HomeMy WebLinkAboutRESOLUTION NO. 2024-74RESOLUTION NO. 2024-74
RESOLUTION AUTHORIZING A PROFESSIONAL SERVICES
AGREEMENT BETWEEN THE CITY OF FAIRFAX AND HALL AND
HALL ENGINEERS, INC.
WHEREAS, the Fairfax City Council intends to solicit pl-oposals for the design and
construction of a restroom facility and pavilion at Heartland Heights Park; and
WHEREAS, Hall and Hall Engineers, Inc. has submitted a Professional Services
Agi•eement to provide site planning, bidding, and administration services to assist in facilitating
the Heartland Heights Park Restrooins & Pavilion Project.
NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Fairfax,
Iowa, to enter into this Professional Services Agreeinent with Hall and Hall Engineers, Inc. as
attached.
BE IT FURTHER I2ESOLVED, by the City Council of the City of Fairfax, Iowa, that
the Mayor and City Clerk are hereby authorized and directed to execute both tl�is Resolution and
the Professional Services Agreement.
Passed and approved this 8��' day of October, 2024.
AYES: Nurre, Daly, Wozniak, and Volk
NAYS: None
ABSENT: Wainwright
���C��--,��
Jo Ann Beer, Mayor
ATTEST:
�
Cy thia Stiinson, City Clerk/Treasurer
2024 Heartland Heights Park ResU�ooms & Pavilion Project
HHE Project No. 6950-24-03
SHORT FORM OF AGREEMENT
BETWEEN OWNER AND ENGINEER
FOR
PROFESSIONAL SERVICES
THIS IS AN AGREEMENT effective as of October 8, 2024 ("EffectivE Date'") between City of Fairfax ("Owi�er")
and Hall & Hall Engineers, Inc. ("Engineer").
Owne�'s Project. of which Enginee��'s services under this Agreement ai•e a part is generally identified as follo���s:
Civil Engineering Professional Services for the site planning, bidding, and admi��istration of a��estroom facility and
pavilion constructio�� at Heartland Heights Park.
f;ngineer's Services under this Agreement are generally identified as follows:
A. Site Plan Concept Development
l. Prepare a conceptual site plai� showing the proposed restroom ai�d pavilion locations within the site
for distributio�� with the Request for Proposal (RFP). Speciiic site i���prove���ent cletails such as
elevations will not be provided with this concept plan. This concept plan shall not be sigi�ed/sealed
and is for illustrative purposes only. The awar�ded design/build contractor(s) shall pr-ovide tl�e
signed/sealed plans for the proposed restroom facility and pavilion.
B. Bidding Services
1. Prepare Request for Proposal (RFP) documents for distribution to design/build contractors that
specialize in the design and construction of pat�k facilities. Two (2) RFP's shall be prepared — one for
the restroom facility and one for the pavilion. The RFP documents shall consist of the following:
a. Summary of the proposed project.
b. Proposal deadline and submittal procedures.
c. Outline of required information to be submitted in the proposal.
d. Desc�•iption of structw�e size, shape, appearance, materials, and furnishings desired by the City.
e. Proposal evaluation process.
f. Awarded contractor's scope of services.
g. Conh�act terrns and conditions.
h. Pricing form.
2. Facilitate the RFP process. Distt�ibute the RFP documents and co»ceptual site plan (one time) to
design/build contractors.
3. Answer contractor questions during the RFP process.
4. Pi•epare addenda, if required.
5. Attend one (1) meeting with City staffto complete the evaluation process ofthe RFP responses.
6. Coordinate the contract execution with the awa�•ded contractor(s).
C. Construction Administration.
l. Coordination and co�-respondence with City staff and the awarded contractor(s).
2. Review final design drawings provided by the awarded contr�actor(s) to verify that the proposed
structures comply with the contract conditions.
EJCDC E-i20 Shm-t Porm of Agreement 13ehreen O���ner and l;ngineer for Professional Sen�ices.
