R-1465 - 05/26/2015 - WATER MAIN CONTRACT - Resolutions RESOLUTION 2015-WA-MAIN-AG-R-1465
A RESOLUTION APPROVING AND AUTHORIZING A PROFESSIONAL SERVICES AGREEMENT
BY AND BETWEEN THE VILLAGE OF OAK BROOK AND THOMAS ENGINEERING GROUP, LLC
FOR CONSTRUCTION ENGINEERING SERVICES RELATED TO THE 2015 WATER MAIN PROJECT
WHEREAS, the Village is replacing the water mains in parts of the Brook Forest Subdivision
(collectively, the "Project'; and
WHEREAS, the Village desires retain an engineer to provide construction engineering services
for the Project ("Services") to insure that the Project is constructed in a safe manner and in accordance
with the specifications contained on the construction contract for the Project; and
WHEREAS, Thomas Engineering Group, LLC ("Thomas") has previously provided satisfactory
engineering services to the Village on numerous projects, including, without limitation, providing the
engineering design services for the Project; and
WHEREAS, pursuant to the Local Government Professional Services Selection Act ("Act"), 50
ILCS 510/0.01 et seq., and Section 1-7-6 of the Village Code, the Village is not required to follow the
notice, evaluation, and selection procedures set forth in the Act for engineering services provided by
engineers who have a satisfactory relationship with the Village; and
WHEREAS, the Village and Burke desire to enter into and execute an agreement for Thomas to
provide the Services to the Village for an amount not to exceed $133,252.50 ("Agreement'), which
Agreement is attached to this Resolution as Exhibit A; and
WHEREAS, the President and Board of Trustees have determined that it is in the best interest of
the Village to enter into the Agreement;
NOW THEREFORE, BE IT RESOLVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF
THE VILLAGE OF OAK BROOK, DU PAGE AND COOK COUNTIES, ILLINOIS as follows:
Section 1: Recitals. The foregoing recitals are hereby incorporated into, and made a part
of, this Resolution as the findings of the President and Board of Trustees of the Village of Oak Brook.
Section 2: Approval of the Agreement. The President and Board of Trustees hereby
approve the Agreement by and between the Village and Thomas in substantially the same form as
attached as Exhibit A, and in a final form approved by the Village Attorney.
Section 3: Authorization and Execution of the Agreement. The Village President and Village
Clerk shall be, and hereby are, authorized to execute the Agreement after receipt of the final Agreement
fully executed by Thomas.
Section 4: Effective Date. This Resolution shall be in full force and effect upon passage and
approval in the manner provided by law.
[SIGNATURE PAGE FOLLOWS]
Resolution 2015-WA-MAIN-AG-R-1465
Engineering Services for the Inspection of the 2015 Water Main Project
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APPROVED THIS 26th day of May, 2015 00e or A
Gopal G. Lalmalani
Village President
PASSED THIS 26th day of May, 2015
Ayes: Trustees Baar, Manzo, Moy, Tiesenga, Yusuf
Nays: None
Absent: Trustee Adler
ATTEST:,,
Charlotte K. Pruss
Village Clerk
Resolution 2015-WA-MAIN-AG-R-1465
Engineering Services for the Inspection of the 2015 Water Main Project
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EXHIBIT A
AGREEMENT
CONTRACT BETWEEN
THE VILLAGE OF OAK BROOK
AND THOMAS ENGINEERING GROUP, LLC
FOR CONSTRUCTION ENGINEERING
SERVICES
2015 WATER MAIN PROJECT
BROOK FOREST SUBDIVISION
In consideration of the agreements set forth below, the Village of Oak Brook,
Illinois, 1200 Oak Brook Road, Oak Brook, Illinois 60523, a unit of local government
created and existing under the laws of the State of Illinois (the "Owner" or
"Village"), and Thomas Engineering Group, LLC, 238 South Kenilworth Ave. Suite
100, Oak Park, Illinois 60 02, an engineering firm (the "Consultant"), make this
Contract as of _, 201 , and hereby agree as follows
ARTICLE I
THE SERVICES
1.1 Performance of the Services
Consultant shall, at its sole cost and expense, provide, perform, and complete
all of the following services, all of which is herein referred to as the "Services
A. Labor Equipment Materials, and Supplies_. Provide, perform, and
complete, in the manner described and specified in this Contract, all professional
services necessary to accomplish the "Project," as defined in the following:
1. The Consultant's Proposal attached to this Contract as Attachment A,
and
2. With the insurance coverage listed in Attachment B attached to this
Contract.
B. Insurance. Procure and furnish all required certificates and policies of
insurance specified in Attachment B.
C. Standard of Performance. Provide, perform, and complete all of the
foregoing in a professional manner, consistent with the professional standards of
care of qualified engineers doing similar service in the Chicago Metropolitan Area
and in full compliance with this Contract (the "Standard of Performance").
Approved as to F _
1 Date: / x.
1.2 Completion Date
Consultant shall diligently and continuously perform the Services at such a
rate as will allow the Services to be fully performed and completed in compliance
with this Contract no later than December 31, 2015 ("Completion Date"). The rate
of progress and time of completion are referred to in this Contract as the "Contract
Time."
1.3 Required Submittals
A. Submittals Required. Consultant shall submit to Owner all reports,
documents, data, and information required to be submitted by Consultant under
this Contract (the "Required Submittals").
