Blueline Group 2019 Waterline Replacement Project Supplement 1.rev
CONTRACT ROUTING FORM
Z Originator: tob English Routed by.
O Department/Division: Engineering - Public Works Date:
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a
Name of Cons ultant/Contractor: The Blueline Group
wCONTRACT TITLE:
o Supplement 1 - 2019 Waterline Replacement Project
Type of Contract:
(GR) Grants
(1) Intergovernmental Agreement
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Fv (I(S)
Purchase of Services
®(W) Public Works
W
H
Z
Bid/RFP Number:
O
V
_
Effective Date:
Completion Date:
L)
Has the original City contract boilerplate language been
modified? C)Yes (F) No
I.-
If yes, specify which sections have been modified:
pDescription
C)
of Services:
Total Amount of Contract: $ 599,600.00
Budget # 421.000.74.594.
Budget #
Budget #
Are there sufficient funds in the current budget to cover this contract?
Remarks:
Authorization Level: Council
W
1. Project Manager
F- 2. Risk Management/Budget
Z J 3. City Attorney
�? 4. Consultant/Contractor
y Q 5. Other
Yes No
✓❑ 6. City Council Approval
Date (►f applicable)
Q 7. Mayor
❑ 8. City Clerk
(City Clerk Use Only)
Megan Luttrell
11 /28/2017
(L) Lease Agreement
(Q) Other
11 /21 /2017
Original Contract No. 6965
Supplemental Agreement 1 No. '7 / /
11C' l:ll,12,
a CITY OF EDMONDS DAVE EARLING
f
121 5T" AVENUE NORTH • EDMONDS, WA 98020 425-771-0220 FAX 425-672-5750 MAYOR
Website: www edmondswa.gov
PUBLIC WORKS DEPARTMENT
�1 90 . 7)
Engineering Division
SUPPLEMENTAL AGREEMENT 1 TO PROFESSIONAL SERVICES AGREEMENT
2019 Waterline Replacement Project
WHEREAS, the City of Edmonds, Washington, hereinafter referred to as the "City", and
The Blueline Group, hereinafter referred to as the "Consultant", entered into an underlying
agreement for design, engineering and consulting services with respect to a project known as
2019 Waterline Replacement Project, dated February 2, 2017; and
WHEREAS, additional tasks to the original Scope of Work have been identified to
design project to be constructed in 2019; NOW, THEREFORE,
In consideration of mutual benefits occurring, it is agreed by and between the parties
thereto as follows:
1. The underlying Agreement of February 2, 2017 between the parties, incorporated
by this reference as fully as if herein set forth, is amended in, but only in, the following respects:
1.1 Scope of Work. The Scope of Work set forth in the underlying agreement
shall be amended' to include the additional services and material necessary to accomplish the
stated objectives as outlined in the attached Exhibit A incorporated by this reference as fully as if
herein set forth.
1.2 The $361,300 amount set forth in paragraph 2A of the underlying Agreement
and stated as an amount which shall not be exceeded, is hereby amended to include an additional
not to exceed amount of $238,300 for the additional scope of work identified in Exhibit A to this
supplemental agreement. As a result of this supplemental agreement, the total contract amount is
increased to a new total not -to -exceed amount of $599,600 ($361,300 plus $238,300).
1.3 Exhibit B to the underlying agreement consisting of the rate and cost
reimbursement schedule is hereby amended to include the form set forth on the attached
Exhibit B to this addendum, incorporated by this reference as fully as if herein set forth.
2. In all other respects, the underlying agreement between the parties shall remain in
full force and effect, amended as set forth herein, but only as set forth herein.
L— - /,�
-A, /4-3/-/8
DONE this S^ day of , 20_Z_T.
CITY OF EDMONDS THE BLUELINE GROUP
By: By:
Mayor avi40tarling Title: -p
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ATTESTIAUTHENTICATE:
S�6�
Sco assey, City
APPROILED AS TO FORM:
Office of the City Attorney
S:\Sta1hMegenlEngineering AdminTROIECTSTUC.2018_I9 Waterline ReplecememMueline Supp Lilac
STATE OF WASHINGTON )
v )ss
COUNTY OF nlh) )
On this day of , 2011-, before me, the under -signed, a
Notary Public in and for the State of Washington, duly commi sioned and sworn, personally
appeared �QY11a m alA r I , to me known to be the of
the corporation that executed the foregoing instrument, and acknowl dged the sai instrument to
be the free and voluntary act and deed of said corporation, for the uses and purposes therein
mentioned, and on oath stated that he/she was authorized to execute said instrument and that the
seal affixed is the corporate seal of said corporation.
WITNESS my hand and official seal hereto (fixed the day and year first above written.
