HomeMy WebLinkAboutRESOLUTION NO. 2024-57RESOLUTION NO. 2024-57
RESOLUTION AUTHORIZING A PROFESSIONAL SERVICES
AGREEMENT BETWEEN THE CITY OF FAIRFAX AND HALL AND
HALL ENGINEERS, INC.
WHEREAS, the Fairfax City Council intends to rehabilitate segments of existing sanitary
sewer located in Sanitary Sewer Districts 1— 4, which are the districts located south of Prairie
Creek in the City of Fairfax; and
WHEREAS, Hall and Hall Engineers, Inc. has submitted a Professional Services
Agreement to provide design, administration, bidding, and construction engineering services for
the Sanitary Sewer Rehabilitation Project.
NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Fairfax,
Iowa, to enter into this Professional Services Agreement with Hall and Hall Engineers, Inc. as
attached.
BE IT FURTHER RESOLVED, by the City Council of the City of Fairfax, Iowa, that
the Mayor and City Clerk are hereby authorized and directed to execute both this Resolution and
the Professional Services Agreement.
Passed and approved this 9th day of July, 2024.
AYES: Nurre, Wozniak, Volk, and Wainwright
NAYS: None
ABSENT: Daly
``.I� U' K-/N/ —!'��f-KX,Iw
Jo nn Beer, Mayor
ATTEST:
V
`� , ��.
thia Stimson, City Clerk/Treasurer
ra v<,
v
t�'�
t
f
�
2024 Sanitary Sewer Rehabilitation Project
HHE Project No. 6950-24-02
SHORT FORM OF AGREEMENT
BETWEEN OVVNER AND ENGINEER
FOR
PROFESSIONAL SERVICES
THIS IS AN AGREEMENT effective as of July 9, 2024 ("Effective Date") between Citv of Fairfax ("Owner") and
Hall & Hall En�ineers, Inc. ("Engineer").
Owner's Project, of which Engineer's services under this Agreement are a part, is generally identified as follows:
Civil Engineering Professional Services for the design, administration, bidding, and part-time construction engineering
for the rehabilitation of existing sanitary sewer segments located in Sanitary Sewer Districts 1— 4, which are the
districts located south of Prairie Creek. The scope of this project involves rehabilitating impaired segments of sanitary
sewer that were identified in 2019 during a preliminary evaluation of sanitary sewer conditions. The preliminary
evaluation was based on inspection videos that were recorded by others in 2016.
Engineer's Services under this Agreement are generally identified as follows:
The Work generally consists of the design, administration, bidding, and part-time construction engineering for the
rehabilitation of existing sanitary sewer segments located in Sanitary Sewer Districts 1— 4. A final evaluation will be
completed to determine the exact scope of rehabilitation required for the pipe segments that were identified as needing
attention during the 2019 preliminary evaluation. Upon establishing the necessary rehabilitation for the pipe segments,
a cost analysis will be performed to determine which assortment of segments can fit within the current CIP budget
and, thus, be included in the construction project. Administering of the construction bidding and contract award
process will be performed. The bidding for construction will be done via a competitive quote process, as the estimated
construction cost will fall within the State of Iowa's competitive quote limits of $81,000 to $196,000. Adjacent
property owners will be made aware of the project prior to commencing construction, since sewer service will need to
be interrupted while the rehabilitation work is being performed (Contractor shall be responsible for notifying property
owners on the exact timeframes of service interruptions). A wastewater construction permit will be obtained from the
Iowa DNR prior to commencing construction.
A. Design Services.
1. Perform a final evaluation of the pipelines that were identified in the 2019 preliminary evaluation and
determine the final scope of rehabilitation needed.
2. Perform a cost analysis to determine which pipelines can fit within the current CIP budget and be
included in the construction project.
3. Prepare necessary base mapping.
4. Prepare the Plan of Improvements for the pipelines selected for the construction project.
5. Coordinate with City of Fairfax Staff.
6. Obtain a wastewater construction permit from the Iowa DNR.
B. Bidding Services
l. Prepare a standard quote form for distribution and solicit competitive quotes (1 time) for the
construction project.
