FY2022-01 Kodiak Island Borough Leachate Treatment Plant Upgrades Final Design.;acobs
April 9, 2021
Dave Conrad
Director of Engineering & Facilities
Kodiak Island Borough
710 Mill Bay Road
Kodiak, AK 99615
CONTRACT #
FY2022-01
949 E. 36th Avenue, Suite 500
Anchorage, Alaska 99508
United States
T +1.907.762.1500
F +1.907.762.1600
www.jacobs.com
Subject: Fee Proposal for LTP Aeration Tank Pretreatment Final Design, Bid Phase
Support, and Services During Construction
Dear Dave,
CH2M HILL Engineers, Inc. (Jacobs) is pleased to provide this fee proposal for final design
of our proposed Aeration Tank pretreatment system for the Kodiak Landfill Leachate
Treatment Plant (LTP). The pretreatment system will remove calcium carbonate scale that
is impacting the plant. Major components of the system include the 900 ftz pre-
engineered metal building addition, in -tank aeration to increase the leachate pH to induce
precipitation of scale, and an inclined plate clarifier to capture and remove the scale.
Collected calcium carbonate sludge will be pumped and dewatered in the existing belt
filter press. The final design will take the existing 30% design to 80% for KIB and ADEC
review, then to 100% with full construction bid documents. Deliverables will be as follows:
Task 1- 80% design
• 80% design drawings
• 80% specifications
• 80% design basis report
• 80% cost estimate
Assumptions:
Task 2 — 100% design
• 100% design drawings
• 100% specifications
• 100% design basis report
• 100% cost estimate
• Drawings and specifications per Attachment 1
• Scope assumptions per Attachment 2
CH2M HILL, Inc.
.;acobs
April 9, 2021
Subject: Fee Proposal for LTP Aeration Tank Pretreatment Final Design, Bid Phase Support, and Services During Construction
Fee Proposal. Estimated price for these tasks, using 2021 labor rates (Attachment 3), is
shown in the table below.
1-80% design $110,500
2-100% design $47,900
Total $158,400
Contract Terms. We propose to conduct this work on a time and materials basis using the
enclosed Agreement for Professional Services included as Attachment 4. We will be
conducting this work using our legal entity CH2M HILL Engineers, Inc., a Jacobs company.
Change Management. Jacobs will monitor progress of the proposed scope of work and
schedule. Changes to the project assumptions or scope of work, delays in the schedule,
additional reporting requirements, or other project issues may increase or decrease the
budget. If additional work or changes outside of the provided scope are deemed necessary
and increase the budget, Jacobs will submit a revised scope and budget for approval prior
to performing work outside of this proposed scope of work.
Sincerely
Cory Hinds, P.E.
Jacobs Project Manager
Manager of Projects
Attachment 1 - Drawing List
Kodiak Island Borough
Leachate Treatment Plant Aeration Tank Addition
Sheet No. Dwg No.
Dwg Title
General
1 001-G-0001
VICINITY MAP AND DRAWING LIST
2 001-G-0002
GENERAL NOTES AND ABBREVIATIONS
3 001-G-0003
CIVIL LEGEND
4 001-G-0004
INSTRUMENTATION AND CONTROL LEGEND SHEET 1
5 001-G-0005
INSTRUMENTATION AND CONTROL LEGEND SHEET 2
6 001-G-0006
ARCHITECTURAL LEGEND, NOTES AND SCHEDULES
7 001-G-0007
ARCHITECTURAL CODE PLAN AND DATA
8 001-G-0008
STRUCTURAL GENERATL NOTES SHEET 1
9 001-G-0009
STRUCTURAL GENERATL NOTES SHEET 2
10 001-G-0010
STRUCTURAL STATEMENT OF SPECIAL INSPECTIONS SHEET 1
11 001-G-0011
STRUCTURAL STATEMENT OF SPECIAL INSPECTIONS SHEET 2
12 001-G-0012
STRUCTURAL STATEMENT OF SPECIAL INSPECTIONS SHEET 3
13 001-G-0013
MECHANICAL LEGEND
14 001-G-0014
HVAC LEGEND
15 001-G-0015
ELECTRICAL LEGEND SHEET 1
16 001-G-0016
ELECTRICAL LEGEND SHEET 2
17 001-G-0017
ELECTRICAL LEGEND SHEET 3
18 001-G-0018
PROCESS FLOW DIAGRAM
19 001-G-0019
HYDRAULIC PROFILE
Civil
20
OVERAL SITE PLAN
21
SITE PLAN AND YARD PIPING PLAN
22
DETAILS
Instrumentation and Controls
23
AERATION TANK P&ID SHEET 1
24
AERATION TANK P&ID SHEET 2
25
CONTROL SYSTEM BLOCK DIAGRAM
Leachate Treatment Plant Aeration Tank Addition
26
DEMOLITION PLAN
27
ARCHITECTURAL FLOOR PLAN
28
STRUCTURAL BUILDING AND FOUNDATION PLAN
29
STRUCTURAL SECTIONS 1
30
STRUCTURAL DETAILS 1
31
MECHANICAL PLAN
32
MECHANICAL PLAN - ENLARGED
33
MECHANICAL SECTIONS
34
MECHANICAL SECTIONS
35
MECHANICAL DETAILS
36
MECHANICAL DETAILS
37
HVAC AND PLUMBING PLAN
38
ELECTRICAL PROCESS PLAN
Electrical
Attachment 1 - Drawing List
39 ELECTRICAL FACILITY PLAN
40
OVERALL ONE -LINE DIAGRAM
41
CONTROL DIAGRAMS
42
SCHEDULES
43
CABLE BLOCK DIAGRAMS
Specifications List
Kodiak Island Borough
Leachate Treatment Plant Aeration Tank Addition
Spec Section Title
PART 1– BIDDING REQUIREMENTS
Invitation to Bid
Instructions to Bidders
Bid Form
Bid Bond
Corporate Acknowledgement
Non -Collusion Affidavit
Vendor Pre -Award Qualification