ROSE M. TINTI NrOTARY PUBLIC
Notary Public
State of Washington
My Commission Expires
August 23, 2018
My commission expires:
S:StafAMegen\Eng ncering AdminTROJECTME6IC.2018_I9 Wehrline Reple"mentSlueline.Supp l.dw
Exhibit 'A' to the Contract Agreement for Professional Services
between The City of Edmonds and The Blueline Group, LLC
for the 2019 Waterline Replacement Project
dated October 25, 2017
PROJECT DESCRIPTION
The Blueline Group, LLC ("Blueline") will provide engineering services for the City of Edmonds' 2019
Waterline Replacement Project ("Project") generally consisting of replacement or extension of
±6,000 lineal feet of existing water main with 12-inch and 8-inch diameter ductile iron (DI) pipe,
including ±300 lineal feet of jack and bore installation.
Design will consist of water main, fire hydrants, connections to existing mains, water services, other
appurtenances, and surface restoration. As outlined herein, Blueline will provide topographic base
mapping, geotechnical recommendations, design drawings, specifications, engineer's estimates
(PS&E), coordination with WSDOT, and bidding and construction administration services.
PROJECT SCHEDULE
Blueline shall begin work January 1, 2018 and proceed according to the Project Schedule outlined
below. This schedule reflects the City's desire to complete design by the end of 2018 and to begin
construction in spring of 2019. Key dates include:
Notice to Proceed & Kick-off Meeting..........................................................January 2018
Survey & Base Mapping. .............................................................................. January 2018
Geotechnical Explorations...........................................................January/February 2018
60% Design Submittal.................................................................................... March 2018
Project Walk-Through......................................................................................... April 2018
90% Design Submittal.........................................................................................July 2018
Final Design Submittal..................................................................................October 2018
Bidding & Award............................................................................January-February 2019
Construction Begins........................................................................................ March 2019
Construction Ends................................................................................... September 2019
As-Builts & Project Close-out.................................................................... November 2019
SCOPE OF WORK
Blueline's scope of work for the Project is detailed on the following pages.
1
Exhibit 'A' to the Contract Agreement for Professional Services
between The City of Edmonds and The Blueline Group, LLC
for the 2019 Waterline Replacement Project
dated October 25, 2017
Task 001- PROJECT MANAGEMENT........................................................................... HR-NTE: $23,300
This task is for general coordination and meetings on the project, including plan review/discussion
meetings, in-house quality assurance, coordination with subconsultants, etc. Blueline will prepare
monthly invoices for work performed during the previous month.
Task 002- SURVEY & BASE MAPPING............................................................................ HR-NTE: $3,000
The Project area generally includes Water System and Street Surface improvements at the following
sites:
Site 06 - Additional mapping of area excluded from previous mapping.
Site 08 - Mapping of a portion of Glen St from the intersection with 9th Ave N, west approx. 100'
Site 12 - Mapping of a portion of 216th St SW from the intersection with 73rd PI W, west approx. 75'
Axis Survey and Mapping will prepare base mapping for the area specified in the Project Description
above. AutoCad drawings will be prepared at a scale of 1"=20'. Existing aerial and/or LIDAR
mapping sources may be utilized directly or as a basis for verification. Services will include the
following:
• Control survey in NAD 83/91 Horizontal Datum, with all elevations derived from and checked
to NAVD 88 Vertical Datum.
Delineate parcel lines within above -described area as available from recorded plats and
public records further compared to City of Edmonds and Snohomish County Parcel GIS lines.
• Coordinate services of 811 utility locate service to ascertain conductible underground utility
locations and available asbuilt records.
• Depict hard and soft surfaces on individual layers per accepted APWA standards.
■ Show and dimension located topographic features and contours at 2' intervals.
• Show known utilities as provided by City of Edmonds GIS, research of available utility as -built
records and as located by utility locators.
Deliverables: AutoCad 2016 drawing file with point database and dtm files.
Assumptions: All work will be performed in the public right-of-way and therefore, right of
entry will not need to be obtained.
Task 003 - GEOTECHNICAL INVESTIGATIONS..............................................................HR-NTE: $20,400
Associated Earth Sciences, Inc. will provide Geotechnical Engineering Explorations and Report in
accordance with the attached scope of work.
2
Exhibit'A' to the Contract Agreement for Professional Services
between The City of Edmonds and The Blueline Group, LLC
for the 2019 Waterline Replacement Project
dated October 25, 2017
Task 004 - WSDOT COORDINATION.............................................................................. HR-NTE: $4,100
This task is for ongoing coordination with WSDOT related to the proposed trenchless water main
installation under SR 104. Services under this task will include:
• Attending meetings and/or site visits with WSDOT representatives
■ Correspondence with WSDOT representatives
Deliverables: Responding to requests from WSDOT related to the WSDOT Utility
Construction permit and supporting materials submitted under the 2018 Waterline Replacement
Project contract.