2. Examine the quotes received, prepare the quote tab, and provide a recommendation to City Council for
awarding the contract.
EJCDC E-520 Short Form of Agreement Between Owner and Engineer for Professional Services.
Copyright �2009 National Society of Professional Engineers for EJCDC. All rights reserved.
Page 1
2024 Sanitary Sewer Rehabilitation Project
HHE Project No. 6950-24-02
C. Construction Engineering Services.
1. Provide part-time construction administrative services consisting of the following: notify impacted
property owners of the type of work being performed, estimated overall project schedule, and potential
for service interruptions during the work (Contractor shall be responsible for notifying property owners
on exact timeframes of service interruptions prior to commencing work); administer the execution of the
construction contract; attendance of a pre-construction meeting; review the material submittals from the
contractor; review and recommendation of pay applications and change orders; and provide the
appropriate project close-out documents.
2. Provide part-time construction observation consisting of up to 20 hours of observation. It is anticipated
that HHE may be on-site to perform construction observation services approximately five times during
the construction of this project for an a�erage of three hours per visit, in addition to approximately five
hours spent reviewing the Contractor's video recordings of the completed pipelines to verify that the work
meets specifications.
Owner and Engineer further agree as follows:
1.01 Basic Agreement and Period of Service
A. Engineer shall provide, or cause to be provided, the services set forth in this Agreement. If authorized by
Owner, or if required because of changes in the Project, Engineer shall furnish services in addition to those
set forth above. Owner shall pay Engineer for its services as set forth in Paragraphs '7.01 and 7.02.
B. Engineer shall complete its services within a reasonable time, or within the following specific time period:
• A. Design Services: July 2024 — December 2024
• B. Construction Engineering Services: Apri12025 — July 2025
C. If the Project includes construction-related professional services, then Engineer's time for completion of
services is conditioned on the time for Owner and its contractors to complete construction not exceeding 4
months. If the actual time to complete construction exceeds the number of months indicated, then Engineer's
period of service and its total compensation shall be appropriately adjusted.
2.01 Payment Procedures
A. Invoices: Engineer shall prepare invoices in accordance with its standard invoicing practices and submit the
invoices to Owner on a monthly basis. Invoices are due and payable within 30 days of receipt. If Owner fails
to make any payment due Engineer for services and expenses within 30 days after receipt of Engineer's
invoice, then the amounts due Engineer will be increased at the rate of 1.0% per month (or the maximum rate
of interest permitted by law, if less) from said thirtieth day. In addition, Engineer may, after giving seven days
written notice to Owner, suspend services under this Agreement until Engineer has been paid in full all
amounts due for services, expenses, and other related charges. Owner waives any and all claims against
Engineer for any such suspension. Payments will be credited first to interest and then to principal.
3.01 Termination
A. The obligation to continue performance under this Agreement may be terminated:
1. For cause,
EJCDC E-520 Short Form of Agreement Behveen Owner and Engineer for Professional Services.
Copyright 002009 National Society of Professional Engineers for EJCDC. All rights reserved.
Paee 2
2024 Sanitary Sewer Rehabilitation Project
HHE Project No. 6950-24-02
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 Agreement's terms through no fault of the terminating party.
Failure to pay Engineer for its services is a substantial failure to perform and a basis for
termination.
b. By Engineer:
1) upon seven days written notice if Owner demands that Engineer furnish or perform services
contrary to Engineer's responsibilities as a licensed professional; or
2) upon seven days written notice if the Engineer's services for the Project are delayed for more
than 90 days for reasons beyond Engineer's control.
Engineer shall ha�e no liability to Owner on account of a termination by Engineer under
Paragraph 3.O1.A.l .b.
Notwithstanding the foregoing, this Agreement will not terminate as a result of a substantial
failure under Paragraph 3.O1.A.l .a if the party receiving such notice begins, within seven days of
receipt of such notice, to correct its substantial failure to perform and proceeds diligently to cure
such failure within no more than 30 days of receipt of notice; provided, however, that if and to
the extent such substantial failure cannot be reasonably cured within such 30 day period, and if
such party has diligently attempted to cure the same and thereafter continues diligently to cure
the same, then the cure period provided for herein shall extend up to, but in no case more than,
60 days after the date of receipt of the notice.