Disadvantage Business Enterprises Overview
Disadvantage Business Enterprises Forms:
Equal Employment Opportunity Statement of Acknowledgement
Employer Information Report EEO - 1
Disadvantage Business Enterprises (Minority and Women -Owned Business
Enterprises) Compliance Statement
Disadvantage Business Enterprises (Minority and Women -Owned Business
Enterprises) Report of Participation
Disadvantage Business Enterprises (Minority and Women -Owned Business
Enterprises) Contact Documentation
DBE Subcontractor Utilization Form
DBE Subcontractor Participation Form
DBE Subcontractor Performance Form
Davis -Bacon and Related Acts Wage Rate Requirements
Davis -Bacon Act Federal Wage Rates
State of Alaska Laborers' & Mechanics' Minimum Rates of Pay
PART 2—CONTRACTING REQUIREMENTS
CONTRACT FORMS
Agreement Form
Performance Bond
Payment Bond
PART 3—CONDITIONS OF THE CONTRACT
General Conditions
Supplementary Conditions
PART 4—SPECIFICATIONS
DIVISION 1—GENERAL REQUIREMENTS
01 11 00 Summary of Work
0126 01 Contract Modifications Procedures
0129 00 Measurement and Payment
01 31 13 Project Coordination
01 31 19 Project Meetings
0132 00 Construction Progress Documentation
0133 00 Submittal Procedures
0142 13 Abbreviations and Acronyms
0143 33 Manufacturers' Field Services
0145 16.13 Contractor Quality Control
0145 33 Special Inspection, Observation, and Testing
0157 13 Temporary Erosion and Sediment Control
016100 Common Product Requirements
DIVISION 2—(NOT USED)
DIVISION 3—CONCRETE
0177 00 Closeout Procedures
0178 23 Operation and Maintenance Data
0188 15 Seismic Anchorage and Bracing
01 91 14 Equipment Testing and Facility Startup
03 0132 Repair of Vertical and Overhead Concrete Surfaces
03 0133 Repair of Horizontal and Concrete Surfaces
03 10 00 Concrete Forming and Accessories
03 15 00 Concrete Joints and Accessories
03 2100 Reinforcing Steel
03 30 00 Cast -in -Place Concrete
03 35 00 Concrete Finishing
03 39 00 Concrete Curing
03 62 00 Nonshrink Grouting
03 63 00 Concrete Doweling
DIVISION 4—(NOT
USED)
DIVISION 5—(NOT
USED)
DIVISION 6—(NOT
USED)
DIVISION 7—THERMAL
AND MOISTURE PROTECTION
07 26 16 Belowgrade Vapor Retarders
DIVISION 8—OPENINGS
08 1101 Steel Door Assemblies
08 30 00 Specialty Doors
08 45 00 Translucent Wall Assemblies
08 90 00 Louvers and Vents
DIVISION 9—FINISHES
09 90 00 Painting and Coating
DIVISION 10—SPECIALTIES
10 14 00 Signage
10 44 00 Portable Fire and Safety Equipment
DIVISIONS 11 AND 12—(NOT USED)
DIVISION 13—SPECIAL CONSTRUCTION
13 34 20 Pre -Engineered Metal Building
DIVISIONS 14 THRU 21—(NOT USED)
DIVISION 22—PLUMBING
22 10 01 Plumbing Piping and Accessories
22 10 01.03 Cast Iron Soil Pipe (CISP) and Fittings Data Sheet
22 40 00 Plumbing Fixtures
DIVISION 23—HEATING, VENTILATING, AND AIR-CONDITIONING (HVAC)
23 05 48 Vibration Isolation and Seismic Control for HVAC Equipment
23 05 93 Testing, Adjusting, and Balancing for HVAC
23 09 13 HVAC Controls, Field Components, and Instruments
23 34 00 HVAC Fans
23 37 00 Air Outlets and Inlets
23 8100 Unitary Air -Conditioning Equipment
23 82 00 Terminal Heating Units
DIVISIONS 24 AND 25—(NOT USED)
DIVISION 26—ELECTRICAL
26 05 02 Basic Electrical Requirements
26 05 04 Basic Electrical Materials and Methods
26 05 05 Conductors
26 05 26 Grounding and Bonding for Electrical Systems
26 05 33 Raceway and Boxes
26 05 70 Electrical Systems Analysis
26 08 00 Commissioning of Electrical Systems
26 20 00 Low -Voltage AC Induction Motors
26 24 16 Panelboards
26 24 19 Low -Voltage Motor Control
26 27 26 Wiring Devices
26 29 23 Low -Voltage Adjustable Frequency Drive System
26 50 00 Lighting
DIVISIONS 27 THRU 30—(NOT USED)
DIVISION 31—EARTHWORK
DIVISION 32—(NOT USED)
DIVISION 33—UTILITIES
3123 13 Subgrade Preparation
3123 16 Excavation
3123 19.01 Dewatering
3123 23 Fill and Backfill
3123 23.15 Trench Backfill
33 05 01 Conveyance Piping—General
33 05 01.10 High -Density Polyethylene (HDPE) Pipe and Fittings
DIVISION 34—(NOT USED)
DIVISION 35 - (NOT USED)
DIVISION 40—PROCESS INTEGRATION
40 05 15 Piping Support Systems
40 05 33 Pipe Heat Tracing
40 27 00 Process Piping — General
40 27 00.03 Carbon Steel Pipe and Fittings—General Service Data Sheet
40 27 00.07 Galvanized Steel Pipe and Malleable Iron Fittings Data Sheet
40 27 00.08 Stainless Steel Pipe and Fittings—General Service Data Sheet
40 27 00.10 Polyvinyl Chloride (PVC) Pipe and Fittings Data Sheet
40 27 00.13 Copper and Copper Alloy Pipe, Tubing, and Fittings Data Sheet
40 27 00.20 High Density Polyethylene (HDPE) Pipe and Fittings Data Sheet
40 27 00.21 Polyvinyl Chloride Drain Waste and Vent (PVC-DWV) Pipe and
40 27 01 Process Piping Specialties
40 27 02 Process Valves and Operators
40 80 01 Process Piping Leakage Testing
40 90 01 Instrumentation and Control for Process Systems