Task 005 - WATER SYSTEM DESIGN (2019 SITES)...................................................HR-NTE: $146,900
Using the base maps prepared in Task 002 and the Geotechnical Recommendations provided in
Task 003, Blueline will produce design plans, and specifications for the Project. The services under
this task will include:
• Layout and location of ±6,000 LF of new DI water mains.
• Design of fire hydrants, replacement of water services (to the existing water meter),
connections to the existing system, and other associated appurtenances within the selected
site limits.
• Separating the PS&E into multiple schedules (A, B, C).
• Coordination with franchise utility companies during design.
• Prepare plan & profile split sheets for the proposed water main improvements.
o Water design will be shown in plan and profile per City standards.
o Sheets to be 22"x34" with roughly an 18"x28" drawing area.
o Scale for these drawings is to be 1"=20' horizontal and 1"=5' vertical.
o We estimate that ±20 plan sheets and ±4 details sheets will be required.
• Show details necessary for construction of the improvements, utilizing City standard water
details and developing specialized details as necessary.
• Provide general temporary erosion and sedimentation control notes and details as
necessary.
• Consultation with dewatering contractors to determine cost estimates, and provide project
specifications.
• Prepare technical specifications, including Proposal, Contract Forms, General Conditions,
and Measurement and Payment in WSDOT format, using City -provided standard
specifications when available.
■ Prepare 60%, 90%, and Final Design stage submittals.
• Review meeting with City staff at each stage of the design and incorporate City comments
into the next submittal.
• Constructability review and QA/QC.
Deliverables: 60% & 90% Design Submittals: PDF of Plans, Specifications, and Engineer's
Estimate.
Final Design Submittal: PDF of Plans, Specifications, Engineer's Estimates,
plus all documents in digital format (and ACAD files) on a CD.
3
Exhibit'A' to the Contract Agreement for Professional Services
between The City of Edmonds and The Blueline Group, LLC
for the 2019 Waterline Replacement Project
dated October 25, 2017
Task 006 - BIDDING ASSISTANCE.................................................................................. HR-NTE: $4,800
Blueline will provide consultation services during the bidding process, including:
• Attend Pre -Bid Conference and address questions from prospective bidders, if necessary.
• Prepare and issue addenda to clarify the construction documents, if necessary.
• Generally assist the City during the bidding process as needed.
Assumptions: The City will upload the bid documents to Builder's Exchange, conduct the bid
opening, prepare the bid tabulation, review apparent low bidder references, and prepare
recommendation for contract award.
Deliverables: Addenda if necessary.
Task 007 - CONSTRUCTION SUPPORT........................................................................ HR-NTE: $13,700
Blueline will provide construction administration services for this Project during the construction
period. Blueline will closely coordinate construction management activities with the City's staff and
field inspector. Services under this task are anticipated to include:
• Prepare for and attend the pre -construction conference.
• Review requests for information (RFIs) provided by the Contractor and coordinate responses
to said RFIs with the City.
• Provide changes to drawings or specifications as necessary to respond to field conditions or
RFIs.
• General consultation and coordination on an as -needed basis. Address construction
questions as they arise.
• Blueline will prepare recommendation of project acceptance, if needed.
• Prepare As-Builts in AutoCad.
Deliverables: RFI responses if necessary, As-Builts on a CD, transmit and provide Utility
data and PDF to City's GIS group.
Assumptions: Construction inspection and administration services are not included.
Task 008 - MANAGEMENT RESERVE....................................................... HR-NTE (Allowance): $21,600
This task provides for unanticipated services deemed to be necessary during the course of the
Project that are not specifically identified in the scope of work tasks defined above. Any funds
under this item are not to be used unless explicitly authorized by the City. Fee estimate is based on
±10% of Tasks 001 - 007.
Deliverables: None yet identified.
Task 999 - EXPENSES.................................................................................................. (Allowance): $500
This task provides for mileage reimbursement associated with meetings and site visits throughout
the course of the project.
4
Exhibit 'A' to the Contract Agreement for Professional Services
between The City of Edmonds and The Blueline Group, LLC
for the 2019 Waterline Replacement Project
dated October 25, 2017
GENERAL ASSUMPTIONS & NOTES
• The City of Edmonds will provide any available record drawings for the project areas.