Copyright 002009 n'atimial Socicty of ProTessimial Gnginecrs for EJCDC. All rights resen�cd.
PaQc 1
20'�l Fleartla��d Heights Park }2estrooms & Pavilion Project
HHE Project No. 6950-24-03
3. Complete two (2) site visits during construction for coordination of ui�foreseen conditions.
4. Revie:«� pa)' applications.
O���i�er and Engineer fin-ther ag��ee as follows:
1.01 Basic Agree»�enl a»d Pe��iod ofService
A. Engineer sl�all provide, or cause to be provided, the services set forth in this �greement. If authorized by
Ownei�. 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.
I3. En�ineer shall co�nplete its services within a reasonable time, o�� within the following specific time period:
• Site Plan Co��cept Development and Bidding Services: October 2024 -- March 2025
• Construction Site Visits: May 2025 — October 2025 �
C. If the Project includes construction-related professional services, then E��gi»eer's tii��e for completion of
services is conditionecl on the ti�1�e for Owner and its cont��actors to complete construction i�ot exceeding N/A
months. If the actual time to co�nplete construction exceeds the number of months indicated, then Engii�eer's
period of service and its total compensation shall be appropriately adjusted.
2.O1 Pa�n��ei�t Procedin�es
A. Invoices: Engineer shall prepare invoices in accordance with its standard invoicing p��actices and submit the
invoices to Owner on a rnonthly basis. Invoices a3•e due and payable within 30 days of receipt. If Owner fails
to mal<e any payment due Engineer for services and expenses within 30 days after receipt of Engineer's
invoice, then the amounts due Engineel• will be increased at the rate of 1.0% per month (oi- the i��aximum rate
of interest permitted by law, if less) fi•om said thirtieth day. In additio», Engineei� may, aftei• giving seve» days
written notice to Owner, suspend services under this Agreement tmtil Engineer l�as been paid in fiill 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:
l . For cause,
a. By either paT-ty upon 30 days written notice in the event of substantial fail�u�e by the other party
to perform in accordance with the Agreement's terms through no fault of the te��minating pa�Ty.
Failur�e to pay Engineer foi� its seivices is a substantial failure to perform and a basis for
termination.
b. By Engineer:
l) upon seven days written notice if Owner demands that Engineer furnish or pe��fonn services
contraiy 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 contcol.
EJCDC E-i20 Shm-t Form of Agreement Behveen Owner and Engineer Tor Professional Seivices.
Copyright 02009 National Socicty oTProfessional Enginee�s for EJCllC. All rights rese�ved.
Page 2
?0?4 Heartlai�d Heights Park Restrooms & Pavilion Project
HI-IE Project 1�'0. 6950-24-03
Engineer shall have no ]iability to Owner on account of a tcrmination b�� Engineer under
Paragrapl� 3_O1.A.l .b.
Notwithstanding the foregoii�g, this Agreement will not terminate as a result of a substantial
fail�n�e under Paragraph 3.01.A.1.a ifthe party receiving such notice be�ins. within seven days of
receipt of such i�otice, to correet its substantial failure to perform and proceeds dili��ently to cure
such failure within no more than 30 days of receipt of notice; provided, however, that if and to
the e�tent slich substantial failu��e cannot be reasonably cured within such 30 day period, and if
such party has diligently attempted to cure the saine and thereafter continues diligently to cw�e
the same, then the cure period provided for herein shall extend up to, but in no case �r�ore than.
60 days afte�� the date of receipt of the notice.
2. For convenience, by Owner effective upon E»gineer's receipt of written notice from Owner.
B. The teri��inating par-ty under Parag��aph 3.O1.A may set the effective date of ter�minatio�� 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 u��completed tasks, and to assemble Project materials in oi�derly
files.
C. ]n the event of any termination under Paragraph 3.01, Engineer will be entitled to invoice Owner and to eeceive
full payment for all services perfoi-�ned or furnished in acco�•dance with this Agreement and all r-eimbursable
expenses incw-red tlu�ough the effective date of tennination.