2. For convenience, by Owner effective upon Engineer's receipt of written notice from Owner.
B. The terminating pariy under Paragraph 3.01.A may set the effective date of termination at a time up to 30 days
later than otherwise provided to allow Engineer to complete tasks whose value would otherwise be lost, to
prepare notes as to the status of completed and uncompleted tasks, and to assemble Project materials in orderly
files.
C. In the event of any termination under Paragraph 3.01, Engineer will be entitled to invoice Owner and to receive
full payment for all services performed or furnished in accordance with this Agreement and all reimbursable
expenses incurred through the effective date of termination.
4.O l Successors, Assigns, and Beneficiaries
A. Owner and Engineer are hereby bound and the successors, executors, administrators, and legal representatives
of Owner and Engineer (and to the extent permitted by Paragraph 4.O l.B the assigns of Owner and Engineer)
are hereby bound to the other party to this Agreement and to the successors, executors, administrators, and
legal representatives (and said assigns) of such other party, in respect of all covenants, agreements, and
obligations of this Agreement.
B. Neither Owner nor Engineer may assign, sublet, or transfer any rights under or interest (including, but without
limitation, moneys that are due or may become due) in this Agreement without the written consent of the
other, except to the extent that any assignment, subletting, or transfer is mandated or restricted by law. Unless
specifically stated to the contrary in any written consent to an assignment, no assignment will release or
discharge the assignor from any duty or responsibility under this Agreement.
EJCDC E-520 Short Form of Agreement Between Owner and Engineer for Professional Services.
Copyright �02009 National Society of Professional Engineers for EJCDC. All rights reserved.
Paee 3
2024 Sanitary Sewer Rehabilitation Project
HHE Project No. 6950-24-02
C. Unless expressly provided otherwise, nothing in this Agreement shall be construed to create, impose, or give
rise to any duty owed by Owner or Engineer to any contractor, subcontractor, supplier, other individual or
entity, or to any surety for or employee of any of them. All duties and responsibilities undertaken pursuant to
this Agreement will be for the sole and exclusive benefit of Owner and Engineer and not for the benefit of
any other party.
5.01 General Considerations
A. The standard of care for all professional engineering and related services performed or furnished by Engineer
under this Agreement will be the care and skill ordinarily used by members of the subject profession practicing
under similar circumstances at the same time and in the same locality. Engineer makes no warranties, express
or implied, under this Agreement or otherwise, in connection with Engineer's services. Subject to the
foregoing standard of care, Engineer and its consultants may use or rely upon design elements and information
ordinarily or customarily furnished by others, including, but not limited to, specialty contractors,
manufacturers, suppliers, and the publishers of technical standards.
B. Engineer shall not at any time supervise, direct, control, or have authority over any contractor's work, nor shall
Engineer have authority over or be responsible for the means, methods, techniques, sequences, or procedures
of construction selected or used by any contractor, or the safety precautions and programs incident thereto,
for security or safety at the Project site, nor for any failure of a contractor to comply with laws and regulations
applicable to such contractor's furnishing and performing of its work.
C. This Agreement is to be governed by the law of the state or jurisdiction in which the Project is located.
D. Engineer neither guarantees the performance of any contractor nor assumes responsibility for any contractor's
failure to furnish and perform its work in accordance with the contract between Owner and such contractor.
Engineer is not responsible for variations between actual construction bids or costs and Engineer's opinions
or estimates regarding construction costs.
E. Engineer shall not be responsible for the acts or omissions of any contractor, subcontractor, or supplier, or of
any of their agents or employees or of any other persons (except Engineer's own employees) at the Project
site or otherwise furnishing or performing any construction work; or for any decision made regarding the
construction contract requirements, or any application, interpretation, or clarification of the construction
contract other than those made by Engineer.