• Scope and fees outlined above are based on the following information (any changes to these
documents may result in changes to the fees):
o Scoping Meeting with the City of Edmonds on December 21, 2016 and site selection
that was determined following the 2018 Waterline Replacement Project Preliminary
Design submittal.
o City of Edmonds' Maps provided at Scoping Meeting.
o City of Edmonds' GIS records.
• We do not anticipate that environmental services will be necessary for this Project. If it is
determined during the design phase that environmental services are needed, we will provide
an Additional Services Authorization request for that effort.
• We do not anticipate that traffic control plans, dewatering plans, or structural engineering
plans will be necessary for this project, and are therefore not included.
• Project stops/starts and significant changes to the attached Project Schedule may result in
changes to the fees provided above and a separate fee proposal will be provided.
■ Agency fees (if any) are not included as part of the fees outlined above.
• Easements (if required) will be an additional service.
• Time and expense items are based on The Blueline Group's current hourly rates.
5
a s s o c i a t e d
earth sciences
incorporated
October 16, 2017
Project No. 170589E001
The Blueline Group
25 Central Way, Suite 400
Kirkland, Washington 98033
Attention: Ms. Deanna L. Martin, P.E.
Subject: Proposal for Subsurface Exploration and
Geotechnical Engineering Study
Edmonds 2019 Water System Improvements
Edmonds, Washington
Dear Ms. Martin:
As requested, this proposal presents our scope of work and cost estimate to perform a
subsurface exploration and geotechnical engineering study for the subject project. Our
understanding of the project is based on information provided by The Blueline Group.
SITE AND PROJECT DESCRIPTION
The subject project includes the replacement of approximately 4,400 feet of water line,
including between 9th Avenue North and Olympic Avenue on Daley and Sprague Streets,
between 10th Avenue North and Olympic Avenue on Glen Street, and along 9th Avenue North
between Glen Street and Edmonds Street. These waterline segments comprise "Site 8" of the
planned City of Edmonds 2019 Water System Improvements project. Based on our discussions
with you, we understand that shallow ground water is expected due to observation of water
emanating from a curb at the subject site, along with ground water observed at a nearby
construction site. You have requested that Associated Earth Sciences, Inc. (AESI) provide
geotechnical recommendations for installation of the proposed "Site 8" water line replacement,
including dewatering (if needed).
GEOTECHNICAL ENGINEERING SERVICES - PURPOSE AND SCOPE
We propose to complete a geotechnical report for the site based upon subsurface conditions
encountered at the site. We understand that typical practice for water line projects in Edmonds
is to backfill the excavated trenches with bank run gravel if native material is unsuitable.
Kirkland Office 1911 Fifth Avenue I Kirkland, WA 98033 P 1425.827.7701 F 1425.827.5424
Everett Office 12911 % Hewitt Avenue, Suite 2 1 Everett, WA 98201 P 1425.259.0522 F 1425.827.5424
Tacoma Office 1 1552 Commerce Street, Suite 102 1 Tacoma, WA 98402 P 1253.722.2992 F 1 253.722.2993
www.aesgeo.com
Therefore, our scope of our proposed exploration will focus on the existing soil and ground
water conditions along the planned waterline alignment. Exploration proposed for the project
will consist of five borings, with two borings each along Daley and Sprague Streets and one
boring along Glen Street. The borings will each be drilled to a nominal depth of 15 feet below
the ground surface, with one boring completed as a two -inch -diameter monitoring well. The
borings will be drilled in the right-of-way as close to the proposed waterline as practical.
Because the roadway segments along which the work will occur are limited to two lanes with
narrow shoulder widths, we anticipate that closure of a portion or all of one lane adjacent to
each boring location will be needed for drilling access. We anticipate that the lane closure will
be limited to a short section of road adjacent to the boring being drilled; traffic control will be
provided by AESI and the section of lane closure will be moved for each boring. We also
anticipate the duration of the field exploration to be 2 days.
The drilling will be accomplished using a hollow -stem auger drill rig. The exploration borings will
be performed under the full-time observation of an engineer or geologist who shall maintain
detailed records of the conditions encountered in the borings and obtain representative
samples for additional laboratory testing and classification.
Subsequent to completion of the explorations, we will prepare a geotechnical report
summarizing site soil conditions and estimated ground water elevations, and presenting
geotechnical recommendations for construction of the proposed improvements. Specific items
that will be covered in our report include:
• A site plan with boring exploration locations indicated;
■ Interpretive boring exploration logs;
■ A summary of our subsurface observations, including the distribution and characteristics
of surface pavements, subsurface soils and shallow ground water;
a Geologic hazard mitigation, if appropriate;
• Temporary utility trench excavation inclinations;
General opinions regarding use of trench box shoring and dewatering;
Criteria for site preparation, fill placement, and compaction;
• Suitability of on -site materials for use as structural fill;
• Hydraulic conductivity analysis to estimate ground water flow rate, including dewatering
recommendations; and
• General erosion control recommendations and wet weather construction
considerations.