4.01 Siiccessors, Assigr�rs, arrd Beneficia��ies
A. Owner and Engineer� are hereby bound and the successors, executors, administi-ators, and legal representatives
of Owner and Engineer (and to the extent permitted by Paragraph 4.O 1.B the assigns of Owner and Engineer)
are hereby bound to the other party to this Agreement and to the successors, executors, administ�•ators, and
legal representatives (and said assigns) of such other party, in respect of all covenants, agreements, and
obligations of tl�is 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 Agree�nent 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 t11e contrary in any written consent to an assignment, no assig��roent will release or�
discharge the assignor fi�om any duty or responsibility under this Agreement.
C. Unless eapressly 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, subcontracto��, supplier, other individual or
entity, or to any sw�ety for or e�nployee of any of them. All duties and responsibilities undertaken pw•suant to
this Agreement will be fo�� 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 car�e for all professional engineering and related services performed or furnished by Engineer
��nder this Agreement will be the care and skill ordinarily used by me�nbers ofthe subject profession practicing
undei� 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 seTvices. Subject to the
foregoing standard of care, Engineer and its consultants may use or rely upon design elements and infor-mation
GJCllC E-520 Shm•t Fm�m of Agreement Berireen O���ner and i.ngineer for Professional Services.
Copyright �02009 National Society of Professiai�l Tngineers for EJCDC. All rights rese�ved.
Pagc 3
2024 Heartland Heights Parl: Restroo�l�s & Pavilio�� Project
HH� Pr�ject No. 6950-2�1-03
ordinarily or customarily ftirnished by othei�s, incluciing, but not limited to. specialty contractors.
manuiacturers. supplier�s, and the publishers of technical standards.
B. Engineer shall not at any time supervise, di�•ect, coi�trol, o�� have authority over ai�y contractor's worl<. nor shall
Engineer have authority over or be responsible for the means, methods, techniques, sequei�ces, or procedures
of construction selectecl or used by a��y contr�actor, or the safety precautio»s and progra���s ii�cide��t thereto,
for security or safery at the Projeet site, nor for any failure of a conh�actor to coi��ply with laws and regulations
applicable to such contractor•'s furnishing and performing of its worl<.
C. This Agree���ent is to be governed by the law of the state or jurisdiction in which the Project is located.
D. En«ineer neither guarantees the perforinance of any contractor nor assumes responsibility for any contractor's
failw•e to f�n-nish and perform its work in aecordai�ee with the coi�ti•act between Owner and such contr-actor.
Engineer is not responsible for variations between actual construction bids or costs and Ei�gineer's opinions
or estimates regarding constr�uction costs.
E. i,ngii�eei- shall not be responsible for the acts or omissions of any contractor, subcontractor, or supplier, or of
any of their agei�ts or employees or of any othef� peisons (except Engineer's own employees) at the Project
site or otherwise furi�ishing or performing any consh�uctio�� worl<; or for any decision made regardii�g the
construction contract requirements, or any application, interpi�etation, or clarif7cation of the consti•uction
contract other ti�an those made by Engineer.
F. The gei�eral conditions for any construc2ion contract documents prepared hereunder are to be the "Standard
General Conditions of the Construetion Contraet" as prepar�ed by thc Engineers Joii�t Contract Docume��ts
Committec (EJCDC C-700, 2007 Edition) unless the parties agree otherwise.