F. The general conditions for any construction contract documents prepared hereunder are to be the "Standard
General Conditions of the Construction Contract" as prepared by the Engineers Joint Contract Documents
Committee (EJCDC C-700, 2007 Edition) unless the parties agree otherwise.
G. All documents prepared or furnished by Engineer are instruments of service, and Engineer retains an
ownership and property interest (including the copyright and the right of reuse) in such documents, whether
or not the Project is completed. Owner shall have a limited license to use the documents on the Project,
extensions of the Project, and for related uses of the Owner, subject to receipt by Engineer of full payment for
all services relating to preparation of the documents and subject to the following limitations: (1) Owner
acknowledges that such documents are not intended or represented to be suitable for use on the Project unless
completed by Engineer, or for use or reuse by Owner or others on extensions of the Project, on any other
project, or for any other use or purpose, without written verifcation 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
EJCDC E-.520 Short Form of Agreement Behveen Owner and Engineer for Professional Services.
Copyright �02009 National Society of Professional Engineers for EJCDC. AII rights reserved.
PaSe 4
2024 Sanitary Sewer Rehabilitation Project
HHE Project No. 6950-24-02
consultants; (3) Owner shall indemnify and hold harmless Engineer and its officers, directors, members,
partners, agents, employees, and consultants from all claims, damages, losses, and expenses, including
attorneys' fees, arising out of or resulting from any use, reuse, or modification of the documents without
written verification, completion, or adaptation by Engineer; and (4) such limited license to Owner shall not
create any rights in third parties.
H. To the fullest extent permitted by law, Owner and Engineer (1) waive against each other, and the other's
employees, officers, directors, agents, insurers, partners, and consultants, any and all claims for or entitlement
to special, incidental, indirect, or consequential damages arising out of, resulting from, or in any way related
to the Project, and (2) agree that Engineer's total liability to Owner under this Agreement shall be limited to
$50,000 or the total amount of compensation received by Engineer, whichever is greater.
The parties acknowledge that Engineer's scope of services does not include any services related to a
Hazardous Environmental Condition (the presence of asbestos, PCBs, petroleum, hazardous substances or
waste as defined by the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C.
§§9601 et seq., or radioactive materials). If Engineer or any other pariy encounters a Hazardous
Environmental Condition, Engineer may, at its option and without liability for consequential or any other
damages, suspend performance of services on the portion of the Project affected thereby until Owner: (1)
retains appropriate specialist consultants or contractors to identify and, as appropriate, abate, remediate, or
remove the Hazardous Environmental Condition; and (2) warrants that the Site is in full compliance with
applicable Laws and Regulations.
J. Owner and Engineer agree to negotiate each dispute between them in good faith during the 30 days after
notice of dispute. If negotiations are unsuccessful in resolving the dispute, then the dispute shall be mediated.
If inediation is unsuccessful, then the parties may exercise their rights at law.
6.01 Total Ag�^eement
A. This Agreement (including any expressly incorporated attachments), constitutes the entire agreement between
Owner and Engineer and supersedes all prior written or oral understandings. This Agreement may only be
amended, supplemented, modified, or canceled by a duly executed written instrument.
7.01 Basis of Payment—Cost Plus to a maximum, unless otherwise noted below
EJCDC E-520 Short Form of Agreement Between Owner and Engineer for Professional Services.
Copyright �02009 National Society of Professional Engineers for EJCDC. All rights reserved.
Page 5
A. Using the procedures set forth in Paragraph 2.01, Owner shall pay Engineer as follows:
2024 Sanitary Sewer Rehabilitation Project
HHE Project No. 6950-24-02
*The Expense Amount of $300.00 is estimated, and the actual amount will likely be different than the
amount reflected here. HHE will bill the City for the actual expenses incurred with this project. Expenses
will be tracked separately per Note #2 below.
Engineer's Standard Hourly Rates are attached as Appendix 1
Owner to pay all fees and expenses for the project with no mark up. Fees shall include Vehicle
Mileage and Iowa DNR Construction Permit Fees.