DIVISION 41 -MATERIAL PROCESSING AND HANDLING EQUIPMENT
44 ## ##.## Overhead Chain Hoist
DIVISION 42—(NOT USED)
DIVISION 43—PROCESS GAS AND LIQUID HANDLING, PURIFICATION, AND STORAGE EQUIPMENT
43 40 01 Polyethylene Storage Tank
43 40 04 Welded Carbon Steel Tanks
DIVISION 44—POLLUTION CONTROL EQUIPMENT
44 ## ##.## Aeration Mixer
45 ## ##.## Inclined Plate Clarifier
DIVISIONS 45 THRU 49—(NOT USED)
Attachment 2
Aeration Tank Design and SDC Scope Assumptions
1. The design scope is based on information in the Tank Aeration 30% Design
Report. All major systems, components and equipment will be of the same type
as defined in the 30% design report. The site plan will be based on Drawing 006-
C2-2002 of that report.
2. The design work on this project will last approximately 5 months and be
completed in calendar year 2021.
3. OWNER and regulatory reviews of the 80 percent design and specifications.
OWNER review at 100 percent complete bid document submittals.
4. The design will be based on the federal, state, and local codes and standards in
effect at the start of the project. Any changes in these codes may necessitate a
change in scope.
5. The design documents will be prepared for a single construction contract.
6. Permitting will consist of approval from ADEC Wastewater Division Plan
Review, obtained at the 80% level followed by submittal of the final 100% design.
A copy of the 100% design will be provided to ADEC Solid Waste for their files.
Permit fees are by OWNER.
7. Building components related to chemical storage, fire resistance and protection,
and exit requirements will be designed to current IBC and KIB building codes.
Because the proposed building addition will be constructed with non-flamable
materials (metal structure with insulated panels on concrete slab) like the main
plant building, fire protection is assumed to be limited to portable fire
extinguishers. Building/ addition sprinkling systems will not be required.
8. KIB current front-end general and supplemental conditions will be used along
with Jacobs Division 1 specifications.
9. JACOBS master specifications will be used as the basis for all specifications,
including Division 1, and all technical sections in Divisions 2 through 49.
10. Where appropriate, individual specification sections from the original Kodiak
Landfill Lateral Expansion Phase 3 Leachate Treatment Plant project may be
reused for this project after being modified for any addendum items and post -
construction comments or new requirements incorporated from the JACOBS
master specifications.
11. Electronic copies of the contract document legals and technical specifications (bid
documents) will be delivered to the OWNER in the most recent version of
Microsoft Word.
12. No equipment prepurchase will be required.
13. Attachment 1 lists the anticipated design drawings to be included in the bid -
ready contract documents.
14. The drawings will follow JACOBS CAE/ CAD standards.
15. Microstation or Autocad will be used to develop the drawings.
16. Demolition activities necessary for tie in of the building addition, piping and
utility connections and HVAC systems (as needed) will be accomplished as part
of this contract. The existing record drawings of these facilities will be used as
reference drawings in the construction documents.
17. Existing topographic survey information will be used for the design of the new
and modified facilities. Legal, easement, or plat surveys will not be required No
additional surveying will be required.
18. JACOBS will use existing record drawing information to develop the existing site
utility drawings. The construction contractor will be required to field locate
utilities.
19. Civil sitework plans will be provided only for areas of the site involving
significant disturbance to existing grading.
20. Site drawings will only be prepared for those sectors in the plant where new
facilities are to be constructed.
21. The capacity of the existing storm water collection and control facilities is
adequate to handle the new construction.
22. The foundation design of the new facilities will be based on currently available
geotechnical information. No additional borings or tests are required.
23. Conventional spread foundations will be required for all new facilities.
Overexcavation, preload, piles, or underdrain systems are not required.
24. An updated hydraulic profile based on the Kodiak Landfill Lateral Expansion
Phase 3 Leachate Treatment Plant hydraulic profile will be included in the
drawings. Only hydraulic assessments required for design of the new or
modified facilities are included.
25. The existing process flow diagram or liquids/ solids balance will be reviewed
and updated as needed.