G. All documents prepared or furnislled by Engineer are instruinents of service, and Tngineel� r�etains an
ownership and properry interest (including the copyright and the right of t•euse) in such documents, whether
or not the Project is completed. Owner shall have a limited license to use the documents on the Project,
eatensions of the P��oject, 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 li�nitations: (l) Owner
acknowledges that such documents at•e not intended or represented to be suitable for use on the Project unless
completed by Engineer, or for use or reuse by Owner or others on extensions of the Project, on any other
project, or for any other use or purpose, without written verification of� adaptation by Enginee�; (2) �ny such
use or reuse, or any �nodification of the documents, without written verification, completion, o�� adaptation by
Fngii�eer, as appropr�iate for the specific pl�rpose intended, will be at Owner's sole risk and without liabiliiy
or legal exposure to Engineer or to its officers, directors, members, partners, agents, employees, and
consultants; (3) Owner shall indemnify and hold harmless Engineer and its officers, directors, members,
partners, agents, employees, and consultants fro�n all claims, damages, losses, and expenses, including
attorneys' fees, arising out of or resulting fi�om any use, reuse, or modification of the dociunents 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 eatent permitted by ]aw, Owner and Engineer (l) 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 fi•om, or in any way related
to the Pi•oject, and (2) agree that Engineei•'s total Iiability to Owner under this Ag��eement shall be limited to
$50,000 or the total amount of compensation received by Engineer, whichever is greater.
CJCDC E-i20 Short Pm•m of Agreement Behveen Owner and Gngineer Tor Professional Se��-ices.
Copyright 002009 Natimial Society of P�rofessional Engineers for EJCDC. All rights reserved.
Pagc 4
20��t Heartland Hei��hts Park Restrooms & Pavilion Project
HHE Project No. 69�0-24-03
The parties acl:nowleclge that Engineer's scope of services does not include ai�y services related to a
Hazardous Environmental Conclition (the presence of asbestos_ PCBs, petroleum. hazardous substances or
��aste as deiined by the Comprehensive I��nviron�nental Response, Compei�satioi� ai�d Liabilit�y Act. 42 U.S.C.
559601 et seq.. or radioactive �7�aterials). If Engii�eer or any other party encounters a Hazardous
Environinental Condition, Engineer �nay, at its option and without liability for consequential or• any other
daiT�a�es. suspend pe�•fori��ai�ce of services on the portion of the Project affected thereby until Owncr: (1)
retains appropriate specialist consultants or contr�actors to identify and, as appropr•iate, abate, remediate. or
remove the Hazardous Environmental Condition; and (2) warrants that the Site is in tull compliance �vith
applicabl� Laws and Reg��lations. �
J. Owner ancl Engineer aeree to negotiate each dispute between the�n in good faith duri��g the 30 days atter
i�otice of dispute. If negotiations are unsuccessfu] in resolving the dispute, then the dispute shall be mediated.
If ���ediation is unsuccessful, then the parties �nay exercise their rights at law.
6.0 ] Total Agreement
A. This Agreement (inclucling any eapressly incoiporated attachments), constitutes the entire agree�r�ent between
Owner ai�d Engineer and supersedes all prior written or oral understandings. This Agreement may only be
amended, supple���entecL inodified, or canceled by a duly executed written insh�ument.
7.01 Basis ofPa��»�ent—Hoan�ly Rates Plirs Reimbursable Expe»ses
A. Using the procedw-es set forth in Pai•agl•apl� 2.01, Owner shall pay Engineer as %Ilows:
1. 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 for all services
performed on the Project, plus reimbursable expenses and Engineer's consultants' charges;
if any.
2. Enginee►•'s Standard Hourly Rates are attached as Appendix 1.
3. The total compensation for services and reimbul•sable expenses is estimated to be $l 2,800.00
7.02 Additional Services: For additional services of Engineei•'s employees engaged directly on the Project, Owner
shall pay Engineer an amount equal to the cumulative hours charged to the Pi•oject by each class of Engineer's
einployees ti�r�es standard hourly rates for each applicable billing class; plus reimbursable expenses and
Engineer's consultants' charges, if any. Engineer's standard how�ly rates are attached as Appendix I.
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 Agr�ee���ent:
• Structural, mechanical, electrical, and architectural design of the proposed restroom facility a��d
pavilion. This design work shall be completed by the design/build contractor selected by the
Owner.
• Topographic ar�d/or boundary surveying.
• Public bid letting.
• Construction surveying.
• Construction observation.
• Geotechnical engineering including testing services.
