon public and private property as required for Engineer to perform services under the Agreement. F. Recognizing and acknowledging that Engineer's services and expertise do not include the following services, provide, as required for the Project: Accounting, bond and financial advisory (including, if applicable, “municipal advisor” services as described in Section 975 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (2010) and the municipal advisor registration rules issued by the Securities and Exchange Commission), independent cost estimating, and insurance counseling services. Legal services with regard to issues pertaining to the Project as Owner requires, Contractor raises, or Engineer reasonably requests. Such auditing services as Owner requires to ascertain how or for what purpose Contractor has used the money paid. G. Provide the services of an independent testing laboratory to perform all inspections, tests, and approvals of samples, materials, and equipment required by the Construction Contract Documents (other than those required to be furnished or arranged by Contractor), or to evaluate the performance of materials, equipment, and facilities of Owner, prior to their incorporation into the Work with appropriate professional interpretation thereof. Provide Engineer with the findings and reports generated by testing laboratories, including findings and reports obtained from or through Contractor. H. Provide reviews, approvals, and permits from all governmental authorities having jurisdiction to approve all phases of the Project designed or specified by Engineer and such reviews, approvals, and consents from others as may be necessary for completion of each phase of the Project. I. Advise Engineer of the identity and scope of services of any independent consultants employed by Owner to perform or furnish services in regard to the Project, including, but not Exhibit B – Owner's Responsibilities EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 3 limited to, cost estimating, project peer review, value engineering, and constructibility review. J. If Owner designates a construction manager or an individual or entity other than, or in addition to, Engineer to represent Owner at the Site, define and set forth as an attachment to this Exhibit B the duties, responsibilities, and limitations of authority of such other party and the relation thereof to the duties, responsibilities, and authority of Engineer. K. If more than one prime contract is to be awarded for the Work designed or specified by Engineer, then designate a person or entity to have authority and responsibility for coordinating the activities among the various prime Contractors, and define and set forth the duties, responsibilities, and limitations of authority of such individual or entity and the relation thereof to the duties, responsibilities, and authority of Engineer as an attachment to this Exhibit B that is to be mutually agreed upon and made a part of this Agreement before such services begin. L. Inform Engineer in writing of any specific requirements of safety or security programs that are applicable to Engineer, as a visitor to the Site. M. Examine all alternative solutions, studies, reports, sketches, Drawings, Specifications, proposals, and other documents presented by Engineer (including obtaining advice of an attorney, risk manager, insurance counselor, financial/municipal advisor, and other advisors or consultants as Owner deems appropriate with respect to such examination) and render in writing timely decisions pertaining thereto. N. Inform Engineer regarding any need for assistance in evaluating the possible use of Project Strategies, Technologies, and Techniques, as defined in Exhibit A. O. Advise Engineer as to whether Engineer’s assistance is requested in identifying opportunities for enhancing the sustainability of the Project. P. Place and pay for advertisement for Bids in appropriate publications. Q. Furnish to Engineer data as to Owner’s anticipated costs for services to be provided by others (including, but not limited to, accounting, bond and financial, independent cost estimating, insurance counseling, and legal advice) for Owner so that Engineer may assist Owner in collating the various cost categories which comprise Total Project Costs. R. Attend and participate in the pre-bid conference, bid opening, pre-construction conferences, construction progress and other job related meetings, and Site visits to determine Substantial Completion and readiness of the completed Work for final