KIB AERATION TANK DESIGN SCOPE AND FEE ESTIMATE ASSUMPTIONS 4-08-21
26. Design concerning "plant-wide" utility systems such as basin drainage, water,
and in-plant waste collection/ disposal will be limited to extensions or changes in
piping. No new structures or equipment will be needed.
27. Profile drawings for underground utilities and yard piping are not required.
28. Instrumentation and control will match the existing system and components.
29. Instrumentation and control will be similar in type and sophistication to existing.
No significant modifications to existing I&C equipment or systems will be
needed. No significant modifications to existing valve or gate operators and
mechanical equipment or systems will be needed. The existing instrumentation
and control system is assumed to have sufficient capacity to support new
input/output for new process equipment with minimal modification.
30. Software code for the operation of existing project components will be provided
by Suez. Jacobs will handle the programming for the Aeration Tank addition to
integrate with the rest of the LTP. We have included an estimate of 64 hours for
Don Watson to complete this programming. Actual effort is not yet known and
may be higher or lower than this estimate.
31. The new instrumentation and control system will be based on the use of existing
programmable logic controllers. Monitoring of the plant status will be similar to
current operations.
32. The adequacy of the existing primary power supply to handle the new loads of
the proposed addition has been evaluated as part of the 30% design. Jacobs will
confirm and document this as part of the final design when the electrical loads
are determined.
33. No backup electrical power source is required in the project.
34. Point-to-point wiring diagrams will not be provided.
35. No corrosion control provisions will be required other than coatings.
36. Electronic copies (Adobe PDF format) of 11 X 17 drawings will be provided for
each internal review.
37. OWNER will provide hard copies if requested by Construction Contractor.
38. At the conclusion of the design phase of the project, the electronic drawing files
will be provided for the OWNER's records.
39. Leachate Aeration. The type and size of tank and aeration mixer has been
determined in the 30% design and will be confirmed during final design. The
final design will confirm anchoring and removal system for the aeration mixer
units in the tank; controls; and electrical feed.
KIB AERATION TANK DESIGN SCOPE AND FEE ESTIMATE ASSUMPTIONS 4-08-21
a. Key assumptions: Overhead chain hoist for the removal of aeration
mixer. No scaffolding around the tank is assumed.
40. Solids Separation and Sludge Removal. Solids will be separated via lamella
clarifier skid. Precipitated sludge will be pumped from the clarifier by sludge
pumps (on the skid) to the existing WAS tank for dewatering in existing belt
filter press. It is anticipated that the clarifier, chemical reaction tank, sludge
transfer pump, treated water returned pumps, and various switches and meters
will be provided in a single vendor skid. Final design will include: final
configuration of the skid, selection of coagulant/ polymer to assist with settling,
piping, sizing of sludge pumps and pump hydraulics, control, and electrical
feed; adding sloped floor and mixing to both WAS tanks to keep the calcium
carbonate sludge in suspension; and method for final sludge disposal in the
landfill
a. Key assumptions: Lined supersacks cannot be placed directly into the
MSW bales; another disposal location at the landfill must be selected,
such as the landfill top deck. Physical stabilization methods such as
bridging with geogrid may be required.
41. HVAC. Heating and ventilation requirements will be evaluated during final
design
a. Key assumption: HVAC requirements will consist of a small exhaust
fan and/or unit heater with temperature or humidity control.
42. Phosphorus Addition System will be included.
43. Control will include pH process monitoring of softened leachate.
44. Cost estimating. 80% cost estimate will be AACE Class 2 estimate with expected
accuracy -15% to +20%. 100% cost estimate will be AACE Class 1 estimate with
expected accuracy -10% to +15%. Basis of estimate report included with both
estimates.
KIB AERATION TANK DESIGN SCOPE AND FEE ESTIMATE ASSUMPTIONS 4-08-21
Labor Category/Description
Principal Engineer/Scientist/Specialist
Senior Engineer/Scientist/Specialist
Associate Engineer/Scientist/Specialist
Staff Engineer/Scientist/Specialist
Technician III
Technician II
Technician I
Office/Administration/Accounting
Attachment 3 - 2021 Labor Rates
2021 Hourly Rate
$ 190
$ 186
$ 165
$ 129
$ 103
$ 98
$ 93
$ 78
Rates will be escalated 3% in 2022, included in estimated totals shown in letter proposal.
10% markup on travel, included in totals shown in letter proposal.
Attachment 4
AGREEMENT FOR PROFESSIONAL SERVICES
BETWEEN
C112M HILL ENGINEERS, INC.