Prior to our exploration, AESI will notify the one -call utility service to locate buried public
underground utilities at the site. Also, we request that AESI be allowed to mark the proposed
locations on the street and have the The Blueline Group and the City of Edmonds confirm
that these locations are clear for drilling. If underground utility conflicts or other
obstructions/right of -way issues prevent drilling in these locations, we will notify the client of
2
these conflicts, options for alternative drilling locations, and changes to the estimated cost, if
any. AESI will not be responsible for damage to buried utilities that are not accurately marked
on the ground prior to our work, or shown on as -built plans that are provided to us. Budget for
utility locations requiring vacuum truck pre -excavation are not included in our proposal fees,
and will be an additional cost if required by the City of Edmonds or utility company.
Each boring will be backfilled with bentonite and, where paved, capped with concrete or
asphalt, suitable for support of vehicle use. In preparing our cost estimate, any soil cuttings
generated during drilling will be hauled offsite by the driller. No other site restoration is
included in our cost estimate.
COST ESTIMATE
We can complete the scope of work described above for the project within an estimated
budget of $18,500. A breakdown of costs is provided below.
Subsurface Exploration
Drilling subcontractor, includes 5 hollow -stem auger borings to be
drilled to a nominal depth of approximately 15 feet, with one boring
completed as a 2-inch-diameter monitoring well ..................................................... $5,000
Traffic Control Plan ..............
Traffic Control
Permitting, barricade rental, flaggers, barricade setup .
AESI Field Labor, includes subcontractor and other field coordination
Analysis, Engineering, and Report Preparation .................
TOTAL ..................
.......... $600
....... $4,000
....... $3,400
....... $5,500
................................................ $18,500
*Note: Traffic control charges listed above are estimated and will be re-evaluated once the traffic control plan has
been approved. If it is anticipated that actual traffic control costs will exceed the amount shown, then we will
advise you of the revised estimate prior to commencement of field exploration. No additional traffic control costs
will be incurred without your prior approval.
All of our work will be billed on a time and materials basis in accordance with our Schedule of
Charges and General Conditions "A," copies of which are attached. If requested by the client,
non -scope tasks, such as meetings or geotechnical plan review, will be billed on a time and
expense basis in accordance with the attached Schedule of Charges and General Conditions
„A„
3
NOTIFICATION OF AUTHORIZATION TO PROCEED
We appreciate the opportunity to submit this proposal and hope that it meets your needs. If
you have any questions, please do not hesitate to call. If you approve of our scope of work and
would like for us to proceed, please return a signed copy of this letter to our Kirkland office
address (9115th Avenue, Kirkland, Washington 98033).
Sincerely,
ASSOCIATED EARTH SCIENCES, INC.
Kirkland, Washington
Bruce L. Blyton, P.,:
Senior Principal Engineer
Attachments: Schedule of Charges
General Conditions "A"
The undersigned has reviewed and accepts the
attached General Conditions "A."
Client Date
Authorized Representative Signature
Client (please print name)
AESI offers paperless invoicing as an emailed PDF document to your accounts payable
department/representative. By providing an email address, you will receive emalled
PDF versions of your invoices (no copies will be mailed).
Please provide the appropriate email address here:
BLB/ms—170589E001-1— Projects\20170589\KE\W P
4
Effective 2017
ASSOCIATED EARTH SCIENCES, INC.
SCHEDULE OF CHARGES
Our compensation will be determined on the basis of time and expenses in accordance with the following schedule
unless a lump sum amount is so indicated in the proposal or services agreement.
Current rates are as follows:
Personnel Charges - Engineers, Hydrogeologists, Geologists, Scientists, and Technicians
Sr. Principal.......................................................................................$210.00/hour
Principal...... ......................................................................................
$180.00/hour
Sr. Associate.....................................................................................$160.00/hour
Associate..........................................................................................$150.00/hour
Senior..................... .......................................................................... $140.00/hour
Sr. Project.........................................................................................$130.00/hour
Project.............................................................................................. $120.00/hour
Sr. Staff ................................................... ..........................................