EJCDC E-i20 Short Fm•m of Agrcement Behveen Owner and Engineer for Professimial Services.
Copv�'ight U2009 National Socicty of Profcssional �ngineers for EJCDC. All rights rese�ved.
Paac i
2024 Heartland l�leights Park Restroort�s & Pavilion Projeet
HHE }'roject No. 69�0-24-03
� �ervices required to ��esolve any 7-lazardous Environmental Conditions in compliar�ce ��vith current
la�vs and rebulations.
• Se�vices required for re-design of the site plan as a result of substitute prc�ducts during ihe
co�istructior� phase.
� Services required for tl7e evaluation of a��d the determination to accept defective work by tl�le
Contractor, and any re-design services resulting from or requ�ired to accept this defective work.
+ Services related to or regar•ding arbitration ar litigation of a constr��ction contract bet��een a
construction contractor and tl�e Owner regarding any of Che projects inciuded as parC of this
Agreement.
Attachments: Appendix 1, En�i��eer's Standard Hourly Rates; Appendix 2, �Special Provisions; Attachr»ent
I, I�nticipated Project Sc}ledule.
iN WI�iNESS WHEREOF, the parties hereto have executed this Agreement, the Effective Datc of which is
indicated on page 1.
pWN E;R: ENGINLER: °'
/,� �
f3y: � -� C.���- �.��' �y: _.� 8 ��
Title: Mayor
Date Signed: � �__��c�( 6��
Address for giving noticcs:
City of Fairfax, Iowa
300 80`h Street Court, P.O. I3ox 337
Fairfax, IA 52228
Title: Presiden[
Date Signed: ��- �� �' � �-� ��
Engineer License or �irm's Certifcate
Number: 42I308857
State of: Iowa
Address for giving notices:
Hall & F-Iall Engineers Inc.
1860 Boyson Road
Hiawatha IA 52233
F..ICDC E-520 Short Gorm ofA�reement Rehvicen O�rner and En�ineer tor 1'rofessional Services.
Copyright :� 2009 lational Society of Professional Engineers for EJCDC. All rights reserved.
Pa�e 6
?0?4 I-]eartland Heights Park Restrooms & Pavilion Project
HHE Project No. 6950-2d-0�
This is Appendix 1. Engineer's
Standard Hourly Rates, referred to in
and part of the Short Form of Agreement
bet�vee►1 Owner and Engineer for
Professional Services dated October 8. 2024
Enaineer's Standard Hourlv Kates
A. Stanc�urcl Hoan-1}% Raies:
1. Standa��d Hourly Rates are set fortll in tllis Appendix 1 and include salaries
ai�d wages paid to personnel in each billing class plus the cost of custoi��ary
and statutory benefits, general and administrative overhead; non-project
operating costs, and opei•ating margin or profit.
2. The Standai•d Hou�•ly Rates apply only as specified in Parag►-aphs 7.01 and
7.02, and are subject to a��nual i•eview and adjustment.