AND
KODIAK ISLAND BOROUGH
AGREEMENT FOR PROFESSIONAL SERVICES
TABLE OF CONTENTS
ARTICLE 1
General Obligations of Engineer
ARTICLE 2
General Obligations of Client
ARTICLE 3
Compensation
ARTICLE 4
Payments
ARTICLE 5
Period of Service
ARTICLE 6
Changes in Scope of Services
ARTICLE 7
Warranty
ARTICLE 8
Indemnification
ARTICLE 9
Limitation of Liability
ARTICLE 10
Insurance
ARTICLE 11
Relationship of Engineer to Client
ARTICLE 12
Personnel
ARTICLE 13
Ownership of Instruments of Service and Data
ARTICLE 14
Permits and Licenses
ARTICLE 15
Adherence to Laws
ARTICLE 16
Nondisclosure of Proprietary and
Confidential Materials
ARTICLE 17
Certification or Sealing of Instruments of Services
by Professional Engineer
ARTICLE 18
Force Majeure
ARTICLE 19
Project Delay
ARTICLE 20
Construction Phase Services
ARTICLE 21
Governing Law
ARTICLE 22
Alternate Dispute Resolution
ARTICLE 23
Notices and/or Communications
ARTICLE 24
Miscellaneous
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AGREEMENT FOR
PROFESSIONAL SERVICES
THIS AGREEMENT, made and executed as of the day of , 20_ by and
between C112M HILL ENGINEERS, INC., with a place of business at 949 East 30h Avenue,
Anchorage (hereinafter called "Engineer") and the Kodiak Island Borough, an unincorporated
borough, with a place of business at 710 Mill Bay Road, Kodiak (hereinafter called "Client"),
collectively referred to herein as "Parties", provides as follows:
ARTICLE 1
GENERAL OBLIGATIONS OF ENGINEER
The description of the Client's project (the "Project") and scope of services (hereinafter
"Services") to be provided to Client is stated in a formal Proposal from Engineer dated
(the "Proposal"). The Proposal is made a part of this Agreement by
reference.
ARTICLE 2
GENERAL OBLIGATIONS OF CLIENT
Client shall provide Engineer full information regarding Client's requirements for the Project and
shall provide information regarding existing facilities, such as drawings, as -built drawings, legal
description, easements, rights of way, agreements with any utilities, or any other information in
Client's possession which is necessary or useful in connection with the Project.
Client shall appoint a representative that will have the authority to make decisions on behalf of
Client regarding the Project. Client shall make decisions regarding the Project in a timely
f 1IYTITIL43if
ARTICLE 3
COMPENSATION
Engineer will be compensated for Services as set forth in the Proposal.
ARTICLE 4
PAYMENTS
Engineer will submit bi-weekly invoices for compensation and expenses by electronic
transmission. Payments will be due within 30 days after receipt of invoices and shall be made by
electronic funds transfer to the bank and account designated in the invoice. Past due amounts
will accrue interest at one and one-half percent (1'/2%) per month, without limiting other
remedies.
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Page 1 of 10
In the event Client does not make payments as required herein, in addition to any other remedy
available to Engineer, including but not limited to termination, Engineer shall have the right to
suspend its performance on the Project and await receipt of all payments and interest then due
before resuming performance. Engineer shall be entitled an extension of time for the period of
suspension. During any suspension, Engineer shall have the right to terminate the Agreement for
non-payment.
ARTICLE 5
PERIOD OF SERVICE
Engineer shall make its best efforts to complete its Services for the Project within the time period
set forth in the Proposal.
ARTICLE 6
CHANGES IN SCOPE OF SERVICES
Client may, at any time, make changes in the scope of Services for the Project or in the definition
of Services to be performed. In the event Client notifies Engineer of its desire to make a change
in the scope of Services that may change the cost of performance, Engineer shall, within ten (10)
working days after receiving such notice, give Client notification of any potential change in price
for the Services. Equitable adjustments to price and time of performance resulting from scope of
Services changes will be negotiated and upon mutual agreement by Client and Engineer, this
Agreement will be modified by a written instrument, signed by both parties, to reflect the
changes in scope of Services, price and schedule.
ARTICLE 7
WARRANTY
A. Engineer warrants that its engineering, design and consulting Services will be performed in
accordance with generally accepted standards in the industry. Following completion of its
Services and for a period of twelve (12) months thereafter, if the Services provided
hereunder do not conform to the warranty above stated and the same is reported to Engineer
by Client in writing promptly after recognition thereof, Engineer shall, at no cost to Client,
furnish all remedial engineering, design or consulting Services required in connection
therewith as soon as reasonably possible after receipt of such report from Client; and
Engineer shall have no liability for costs related to the repair, replacement, addition or
deletion of materials, equipment or facilities as a result of such failure to conform to the
above -referenced warranties, which costs shall be deemed costs of the project, whether
incurred during performance of the Services or after completion of the Services.
B. Engineer's warranties shall not apply to any defect which results from: ordinary wear and
tear, misoperation, corrosion or erosion, noise levels, operating conditions more severe than
those contemplated in the original design, or a defect in a process or mechanical design or
equipment furnished or specified by Client or others.
C. All representations, warranties and guarantees made by Engineer in connection with its
Services are limited to those set forth in this Article 6. IMPLIED WARRANTIES OF
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MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE
SPECIFICALLY EXCLUDED. For any deficiencies in the Services, Client shall be
restricted to the remedies expressly set forth in this Article 6; such remedies are Client's sole
and exclusive remedies for deficiencies in the Services and Client hereby waives any and all
other remedies, whether at law or in equity, and regardless of whether the claim is asserted
under contract, tort (including the concurrent or sole and exclusive negligence of Engineer),
strict liability or otherwise.
ARTICLE 8
INDEMNIFICATION
A. Engineer will defend, indemnify and hold the Client harmless from all claims, liabilities,
demands, costs, expenses (including attorneys' fees) and causes of action arising out of
third parry claims for bodily injury (including death) and damage to tangible property to the
extent caused by a negligent act or omission of Engineer, its employee or subconsultant.