$100.00/hour
Staff...................................................................................................$90.00/hour
Legal Testimony (4 hour minimum)..................................................$400.00/hour
Other Personnel and Disbursement Charges
CAD Operator and Workstation.........................................................$95.00/hour
Geographic Information Services(GIS)........................... .................... $95.00/hour
Prints— Sizes A and B........................................................... ................. $2.00/each
Prints —Sizes C, D, E, and F...................................................................$5.00/each
Project Assistant .......................................... -...................................... $75.00/hour
Laboratory Technician ................................. ....................................... $90.00/hour
Clerical, Word Processing, etc . ............. .............................................. $60.00/hour
Mileage,.............................................................................................Federal Reimbursable Rate + 15%
Per Diem............................................................................................To be established on a project basis
Subcontractors and Miscellaneous Expenses....................................cost
plus 15%
Water Level Data Logger. ....................................................... _ .........
$50.00/month
Barometer Data Logger.....................................................................$40.00/month
Laboratory Charges
Atterberg Limit.................................................................................$110.00/test
Consolidation....................................................................................$385.00/test
Constant Head Permeability (ASTM:D2434-68)...............................$385.00/test
Direct Shear ........................... .----- ....----------- ___ .............................
$385.00/3 point test
Ethylene Glycol Test (3 rock minimum)............................................$115.00
Fractured Face Count (AASHTO T-335)...............................................$80.00/test
Hydrometer................ ......................................................................
$200.00/test
MoistureContent...............................................................................$25.00/test
Organic Content .... .............................................................................
$70.00/test
PercentPassing#200.................................. ......................................
$100.00/test
Permeability (Falling Head) .............. ................ ................................
$225.00/test
Proctor ASTM:D-1557 and ASTM:D-698...........................................$250.00/test
SandEquivalent .................................... ............................................
$110.00/test
Sieve with Wash #200......................................................................$200.00/test
Specific Gravity +#4.....................................................................$65.00/test
Specific Gravity -#4............................................................................$70.00/test
Other laboratory tests and equipment rental will be provided on a perjob basis.
Charge2017-Regl- WP\Linda\5D-2017
Effective July 2010
ASSOCIATED EARTH SCIENCES, INC.
GENERAL CONDITIONS "A"
911- 5th Avenue, Suite 100 2911 % Hewitt Avenue, Suite 2 1552 Commerce Street, Suite 102
Kirkland, Washington 98033 Everett, Washington 98201 Tacoma, Washington98402
(425) 827-7701 1 FAX (425) 827-5424 (425) 259-0522 1 FAX (425) 252-3408 (253) 722-2992 1 FAX (253) 722-2993
Right of Entry
The Client shall provide AESI legal access to and/or obtain permission for AESI to enter on all property, whether or not owned by Client, as necessary for AESI to
perform and complete its work. Client is responsible to provide, by map or drawing, a description ofthe property, its location and the location of any buried
utilities or structures, including but not limited to, underground storage tanks. Any damage that results to a buried utility, orto Associated Earth Sciences, Inc.
(AESI) or subcontractor equipment, will be the responsibility of the client. Also, any additional charges for exploratory work, due to encountering the utility,
will be the responsibility ofthe client. We will take reasonable precautions to minimize damage from use of equipment, but have not included in ourfee the
cost for restoration of damage which may result from our operations.
Hazardous Substances & Drill Cuttings
Client warrantsthat, priorto AESI beginning work, it will provide AESI with all information known, orwhich reasonably could be known by Client concerningthe
past or present use ofthe property and the nature and existence of any hazardous conditions or materials, on, in, under, adjacent to or near the property.
When hazardous substances are known, assumed or suspected to exist at a site, AESI is required to take appropriate precautions to protect the health and
safety of its personnel, to comply with applicable laws and regulations, and to follow procedures that AESI deems prudent to minimize physical risks to its
personnel and the public. Hazardous substances may exist at a site where there is no reason to believe they could or should be present. AESI and Clientagree
that the discovery of unanticipated hazardous substances constitutes a changed condition mandating a renegotiation ofthe scope of work ortermination of
services. AESI and Client also agree that the discovery of unanticipated hazardous substances may make it necessary for AESI to take immediate measures to
protect human health and safety, and/or the environment. AESI agrees to notify Client as soon as practically possible should unanticipated hazardous
substances or suspected hazardous substances be encountered. Client encourages AESI to take any and all measures that in AESI's professional opinion are
justified to preserve and protect the health and safety of AESI's personnel and the public, and/or the environment, and Client agrees to compensate AESI for
the additional cost of such work. In addition, Client waives any claim against AESI, and agrees to indemnify, defend and hold AESI harmless from any claim or
liability for injury or loss arising from AESI's encountering of unanticipated hazardous substances or suspected hazardous substances. Client also agrees to
compensate AESI for work performed in defense of any such claim, with such compensation to be based upon AESI's prevailing fee schedule and expense
reimbursement policy.