B. Hoan�7y ��ates f'or se���ices j�erfo��»�ed orr o� after the Effective Date a�°e:
POSITION LEVF..L
I II III
Tean� Leader $145/hour $I50/hour $160/hour
Pro'ect Mana ei• $135/hour $140/hour $I50/hour
Associate Team Leade�� $1 l0/l�our $120/lloln• $135/hour
Pro'ect Coordinator $90/hour $105/hour $l20/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 $I 10/houi•
Pro�ect Landsca e Architect $115/hour $120/hour $] 35/hour
Desi n Landsca e Arcl�itect $100/hour $105/hour $115/hour
Landsca e Architect Technician $90/hour $100/hour $1 l0/hour
Project Surve or $l30/hour $135/hour $145/hour
Lead Field Suive or $] 10/hour $120/hour $]30/hour
Desi n Surve or $85/hour $105/hour $l20/hour
Field Surve or $95/hour ------------ ------------
Construction Administrator $ll5/l�our $130/hou�• $140/how•
Construction Observer $90/hour $105/hour $l20/hour
Administrator $75/hour $90/hout• $105/hour
Intern $55/hour $65/hour ------------
Aerial Field Surve oi� $135/hour
Aerial Data P��ocessin $130/hour
F_,a ert Wimess $200/hour
Traff7c Data Collector $95/hour fo►• staff &$50/hour for intern
Milea e — Personal Vehicle $0.67hnile
Milea e- Com an Truck $0.88/mile
?024 Heartland Fiei��hts Parl: Restrooms & Pavilion Project
HHE Project No. G9�0-��-03
T}1is is Appendix 2, Special Provisions,
referred to in and part of the Short Form of
Agreement between Owner and Engineer for
P�•ofessional Services dated October 8. 2024
ecial Provisions to this Aareen�ent
Modify parabt-aph 2.01 A as follo���s:
Invoices: Cngineer shall prepare invoices in accordance with its standard invoicing
practices and submit the ii�voices to Owner on a n�onthly basis. Invoices ar�e d��e and
payable within 30 days of receipt. Accounts unpaid 60 days after the invoice date
���ay be sub,ject ro a monthly service charge of 1.5% (or the maai»�u�n rate of interest
permitted b}� law, if less). lf any portion or• all of an account remains unpaid 90 days
afCer the invoice date, the Owner shall pay al( costs of collection, i��cluding f-easonable
attorney's fees and said accounts may be assigned to a credit agerlcy, 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 an�ounts due for
services, expenses, and other related charges. Owner waives any and all claims
against Engi»eec for arly such suspension. Payments will be credited first to intei•est
and then to principal. Invoices paid be credit card will be charged an additional 4%
service charge.
Additional Terms and Conditions
Access to Size: Unless otherwise stated, the Engineer will have access to tlle site for
activities, but has not included in the fee the cost of restoration of any resulting damage.
Info��mation Provided I3y 011�ers: Owner shall fuinish at the Owner's expense, all
infonnatio��; require�nents, reports, data, surveys and instructions required by this
Agreement. T11e Engineer may use sucl� information, rec�uirements, reports, data, surveys
and instructions in perfornling its services and is entitled to rely upoi� the acew•acy a»d
completeness thereof. The Engineer shal] not be held �-esponsible fo�• any errors o►-
omissions that may a►�ise as a result of eri•oneous or incol��plete information provided by
the Owner and/or the Owner's consultants and contractors.
Hazcri�doz+s Materials: Tk�e Owner ag�•ees, notwithstanding any othei• provision of this
Agreement, to the fullest eYtent permitted by law, to indemnify and hold harmless the
Engineer and its sub-consultants from and against a�1y aud all clai�ns, 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 ai�y hazar•dous or toxic sl�bstances, pi•oducts o��
materials tllat eaist o», about or adjacent to the Project site, whether liability arises under
breach of contract or warranty, tort, including negligence, strict liability or statuto�y
2024 Heartla��d Heights Parl: ResU�ooms & Pavilion Project
f��3HE Project \o. 69�0-�4-03
liability. regulatory or a��y other cause of action, e�cept for the sole nebligence or ���illful
misconduct ofthe Engineer.
Cerlificatiof�s, G��aruntees a�c1 i��a��rai�lies: The Engineer shall not be required to
eaecute ai�y document that would ��esult in its certifying, guaranteei��g or warranting the
e�istence of conditions whose e�istence the Engineer cannot ascertain.
Fidirciai}� Resl�o�sibilr�>>: TI1e Engineei• shall not offer any fiducia►y service to tl�e Ownee
and i�o fiduciary responsibility shall be owed to tlle Owner by the Engineer or any of its
sub-consultants. as a consequence of the Engineer entering into this Agreement with tl�e
Owner.