7.02 Additional Services: For additional services of Engineer's employees engaged directly on the Project, Owner
shall pay Engineer an amount equal to the cumulative hours charged to the Project by each class of Engineer's
employees times standard hourly rates for each applicable billing class; plus reimbursable expenses and
Engineer's consultants' charges, if any. Engineer's standard hourly rates are attached as Appendix 1.
The following Services are NOT included as part of the Scope of Services of this Agreement, and are
considered Additional Services above and beyond the Scope and Schedule as provided for in this Agreement:
• Services required to resolve any Hazardous Environmental Conditions in compliance with current
laws and regulations.
• Services required for re-design as a result of substitute products during the construction phase.
• Services required for the evaluation of and the determination to accept defective work by the
Contractor, and any re-design services resulting from or required to accept this defective work. ,
• Services related to or regarding arbitration or litigation of a construction contract between a
construction contractor and the Owner regarding any of the projects included as part of this
Agreement.
• Topographic and/or Boundary Surveying.
• Public Bidding
Attachments: Appendix 1, Engineer's Standard Hourly Rates; Appendix 2, Special Provisions; Attachment
1, Anticipated Project Schedule.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement, the Effective Date of which is
indicated on page 1.
EJCDC E-520 Short Form of Agreement Between Owner and Engineer for Professional Services.
Copyright �02009 Nationa► Society of Professional Engineers for EJCDC. All rights reserved.
Pa�e 6
2024 Sanitary Sewer Rehabilitation Project
HHE Project No. 6950-24-02
OWNER:
�
gy: �,,�`� (,�;�. �.m� `� e�-c-'
Title: Mayor
Date Signed: '�!' ����<� ��
Address for giving notices:
ENGINEER:
By: �� -
�
Title: Pro'ect Manager
Date Signed: `��' � ` �-���
Engineer License or Pirm's Certificate
Number: 4�,1308$57
Statc of lowa
Address for giving notices:
City of l�'airtax, Iowa Hall & Hall Engineers inc.
300 80t" Street Court, P.O. Box 337 I 860 Boyson Road
Fairfax, IA 52228 Hiawatha IA 52233
4:JCllC E-520 Shurt Form of Agreement Bctween Owner and Enginecr fnr Profcssional Services.
Copyright �02009 National Society of Profcssional Engineers for F.JCDC:. All rights rescrved.
PaQe 7
2024 Sanitary Sewer Rehabilitation Project
HHE Project No. 6950-24-02
This is Appendix 1, Engineer's
Standard Hourly Rates, referred to in
and part of the Short Form of Agreement
between Owner and Engineer for
Professional Services dated Julv 9, 2024
Engineer's Standard Hourly Rates
A. Standard Hourly Rates:
Standard Hourly Rates are set forth in this Appendix 1 and include salaries
and wages paid to personnel in each billing class plus the cost of customary
and statutory benefits, general and administrative overhead, non-project
operating costs, and operating margin or profit.
2. The Standard Hourly Rates apply only as specified in Paragraphs 7.01 and
7.02, and are subject to annual review and adjustment.
B. HouNly rates for services perfoNmed on or after the Effective Date aNe:
POSITION LEVEL
I II III
Team Leader $145/hour $150/hour $160/hour
Pro'ect Mana er $135/hour $140/hour $150/hour
Associate Team Leader $110/hour $120/hour $135/hour
Pro'ect Coordinator $90/hour $105/hour $120/hour
Pro'ect En ineer $115/hour $120/hour $135/hour
Desi n En ineer $100/hour $105/hour $115/hour
Civil En ineerin Technician $90/hour $100/hour $110/hour
Pro'ect Landsca e Architect $115/hour $120/hour $135/hour
Desi n Landsca e Architect $100/hour $105/hour $115/hour
Landsca e Architect Technician $90/hour $100/hour $110/hour
Pro'ect Surve or $130/hour $135/hour $145/hour
Lead Field Surve or $110/hour $120/hour $130/hour
Desi n Surve or $85/hour $105/hour $120/hour
Field Surve or $95/hour ------------ ------------
Construction Administrator $115/hour $130/hour $140/hour
Construction Observer $90/hour $1OS/hour $120/hour
Administrator $75/hour $90/hour $105/hour
Intern $55/hour $65/hour ------------
Aerial Field Surve or $135/hour
Aerial Data Processin $130/hour
Ex ert Witness $200/hour
Traffic Data Collector $95/hour for staff &$50/hour for intern
Milea e — Personal Vehicle $0.67/mile
Milea e- Com an Truck $0.88/mile
Appendix 2, Special Provisions
EJCDC E-520 Short Form of Agreement Beriveen Owner and Engineer for Professional Services.