payment. S. Authorize Engineer to provide Additional Services as set forth in Part 2 of Exhibit A of the Agreement, as required. Exhibit C –Compensation Packet BC-1: Basic Services (other than RPR) – Lump Sum Method of Payment EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 1 This is EXHIBIT C, consisting of 2 pages, referred to in and part of the Agreement between Owner and Engineer for Professional Services dated [ ]. Payments to Engineer for Services and Reimbursable Expenses COMPENSATION PACKET BC-1: Basic Services – Lump Sum Article 2 of the Agreement is supplemented to include the following agreement of the parties: ARTICLE 2 – OWNER’S RESPONSIBILITIES C2.01 Compensation for Basic Services (other than Resident Project Representative) – Lump Sum Method of Payment A. 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: A Lump Sum amount of $1,322,000 based on the following estimated distribution of compensation: a. Study and Report Phase $1,322,000 b. Preliminary Design Phase $TBD c. Final Design Phase $TBD d. Bidding and Negotiating Phase $TBD e. Construction Phase $TBD f. Post-Construction Phase $TBD 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 Sum amount unless approved in writing by the Owner. 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 Sum to account for labor costs, overhead, profit, expenses (other than any expressly allowed Reimbursable Expenses), and Consultant charges. 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 15 months. If such period of service is extended, the compensation amount for Engineer's services shall be appropriately adjusted. Exhibit C – Appendix 2: Standard Hourly Rates Schedule. EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 2 Exhibit H - Dispute Resolution. EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 1 This is EXHIBIT G, consisting of 2 pages, referred to in and part of the Agreement between Owner and Engineer for Professional Services dated [ ]. Insurance Paragraph 6.05 of the Agreement is supplemented to include the following agreement of the parties: G6.05 Insurance A. The limits of liability for the insurance required by Paragraph 6.05.A and 6.05.B of the Agreement are as follows: By Engineer: a. Workers’ Compensation: Statutory b. Employer’s Liability -- 1) Bodily injury, each accident: $1,000,000 2) Bodily injury by disease, each employee: $1,000,000 3) Bodily injury/disease, aggregate: $1,000,000 c. General Liability -- 1) Each Occurrence (Bodily Injury and Property Damage): $1,000,000 2) General Aggregate: $2,000,000 d. Excess or Umbrella Liability -- 1) Per Occurrence: $5,000,000 2) General Aggregate: $5,000,000 e. Automobile Liability --Combined Single Limit (Bodily Injury and Property Damage): $1,000,000 f. Professional Liability – 1) Each Claim Made $1,000,000 2) Annual Aggregate $1,000,000 Other (specify): None By Owner: g. The City of South Bend is a municipal corporation organized under the laws of the State of Indiana, and is self-insured under the provisions of Indiana statutes and local ordinance. Specifically, the City of South Bend maintains blanket insurance coverage over real and personal property, and is covered by a non-reverting insurance premium Exhibit H - Dispute Resolution. EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 2 and liability reserve fund created by the City of South Bend, Ordinance #6657-79, pursuant to Indiana Code 34-13-3-4, as amended from time to time. Under said statute, the City’s liability is limited to: 1) Seven hundred thousand dollars ($700,000) for a cause of action that accrues on or after January 1, 2008; and 2) Five million dollars ($5,000,000) for injury to or death of all persons in that occurrence; and 3) A governmental entity or an employee of a governmental entity acting within the scope of employment is not liable for punitive damages. B. Additional Insureds: The following individuals or entities are to be listed on Owner’s general liability policies of insurance as additional insureds: a. [ ] Engineer b. [ ] Engineer’s Consultant c. [ ] Engineer’s Consultant d. [ ] [other] During the term of this Agreement the Engineer shall notify Owner of any other Consultant to be listed as an additional insured on Owner’s general liability policies of insurance. The Owner shall be listed on Engineer’s general liability policy as provided in Paragraph 6.05.A. Exhibit K – Amendment to Owner-Engineer Agreement. EJCDC® E-500, Agreement Between Owner and Engineer for Professional Services. Copyright © 2014 National Society of Professional