B. The Client hereby agrees to release, waive all rights of subrogation against, defend,
indemnify and hold Engineer harmless from all claims, liabilities, demands, costs, expenses
(including attorneys' fees) and causes of action arising out of bodily injury (including
death) to any person or damage or loss to any property ("Harms"), irrespective of
Engineer's fault (including, without limitation, breach of contract, tort including concurrent
or sole and exclusive negligence, strict liability or otherwise of Engineer), when the Harms
result from (i) the discharge, dispersal, release or escape of smoke, vapors, soot, fumes,
acids, alkalis, toxic chemicals, liquids or gases, waste materials or other irritants,
contaminants or pollutants into or upon land, the atmosphere or any water course or body
of water; (ii) errors or omissions in Engineer's Services due to Engineer being required,
directly or indirectly, by Client to take certain actions contrary to the recommendations of
Engineer; (iii) errors or omissions in Engineer's Services while assisting in the
commissioning, start-up or operation of Client's facilities; and (iv) the acts, errors,
omissions or negligence of Client, its employee or other contractor.
ARTICLE 9
LIMITATION OF LIABILITY
The total aggregate liability of Engineer arising out of the performance or breach of this
Agreement shall not exceed twenty-five percent (25%) of the compensation paid to Engineer
under this Agreement. Notwithstanding any other provision of this Agreement, Engineer shall
have no liability to the Client for contingent, consequential or other indirect damages including,
without limitation, damages for loss of use, revenue or profit (direct or indirect); operating costs
and facility downtime; or other similar business interruption losses, however the same may be
caused. The limitations and exclusions of liability set forth in this Article shall apply regardless
of the fault, breach of contract, tort (including negligence), strict liability or otherwise of
Engineer, its employees or subconsultants. The Parties agree that the limitations of liability and
waiver of damages as set forth herein shall not be interpreted as a form of indemnification.
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ARTICLE 10
INSURANCE
A. During the term of this Agreement, Engineer shall, at its sole expense, secure and maintain
in force policies of insurance of the following types:
1. Workers' compensation coverage in accordance with the statutory requirements of the
jurisdiction in which services are to be performed.
2. Employer's liability insurance with a minimum of $250,000.
3. Comprehensive General Liability Insurance, subject to a limit for bodily injury and
property damage combined of at least $1,000,000 aggregate.
4. Automobile liability insurance subject to a limit for bodily injury and property
damage combined, of at least $1,000,000 per occurrence.
B. Engineer shall furnish Client certificates of insurance evidencing the insurance coverages
required in this Article 9. The certificates shall stipulate that should any of the above
insurance policies be cancelled before the termination of this Agreement, the issuing
company will endeavor to mail thirty (30) days' written notice to Client.
C. As between Engineer and Client, Client agrees to insure (or at its election to self -insure) its
existing property and the facilities which are the subject of the Engineer's services, from
risks insurable under Fire and Extended Coverage, All Risk Builder's Risk, and Business
Interruption Insurance policies. Client hereby waives any rights which it or its insurers
may have against Engineer for any damages, losses or expenses resulting from the risks to
be insured (or self-insured) by Client or its contractors on the facilities which are the
subject of Engineer's Services, and Client agrees to include Engineer as an additional
insured in all such policies and in any waiver of rights obtained by Client from its
contractor with respect to property damage insurance carried by such contractor.
ARTICLE 11
RELATIONSHIP OF ENGINEER TO CLIENT
The Engineer shall be and shall operate as an independent contractor with respect to the Services
performed under this Agreement and shall not be nor operate as an agent or employee of Client.
This Agreement is not intended to be one of hiring under the provisions of a Workers'
Compensation statute or other law and shall not be so construed.
ARTICLE 12
PERSONNEL
Engineer agrees that during Engineer's performance of Services hereunder, adequate provision
shall be made to staff and retain the services of such competent personnel as may be appropriate
or necessary for the performance of such Services. Client shall have the right to review the
personnel assigned by Engineer, and Engineer shall remove any personnel not acceptable to
Client. Engineer may remove personnel assigned to the Project without Client's prior approval,
provided the progress of the Services shall not be unreasonably impaired.
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ARTICLE 13
OWNERSHIP OF INSTRUMENTS OF SERVICE AND DATA
A. Client agrees to defend, indemnify and hold harmless Engineer and its employees from and
against claims resulting from re -use of the design data, drawings, estimates, calculations
and specifications prepared by Engineer ("instruments of service") on extensions of the
project or at a location other than that contemplated by this Agreement. Client is advised
that should Client re -use the instruments of service at another location, the instruments of
service should be reviewed and sealed by Client or an engineer licensed in the jurisdiction
where the instruments of service are sought to be re -used.
B. All materials and information that are the property of Client and all copies or duplications
thereof shall be delivered to Client by Engineer, if requested by Client, upon completion of
Services. Engineer may retain one complete set of reproducible copies of all of its
instruments of service.
ARTICLE 14
PERMITS AND LICENSES
Engineer represents to Client that it has and will maintain during the performance of the Services
under this Agreement any permits or licenses which, under the regulations of federal, state, or
local governmental authority, it may be required to maintain in order to perform the Services.
ARTICLE 15
ADHERENCE TO LAWS
Engineer shall adhere to federal, state, and local laws, rules, regulations, and ordinances
applicable to performance of the Services hereunder including, without limitation, all applicable
provisions of federal and state law relating to equal employment opportunity and non-
discrimination.
ARTICLE 16
NONDISCLOSURE OF PROPRIETARY AND
CONFIDENTIAL MATERIALS
Client and Engineer agree that any disclosure will be made on the following basis:
A. Confidential Client Information ("Primary Data") disclosed to Engineer which is identified
in writing by Client as proprietary to Client shall be: (1) safeguarded, (2) maintained in
confidence, and (3) made available by Engineer only to those of its employees or others
who have a need -to -know and agree to equivalent conditions pertaining to nondisclosure as
contained herein.