Client recognizes that, when it is known, assumed or suspected that hazardous substances exist beneath the surface ofthe project site, certain waste materials,
such as drill cuttings and drilling fluids, should be handled as if contaminated. Accordingly, to protect human health and safety as well as the environment,
AESI will appropriately contain and label such materials; will promptly inform Client that such containerization and labeling has been performed, and will leave
the containers on site for proper, lawful removal, transport and disposal by Client. Client waives any claim against AESI and/or its professional staff, and agrees
to defend, indemnify and hold AESI and/or its professional staff harmless from any claim or liability for injury or loss which may arise as a result of the drill
cuttings, drilling fluids or other assumed hazardous substances being left on site after their containerization by AESI. Client also agrees to compensate AESI for
any time spent and expenses incurred by AESI in defense of any such claim, with such compensation to be based upon AESI's prevailing fee schedule and
expense reimbursement policy. AESI will act on behalf of Clientto arrange for lawful removal, transport and disposal of hazardous substances and potentially
contaminated drill cuttings, drillingfluids and wash water, if Client so requests, and Client agreesto compensate AESI based upon AESI's prevailingfee schedule
and expense reimbursement.
Soil, rock, water and/or other samples obtained from the project site are held by AESI for no longerthan 30 calendar days afterthe issuance of any document
that includes the data obtained from them, unless other arrangements are mutually agreed upon in writing. Should any of thesesamples be contaminated by
hazardous substances or suspected hazardous substances, it is Client's responsibility to select and arrange for lawful disposal procedures, that is, procedures
which encompass removing the contaminated samples from AESI's custody and transporting them to an authorized disposal site. Client is advised that, in all
cases, prudence and good judgment should be applied in selecting and arranging for lawful disposal procedures. AESI will act on behalf ofClientto arrange for
lawful removal, transport and disposal of hazardous substances if Client so requests, and Client agrees to compensate AESI based upon AESI's prevailing fee
schedule and expense reimbursement.
Due to the risks to which AESI is exposed, Client agreesto waive any claim against AESI and/or its personnel, and to defend, indemnify and hold AESI and/or its
personnel harmless from any claim or liability for injury or loss arising from AESI's containing, labeling, transporting, testing, storing or other handling of
contaminated samples. Client also agrees to compensate AESI for any time spent and expenses incurred by AESI in defense of any such claim, with such
compensation to be based upon AESI's prevailing fee schedule and expense reimbursement policy.
Aquifer Contamination
Subsurface drilling and sampling may result in unavoidable contamination of certain subsurface areas, as when a probe or boring device moves through a
contaminated area, linking it to an aquifer, underground stream, or other hydrous body not previously contaminated and capable of spreading hazardous
substances off -site. Because subsurface sampling is a necessary aspect ofthe work which AESI will perform on Client's behalf, Client waives any claim against
AESI and/or its personnel, and agrees to defend, indemnify and hold AESI and/or its personnel harmless from any claim or liability for injury or loss which may
arise as a result of alleged cross -contamination caused by drilling or sampling. Client further agrees to compensate AESI for any time spent or expenses
incurred by AESI in defense of any such claim, in accordance with AESI's prevailing fee schedule and expense reimbursement policy.
Ownership of Documents
All designs, drawings, specifications, notes, data, sample materials (exclusive of hazardous substances), report reproducibles and otherwork developed by AESI
are instruments of service and as such remain the property of Associated Earth Sciences, Inc.
Third Parties
All services performed by AESI and/or its personnel under this agreement are intended solely for the benefit ofthe client. Nothing contained herein shall
confer any rights upon or create any duties on the partofAESI and/or its personnel toward any person or persons not a party to this agreement including, but
not limited to any contractor, subcontractor, supplier, or the agents, officers, employees, insurers, or sureties of any ofthe above.
AESI shall not be responsible for the means, methods, or procedures of construction, nor for safety on the job site, nor for the contractor's failure to carryout
the work in accordance with the contract documents.
Insurance
Associated Earth Sciences, Inc. maintains General Liability Insurance for bodily injury and property damage with an aggregate limit of $1,000,000 per
occurrence and we will furnish certificates of such insurance upon written request. Our liability to the Client for bodily injury or property damage arising out of
work performed for the Client for which legal liability may be found to rest upon us, other than for professional errors and omissions, will be limited to our
General Liability Insurance coverage. AESI also maintains professional errors and omissions insurance. We will furnish certificates of such insurance upon
written request.
Standard of Care
Services performed by AESI underthis agreement will be conducted in a manner consistent with that level of care and skill ordinarily exercised by membersof
the profession currently practicing in the same locality under similar conditions. No other representation, express or implied, and no warranty orguarantee is
included or intended in this agreement or in any report, opinion, and document or otherwise.