Copyright 002009 National Society of Professional Engineers for EJCDC. All rights reserved.
Paee 1
2024 Sanitary Sewer Rehabilitation Project
HHE Project No. 6950-24-02
This is Appendix 2, Special Provisions,
referred to in and part of the Short Form of
Agreement between Owner and Engineer for
Professional Services dated Julv 9, 2024
Special Provisions to this Agreement
Modify paragraph 2.OlA as follows:
Invoices: Engineer shall prepare invoices in accordance with its standard invoicing
practices and submit the invoices to Owner on a monthly basis. Invoices are due and
payable within 30 days of receipt. Accounts unpaid 60 days after the invoice date
may be subject to a monthly service charge of 1.5% (or the maximum rate of interest
permitted by law, if less). If any portion or all of an account remains unpaid 90 days
after the invoice date, the Owner shall pay all costs of collection, including reasonable
attorney's fees and said accounts may be assigned to a credit agency, be the basis of
mechanics liens, or any and all other debt collection remedies available. In addition,
Engineer may, after giving seven days written notice to Owner, suspend services
under this Agreement until Engineer has been paid in full all amounts due for
services, expenses, and other related charges. Owner waives any and all claims
against Engineer for any such suspension. Payments will be credited first to interest
and then to principal. Invoices paid be credit card will be charged an additional4%
service charge.
Additional Terms and Conditions
Access to Site: Unless otherwise stated, the Engineer will have access to the site for
activities, but has not included in the fee the cost of restoration of any resulting damage.
Information Provided By Others: Owner shall furnish at the Owner's expense, all
information, requirements, reports, data, surveys and instructions required by this
Agreement. The Engineer may use such information, requirements, reports, data, surveys
and instructions in performing its services and is entitled to rely upon the accuracy and
completeness thereof. The Engineer shall not be held responsible for any errors or
omissions that may arise as a result of erroneous or incomplete information provided by
the Owner and/or the Owner's consultants and contractors.
Hazardous Materials: The Owner agrees, notwithstanding any other provision of this
Agreement, to the fullest extent permitted by law, to indemnify and hold harmless the
Engineer and its sub-consultants from and against any and all claims, suits, demands,
liabilities, losses, damages or costs, including reasonable attorneys' fees and defense
costs arising out of or in any way connected with the detection, presence, handling,
removal, abatement, or disposal of any hazardous or toxic substances, products or
materials that exist on, about or adjacent to the Project site, whether liability arises under
breach of contract or warranty, tort, including negligence, strict liability or statutory
Appendix 2, Special Provisions
EJCDC �-520 Short Form of Agreement Between Owner and Engineer for Professional Services.
Copyright �02009 NaHonal Society of Professional Engineers for EJCDC. All rights reserved.
PaEe 2
2024 Sanitary Sewer Rehabilitation Project
HHE Project No. 6950-24-02
liability, regulatory or any other cause of action, except for the sole negligence or willful
misconduct of the Engineer.
Certifications, Guarantees and Warranties: The Engineer shall not be required to
execute any document that would result in its certifying, guaranteeing or warranting the
existence of conditions whose existence the Engineer cannot ascertain.
Fiducia�y Responsibility: The Engineer shall not offer any fiduciary service to the Owner
and no fiduciary responsibility shall be owed to the Owner by the Engineer or any of its
sub-consultants, as a consequence of the Engineer entering into this Agreement with the
Owner.