B. Upon completion of the Project or sooner if Client so requests, the Engineer shall return to
Client's representative all Primary Data furnished to the Engineer under this Agreement
and shall, if requested, deliver to the Client's representative all drawings, schedules,
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calculations, and other documents generated by Engineer for use in connection with the
Project ("Secondary Data").
C. Engineer shall not use for itself or to disclose to third parties any Primary Data or
Secondary Data without the prior written consent of Client.
D. The nondisclosure obligations pertaining to Primary and Secondary Data shall terminate
three (3) years from date Engineer's association with this Project terminates. The
nondisclosure obligations shall not apply to any data which:
1. Was known to the Engineer (and previously unrestricted) before disclosure of
Primary Data to Engineer under this Agreement or before generation of Secondary
Data;
2. Is subsequently acquired by the Engineer from a third party who is not in default of
any obligation restricting the disclosure of such information; or
3. Is subsequently available or becomes generally available to the public.
E. Notwithstanding this nondisclosure obligation, Engineer may nevertheless draw upon its
experience in its future association with other clients.
ARTICLE 17
CERTIFICATION OR SEALING OF INSTRUMENTS OF SERVICE BY
PROFESSIONAL ENGINEER
All specifications, drawings, and other engineering documents that are prepared by Engineer
shall be certified or sealed by a registered professional engineer. Such certifications or seals
shall be valid for the state in which the specifications, drawings, or other engineering documents
are to be used or applied.
ARTICLE 18
FORCE MAJEURE
Any delays in or failure of performance by Engineer or Client, other than the payment of money,
shall not constitute default hereunder if and to the extent such delays or failures of performance
are caused by occurrences beyond the reasonable control of Client or Engineer, as the case may
be, including but not limited to, acts of God or the public enemy; compliance with any order or
request of any governmental authority; fires, floods, explosion, accidents; riots, strikes or other
concerted acts of workmen, whether direct or indirect; or any causes, whether or not of the same
class or kind as those specifically named above, which are not within the reasonable control of
Client or Engineer respectively. In the event that any event of force majeure as herein defined
occurs, Engineer shall be entitled to a reasonable extension of time for performance of its
Services under this Agreement.
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ARTICLE 19
PROJECT DELAY
If the Engineer's proposal calls for provision of its Services under a guaranteed maximum price,
fixed fee, or stipulated lump sum basis and the Engineer's work on any phase of the Services is
extended by one or more force majeure events or other delays not attributable in whole or in part
to the fault of Engineer, then the guaranteed maximum price, fixed fee, or stipulated lump sum,
as the case may be, shall be equitably adjusted.
ARTICLE 20
CONSTRUCTION PHASE SERVICES
If this Agreement includes the furnishing of any Services during the construction phase of the
Project, the following terms will apply:
A. If Engineer is called upon to observe the work of Client's construction contractor(s) for the
detection of defects or deficiencies in such work, Engineer will not bear any responsibility
or liability for such defects or deficiencies or for the failure to so detect. Engineer shall not
make inspections or reviews of the safety programs or procedures of the construction
contractor(s), and shall not review their work for the purpose of ensuring their compliance
with safety standards.
B. If Engineer is called upon to review submittals from construction contractors, Engineer shall
review and approve or take other appropriate action upon construction contractor(s)'
submittals such as shop drawings, product data and samples, but only for the limited
purpose of checking for conformance with information given and the design concept
expressed in the contract documents. The Engineer's action shall be taken with such
reasonable promptness as to cause no delay in the work while allowing sufficient time in the
Engineer's professional judgment to permit adequate review. Review of such submittals
will not be conducted for the purpose of determining the accuracy and completeness of other
details such as dimensions and quantities or for substantiating instructions for installation or
performance of equipment or systems designed by the construction contractor, all of which
remain the responsibility of the construction contractor. The Engineer's review shall not
constitute approval of safety precautions or of construction means, methods, techniques,
sequences or procedures. The Engineer's approval of a specific item shall not indicate
approval of an assembly of which the item is a component.
C. Engineer shall not assume any responsibility or liability for performance of the construction
services, or for the safety of persons and property during construction, or for compliance
with federal, state and local statutes, rules, regulations and codes applicable to the conduct
of the construction services.
D. All services performed by others, including construction contractors and their
subcontractors, shall be warranted only by such others and not by the Engineer.
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E. All contracts between Client and its construction contractor(s) shall contain broad form
indemnity and insurance clauses in favor of Client and Engineer, in a form satisfactory to
Engineer.
ARTICLE 21
GOVERNING LAW
This Agreement shall be governed by and construed in accordance with the laws of the State of
ARTICLE 22
ALTERNATE DISPUTE RESOLUTION
A. Client and Engineer understand and appreciate that their long term mutual interests will be
best served by affecting a rapid and fair resolution of any claims or disputes which may
arise out of this Agreement. Therefore, both Parties agree to use their best efforts to resolve
all such disputes as rapidly as possible on a fair and equitable basis. Toward this end both
Parties agree to develop and follow a process for presenting, rapidly assessing, and settling
claims on a fair and equitable basis.
B. If any dispute or claim arising under this Agreement cannot be resolved by the project
managers for the Parties within thirty (30) days after they identified the problem, the Parties
agree that either of them may refer the matter to a panel consisting of one (1) executive from
each party not directly involved in the claim or dispute for review and resolution. A copy of
the Agreement, agreed upon facts (and areas of disagreement), and concise summary of the
basis for each side's contentions will be provided to both executives who shall review the
same, confer, and attempt to reach a mutual resolution of the issue.