B. Time of Submission and Owner's Review. All Required Submittals
shall be provided to Owner no later than the time, if any, specified in Attachment A,
or otherwise in this Contract. If no time for submission is specified for any
Required Submittal, then that Submittal shall be submitted within a reasonable
time in light of its purpose and, in all events, in sufficient time, in Owner's opinion,
to permit Owner to review that Submittal prior to the commencement of any part of
the Services to which that Submittal may relate. Owner shall have the right to
require such corrections as may be necessary to make any Required Submittal
conform to this Contract. No Services related to any Required Submittal shall be
performed by Consultant until Owner has completed review of such Required
Submittal with no exception noted. Owner's review and approval of any Required
Submittal shall not relieve Consultant of the entire responsibility for the
performance of the Services in full compliance with, and as required by or pursuant
to this Contract, and shall not be regarded as any assumption of risk or liability by
Owner. The Consultant shall not be held liable for claims of delay caused by the
Owner's failure to timely review and approve any Required Submittal.
1.4 Review and Incorporation of Contract Provisions
Consultant represents and declares that it has carefully reviewed, and fully
understands, this Contract, including all of its Attachments, all of which are by this
reference incorporated into and made a part of this Contract.
1.5 Financial and Technical Ability to Perform
Consultant represents and declares that it is financially solvent, and has the
financial resources necessary, and has sufficient experience and competent, and has
the necessary capital, facilities, organization, and staff necessary to provide,
perform, and complete the Services in full compliance with, and as required by or
pursuant to, this Contract.
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1.6 Time
Consultant represents and declares that the Contract Time is sufficient time
to permit completion of the Services in full compliance with, and as required by or
pursuant to, this Contract for the Contract Price.
1.7 Consultant's Personnel and Sub-Consultants
A. Consultant's Personnel. Consultant shall provide all personnel
necessary to complete the Services.
B. Approval and Use of Sub-Consultants. Consultant shall perform the
Services with its own personnel and under the management, supervision, and
control of its own organization unless otherwise approved by Owner in writing. All
sub-consultants and subcontracts used by Consultant shall be acceptable to, and
approved in advance by, Owner. Owner's approval of any sub-consultant or
subcontract shall not relieve Consultant of full responsibility and liability for the
provision, performance, and completion of the Services in full compliance with, and
as required by or pursuant to, this Contract. All Services performed under any
subcontract shall be subject to all of the provisions of this Contract in the same
manner as if performed by employees of Consultant. Every reference in this
Contract to "Consultant" shall be deemed also to refer to all sub-consultants of
Consultant. Every subcontract shall include a provision binding the sub-consultant
to all provisions of this Contract.
C. Removal of Personnel and Sub-Consultants. If any personnel or sub-
consultant fails to perform the part of the Services undertaken by it in compliance
with this Contract or in a manner reasonably satisfactory to Owner, Consultant,
immediately upon notice from Owner, shall remove and replace such personnel or
sub-consultant. Consultant shall have no claim for damages, for compensation in
excess of the Contract Price, or for a delay or extension of the Contract Time as a
result of any such removal or replacement.
1.8 Owner's Responsibilities
Owner shall, at its sole cost and expense: (a) designate in writing a person
with authority to act as Owner's representative and on Owner's behalf with respect
to the Services except those matters that may require approval of Owner's Board of
Trustees; (b) provide to Consultant all criteria and full information as to Owner's
requirements for the Project or work to which the Services relate, including Owner's
objectives and constraints, schedule, space, capacity and performance requirements,
and budgetary limitations relevant to the Project; (c) provide to Consultant existing
studies, reports, and other available data relevant to the Project; (d) arrange for
access to and make all provisions for Consultant to enter upon public and private
property as reasonably required for Consultant to perform the Services; (e) provide
surveys describing physical characteristics, legal limitations, and utility locations
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for the Project and the services of geotechnical engineers or other consultants when
such services are reasonably requested by Consultant and are necessary for the
performance of the Services; (f) provide structural, mechanical, chemical, air and
water pollution tests, test for hazardous materials, and other laboratory and
environmental tests, inspections, and reports required by law to be provided by
Owner in connection with the Project; (g) review Required Submittals and other
reports, documents, data, and information presented by Consultant as appropriate;
(h) provide approvals from all governmental authorities having jurisdiction over the
Project when such services are reasonably requested by Consultant; (i) except as
provided in Article IV of this Contract, provide all accounting, insurance, and legal
counseling services as may be necessary from time to time in the judgment of
Owner to protect Owner's interests with respect to the Project; 0) attend Project
related meetings; and (k) give written notice to Consultant whenever Owner
observes or otherwise becomes aware of any development that affects the scope
and/or timing of the Services, provided, however, that failure to give such notice
shall not relieve Consultant of any of its responsibilities under this Contract.
1.9 Owner's flight to Terminate or Suspend Services for Convenience
A. Termination or Suspension for Convenience. Owner shall have the
right, at any time and for its convenience, to terminate or suspend the Services in
whole or in part at any time by written notice to Consultant. Every such notice
shall state the extent and effective date of such termination or suspension, which
shall not be before the date of confirmed written receipt of such notice. On such
effective date, Consultant shall, as and to the extent directed, stop Services under
this Contract, cease all placement of further orders or subcontracts, terminate or
suspend Services under existing orders and subcontracts, and cancel any
outstanding orders or subcontracts that may be canceled.
B. Payment for Completed Services. In the event of any termination
pursuant to Subsection 1.9A above, Owner shall pay Consultant (1) such direct
costs, including overhead, as Consultant shall have paid or incurred for all Services
done in compliance with, and as required by or pursuant to, this Contract up to the
effective date of termination; and (2) such other costs pertaining to the Services,
exclusive of overhead and profit, as Consultant may have reasonably and
necessarily incurred as the result of such termination. Any such payment shall be
offset by any prior payment or payments and shall be subject to Owner's rights, if
any, to withhold and deduct as provided in this Contract.