Opi�ioi�s ofPirobcrble Constrarctioi� Cost: In providing opinions ofprobable construction
cost, the Owner understands that the Engineer has no control over the cost or availability
of labor, equipment o�� mate�•ials, or over market conditions or the n�ethod ofpricing, a��d
that the Engii�eer's opinions of probable coi�stcuction costs are made on the basis of the
Engineer's professional judgment and e�perience. The �ngineer makes no warranty,
express or implied, that the bids or the negotiated cost of Project coustruction will not
va�y fi•om the Engineer's opinion of probable construction cost.
Validity of Prrcirrg for Sen�ices: Tlle scope, schedule and co�npensation listed foi•
services in this Agreement shall be valid fo►• 30 days from t11e date Engineer has signed
the agreement. Scope, schedule and compensation are subject to change after the above
30 days have eapired.
Mutual Indemnification
The Engi►�eer ag►-ees, to the fi�llest extent permitted by law, to indemnify and hold
harmless the Owner, its officers, di�•ectors and employees against damages arising
di�•ectly 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 inde�nnify and hold harmless, the parties
expressly agree that Engineer has no duty to defetid the Owner fi�om and against any
claims, causes of action, or proceedings of any kind.
The Owner agrees, to the fullest e�tent permitted by law, to indemnify and hold harlr►less
the Engineer; its off cers; directors and employees against damages arising di�•ectly fi•om
the Owner's negligence of the seivices under this Agree�nent and that of its contractof-s,
subcontractors or consultants or anyone for whom tlle Owner is legally liable.
Notwithstanding the foregoing agreement to indemnify and hold l�armless, the paeties
expressly agree that Owner has no duty to defend the Engineer fi�om and against any
claims, causes of action, or proceedings of any kind.
Neither the Owner nor Engineer shall be obligated to indemnify the otlier party in any
manner whatsoever for the other pai•ty's own negligence or the negligence of otllers.
Clarification to the Definition of F,ngineer
2024 Heartland Hei��hts Parl: Restrooms & Pavilion Project
HHE Project No. 69�0-24-03
For the p��rposes ot�this Agreeme�lt, services provided by the Engineer may include land
surveying, landscape a��chitectui�e. and environmental services in addition to civil
engineerin�.
Clarification to the Defiii�ition of Owner
F'or the pw�poses of this n�ree���ent, the Owner may be a general cont�•actor, sub-
contractoT�, individual, corporatio�l, non-protit, consultant, and any other type of entity
for which the Engineer is }�rovidi»g services.
Elect►•onic Data Release
The owner exercises the right to rec�uest that the �nginee�• provide a copy of their
eleetronic survey, design and/or data file(s) pertaining to tllis pt•oject. Said electt-onic
file(s) may be prelimina�y and n�ay not be complete or in final fonn aild shall not be
intended for consteuction �ise. Owner`s use or reuse, reproduction, disseminatio», and/or
review (both internally a»d extecnally) shall be at the Owner's risk ai�d full legal
responsibility. Owner shall be fully and solely responsible for �•econciling of said
electronic files with �tinal certifed hard copies produced by the Engineer•. Only the tinal
certified hard copies of the stn•vey, design and/or data files shall be the official plans and
documents for the project.
By signing this ag�•eement the Owner does hereby agree to indemnify and hold the
Engineer, it's manager(s), meinber(s), officers, age��ts and etnployees harmless fi•oin a��y
claims, s��its, damages, liability, demands or costs, incltiiding attorney fees resulting fi-om
or arising out of ihe use o�• misuse of said electi•onic survey, design and/or data file(s) by
Owne�•. In the event of suit for breach and/or enfot�cement of this agreement, Owner
agrees to pay all attorney fees incurred by Engineer.
The Engineer retaius ownership and a property interest in all electronic data prepaT�ed to
complete the Enginee�'s services, including AutoCAD Drawing files ("CAD
Data"). Upon Owner's rec�uest for CAD Data and signing Engineer's release form,
Engineer will fiu�nish 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 fiu•nisl�ed data, along with control points, elevations and
grades shown on Engineer's plans can be used by others for construction
su�•veys. Engineer- will not provide construction survey support to others using
Engineer's CAD Data.