C. If the dispute cannot be resolved under the process set forth in Section B, the Parties may
elect to resolve the dispute through non-binding mediation. If mediation is to be utilized,
the Parties shall select a single unrelated but qualified Mediator who shall hold a hearing
(not to exceed half a day) during which each Party shall present its version of the facts
(supported, if desired, by sworn, written testimony, and other relevant documents), its
assessment of damages, and its argument. The Parties shall provide the Mediator with
copies of all documents provided to their senior executives under Section B at least ten (10)
days prior to the scheduled date of the mediation hearing. The Parties may also provide the
Mediator with copies of any laws or regulations that they feel are relevant to the dispute. A
copy of the Agreement and any disputed Purchase Orders will be provided to the Mediator.
Formal written arguments, legal memorandum, and live testimony are discouraged but may
be permitted at the discretion of the Mediator. Both Parties agree to make any involved
employees or documents available to the other Party for its review and use in preparing its
position under this clause without the need for subpoena or other court order.
D. Following the mediation, the Mediator will meet with both Parties and provide each of
them, on a confidential basis, with his/her views of the strengths and weaknesses of their
respective positions. The Parties will then reconvene and, with the assistance of the
Mediator, attempt to resolve the matter. If the Parties cannot achieve resolution on the day
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of the mediation hearing or within forty-eight (48) hours thereafter, the Mediator will,
within fifteen (15) additional days, issue a written, non-binding decision on the issue.
E. If the matter has not been resolved utilizing the processes set forth above and the Parties are
unwilling to accept the non-binding decision of the Mediator, either or both Parties may
elect to pursue resolution through litigation. In the event of any litigation between the
Parties, it is agreed and stipulated that the case shall be heard and decided by the court,
without a jury.
F. The costs of the Mediator shall be borne equally by the Parties. Each Party will bear its own
costs of mediation.
ARTICLE 23
NOTICES AND/OR COMMUNICATIONS
All notices and/or communications to be given under this Agreement shall be in writing and shall
be addressed as follows:
To Engineer
To Client
Original to: Cory Hinds, P.E. Original to: David Conrad
Position: Project Manager Position: Director of Engineering
Address: CH2M HILL ENGINEERS, INC. Address: Kodiak Island Borough
710 Mill Bay Road
949 E. 36th Avenue, Suite 500 Kodiak, AK 99615
Anchorage, AK 99508
Billing to: Patricia Valerio - pvalerio@kodiakak.us
Copy to:
Position:
Address:
Copy to: Jena Hassinger, jhassinger@kodiakak.us
Position: Solid Waste Manager
Address: Kodiak Island Borough
710 Mill Bay Road
Kodiak, AK 99615
Either party may, by written notice to the other, change the representative or the address to which
such notices, certificates, or communications are to be sent.
Any notice or communication required in writing hereunder shall be given by registered,
certified, or first class mail (postage required), TWX, telex, or telecopy addressed to the party at
its address set forth above. Communications by TWX, telex, or telecopy shall be confirmed by
depositing a copy on the same day with the U.S. Post Office for transmission by registered,
certified, or first class mail in an envelope properly addressed. The postmark date of notices sent
by mail (except for confirmatory notices) shall be the date of notice.
ARTICLE 24
MISCELLANEOUS
A. Waiver. Waiver by either party of any breach or failure to enforce any of the terms and
conditions of this Agreement at any time shall not in any way effect, limit, or waive such
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party's rights thereafter to enforce and compel strict compliance with all the terms and
conditions of this Agreement.
B. Severability. Any provision of this Agreement prohibited by law shall be ineffective to the
extent of such prohibition without invalidating the remaining provisions of this Agreement.
C. Rights and Remedies. The specific remedies set forth in this Agreement, including but not
limited to those remedies with respect to the quality of the Services performed by Engineer
hereunder, are the exclusive remedies of the Parties.
D. Transfer of Ownership. Client represents that either it is the sole owner of the facilities
which are the object of the Services or that it is authorized to bind and does bind all owners
of such facilities to the releases and limitations of liability set forth in this Agreement.
Client further agrees that any future recipient of any interest in the facilities and the Services
will be bound by such releases and limitations of liability such that the total aggregate
liability of Engineer to Client and such recipients shall not exceed the limits of liability set
forth in this Agreement.
E. Time of Accrual. For services performed by Engineer before substantial completion, all
causes of action against Engineer shall accrue and the statute of limitations shall commence
to run no later than the date of substantial completion of the Project. For services performed
by Engineer after the date of substantial completion but before final completion of the
Project, all causes of action against Engineer shall accrue and the statute of limitations shall
commence to run no later than the date of final completion. The Parties expressly agree that
the discovery rule for purposes of accrual shall not apply.
F. Publicity. Neither of the Parties shall make any press release, news disclosure or other
advertising related to the Project that includes the name of the other party without first
obtaining the written approval of the other party.
G. Entirety of Agreement. This Agreement constitutes the entire Agreement between the
parties with respect to the subject matter hereof and supersedes all prior negotiations and
discussions concerning the subject matter hereof.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement to be effective as
of the date first above written.
ENGINEER: CLIENT:
CH2M HILL I + ERS, INc.
By: By:
Title: Manager of Projects Title: Borough Manager, Michael Powers
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