ARTICLE II
CHANGES AND DELAYS
2.1 Changes
Owner shall have the right, by written order executed by Owner, to make
changes to the timing and/or scope of the Services to be provided pursuant to this
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Contract (a "Services Change Order"). When a Services Change Order causes an
increase or decrease in the amount of the Services, an equitable adjustment in the
Contract Price or Contract Time may be made. No decrease in the amount of the
Services caused by any Services Change Order shall entitle Consultant to make any
claim for damages, anticipated profits, or other compensation. Consultant shall not
undertake any change in the Services without written receipt of an executed
Services Change Order from Owner.
2.2 Delays
For any delay that may result from causes that could not be avoided or
controlled by Consultant, Consultant, upon timely written application, shall be
entitled to an extension of the Contract Time for a period of time equal to the delay
resulting from such unavoidable cause. No extension of the Contract Time shall be
allowed for any other delay in completion of the Services. In the event of a delay in
the project outside of the control of Consultant that affects Consultant's ability to
perform the Services, the Contract Price shall be adjusted for any actual increase in
costs necessarily incurred by Consultant in the performance of the Services.
2.3 No Constructive Service Change Orders
No claim for an equitable adjustment in the Contract Price or Contract Time
shall be made or allowed unless it is embodied in a Services Change Order agreed to
by Owner and Consultant. If Consultant believes it is entitled to an equitable
adjustment in the Contract Price or Contract Time that has not been included, or
fully included, in a Services Change Order, then Consultant shall submit to Owner
a written request for the issuance of, or revision of, a Services Change Order,
including the equitable adjustment, or the additional equitable adjustment, in the
Contract Price or Contract Time that Consultant claims has not been included, or
fully included, in a Services Change Order. Such request shall be submitted before
Consultant proceeds with any Services for which Consultant claims an equitable
adjustment is due.
ARTICLE III
CONSULTANT'S RESPONSIBILITY FOR DEFECTIVE SERVICES
3.1 Representation of Compliance
A. Scope of Representation. The Services and all of its components shall
conform to the requirements of this Contract and shall be performed in accordance
with Standard of Performance as defined in Subsection 1.1C of this Contract (the
"Representation of Compliance").
B. Opinions of Cost. It is recognized that neither Consultant nor Owner
has control over the costs of labor, material, equipment or services furnished by
others or over competitive bidding, market or negotiating conditions, or construction
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contractors' methods of determining their prices. Accordingly, any opinions of
probable Project costs or construction costs provided for herein are estimates only,
made on the basis of Consultant's experience and qualifications and represent
Consultant's best judgment as an experienced and qualified professional, familiar
with the industry. Consultant does not guaranty that proposals, bids or actual
Project costs or construction costs will not vary from opinions of probable cost
prepared by Consultant.
3.2 Corrections
Consultant shall be responsible for the quality, technical accuracy,
completeness and coordination of all Services under this Contract. Consultant
shall, promptly and without charge, correct all errors in any Services provided by
Consultant.
3.3 Risk of Loss
The Services shall be provided, performed, and completed at the risk and cost
of Consultant. Consultant shall be responsible for damages to property or persons
to the extent caused by Consultant's errors, omissions, or negligent acts and for any
losses or costs to repair or remedy any work undertaken by Owner based on the
Services as a result of any such errors, omissions, or negligent acts.
Notwithstanding any other provision of this Contract, Consultant's obligations
under this Section 3.3 shall exist without regard to, and shall not be construed to be
waived by, the availability or unavailability of any insurance, either of Owner or
Consultant, to indemnify, hold harmless, or reimburse Consultant for such
damages, losses, or costs.
ARTICLE IV
INSURANCE; INDEMNIFICATION
4.1 Insurance
Contemporaneous with Consultant's execution of this Contract, Consultant
shall provide certificates and policies of insurance evidencing at least the minimum
insurance coverage and limits set forth in Attachment B. For good cause shown,
Owner may extend the time for submission of the required policies of insurance
upon such terms, and with such assurances of complete and prompt performance, as
Owner may impose in the exercise of its sole discretion. Such policies shall be in a
form reasonably acceptable to Owner. Such insurance shall provide that no change
to or cancellation of any insurance, nor any reduction in limits or coverage or other
modifications affecting this Agreement, shall become effective until the expiration of
30 days after written notice thereof shall have been given by the insurance company
to Owner. Consultant shall, at all times while providing, performing, or completing
the Services, including without limitation at all times while providing corrective
Services pursuant to Section 3.2 of this Contract, maintain and keep in force, at
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Consultant's expense, at least the minimum insurance coverage and limits set forth
in Attachment B.
4.2 Indemnification
Consultant, without regard to the availability or unavailability of any
insurance, either of Owner or Consultant, shall, to the fullest extent permitted by
law, indemnify, save harmless, and reimburse Owner against any and all lawsuits,
claims, demands, damages, liabilities, losses, and expenses, including reasonable
attorneys' fees, that may arise or be alleged to have arisen out of or in connection
with Consultant's failure to meet its obligations or representations in this Contract
or Consultants negligent acts, errors, or omissions except only to the extent caused
by the sole negligence of Owner.
ARTICLE V
PAYMENT
5.1 Contract Price
Owner shall pay to Consultant, in accordance with and subject to the terms
and conditions set forth in this Article V and Attachment A, and Consultant shall
accept in full satisfaction for providing, performing, and completing the Services,
the amount or amounts in the schedule of prices set forth in Attachment A
("Contract Price"), subject to any additions, deductions, or withholdings provided for
in this Contract. However, notwithstanding anything to the contrary in this
Contract or the attachments, the total contract price shall not exceed $ $133,252.50
without the prior written consent of the Village.