Opinions of Probable ConstNuction Cost.• In providing opinions of probable construction
cost, the Owner understands that the Engineer has no control over the cost or availability
of labor, equipment or materials, or over market conditions or the method of pricing, and
that the Engineer's opinions of probable construction costs are made on the basis of the
Engineer's professional judgment and experience. The Engineer makes no warranty,
express or implied, that the bids or the negotiated cost of Project construction will not
vary from the Engineer's opinion of probable construction cost.
Validity of Pricing for Services: The scope, schedule and compensation listed for
services in this Agreement shall be valid for 30 days from the date Engineer has signed
the agreement. Scope, schedule and compensation are subject to change after the above
30 days have expired.
Mutual Indemnification
The Engineer agrees, to the fullest extent permitted by law, to indemnify and hold
harmless the Owner, its officers, directors and employees against damages arising
directly from the Engineer's negligent performance of the services under this Agreement
and that of its sub-consultants or anyone for whom the Engineer is legally liable.
Notwithstanding the foregoing agreement to indemnify and hold harmless, the parties
expressly agree that Engineer has no duty to defend the Owner from and against any
claims, causes of action, or proceedings of any kind.
The Owner agrees, to the fullest extent permitted by law, to indemnify and hold harmless
the Engineer, its officers, directors and employees against damages arising directly from
the Owner's negligence of the services under this Agreement and that of its contractors,
subcontractors or consultants or anyone for whom the Owner is legally liable.
Notwithstanding the foregoing agreement to indemnify and hold harmless, the parties
expressly agree that Owner has no duty to defend the Engineer from and against any
claims, causes of action, or proceedings of any kind.
Neither the Owner nor Engineer shall be obligated to indemnify the other party in any
manner whatsoever for the other party's own negligence or the negligence of others.
Appendix 2, Special Provisions
EJCDC E-520 Short Form of Agreement Between Owner and Engineer for Professional Services.
Copyright �02009 National Society of Professional Engineers for EJCDC. All rights reserved.
PaEe 3
2024 Sanitary Sewer Rehabilitation Project
HHE Project No. 6950-24-02
Clariiication to the Definition of Engineer
For the purposes of this Agreement, services provided by the Engineer may include land
surveying, landscape architecture, and environmental services in addition to civil
engineering.
Clarification to the Definition of Owner
For the purposes of this Agreement, the Owner may be a general contractor, sub-
contractor, individual, corporation, non-profit, consultant, and any other type of entity
for which the Engineer is providing services.
Electronic Data Release
The owner exercises the right to request that the Engineer provide a copy of their
electronic survey, design and/or data file(s) pertaining to this project. Said electronic
file(s) may be preliminary and may not be complete or in final form and shall not be
intended for construction use. Owner's use or reuse, reproduction, dissemination, and/or
review (both internally and externally) shall be at the Owner's risk and full legal
responsibility. Owner shall be fully and solely responsible for reconciling of said
electronic files with final certified hard copies produced by the Engineer. Only the final
certified hard copies of the survey, design and/or data files shall be the official plans and
documents for the project.
By signing this agreement the Owner does hereby agree to indemnify and hold the
Engineer, it's manager(s), member(s), officers, agents and employees harmless from any
claims, suits, damages, liability, demands or costs, including attorney fees resulting from
or arising out of the use or misuse of said electronic survey, design and/or data file(s) by
Owner. In the event of suit for breach and/or enforcement of this agreement, Owner
agrees to pay all attorney fees incurred by Engineer.
The Engineer retains ownership and a property interest in all electronic data prepared to
complete the Engineer's services, including AutoCAD Drawing files ("CAD
Data"). Upon Owner's request for CAD Data and signing Engineer's release form,
Engineer will furnish CAD Data to Owner or others designated by the Owner. CAD
Data will include two-dimensional horizontal line data needed to establish horizontal
alignments and control. The furnished data, along with control points, elevations and
grades shown on Engineer's plans can be used by others for construction
surveys. Engineer will not provide construction survey support to others using
Engineer's CAD Data.
Appendix 2, Special Provisions
EJCDC E-520 Short Form of Agreement Between Owner and Engineer for Professional Services.
Copyright �02009 National Society of Professional Engineers for EJCDC. All rights reserved.
Pa�e 4