Limitation of Liability (Option A — Lesser of)
To the fullest extent permitted by law, the total liability of AESI and its principals, personnel and employees, to Client and anyone claiming by, through or under
Client, for any and all claims, losses, costs or damages whatsoever arising out of, resulting from or in any way related to the Project orthis Agreement from any
cause or causes, including but not limited to the negligence, professional errors or omissions, strict liability, breach ofcontract or breach ofwarranty express or
implied of AESI or its principals, employees or personnel shall not exceed $50,000 or the total compensation received by AESI under this Agreement, whichever
is less.
Option B — amount paid
To the fullest extent permitted by law, the total liability of AESI and its principals, personnel and employees, to Client and anyone claiming by, through or under
Client, for any and all claims, losses, costs or damages whatsoever arising out of, resulting from or in any way related to the Project orthisAgreement from any
cause or causes, including but not limited to the negligence, professional errors or omissions, strict liability, breach of contract or breach of warranty express or
implied of AESI or its principals, employees or personnel shall not exceed the total compensation received by AESI under this Agreement.
The Client further agrees to require of the contractor and his subcontractors an identical limitation ofAESI's and/or its personnel's liability for damages suffered
by the contractor or subcontractors arising from the professional acts, errors, or omissions of AESI and/or its personnel. Increased liability limits may be
negotiated upon Client's written request, prior to commencement of services, and upon Client's agreementto pay an additional fee commensurate with the
increased risk. Any such increased limit of liability shall be established by written agreement signed by Client and AESI. As used in this paragraph, the term
"liability" means liability of any kind, whether in contract, tort, strict liability or otherwise, for any and all injuries, claims, losses, expenses, or damages arising
out of or in any way related to services provided by or through AESI.
Waiver of Consequential Damages
Client expressly waives as to AESI all claims for lost profit or any other indirect, incidental or consequential damages of any nature.
Indemnification
Client shall indemnify, defend, and hold AESI and/or its personnel harmless against all claims, damages, losses, and expenses, including but not limited to
attorney's fees and court costs arising out of or in any way related to the services provided by or through AESI; provided that such indemnification shall not
apply to claims, damages, losses or expenses that arise out of bodily injury to persons or damage to property to the extent caused by AESI's sole negligence;
provided further that Client shall indemnify AESI against liability for damages, losses, or expenses arising out of bodily injury to persons or damage to property
and caused by or resulting from the concurrent negligence of Client, its agents or employees and AESI, only to the extent of the negligence of parties other than
AESI.
CLIENT AND AESI AGREE THAT THE PRECEDING PARAGRAPHS RELATING TO LIMITATIONS OF LIABILITY, WAIVER OF CONSEQUENTIAL DAMAGES AND
INDEMNIFICATION WERE MUTUALLY NEGOTIATED AND THAT BUT FORTHE INCLUSION OFTHOSE PROVISIONSAESI WOULD NOT HAVE ENTERED INTOTHIS
AGREEMENT, OR AESI'S COMPENSATION UNDER THIS AGREEMENT WOULD HAVE BEEN HIGHER.
Stability of Slopes
The Client also recognizes that risk is inherent with any site involving slopes and Client agrees to accept full responsibility for these risks. Client states that he
understands that the information obtained or recommendations made may help to reduce the Client's risks and that no amount of engineering or geologic
analysis can yield a guarantee of stable slopes. Therefore, in cases where there is no fault (i.e. no professional errors, omissions or negligence), Clientagreesto
hold harmless, defend, and indemnify AESI and/or its professional staff for claims from any source in the event of slope movement and any damage resulting.
Attorneys Fees
In the event the Client makes a claim against AESI and/or its personnel, at law or otherwise, for any alleged error, omission or other act orfailure to act arising
out ofthis agreement, and the Client failsto prove such claim or prevail in an adversary proceeding, then the Client shall pay all costs incurred by AESI, and/or
its personnel, in defending against the claim. In all other legal proceedings between the parties, the prevailing party shall be entitled to recover reasonable
attorney's fees and costs, including expert witness fees and all litigation related expenses.
Billing
Invoices will be submitted once per month and are payable upon receipt. Interest of 1-1/2% per month (but not exceeding the maximum rate allowable by
law) will be added to any account not paid within 30 days.
Termination
In the event that the Client requests termination of the work priorto completion, we reserve the right to complete such analyses and records as required to
place our files in order as we consider necessary to protect our professional reputation. At our discretion, a termination charge may also be made to cover our
proposal and administrative costs relating to the project.
Priority of Provisions
The provisions of these General Conditions supersede all other terms and conditions of the agreement between Client and AESI.
GenCon2013-Al-WP\Linda\SD-2013 Client Initials
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