5.2 Taxes Benefits and Royalties
The Contract Price includes applicable federal, state, and local taxes of every
kind and nature applicable to the Services as well as all taxes, contributions, and
premiums for unemployment insurance, old age or retirement benefits, pensions,
annuities, or other similar benefits. Consultant shall have no claim or right to
claim additional compensation by reason of the payment of any such tax,
contribution, premium, costs, royalties, or fees.
5.3 Progress Payments
A. Payment in Installments. The Contract Price shall be paid in monthly
installments in the manner set forth in Attachment A ("Progress Payments").
B. Pay Requests. Consultant shall, as a condition precedent to its right to
receive each Progress Payment, submit to Owner an invoice accompanied by such
receipts, vouchers, and other documents as may be necessary to reasonably
establish Consultant's prior payment for all labor, material, and other things
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covered by the invoice and the absence of any lien or other interest of any party in
regard to the Services performed under this Contract. The Consultant shall invoice
the Owner on a monthly basis for services performed and any costs and expenses
incurred during the previous calendar month as services progress. In addition to
the foregoing, such invoice shall include (a) employee classifications, rates per hour,
and hours worked by each classification, and, if the Services are to be performed in
separate phases, for each phase; (b) total amount billed in the current period and
total amount billed to date, and, if the Services are to be performed in separate
phases, for each phase; (c) the estimated percent completion, and, if the Services are
to be performed in separate phases, for each phase; and (d) Consultant's
certification that, to the best of Consultant's knowledge, information, and belief, all
prior Progress Payments have been properly applied to the Services with respect to
which they were paid. Owner may, by written notice to Consultant, designate a
specific day of each month on or before which pay requests must be submitted.
5.4 Final Acceptance and Final Payment
The Services or, if the Services are to be performed in separate phases, each
phase of the Services, shall be considered complete on the date of final written
acceptance by Owner of the Services or each phase of the Services, as the case may
be, which acceptance shall not be unreasonably withheld or delayed. The Services
or each phase of the Services, as the case may be, shall be deemed accepted by
Owner if not objected to in writing within 30 days after submission by Consultant of
the Services or such phase of Services for final acceptance and payment plus, if
applicable, such additional time as may be considered reasonable for obtaining
approval of governmental authorities having jurisdiction to approve the Services, or
phase of Services, as the case may be. Within 30 days after final acceptance, Owner
shall pay to Consultant the balance of the Contract Price or, if the Services are to be
performed in separate phases, the balance of that portion of the Contract Price with
respect to such phase of the Services, after deducting therefrom charges, if any,
against Consultant as provided for in this Contract ("Final Payment"). The
acceptance by Consultant of Final Payment with respect to the Services or a
particular phase of Services, as the case may be, shall operate as a frill and complete
release of Owner of and from any and all lawsuits, claims, or demands for further
payment of any kind for the Services or, if the Services are performed in separate
phases, for that phase of the Services.
5.5 Deductions
A. Owner's Right to Withhold. Notwithstanding any other provision of
this Contract, Owner shall have the right to deduct and withhold from any Progress
or Final Payment that may be or become due under this Contract such amount as
may reasonably appear necessary to compensate Owner for any loss due to (1)
Services that are defective, nonconforming, or incomplete; (2) liens or claims of lien;
(3) claims of Consultant's sub-consultants, suppliers, or other persons regardless of
merit; (4) delay by Consultant in the completion of the Services; (5) the cost to
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Owner, including reasonable attorneys' fees, of correcting any of the aforesaid
matters or exercising any one or more of Owner's remedies set forth in Section 6.1 of
this Contract. Owner shall notify Consultant in writing given in accordance with
Section 7.8 of this Contract of Owner's determination to deduct and withhold funds,
which notice shall state with specificity the amount of, and reason or reasons for,
such deduction and withholding.
B. Use of Withheld Funds. Owner shall be entitled to retain any and all
amounts withheld pursuant to Subsection 5.5A above until Consultant shall have
either performed the obligations in question or furnished security for such
performance satisfactory to Owner. Owner shall be entitled to apply any money
withheld or any other money due Consultant under this Contract to reimburse itself
for any and all costs, expenses, losses, damages, liabilities, suits, judgments,
awards, and reasonable attorneys' fees (collectively "Costs") incurred, suffered, or
sustained by Owner and chargeable to Consultant under this Contract. Owner
shall notify Consultant in writing given in accordance with Section 7.8 of this
Contract of each application by Owner of money to reimburse such Costs.
5.6 Accounting
Consultant shall keep accounts, books, and other records of all its billable
charges and costs incurred in performing the Services in accordance with generally
accepted accounting practices, consistently applied, and in such manner as to
permit verification of all entries. Consultant shall make all such material available
for inspection by Owner, at the office of Consultant during normal business hours
during this Contract and for a period of three years after termination of this
Contract. Copies of such material shall be furnished, at Owner's expense, upon
request.
ARTICLE VI
REMEDIES
6.1 Owner's Remedies
If it should appear at any time prior to Final Payment for all work that
Consultant has failed or refused to perform, or has delayed in the performance of,
the Services ("Event of Default"), and has failed to cure any such Event of Default
within five business days after Consultant's receipt of written notice of such Event
of Default, then Owner shall have the right, at its election and without prejudice to
any other remedies provided by law or equity, to pursue any one or more of the
following remedies:
1. Owner may require Consultant, within such reasonable time as may be
fixed by Owner, to complete and/or correct all or any part of the
Services that are defective, nonconforming, or incomplete and to such
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other action as is necessary to bring Consultant and the Services into
compliance with this Contract.
2. Owner may terminate this Contract without liability for further
payment of amounts due or to become due under this Contract.
3. Owner may recover from Consultant any and all costs, including
reasonable attorneys' fees, incurred by Owner as the result of any
Event of Default or as a result of actions taken by Owner in response
to any Event of Default.
6.2 Consultant's Remedy
Consultant may terminate this Contract upon for failure of Owner to make
Progress Payments to which Consultant is entitled if Owner has failed to cure such
failure within five business days after Owner's receipt of written notice from
Consultant of such failure.
6.3 Terminations and Suspensions by Owner Deemed for Convenience
Any termination or suspension by Owner of Consultant's rights under this
Contract for an alleged default that is ultimately held unjustified shall
automatically be deemed to be a termination or suspension for the convenience of
Owner under Section 1.9 of this Contract.
ARTICLE VII
LEGAL RELATIONSHIPS AND REQUIREMENTS
7.1 Binding Effect
This Contract shall be binding on Owner and Consultant and on their
respective heirs, executors, administrators, personal representatives, and permitted
successors and assigns. Every reference in this Contract to a party shall also be
deemed to be a reference to the authorized officers, employees, agents, and
representatives of such party.
7.2 Relationship of the Parties
Consultant shall act as an independent contractor in providing and
performing the Services. Nothing in, nor done pursuant to, this Contract shall be
construed (1) to create the relationship of principal and agent, partners, or joint
venturers between Owner and Consultant or (2) to create any relationship between
Owner and any sub-consultant of Consultant.
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7.3 No Collusion
Consultant hereby represents and certifies that Consultant is not barred
from contracting with a unit of state or local government as a result of (i) a
delinquency in the payment of any tax administered by the Illinois Department of
Revenue unless Consultant is contesting, in accordance with the procedures
established by the appropriate revenue Act, its liability for the tax or the amount of
the tax, as set forth in 65 ILLS 5/11-42.1-1; or (ii) a violation of either Section 33E-3
or Section 33E-4 of Article 33E of the Criminal Code of 1961, 720 ILCS 5133E-1 et
seq. Consultant hereby represents that the only persons, firms, or corporations
interested in this Contract as principals are those disclosed to Owner prior to the
execution of this Contract, and that this Contract is made without collusion with
any other person, firm, or corporation. If at any time it shall be found that
Consultant has, in procuring this Contract, colluded with any other person, firm, or
corporation, then Consultant shall be liable to Owner for all loss or damage that
Owner may suffer thereby, and this Contract shall, at Owner's option, be null and
void.
7.4 Assignment
Consultant shall not (1) assign this Contract in whole or in part, (2) assign
any of Consultant's rights or obligations under this Contract, or (3) assign any
payment due or to become due under this Contract without the prior express
written approval of Owner, which approval may be withheld in the sole and
unfettered discretion of Owner; provided, however, that Owner's prior written
approval shall not be required for assignments of accounts, as defined in the Illinois
Commercial Code, if to do so would violate Section 9-318 of the Illinois Commercial
Code, 810 ILCS 5/9-318. Owner may assign this Contract, in whole or in part, or
any or all of its rights or obligations under this Contract, without the consent of
Consultant.
7.5 Confidential Information
All information supplied by Owner to Consultant for or in connection with
this Contract or the Services shall be held confidential by Consultant and shall not,
without the prior express written consent of Owner, be used for any purpose other
than performance of the Services.
7.6 No Waiver
No act, order, approval, acceptance, or payment by Owner, nor any delay by
Owner in exercising any right under this Contract, shall constitute or be deemed to
be an acceptance of any defective, damaged, flawed, unsuitable, nonconforming, or
incomplete Services, nor operate to waive any requirement or provision of this
Contract or any remedy, power, or right of Owner.
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7.7 No Third Party Beneficiaries
No claim as a third party beneficiary under this Contract by any person, firm,
or corporation (other than Owner and Consultant) shall be made or be valid against
Owner or Consultant.
7.8 Notices
All notices required or permitted to be given under this Contract shall be in
writing and shall be deemed received by the addressee thereof when delivered in
person on a business day at the address set forth below or after being deposited in
the United States mail, for delivery at the address set forth below by properly
addressed, postage prepaid, certified or registered mail, return receipt requested.
Notices and communications to Owner shall be addressed to, and delivered
at, the following address:
Village of Oak Brook
1200 Oak Brook Road
Oak Brook, Illinois 60523
Attention: Village Manager
Notices and communications to Consultant shall be addressed to, and
delivered at, the following address:
Thomas Engineering Group, LLC
238 South Kenilworth Ave, Suite 1000ak Park, Illinois 60302
Attention: Nicholas Orf
The foregoing shall not be deemed to preclude the use of other non-oral means of
notification or to invalidate any notice properly given by any such other non-oral
means.
By notice complying with the requirements of this Section 7.8, Owner and
Consultant each shall have the right to change the address or addressee or both for
all future notices to it, but no notice of a change of address or addressee shall be
effective until actually received.
7.9 Governing Laws
This Contract and the rights of Owner and Consultant under this Contract
shall be interpreted according to the internal laws, but not the conflict of laws rules,
of the State of Illinois; the venue for any legal action arising in connection with this
Contract shall be in the Circuit Court of DuPage County, Illinois.
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7.10 Changes in Laws
Unless otherwise explicitly provided in this Contract, any reference to laws
shall include such laws as they may be amended or modified from time to time.
7.11 Compliance with Laws and Grants
The Services shall be provided, performed, and completed in accordance with
all required governmental permits, licenses, or other approvals and authorizations,
and with applicable statutes, ordinances, rules, and regulations. This requirement
includes, but is not limited to, compliance with the Fair Labor Standards Act; any
statutes regarding qualification to do business; any statutes prohibiting
discrimination because of, or requiring affirmative action based on, race, creed,
color, national origin, age, sex, or other prohibited classification, including, without
limitation, the Americans with Disabilities Act of 1990, 42 U.S.C. §§ 12101 et seq.,
and the Illinois Human Rights Act, 775 ILCS 511-101 et seq. Consultant shall also
comply with applicable conditions of any federal, state, or local grant received by
Owner or Consultant with respect to this Contract or the Services.
Consultant shall be liable for any fines or civil penalties that may be imposed
or incurred by a governmental agency with jurisdiction over the Services as a result
of Consultant's or its sub-consultants' improper performance of, or failure to
properly perform, the Services or any part thereof.
Every provision of law required by law to be inserted into this Contract shall
be deemed to be inserted herein.
7.12 Ownership of Documents
Consultant and Consultant's sub-consultants shall be deemed the original
authors and owners respectively of materials produced pursuant to this Contract
and shall retain all common law, statutory and other reserved rights, including
copyrights. Consultant hereby grants and conveys to Owner perpetual, irrevocable
non-exclusive rights and license to use all Required Submittals and other materials
produced under this Contract for Village purposes and no other purposes.
7.13 Time
Except where otherwise stated, references in this Contract to days shall be
construed to refer to calendar days.
7.14 Severabihty
The provisions of this Contract shall be interpreted when possible to sustain
their legality and enforceability as a whole. In the event any provision of this
Contract shall be held invalid, illegal, or unenforceable by a court of competent
13
jurisdiction, in whole or in part, neither the validity of the remaining part of such
provision, nor the validity of any other provisions of this Contract shall be in any
way affected thereby.
7.15 Attachment
In the event of a conflict between the terms of this Contract and any
Attachment, attached hereto, the terms of this Contract shall control.
7.6 Entire Agreement
This Contract sets forth the entire agreement of Owner and Consultant with
respect to the accomplishment of the Services and the payment of the Contract
Price therefor, and there are no other understandings or agreements, oral or
written, between Owner and Consultant with respect to the Services and the
compensation therefor. The proposal attached as Attachment A is attached hereto
for reference only and other than as specifically referred to and incorporated herein,
the terms and conditions set forth in the proposal do not form part of this
Agreement.
7.17 Amendments
No modification, addition, deletion, revision, alteration, or other change to
this Contract shall be effective unless and until such change is reduced to writing
and executed and delivered by Owner and Consultant.
IN WITNESS WHEREOF Owner and Consultant have caused this Contract
to be executed in two origina counterparts as of the day and year first written
above.
Village of Oak Brook
By:
Gopal G. Lalmalani
Village President
Attest
By.
Name:
Title: ZJ—j-—k�
14
Thomas Engineerin r LC
By:
Name:
Title: �RSt F
Attest:
By:
Name:
Title: ��n w► `j���s w�� �, ��
933432775_vi
15
ATTACHMENT A
PROPOSAL
th s,
engineering group
service at the highest gradegq
55 west 22nd street
April 29,2015 suite 300
lombard,illinois 60148
Mr.James Bosma,P.E.
Village of Oak Brook
1200 Oak Brook Road
Oak Brook,Illinois 60523
Re: 2015 Water Main Project, Brook Forest Subdivision
Construction Engineering Services
Dear Mr.Bosma:
Thomas Engineering Group,LLC(TEG)respectfully submits the following Scope of Services and estimated
construction engineering services fee to the Village of Oak Brook for the 2015 Water Main Project. TEG is excited
about the opportunity to continue to work with Village staff on this project.We feel that our due diligence,
expertise,and experience will provide Oak Brook with a valuable investment. TEG staff has already assisted the
Village by preparing the final design engineering,contract documents,specifications,and estimates,and by
performing quality assurance/quality control review of the final plans.Our staff's Project involvement and local,
relevant experience make TEG an excellent fit for this Project.
Scope of Services
TEG has assembled a construction team with members that have substantial relevant experience and are experts
in community relations,construction staging,and contractor oversight. TEG's design Project Manager, Nick Orf,
P.E.,CFM,CPESC is also the proposed construction Project Manager and will be providing design and
administrative support during the construction process.TEG's Resident Engineers have a thorough background and
understanding in water main construction.
Our project team will coordinate with IEPA Division of Water Pollution Control Permit Section and DuPage County
Division of Transportation to obtain the final permitting for the proposed water main relocation and replacements.
In addition,TEG will request bonds and signatures from the contractor.
Pre-Construction Tasks:
1. Chair a preconstruction conference with the contractor,Village,and other parties to discuss the chain of
command,communication procedures,goals,objectives,and potential issues.
2. Obtain from the contractor a list of proposed suppliers and subcontractors.Make recommendations to
the Village regarding the suitability of the subcontractors for the proposed work.
3. Review the construction schedule submitted by the contractor for compliance with the contract.
4. Check and approve,or reject and request resubmittal of,any submittals made by the contractor for
compliance with the contract documents.
Construction Tasks:
1. Keep an inspector's daily report book in the Village's preferred format appropriate for the project,
recording hours on the job site,weather conditions,general and specific observations,daily activities,
quantities placed,inspections,decisions,and list of visiting officials.
2. Be present whenever the contractor is performing work on-site associated with the project.
3. Verify construction staking for the water main and storm sewer alignments and layouts.
thorn as,en: l ,, ?± f Qrade
Village of Oak Brook
2015 Water Main Project
4. Observe the progress and quality of the executed work.Determine if the work is proceeding in
accordance with the Contract Documents.TEG shall keep the Village informed of the progress of the work
and advise the Village of all observed deficiencies of the work and disapprove or reject all work failing to
conform to the Contract Documents.
5. Serve as the Village's liaison with the contractor working principally through the contractor's field
superintendent.
6. Make arrangements and take cross sections from which the various pay items are to be measured.Checks
will be made to determine if the work has been completed in substantial conformance with the plan cross
sections.
7. TEG will document(via photographs,video,and written documentation)the contractor's activities.
8. Cooperate with the contractor in dealing with the various agencies having jurisdiction over the Project.
9. Review contractor's progress on a weekly basis and update the progress schedule.Compare actual
progress to the contractor's approved schedule. If the project falls behind schedule,work with the
contractor to determine the appropriate course of action to get back on schedule.
10. Perform weekly traffic control and erosion control checks.
11. Prepare payment requisitions and change orders utilizing Village preferred forms.Review applications for
payment with the Contractor for compliance with established submission procedure and forward them
with recommendations to the Village.
12. Prior to final inspection,submit to the contractor a list of observed items requiring correction and verify
that each correction has been made.
13. Conduct final inspection with the Village and prepare a final punch list of items to be corrected.
14. Verify that all items on the final punch list have been corrected and make recommendations to the Village
for project completion and closeout.
15. Maintain a set of Record Drawings on which all known changes are noted.
Post-Construction Tasks:
1. Perform final documentation pursuant to Section A in the Documentation Section of the IDOT
Construction Manual.
2. Close out project within 30 days after all construction is completed.
3. Collect as-built horizontal and vertical information using TEG's GPS device and prepare final Record
Drawings using Microstation.
4. Verify that all documentation is accomplished and that material inspections and certifications have been
accounted for and are complete.
5. Compile and submit final documentation.
6. Pursue and complete final close-out.
Engineering Fees
We have utilized a direct labor multiplier to calculate our cost estimate for consultant services. While we believe
this estimate accurately reflects our understanding of Project described in our Proposal,we understand that the
Village may interpret the scope differently and may seek to add,subtract,or modify the scope or level of effort
contained herein.We look forward to being selected by the Village and can negotiate the scope and effort to meet
the exact expectations of the Village.
Our overall Phase III(Construction)fee for the 2015 Water Main Project is$133,252.50 and is based on the
attached construction schedule and hours. This is approximately 10.6%of the engineer's estimate of anticipated
construction cost of the project. Should the construction duration extend significantly due to unforeseen
events/circumstances,additional fees may be necessary.
thomoa ertiiaf' *;v
Village of Oak Brook
2015 Water Main Project
What separates TEG from the other firms is our service—our trademark is service at the highest gradeO.While
other larger firms have their best teams committed to many clients and projects,TEG has a number of excellent
teams in which our Planning,Design,and Construction Engineers are committed to only a few clients and projects.
TEG has been able to grow in these tough economic times by servicing each client individually and bringing value
to their community.We deliver large firm experience with small firm service.
We are truly excited about the opportunity to continue working for Oak Brook and helping serve your community
by providing cost-effective solutions that are context appropriate.We look forward to answering any questions
that you may have about our firm,staff,or experience,We are highly confident that our expertise and excitement
for municipal engineering will be readily apparent in our proposal. If you have any questions or require additional
information,please e-mail at nicko @thomas-engineerine.com or call me at(815)531-7868.
Sincerely,
thomas engineering group,iic
Nicholas J.Orf,P.E.,CFM,CPESC
Project Manager
fhomor et, :�
s
Possible Construction Schedule-Thomas Engineering Group
th�� ' s.
2015 Water Main Project-Brook Forest Subdivision s
on glnoor gq group Village of Oak Brook
,
s.r ViGO Or rnf nio8.l1 o..a., Construction Year 2015
Week
TN k Task Description
Preconstruction
1 Bid Crierilre(4.30.15)
2 Contract Award
3 Pmconstruction Meetin
4 Notice to Proceed
5 Material Certification&.Shop Drawing Submittal&Review
Construction
6 Traffic Control and Protection
7 Pre-Con Video Mobilizatio l l&yout l Erosion Control
B Tree Removal Protection Pruning
9 Ex iorator.Excavations I Pavement Saweuttin
10 Water Main Coenection"A"&Bore Midwest Rd.
11 Mockingbird WM Install.Incl.Ws&FHs-Midwest to Ivy`925'
12 Mockingbird WM Install(tnd.Ws&PHS-I m Camelot&Camelot le °500'
13 Mockingbird WM Install(Ind.WS&fHs)-Camelot to Concord&Concord le `500'
14 Mockingbird WM Install(Intl.Ws&FHs)•Concor Regent`1000
15 Camelot WM Install Incl.Ws&Ns-Mockin bird to South Unriu"450'
16 Camelot WM Install Incl.Ws&FHs-mockingbird to Regent^750'
17 Water Main Pressure Tes[in &ChlOrinatlon-Mockin bird and Camelot
18 Storm Sewer R&R
19 Pi eUnderdrain
20 Water Services Re Iacemenuton &Short
21 Connections 8,C.0&E
22 Water Main&A urtenances Removal Abandonment
23 Icub,R Includin Settlement Time
24 PCC&Paver Drivewa s including Cure
25 PCCC&G Includine Cure
26 HMA Driveways&Path
27 TempqarCayement
28 Restoration&Landscape
29 Punchlist
30 Proect.Com Ietion 10.9.15
Post Construction
31 Project Closeout Record Drawin s
Pre Construction Closeout
Weeks 1 2 '3 4 5 1 2 :3 1 4 5 8 1 7 1 6 1 9 1 14 1 11 1 12 13 14 15 16 1 1 2 1 3 4 5 6 1 7 1 8 9
T . R v ? /c. "r w w 7 P r 7 v 7 z P V' Q �1' Total
�v1� a�~i � ' v r. v w u3^ ear rn � t� u3 c ,a o= a'` a� co c`� c� o o 0 0 0 H.U.
PROJECT MANAGERI 4 1 1 1 1 4 4 4 4 B 32
RESIDENT ENGINEER 4`:6 46 45 45 45 45 45 45 45 45:115 ,45 45. 451 45 45 45 45 45 45 8 8B3
SURVEYICADD TECH "' 4 2 4 4 8 22
937
Thomas Engineering Group, LLC 2014 Water Main Project-York Woods Subdivision
TOTAL
PRE CONSTRUCTION CONSTRUCTION POST-CONSTRUCTION
TOTAL TOTAL TOTAL JOB JOB
RATE HOURS SALARY
PROJECT MANAGER $ 54.00 4 28 0 32 $ 1,728.00
RESIDENT ENGINEER $ 44.00 20 863 0 883 $ 38,852.00
SURVEY/CADD TECH $ 35.00 0 22 0 22 $ 770.00
TOTAL 24 913 0 937
$ 41,350.00
MULTIPLIER
3.15 $ 130,252.50
Direct Costs Printing various $ 100.00 Direct Costs $ 100.00
$ 100,00 QA $ 3,000.00
TOTAL $ 133,352.50
ATTACHMENT B
INSURANCE REQUIREMENTS
INSURANCE:
Certificates of Insurance shall be presented to the Village upon execution of
this contract and Consultant shall not commence work until it provides and
receives acceptance of insurance certificates from the Village as required by
this exhibit.
Each Consultant or contractor performing any work pursuant to a contract
with the Village of Oak Brook and each permittee working under a permit as
required pursuant to the provisions of Title 1 of Chapter 8 of the Code of
Ordinances of the Village of Oak Brook (hereinafter referred to as "Insured")
shall be required to carry such insurance as specified herein. Such
Consultant or contractor and permittee shall procure and maintain for the
duration of the contract or permit insurance against claims for injuries to
persons or damages to property which may arise from or in connection with
the performance of the work under the contract or permit, either by the
Consultant, contractor, permittee, or their agents, representatives, employees
or subcontractors.
A Consultant, contractor or permittee shall maintain insurance with limits no
less than:
A. General Liability - $2,000,000 general aggregate; combined single limit
per occurrence for bodily injury, personal injury and property damage,
provided that when the estimated cost of the work in question does not
exceed $25,000, the required limit shall be $1,000,000;
B. Automobile Liability (if applicable) - $1,000,000 combined single limit
per accident for bodily injury and property damage;
C. Worker's Compensation and Employer's Liability - Worker's
Compensation limits as required by the Labor Code of the State of
Illinois and Employer's Liability limits of$1,000,000 per accident.
D. Professional Liability - $1,000,000 per claim and aggregate limit of
Professional liability coverage.
Any deductibles or self-insured retention must be declared to and approved
by the Village. At the option of the Village, either the insurer shall reduce or
eliminate such deductible or self-insured retention as respects the Village, its
officers, officials, employees, volunteers and agents; or the Insured shall
procure a bond guaranteeing payment of losses and related investigations,
claim administration and defense expenses to the extent of such deductible
or self-insured retention.
The policies shall contain, or be endorsed to contain, the following provisions:
E. General Liability and Automobile Liability Coverage -
(1) The Village, its officers, officials, employees, volunteers, and
agents are to be covered as additional insureds as respects:
liability arising out of activities performed by or on behalf of the
Insured; premises owned, occupied or used by the Insured. The
coverage shall contain no special limitations on the scope of
protection afforded to the Village, its officers, officials, employees,
volunteers, and agents.
(2) The Insured's insurance coverage shall be primary insurance as
respects the Village, its officers, officials, employees, volunteers
and agents. Any insurance or self-insurance maintained by the
Village, its officers, officials, employees, volunteers and agents
shall be in excess of the Insured's insurance and shall not
contribute with it.
(3) Any failure to comply with reporting provisions of the policies shall
not affect coverage provided to the Village, its officers, officials,
employees, volunteers and agents.
F. Worker's Compensation and Employer's Liability Coverage
The policy shall waive all rights of subrogation against the Village,
its officers, officials, employees, volunteers and agents for losses
arising from work performed by the insured for the Village.
Each insurance policy shall be endorsed to state that coverage shall not be
suspended, voided, canceled by either party, reduced in coverage or in
limits except after thirty (30) days prior written notice by certified mail has
been given to the Village. Each insurance policy shall name the Village, its
officers, officials and employees, volunteers and agents as additional
Insureds. Insurance is to be placed with insurers with a Best's rating of no
less than A: VII.
Each Insured shall furnish the Village with certificates of insurance and with
original endorsements effecting coverage required by this provision. The
certificate and endorsements for each insurance policy are to be signed by a
person authorized by that insurer to bind coverage on its behalf. The
certificates and endorsements are to be on forms approved by the Village
and shall be subject to approval by the Village Attorney before work
commences. The Village reserves the right to require complete, certified
copies of all required insurance policies, at any time.
Each insured shall include all subcontractors as insureds under its policies
or shall furnish separate certificates and endorsements for each
subcontractor. All coverages for subcontractors shall be subject to all of the
requirements stated herein.