Engineers, American Council of Engineering Companies, and American Society of Civil Engineers. All rights reserved. Page 1 This is EXHIBIT I, consisting of 1 page, referred to in and part of the Agreement between Owner and Engineer for Professional Services dated [ ]. Limitations of Liability Paragraph 6.11 of the Agreement is supplemented to include the following agreement of the parties: C. Limitation of Engineer’s Liability 1. Engineer’s Liability Limited to Amount of Insurance Proceeds: Engineer shall procure and maintain insurance as required by and set forth in Exhibit G to this Agreement. Notwithstanding any other provision of this Agreement, and to the fullest extent permitted byLaws and Regulations, the total liability, in the aggregate, of Engineer and Engineer’s officers, directors, members, partners, agents, employees, and Consultants to Owner and anyone claiming by, through, or under Owner for any and all claims, losses, costs, or damages whatsoever arising out of, resulting from, or in any way related to the Project or the Agreement from any cause or causes, including but not limited to the negligence, professional errors or omissions, strict liability, breach of contract, indemnity obligations, or warranty express or implied, of Engineer or Engineer’s officers, directors, members, partners, agents, employees, or Consultants (hereafter “Owner’s Claims”), shall be strictly limited to the lesser of the fees paid to Stantec for the Services or $500,000. shall not exceed the total insurance proceeds paid on behalf of or to Engineer by Engineer’s insurers in settlement or satisfaction of Owner’s Claims under the terms and conditions of Engineer’s insurance policies applicable thereto (excluding fees, costs and expenses of investigation, claims adjustment, defense, and appeal), up to the amount of insurance required under this Agreement. If no such insurance coverage is provided with respect to Owner’s Claims, then the total liability, in the aggregate, of Engineer and Engineer’s officers, directors, members, partners, agents, employees, and Consultants to Owner and anyone claiming by, through, or under Owner for any and all such uninsured Owner’s Claims shall not exceed $[ ]. B. Indemnification by Owner: To the fullest extent permitted by Laws and Regulations, Owner shall indemnify and hold harmless Engineer and its officers, directors, members, partners, agents, employees, and Consultants from and against any and all claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals, and all court, arbitration, or other dispute resolution costs) arising out of or relating to the Project, provided that any such claim, cost, loss, or damage is attributable to bodily injury, sickness, disease, or death or to injury to or destruction of tangible property (other than the Work itself), including the loss of use resulting therefrom, but only to the extent caused by any negligent act or omission of Owner or Owner’s officers, directors, members, partners, agents, employees, consultants, or others retained by or under contract to the Owner with respect to this Agreement or to the Project. BOARD OF PUBLIC WORKS AGENDA ITEM REVIEW REQUEST FORM Date: 11/5/2024 Name: Kieran Fahey Department of Public Works – Engineering Division BPW Date: November 12th 2024 Phone Extension: 5993 Required Prior to Submittal to Board BPW Attorney X Attorney Name Dept. Attorney Attorney Name Michael Schmidt Purchasing Check the Appropriate Item Type – Required for All Submissions Professional Services Agreement Contract Proposal Open Market Contract Amendment/Addendum Special Purchase, QPA Bid Opening Bid Award Req. to Advertise Title Sheet Quote Opening Quote Award Reject Bids/Quotes Proposal Opening C/O & PCA No. PCA Chg. Order, No. Traffic Control Resolution Other: Ease./Encroach Required Information Company or Vendor Name Stantec Consulting Services New Vendor Yes If Yes, Approved by Purchasing No MBE/WBE Contractor MBE WBE Completed E-Verify Form Attached Yes No Project Name LTCP Sewage storage tank Project Number 124-039 Funding Source LTCP Engineering Account No. 642-06-605-514-431002-- Amount $1,322,000 Terms of Contract Study and Report Phase for the design of CSO storage tank. Special Contract Provisions Purpose/Description Building out the Federally mandated Long-term control Plan For Change Orders Only Amount of Increase Decrease $ ($ ) Previous Amount $ Current Percent of Change: Increase Decrease % ( %) New Amount $ Total Percent of Change: Increase Decrease % ( %) Time Extension Amount: New Completion Date: