R-1575 - 06/14/2016 - PEDESTRIAN ACCESS - Resolutions Supporting Documents ITEM 9.A. 1)
BOARD OF TRUSTEES MEETING
VILLAGE OF SAMUEL E. DEAN BOARD ROOM
OAK BR BUTLER GOVERNMENT CENTER
1200 OAK BROOK ROAD
OAK BROOK, ILLINOIS
630-368-5000
AGENDA ITEM
Regular Board of Trustees Meeting
of
June 14, 2016
SUBJECT: Pedestrian Access Project G3, Engineering Service Agreements with
Engineering Resource Associates, Inc. and Hitchcock Design Group
FROM: Doug Patchin, Public Works Director t
BUDGET SOURCE/BUDGET IMPACT: $29,853 from Hotel and Motel Fund
Structural Improvements
RECOMMENDED MOTION:
Motion to Approve RESOLUTION 2016-PED-ACCESS-ENG-CNSTRCT-R-1575, for
two (2) Engineering Service Agreements, not-to-exceed $29,853.
1. Engineering Resource Associates Inc. $24,853,
2. Hitchcock Design Group. $5000
Background/History: The Streetscape Committee has formulated projects to improve
pedestrian and bicycle access to Oakbrook Center. Project G3 is the crosswalk located on
22"d Street at the western entrance of Oakbrook Center, from Regency Towers and
Marriot Hotel on the south, to the Oakbrook Center entrance on the north.
The Engineering Services for this project include: pre-construction meetings, reviewing
shop drawings and submittals, construction observation, interpretations or clarifications
to the contract document, payout procedures, preparing a punch list, final walk through
and recommendation for acceptance of the completed project, and final payout
documents.
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Recommendation:
Staff recommends the Village Board approve the attached Engineering Services
Agreements with Engineering Resource Associates Inc., and Hitchcock Design Group. I�
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BOT AGENDA Page 1 _
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RESOLUTION 2016-PED-ACCESS-ENG-CNSTRCT-R-1575
A RESOLUTION APPROVING AND AUTHORIZING PROFESSIONAL SERVICES AGREEMENTS BY
AND BETWEEN THE VILLAGE OF OAK BROOK AND ENGINEERING RESOURCE ASSOCIATES,
AND BY AND BETWEEN THE VILLAGE OF OAK BROOK AND HITCHCOCK DESIGN GROUP, FOR
CONSTRUCTION ADMINISTRATION SERVICES FOR PROJECT STAGE 4 AREA G3 OF THE
PEDESTRIAN ACCESS PROJECT
WHEREAS, the Village desires to improve pedestrian and bicycle access to the Oakbrook Center
and the hotels, offices, businesses, universities, and residential developments located adjacent to or near
the Oakbrook Center through implementation of 10 related infrastructure projects collectively known as
the Pedestrian Access Project; and
WHEREAS, as part of the Pedestrian Access Project, the Village will construct crosswalks and
modify pedestrian traffic signals located at 22nd Street and the Oakbrook Center West Entrance (Stage 4
Area G3) (collectively, the "Work'); and
WHEREAS, the Village desires to retain engineers to provide construction observation and
administration services related to the Work ("Services"); and
WHEREAS, Engineering Resource Associates, ("ERA"), and Hitchcock Design Group
("HITCHCOCK') designed the Work and have previously provided satisfactory engineering services to
the Village in connection with streetscape projects; 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 ERA desire to enter into and execute an agreement for ERA to
provide the Services to the Village for an amount not to exceed $24,852.72, which agreement is attached
hereto as Exhibit A ("Agreement'); and
WHEREAS, the Village and HITCHCOCK desire to enter into and execute an agreement for
HITCHCOCK to provide the Services to the Village for an amount not to exceed $5,000, which agreement
is attached hereto as Exhibit B ("Agreement'); and
WHEREAS, the President and Board of Trustees have determined that it is in the best interest of
the Village to enter into the Agreements;
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 ERA for the Services in substantially the same
form attached hereto as Exhibit A.
Section 3: Approval of the Agreement. The President and Board of Trustees hereby
approve the Agreement by and between the Village and HITCHCOCK for the Services in substantially the
same form attached hereto as Exhibit B.
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Resolution 2016-PED-ACCESS-ENG-CNSTRCT-R-
Construction Engineering Services for Pedestrian Access Project
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Section 4: Authorization and Execution of the Agreements. The Village President and
Village Clerk shall be, and hereby are, authorized to execute the Agreements after receipt of the final
Agreements fully executed by ERA and HITCHCOCK.
Section 5: 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 2016-PED-ACCESS-ENG-CNSTRCT-R-
Construction Engineering Services for Pedestrian Access Project
3 of 5
APPROVED THIS 14th day of June, 2016.
Gopal G. Lalmalani
Village President
PASSED THIS 14th day of June, 2016.
Ayes:
Nays:
Absent:
ATTEST:
Charlotte K. Pruss
Village Clerk
Resolution 2016-PED-ACCESS-ENG-CNSTRCT-R-
Construction Engineering Services for Pedestrian Access Project
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EXHIBIT A
ERA AGREEMENT
Resolution 2016-PED-ACCESS-ENG-CNSTRCT-R-
Construction Engineering Services for Pedestrian Access Project
5 of 5
EXHIBIT B
HITCHCOCK AGREEMENT
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1.3 'Required Submittals
A Submittals Reguired. Consultant shall submit to Owner all reports, documents,
data, and information required to be submitted by Consultant under this Contract (the "Required
SubmittaW').
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 Owrier's opinion, to permit Owner to review that Submittal same 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 revieNv 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 Ow tier. 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 Rtyiew and Incor2 prat ion 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 pail 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
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. AMroval 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 %Titing. 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 sul:ject 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 under-taken 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 miner'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; fb)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 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, (i)attend Project
related meetings-, and (k)give written notice to Consultant whenever Owner -observes or
othenvise becomes aware of any development that affects the scope 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 Rizht to Terminate or Suspend Senices 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
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such termination or suspension. On such effective date. Consultant shall, as and to the extent
directed, stop Senices 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 such other costs
pertaining to the Senices, 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 O,*vnees rights, if any, to withhold and
deduct as provided in this Contract
ARTICLE 11
CHANGES AND DELAYS
2.1 Chag2es
Owner shall have the right, by written order executed by Owner, to make changes to the
timing or scope of the Services to be provided pursuant to this 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 rnade 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 receipt of an executed
Services Chanue Order from Owtier.
Z. 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 f6r 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 Sens ices.
2-3 No Constructivt Service Chanize Orders
No claim for an equitable adjustment in the Contract Price or Contract Time shall be
made or allo-wed 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 DEFECTI TE SERVICES
3.1 presentation 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 LID of` this Contract (the "Representation of
Compliance"),
l3: Opinions of Cost, It is recognized that neither Consultant nor Uwmer has control over the
assts of labor, material, equipment or services furnished;by others or over competitive
bidding, market or negotiating; conditions, or construction 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 hest judgment as
an experienced and qualified professional. familiar with the industry. Consultant does
not guaranty that proposals,: bads or actual Project costs or construction costs will not vary
from opinions of probable cast prepared by C onsultant. Nonetheless, in the event that the
engineer's estimate of costs is 20%or more less than the lowest responsible bid received,
the Consultant will prepare new materials. if required by the Owner, so that the project
can be re-bid or reevaluation without making any additional costs upon the Owner,
-Provided, however, that in the event that the lowest bid from a qualified bidder is 50/6
or more higher than the engineer's estimate- the engineer will work with the Village, at
its request, to revise the prciect documents and will only charge 50% of the regular costs
of`services for making such modifications.'
.Z Corrections
Consultant shall be responsible for the quality, technical accuracy. completeness- and
coordination of all Services under this Contract. Consu tart.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 ants. Notwithstanding any other prevision 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 vailabilit-N, or unavailability of any insurance, either of Owner or Consultant, to
indemnify. hold harmless, or reimburse Consultant for such damages, losses, or costs.
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ARTICLE I '
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, near any reduction in limits or coverage or
other modifications affecting this Agreement. shall become effective until the expiration of
0 clays after written notice thereof shall have been given by the insurance company to ONkner.
Consultant shall, at all tithes 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 Consultant's expense. at least the minimum insurance
coverage and limits set forth in Attachment S.
4,2 Indemnification
Consultant, without regard to the availability or unavailability of any insurance, either of
Owner or Consultant,shall, t 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
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,
5.2 Taxes, Benefits and Rovalties
The Contract Price includes applicable federal, state.. and lineal taxes of ever 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, oasts. royalties,or fees.
5.3 Progress Payments
A. Pa�,rnent 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 covered by the invoice and the absence of any lien or other
interest of any party in regard to the Seri-ices performed under this Contract. 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, 0,A-mer 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 full and
complete release of Owner of and from any and all lawsuits. claims, or demands for further
payment-of any kind for the Sen!ices or, if the Services are performed in separate phases, for that
phase of the Services.
5.5 Deductions
A. Owner's Ripht 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 (I I 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: 0)delay by Consultant in the completion of the Services;
(5)the cost to 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
Contraa 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
s ificity the amount of and reason or reasons for, such deduction and withholding.
pect.
B. Use of Withheld Funds. Owner shall be entitled to retain any and all amounts
ns r performed the
withheld pursuant to Subsection 5.5A above until Co ultant shall have either
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'`
onsultant under this
Contract to reimburse itself for any and all costs, expenses. losses, damages, liabilities, suits,
judgments, awards, and reasonable attorneys' fees lcollectively "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 T8 of this Contract of each application
by Owner of money to reimburse such Costs.
5.6 Accoun
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 mariner 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 0"-per'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 ref f 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:
I Owner may require Consultant, within such reasonable time as may be fixed by
Owner, to complete or correct 0 or any part of the Services that are defective,
nonconforming, or incomplete and to such 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 6,%,ner in response to any Event of Default,
.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 ON8mer's receipt of written notice from Consultant of such failure.
6.3 Terminations and Sus nsions 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 ONkmer 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 Panties
Consultant shall act as an independent contractor in providing, and performing the
Services. clothing in, nor done pursuant to, this Contract shall be construed (l)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,
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 estrablisbed by the appropriate revenue Act, its liability fir the
tax or the amount of the tax, as :set forth in 65 ILCS 5111-411-1, or (ii) a violation of either
Section 33E- or Section 33E-4 of Article 33E of the Criminal Code of 1961. 720 II..CS 5/33E-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 Contram
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
Cher 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 0 mer; 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 ILLS 5/9-318. Owner may assign this Contract, in whole or in part, or
any or all of its rights�hts or obligations under this Contract, Mthout 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 Contractor any remedy, power, or right of Owner.
7.7 No Third PaEtL,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 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- Doug Patchin,Public Works Director
Notices and communications to Consultant shall be addressed to, and delivered at, the
following address:
Engineering Resource Associates
3S701 West Avenue, Suite 150
Warrenville, Illinois 60555
Attention: John F. Mayer,PE., :FM. Project Engineer
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 ofaddress or addressee shall be effective until actually received.
7.9 Governing Laws
This Contract and the rights of Oumer 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,
7.10 Ch Ines in Laws
UnJess 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
govemmental 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 orrequiring-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 erseq., and
the Illinois Human Rights Act. 775 ILLS 5/1-101 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 QwnershiLof 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
lave, 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 'Villa e purposes and no other
purposes:
7.13 Time
Except where otherwise stated, references in this Contract to days shad be construed to
refer to calendar days,
7,14 S verabilit
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 in-valid;
illegal, or unenforceable by a court of competent jurisdiction, in.whole or in part., neither the
validity of the retraining part of such provision, not the validity of any other provisions of this
Contract shall be in any way affected thereby.,
7,15 Entire Agreement
This Contract sets forth the entire agreement of Owner and Consultant Mth aspect 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 ether than as specifically referred to and incorporated
.herein.,the terms and conditions set fordo in the proposal do not form part of this AgrCement.
7.16 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.
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IN' WITNESS )WHEREOF, Owner and Consultant have caused this Contract to be
executed in two original counterparts as of the day and year first written above.
Village of Oak Brook
By:
Riccardo F. Ginex
Village Manager
Attest:'
By:
Charlotte Press
Village Clerk
Engineering Resource Associates
By:
Name:=
Title:
Attest:
By
Name:
Title:
ATTACHMENT A
PROPOSAL
ENGINEERING
RrScAifra
May 10, 2016
Mr. Doug Patchin
Director of Public Works
Village of Oak Brook
1200 Oak Brook Road
Oak Brook, Illinois 60523
SUBJECT: Proposal for Construction Engineering Services
2211 Street Pedestrian Grossing Area G`
Oak Brook, Illinois
Dear Doug:-
Engineering Resource Associates, Inc. (ERA) is pleased to submit this proposal for construction
engineering services for the 22nd Street Pedestrian Crossing Project, The proposal has been prepared
in accordance with your request for proposal, our familiarity with the project, and our experience on
similar assignments.
Project Understanding
The Pedestrian Crossing at 22`d Street located at the West Entrance Drive into the Oak Brook
Shopping Matt is proposed to be advertised for letting later this month, The award of the project is
anticipated the first week in June. The project consists of the installation of a decorative crosswalk on
the east leg of the intersection, Since traffic signals are located at the intersection, the pedestrian
signals that currently exist will need to be modified, Additionally;„ the pedestrian signal indications
located on the north and south leg of the intersection will need to be removed since they currently do
not extend to a public sidewalk, Multiple stages are required for the installation of the crosswalk on
22nd Street since a limited number of travelled lames can be restricted at one time. Therefore, amount
of construction days required to complete this work exceeds what is typically required The
Construction Engineering Services contract was prepared on the basis of anticipating an amount of 16`
actual working days with work beginning in early September and conclude prior to the start of the
holiday shopping season as specified in the contract.
ERA will provide the construction observation, documentation, and Landscape Architecture review
services. Construction Site Observation services are based upon an 8-hour day. Due to the lead time
in manufacturing the electrical equipment it is anticipated that the contract work will not commence
until all the electrical equipment is delivered and ready to be installed. Should the length of the
construction period extend beyond the completion date or require additional working days, the
construction engineering contract will be extended the corresponding number of additional days
required for construction observation and documentation. The improvements will be constructed in
accordance with plans and spedfications prepared by Hitchcock Design Group and ERA in May 2016:
1+vARRENVILLE CHICAGO CHAMPAIGN
www eraconsultants.com
Village of oak Brook 2 May 10,2026`
The Village of Oak Brook now wishes to retain ERA along with Hitchcock Design Group and Rubino
Engineering as sub-consultants to provide construction observation, catalog cut review, and material
testing services for the project. The contractor will be required to provide construction layout. It is also
our understanding that the contractor,not ERA,will be responsible for ensuring conformance with
State of Illinois Clean Construction or Demolition Debris(CCDD) material disposal requirements.
Scope of Services
ERA will provide construction engineering services in accordance with the following work plan:.
I. Meetings and Coordination-The following meetings are anticipated during the construction
phase of this project.
a. Attend pre-construction meeting with contractor,Village of Oak Brack staff, landscape'
architect sub-consultant, utility companies and others.
b. Distribute meeting summaries to attendees and other interested parties
c. Attend traffic signal turnover of maintenance.
d. Attend progress Meetings(2) and coordinate attendees.
2. Shop Drawings &Submittals
a, Record data received, maintain a file cf drawings and submissions, and check construction
for compliance with them.
b. Review sharp drawings and other submittals from the project contractor for conformance
with the requirements of the contract documents. Notify the Village of any deviations or
substitutions. With the notification, provide the Village with a recommendation for
acceptance or denial, and request direction from the Village regarding the deviation or
substitution.
3. Scheduling
a. Monitor contractor's progress and adherence to project schedule.
b. Review schedule with contractor on a daily basis and require contractor to update schedule
on a weekly basis as necessary.
c. Track and record calendar and working days as they are expended.
4. Construction Observation
a. Provide one full-time resident engineer for the anticipated number of 7 working days
assuming the construction period begins by early September and is completed by October
2016 as outlined in the construction contract.
b. Serve as the Village's liaison with the contractor primarily through the contractor's
superintendent, publictprivate utilities, and various jurisdictional agencies.
c. Arrange required material testing with the testing sub-consultant.
d. Regular review and inspection of traffic and erasion control items.
e. Maintain a database of names, addresses, and telephone numbers of subcontractors,
contractors, suppliers, utility companies, and other entities involved with the project:
f. Alert the Contractor's field superintendent when un-approved materials or equipment are
being used and advise the Village of such occurrences.
5. Material Testing
a. Our material testing sub-consultant, Rubino;Engineering,will be on site during pouring
operations to ensure PCC materials meet the requirements of the specifications. A total of
Village of Oak Brook 3 May 10,2016
four concrete test pours will be performed.
. Documentation—ERA will utilize standard IDOT inspection reports and other construcfion
documentation that complies with IDOT documentation,procedures including:
a, Track and measure contract pay ifiern quantities using Inspector's Daily Reports
b. Keep and maintain a dailydiary summarizing contractor operations, coordination activities,;
weather, project issues, etc.
c Collect and file material tickets.
d:. Submit project documentation to ERA suffice for use in reviewing contractor pay request.
7. Pay Request tl; Change Order Review
a'. Review applications for payment and compare to documentation records on a monthly,
basis:
b. Forward recommendations for payment to Village staff.
c. Review change order documentation and justifications.``
d Forward charge order recommendations to Village staff.
. Project Close-OtA
a. tles:t on-sine with Village;staff to identify items for the punch list.
b. Meet with contractor to review completion of all punch list items in a timely, responsive
manner.
. Record Drawings
a. The project contractor will be required to provide construction layout services and to
provide accurate, complete record drawings at the completion of construction.
b. ERA will provide control information and spot check contractor layout.We will also work
with the contractor to ensure a complete set of record drawings is completed,
Schedule
The work is expected to be completed by October 20, 2416 within an anticipated number of 1
working days:
Fees
Fees for construction engineering service described in this proposal are proposed on a direct labor
multiplier, not-to-exceed basis.Our direct labor multiplier for this assignment will be_28a times direct;
employee Dourly rates,-Direct costs will be charged at their actual rate incurred with no markup..
Proposed tees are summarized as follows:
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Village of Oak Brook 4 May 10,2016
Construction Engineering 184 $18,241.72,
Services
Direct Costs, Material Testing $8,611.00
&LA Sub-Consultant
Total, riot-To-Exceed 184 $24,852.72
Fees are based upon an anticipated completion date of October 30, 2016 and an actual number of
worldng days of 16 days. If the project exceeds beyond this period, additianal fees may be required.A
detailed Cost Estimate of Consultant Services form is included on the following pages.
We appreciate the opportunity to submit this proposal and trust that it meets with your approval. if
acceptable,please sign the proposal where indicated below and return one(1)copy for our files.The
attached'General Terms and Conditions are expressly incorporated into and are an integral pat of this
proposal for engineering services.
Respectfully submitted,
ENGINEERING RESOURCE ASSOCIATES, INC.
John F. Mayer, PE, CFM
Project Manager
JF kkp
Attachment's
Enclosure
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Village of Oak Brook 5' May la,2016
Exhibit 1
Acceptance&Authorization Form—May 10,2016 Proposal
22nd Street Pedestrian Crossing Area G, Oak Brook, Illinois
Engineering Resource Associates,Inc. Village of teak Brook
Authorized Signature Authorized Signature
John F. player, PE,CF I
Printed Name and'Title Printed Name and Title
3,x701 West Avenue Date
Suke 15
Warrenville,Illinois 50555
630-593-3050 t, 30-393-2152 f
Please Provide Contact Information:
Mailing Address:
(please provide street address for UPS deliveries
Telephone&Facsimile Numbers
Email Address:
INVOICES should be sent via: Email ED 'USPS flail Q Email&USPS bail Q;
If different that above address,
invoices should be addressed to;
Attn
Invoice Email Address(if different than above):
Note any trilling procedurestforms:
Village of Oak Brook 6 may 10,2016
Engineering Resource Associates,Inc.
GENERAL TERMS AND CONDITIONS
J. COMPUANCEWTH LAWS. Engineering Resource Associates, Inc. (Engineer)will strive to exercise usual and
customary professional care in his efforts to comply with those laws,codes, ordinance and regulations which are
in effect as of the date of this Agreement.
Wb specific respect to prescribed requirements of the Americans with Disabilities Act of 1990 or certified
state or local accessibility regulations(ADA), Client understands ADA is a civil rights legislation and that
interpretation of ADA is a legal issue and not a design issue and,accordingly, retention of legal counsel(by
Client)for purposes of interpretation is advisable. As such and with respect to ADA, Client agrees to waive
any action against Engineer,and to indemnify and defend Engineer against any claim arising from
Engineer's alleged failure to meet ADA requirements prescribed.
2. DmGNATtosi OF AUTHORIZED REPRESENTATIVE:Each party(to this Agreement) shall designate one or more
persons to act with authority in its behalf in respect to appropriate aspects of the Project. The persons
designated shall review and respond promptly to all communications received from the other party,
3. STANDARD OF PP.AcTicg:The Engineer will strive to conduct services under this Agreement in a manner
consistent with that levelof care and skill ordinarily exercised by members of the profession currently
practicing in the same locality under similar conditions as of the date of this Agreement. No other
representation, express or implied, and no warranty or guarantee is included or intended in this Agreement,
or in any report, opinion,document,or otherwise,
4. GOVERNING LAW:This Agreement shall be governed by and construed in accordance with Articles previously
set forth by Item 1.of this Agreement,together With the laws of the State of Illinois.
5. RgsposisiajuTY OF THE ENcdmEER. Notwithstanding anything to the contrary which may be contained in this
Agreement or any other material incorporated herein by reference, or in any Agreement between the Client
and any other party concerning the Project,the Engineer shall not have control or be in charge of and shall
not be responsible for the means,methods, techniques, sequences or procedures of construction,or the
safety, safety precautions or programs of the Client,the construction contractor,other contractors or
subcontractors performing any of the work or providing any of the services on the Project. Nor shall the
Engineer be responsible for the acts or omissions of the Client, or for the failure of the Client,any architect,
engineer, consultant, contractor or subcontractor to carry out their respective responsibilities in accordance
with the Project documents,this Agreement or any other agreement concerning the Project. Any provision
which purports to amend this provision shall be without effect unless it contains a reference that the content
of this condition is expressly amended for the purposes described in such amendment and is signed by the
Engineer.
6, CLIENT'S REsPONS11BILITIES:The Client agrees to require the Contractor,to the fullest extent permitted by law,
to indemnify, hold harmless, and defend the Engineer, its consultants, and the employees and agents of any
of them from and against any and all claims, suits,demands, liabilities, losses,damages,and costs
("Losses'),including but not limited to costs of defense,to the extent arising in whole or in part out of the
negligence of the Contractor, its subcontractors,the officers,employees,agents,and subcontractors of any
of them,or anyone for whose acts any of them may be liable, regardless of whether or not such Losses are
caused in part by a party indemnified hereunder. Specifically excluded from the foregoing are Losses arising
out of the preparation or approval of maps, drawings,opinions, reports, surveys,change orders,designs,or
specifications,and the giving of or failure to give directions by the Engineer, its consultants, and the agents
and employees of any of them, provided such giving or failure to give is the primary cause of Loss.
The Client further agrees to require the Contractor to name the Engineer, its agents and consultants as
additional insureds on the Contractor's policy or policies of comprehensive or commercial general liability
Village of Oak Brook 7 May 10,2016
insurance. Such insurance shall include products and completed operations and contractual liability
coverages,shall be primary and non-contributing with any insurance maintained by the Engineer or its
agents and consultants, and shall provide that the Engineer be given thirty days, unqualified written notice"
prior to any cancellation thereof.
In the event the foregoing requirements,or any of them,are not established by the Client and met by the
Contractor,the Client agrees to indemnify and hold harmless the Engineer, its employees,agents,and
consultants from and against any and all Losses which would have been indemnified and insured against by
the Contractor, but were not.
When Contract Documents prepared under the Scope of Services of this contract require insurance(s)to be
provided, obtained and/or otherwise maintained by the Contractor,the Client agrees to be wholly responsible
for setting forth any and all such insurance requirements. Furthermore,any document provided for Client
review by the Engineer Lander this Contract related to such insurance(s)shall be considered as sample
insurance requirements and not the recommendation of the Engineer. Client agrees to have their own risk
management department review any and all insurance requirements for adequacy and to determine specific
types of insurance(s)required for the project. Client further agrees that decisions concerning types and
amounts of insurance are specific to the project and shall be the product of the Client. As such,any and all
insurance requirements made part of Contract Documents prepared by the Engineer are not to be
considered the Engineers recommendation, and the Client shall snake the final decision regarding insurance
requirements_
7; INFORMATION PROVIDED BY OT14ERS:The Engineer shall indicate to the Client the information needed for
rendering of the services of this Agreement, The Client shall provide to the Engineer such information as is
available to the Client and the Clients consultants and contractors, and the Engineer shall be entitled to rely
upon the accuracy and completeness thereof, The Client recognizes that it is impossible for the Engineer to
assure the accuracy, completeness and sufficiency of such information,either because it is impossible to
verify or because of errors or omissions which may have occurred in assembling the information the Client is
providing. Accordingly,the Client agrees,to the fullest extent permitted by law, to indemnify and hold the
Engineer and the Engineer's subconsultants harmless from any claim, liability or cost(including reasonable
aftormeys'fees and cost of defense)for injury or lass arising or allegedly arising from errors,omissions or
inaccuracies in documents or other information provided by the Client to the Engineer.
S. CHANGES.Client reserves the right by written change order or amendment to snake changes in requirements,
amount of work,or engineering time schedule adjustments, and Engineer and Client shall negotiate
appropriate adjustments acceptable to both parties to accommodate any changes, if commercially possible.
a, DocumaNTS DELIVERED To CLIENT:Drawings,specifications, and reports prepared by Engineer in connection
with any or all of the services furnished hereunder shall be delivered to the Client for the use of the Client.
Engineer shall have the right to retains originals of all Project Documents and drawings for its files.
Furthermore, it is understood and agreed that the Project Documents such as, but not limited to reports,
calculations, drawings,and specifications prepared for the Project, whether in hard copy or machine
readable form,are instruments of professional service intended for one-time use in the construction of this
Project. These Project Documents are and shall remain the property of the Engineer The Client may retain
copies, including copies stored on magnetic tape or disk, for information and reference in connection with the
occupancy and use of the Project.
It is also understood and agreed that because of the possibility that information and data delivered in
machine readable form may be aftered,whether inadvertently or otherwise, the Engineer reserves the right,
to retains the,original tapes/disks and to remove from copies provided to the Client all identification reflecting
the involvement of the Engineer in their preparation. The Engineer also reserves the right to retain hard copy
originals of all Project Documentation delivered to the Client in machine readable form,which originals shall
be referred to and shall govern in the event of any inconsistency between the two.
The Client understands that the automated conversion of information and.data from the;system and format.
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Village of Oak Brook 8 May 10,2016
used by the Engineer to an alternate system or format cannot be accomplished without the introduction of
inexactitudes,anomalies,and errors. in the event Project Documentation provided to the Client in machine
readable form is so converted,the Client agrees to assume all risks associated therewith and,to the fullest
extent permitted by law,to hold harmless and indemnify the Engineer from and against all claims,liabilities,
losses,damages,and costs, including but not limited to attorney's fees, arising therefrom or in connection
therewith.
The Client recognizes that changes or modifications to the Engineers instruments of professional service
introduced by anyone other than the Engineer may result in adverse consequences which the Engineer can
neither predict nor control. Therefore,and in consideration of the Engineer's agreement to deliver its
instruments of professional service in machine readable form,the Client agrees,to the fullest extent
permitted by law,to hold harmless and indemnify the Engineer from and against all claims, liabilities, losses,
damages, and costs, including but not limited to attorney's fees,arising out of or in any way connected with
the modification, misinterpretation, misuse, or reuse by others of the machine readable information and data
provided by the Engineer under this Agreement, The foregoing indemnification applies,without limitation,to
any use of the Project Documentation on other projects,for additions to this Project,or for completion of this
Project by others,excepting only such use as may be authorized, in writing,by the Engineer.
10. REUSE OF DOCUMENTS- All Project Documents including but not limited to reports,original boring logs,field
data,field notes,laboratory test data,calculations, opinions of probable costs,drawings and specifications
furnished by Engineer pursuant to this Agreement are intended for use on the Project only. They cannot be
used by Client or others on extensions of the Project or any other project. Any reuse,without specific written
verification or adaptation by Engineer, shall be at Client's sole risk, and Client shall indemnify and hold
harmless Engineer from all claims, damages,losses,and expenses including attorney's fees arising out of or
resulting therefrom.
11. FORCE MAiEuRE. Neither Client nor Engineer shall be liable for any fault or delay caused by any contingency
beyond their control including but not limited to acts of God,wars, strikes,walkouts,fires,natural calamities,
or demands or requirements of governmental agencies.
12. RELATiomsmp BETWEEN ENGINEER AND CLIENT: Engineer shall serve as Clients professional engineer
consultant in those phases of the Project to which this Agreement applies. This relationship is that of a buyer
and seller of professional services and as such the Engineer is an independent contractor in the performance
of this Agreement and it is understood that the parties have not entered into any joint venture or partnership
with the other. The Engineer shall not be considered to be the agent of the Client.
13, SUSPENSION OF SERVICES: Client may, at any time, by written order to Engineer(Suspension of Services
Order) require Engineer to stop all, or any part, of the services required by this Agreement. Upon receipt of
such an order, Engineer shall immediately comply with its terms and take all reasonable steps to minimize
the costs associated with the services affected by such order. Client, however, shall pay all costs incurred
by the suspension, including all costs necessary to maintain continuity and for the resumptions of the
services upon expiration of the Suspension of Services Order. Engineer will not be obligated to provide the
same personnel employed prior to suspension, when the services are resumed, in the event that the period
of suspension is greater than thirty (30)days,
`14. TERMINATION: This Agreement may be terminated by either party upon thirty(30)days written notice in the
event of substantial failure by the other party to perform in accordance with the terms hereof through no fault
of the terminating party. This Agreement may be terminated by Client, under the same terms,whenever
Client shall determine that termination is in its best interests. Cost of termination, including salaries,
overhead and fee, incurred by Engineer either before or after the termination date shall be reimbursed by
Client,
15. SuccEssoRs ANo ASSIGNS:The terms of this Agreement shall be binding upon and inure to the benefit of the
parties and their respective successors and assigns: provided,however,that neither party shall assign this
Agreement in whole or in part without the prior written approval of the other.
Village of Oak Brook 9 May 10,2016
16„ ENTIRE t.INoERs moiNG OF AGREEMENT: This Agreement represents and incorporates the entire
understanding of the parties hereto,and each party acknowledges that there are no warranties,
representations,covenants or understandings of any kind,matter or description whatsoever,made by either
party to the other except as expressly set forth herein. Client and the Engineer hereby agree that any
purchase orders, invoices,confirmations, acknowledgments or other similar documents executed or
delivered with respect to the subject matter hereof that conflict with the terms of the Agreement shall be null;
void and without effect to the extent they conflict with the terms of this Agreement.
17. AMENDMENT: This Agreement shall not be subject to amendment unless another instrument is duly executed
by duly authorized representatives of each of the parties and entitled "Amendment of Agreement
U. PAYMENT: Client shall be invoiced once each month for work performed during the preceding period, Client
agrees to pay each invoice within thirty(30) days of its receipt. The client further agrees to pay interest on all
amounts invoiced and not paid or objected to for valid cause within said thirty(30) day period at the rate of
eighteen(18)percent per annum (or the maximum interest rate permitted under applicable law,whichever is
the lesser) until paid. Client further agrees to pay Engineer's cost of collection of all amounts due and unpaid
after sixty (60)days, including court costs and reasonable attorney's fees, as well as costs attributed to
suspension of services accordingly. In the event legal action is necessary to enforce the payment provisions`
of this Agreement, the Engineer shall be entitled to collect from the Client any judgement or settlement sums
due,reasonable attorneys'fees, court costs and expenses incurred by the Engineer in connection therewith
and, in addition,the reasonable value of the Engineer's time and expenses spent in connection with such
collection action, computed at the Engineer's prevailing fee schedule and expense policies. If the Client fails
to make payments when due or otherwise is in breach of this Agreement, the Engineer may suspend;
performance of services upon five(5)calendar days'notice to the Client.The Engineer shall have no liability
whatsoever to the Client for any costs or damages as a result of such suspension caused by any breach of
this Agreement by the Client. Client will reimburse Engineer for all associated costs as previously set forth in
Item 13 of this Agreement.. Payments due Engineer are not contingent upon project approval or project"
financing and are the sole responsibility of the Client, if an invoice for work performed by Engineer remains
unpaid sixty (60)days form the date of the invoice and, if there is no written resolution of payment from the
client during the sixty(60)day period, Engineer will stop all work on the assignment.
19. INDEMNIFICATION: Engineer agrees,to the fullest extent permitted by law,to indemnify and hold'harmless
Client up to the amount of this contract fee (for services)from loss or expense,including reasonable
attorney's fees to the extent caused by Engineer's negligent acts,errors or omissions in the performance of
professional services under this Agreement. Client agrees,to the fullest extent permitted by law, to
indemnify and hold harmless Engineer from any damage, liability or cost, including reasonable attorneys'
fees and costs of defense,to the extent caused by the Client's negligent acts, errors or omissions and those
of his or her contractors, subcontractors or consultants or anyone for whom the Client is legally liable,and
arising from the project that is the subject of this Agreement. In the event of joint or concurrent negligence of
Engineer and Client, each shall bear that portion of the loss or expense that its share of the joint or
concurrent negligence bears to the total negligence(including that of third parties)which caused the
personal injury or property damage. Engineer shall not be liable for special, incidental or consequential
damages,including,but not limited to loss of profits, revenue, use of capital,claims of customers,cost of
purchased or replacement power, or for any other toss of any nature, whether based on contract,tort,
negligence, strict liability or otherwise, by reasons of the services rendered under this Agreement.
20. LIMIT of UABILrry:The Client and the Engineer have discussed the risks, rewards,and'benefits of the project
and the Engineer's total fee for services, In recognition of the relative risks and benefits of the Project to
troth the Client and the engineer,the risks have been allocated such that the Client agrees that to the fullest
extent;permitted by law,the Engineer's total aggregate liability to the Client for any and all injuries, claims,
costs, losses, expenses, damages of any nature whatsoever or claim expenses arising out of this Agreement
from any cause or causes, including attorney's fees and costs, and expert witness fees and costs, shall-not
exceed the total Engineer's fee for professional engineering services rendered on this project as made part
of this Agreement. Such causes included but not limited to the Engineer's negligence, errors, omissions,
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Village of Oak Brook 10 May 10,2016
strict liability or breach of contract. It is intended that this limitation apply to any and all liability or cause of
action however alleged or arising, unless otherwise prohibited by law.
21. NoncET.Any notice or designation required to be given to either party hereto shall be in writing,and unless
receipt of such notice is expressly required by the terms hereof shall be deemed to be effectively served
when deposited in the mail with sufficient first class postage affixed, and addressed to the party to whom
such notice is directed at such party's place of business or such other address as either party shall hereafter
furnish to the other party by written notice as herein provided.
22. ACCESS AND PERMITS: Client shall arrange for Engineer to enter upon public and private property and obtain
all necessary approvals-and permits required from all governmental authorities having jurisdiction over the
Project. Client shall pay costs(including Engineer's employee salaries, overhead and fee) incident to any
effort by Engineer toward assisting Client in such access, permits or approvals, if Engineer perform such
Services.
23. WAIVER OF CONTRACT BREACH:The waiver of one party of any breach of the Agreement or the failure of one
party to enforce at any time,or for any period of time,any of the provisions hereof, shall be limited to the
particular instance, shall not operate or be deemed to waive any future breaches of this Agreement and shall
not be construed to be a waiver of any provision,except for the particular instance.
24. OPINIONS OF PROBABLE COST: Since Engineer has no control over the cost of labor, materials or equipment,
or over the Contractor(s)method of determining process,or over competitive bidding or market conditions,
his opinions of probable Project Construction Cost provided for herein are to be made on the basis of his
experience and qualifications and represent his best judgement as a design professional familiar with the
construction industry, but Engineer cannot and does not guarantee that proposal, bids or the Construction
Cost will not vary from opinions of probable construction cost prepared by him. If prior to the Bidding or
Negotiating Phase, Client wishes greater accuracy as to the Construction Cost,the Client shall employ an
independent cost estimator Consultant for the purpose of obtaining a second construction cost opinion
independent from Engineer.
25; CoNsTpucnoN OBsERvATION CLAusE-The Owner will include the following clause in the construction
contract documents and Owner agrees not to modify or delete it:
Kotecki Waiver: Contractor(and any subcontractor into whose subcontract this clause is incorporated)
agrees to assume the entire liability for all personal injury claims suffered by its own employees, including
without limitation claims under the Illinois Structural Work Act,asserted by persons allegedly'injured on the
Project;waives any limitation of liability defense based upon the Workers Compensation Act, court
interpretations of said Act or otherwise;and agrees to indemnity and defend Owner and Engineer and their
agents, employees and consultants{the"Indemnities")from and against all such toss,expense, damage or
injury, including reasonable attorneys'fees,that the indemnities may sustain as a result of such claims,
except to the extent that Illinois law prohibits indemnity for the indemnities'own negligence.
26. SEvERABluTYOF INVALID PROVISIONS. If any provision of the Agreement shall be held to contravene or to be
invalid under the laws of any particular state, county or jurisdiction where used, such contravention shall not
invalidate the entire Agreement, but it shall be construed as if not containing the particular provisions held to
be invalid in the particular state,country or jurisdiction and the rights or obligations of the parties hereto shall
be construed and enforced accordingly.
'27. HAZARDOUSUATERIALS: It is acknowledged by both parties that Engineer's scope of services does not
include any services related to asbestos or hazardous or toxic materials. In the event Engineer or any other
party encounters asbestos or hazardous or toxic materials at the job site,or should it become known in any
way that such materials may be present at the job site or any adjacent areas that may affect the performance
of Engineer's services, Engineer may at his option and without liability for consequential or any other
damages,suspend performance of services on the project until Client retains appropriate specialist
consultant(s)or contractor(s)to identify, abate andlor remove the asbestos or hazardous or toxic materials,
(9
Village of Oak Brook t 1 may 10,2016
and warrant that the job site is in full compliance with applicable laws and regulations,
28. RiemT of EyTRY:Client hereby grants Engineer and its subcontractors or agents the right to enter from time
to time property owned by Client and/or other(s)in order for Engineer to fulfill the scope of services included
hereunder, Client understands that use of exploration equipment may cause some damage,the correction
of which is not part of this Agreement. Client also understands that the discovery of certain hazardous
conditions andlor taking preventive measures relative to these conditions may result in a reduction of the
Property's value. Accordingly, Client waives any claim.against Engineer and its subcontractors or agents,
and agrees to defend,indemnify and hold Engineerharmless from any claim or liability for injury or loss
allegedly arising from procedures associated With subsurface exploration activities or discovery of hazardous
materials or suspected hazardous materials, in addition,Client agrees to compensate Engineer for any time
spent or expenses incurred by Engineer in defense of any such claim with compensation to be based upon
Engineer's prevailing fee schedule and expense reimbursement policy.Engineer shall not be liable for
damage or injury from damage to subterranean structures(pipes,tanks,cables,or other utilities,etc.)which
are not called to Engineer's attention in writing and correctly shown on the diagram(s)furnished by Client to
Engineer.
29. SAMPLES:Soil, rock,water and/or other samples obtained from the Project site are the property of Client.
Engineer shall preserve such samples for no longer than sixty(60)calendar days after the issuance of any
document that includes the data obtained from them,unless other arrangements are mutually agreed upon in
writing. Should any of these samples be contaminated by hazardous substances or suspected hazardous
substances, it is Clients responsibility to select and arrange for lawful disposal procedures,that is,
procedures which encompass removing the contaminated samples from Engineer's custody and transporting
them to a disposal site. Client is advised that,in all cases, prudence and good judgment should be applied
in selecting and arranging for lawful disposal procedures. Due to the risks to which Engineer is exposed,
Client agrees to waive any claim against Engineer, and to defend, indemnify and hold Engineer harmless
from any claim or liability for injury or loss arising from containing, labeling,transporting,testing, storing,or
other handling of contaminated samples, Client also agrees to compensate Engineer for any time spent and
expenses incurred by Engineer in defense of any such claim.with such compensation to be based upon
Engineer's prevailing fee schedule and expense reimbursement policy
EmD of GENERAL TERMS AND Compil-noNs
rbInerd Payroll Escalation Tabu
U11 Of Trarlopbrtawn New Reuel
New Formula
FIRM NAME to lrievrtn F4esource Assoc.Inc. DATE OS WI$
PRiMFISUPPLEMENT Prime PTO NO.
CONTRACT TERM 3 MONTHS OVERHEAD RATE', 133.20°
START DATE 81112016 COMPLeXRY FACTOR n
RAISE DATE 41112017 % RAISE, 3,00%
ESCALATION PER YEAR
3
3
10Ct,t3
1,0000
The total escalation for this project would tea;
BOO'027(Rev.2106)
�RINTtD 511012016.2 46 PM
UT Nr'as
.S" uC?►"tr1 Payroll i?ates
FIRM NAME Engineering Resource Assoc.tr DATE 06110ft6
PRIMEISUPPLEMENT' Prime _
PTE 11th.
ESCALATION FACTOR 0.00%
CLASSIFICATION CURRENT RATE ESCALATED RATE
Professional Engineer VI $70,00 $7000
Professional Engineer V1 $65.$0 $65.80
Professional Engineer 1V $56-65 $56.65
Professional Engineer ill $45.00 $45 00
Professional Engineer 11' $3950 $39.50
Professional Engineer 1 $3463 S3463
Structural Engineer V) S7000 $70.00
Structural-Engineer Ill'. $4200 $42M
daft Engineer Ill $3100 $33.00
Staff'Engineer 11 $2950 $29,50
Staff Engineer,1 $2600 $26.00
Engineering Tech V $36 00 $36.00
Engineering Tech€V $30.00 $30.00
Engineering Tech III $2415 $24.25
Engineering:Intern"11 $1500 $15,00
Engineering Intern l $1200 $12,00
Ecological Services Director $42.25' $42.25
Environmental Specialist 1 $25,50 $25.50
Professional Surveyor S,41 00 $41 W
Surveyor Ill $24W $24.00
Administrative Staff#V $30,00 $30 O0
Administrative Staff Ill S25,00 $2500
Administrative Staff€l $2175 $21.75
$0.00
$0:00
$0.00
$0,00
$0:00
$0.00
$0:00
$0=00
$4:0[1
$0::00
$0:00
$0.00
$0 DO
$10:00
BITE 027 (Rev;. 2106)
PRINTED 5/1012016 2:46 PM
PACE 2
i
1�irs Uepiarttnt Cost Estimate of
�#Ttr tsrt�
Consultant Services
(Direct Labor Multiple)
Firm Engineering Resource Assoc.Inc. Date 05/10/16
Route
Section Overhead Rate 133.20%
County
Job No. Complexity Factor 0
PTE3&Item
(2.80+R)TIMES DIRECT SERVICES DBE %OF
ITEM MANHOURS PAYROLL PAYROLL COSTS BY TOTAL TOTAL GRAND
OTHERS TOTAL
A B C D E _ C+D+E C+D+E
Meetings/Coordination 14 547.60 1,533.28 30.00 1,563,E 6.29%
Shop Drawings/Submittals 4 133.50 37180 373,80 1,50%
Scheduling 4 118.00 330.40 330.40 U3%
Construction Observation 112 3,697.20 10,352.16 241.00 5,000.00 Hitchcock Design 15,59316 62.74%
Documentation 16 710.20 1,988.56 1988.56 8.00%
Material Testing 6 208.00 582.40 1,325.00 Rubino Enqineering 1,907.40 7.67%
Pay Request/Change Order 9 363.80 1,018.64 1,018,64 410%
Pni set Closeout 12 488.60 1,368.08 15.00 1,38108 5,57%
Record Drawings 7 248.00 694,40 694,.40 2:79%
TOTALS 184 6,514,90 18,241 J2 286.00 $6,325.00 0.00 $24,882.72 100.00%
SDE 027(Rev.2106)
Printed 511012016,2:46 PM
Page 3
tment
R�wte Average Hourly Project Rates
Section
County Consultant Engineering Resource Assoc,Inc.
Bate b6/10/16`
Job No.
PTE/Item
Sheet 1 OF 1
Payroll Avg Total Project Rat Meeting srCoordinatlon S-hop Drawin s/Submi"als Scheduling Construction Observation Documentation
Hourly Hours % Wgtd Hours 0 Wgtd Hours %4 Wgtd Hours % Wgtd Hours % Wgtd Hours °Jo Wgtd
Classification Rates = Part. -Av-q Part. Avg Part. Avg part. Avg Part. AvgPart. Avg
Professional Engineer VI $70.00 0
Professional Engineer VI $65.80 13 7.07% 4.65 2 14.29% 9.40 4 3.57°Ja 2.35 4 25.00°Ja 16.45
Professional Engineer IV $56.65 0
Professional Engineer III $45.00 38 20.65% 9;29 4 28.57% 12.86 1 25.00% 11.25 i6 14.29°� 6.43 6 37.50°Ja 16 88
Professional Engineer If $39.50 0
Professional Engineer 1 $34.63 0
Structural Engineer VI $70.00 0
Structural Engineer 111 $42;00 0
Staff Engineer ill $33.00 0
Staff En ineer 11 $29,50 129 70.11% 20.681 8 57.14% 16.86 3 75.00% 22.13 Engineer 1 $26.00 0
Staff 4 100:b0%a 27.50 92 82,14°Jo 24,23 6 37.50% 11.06
Engineering Tech V $36.00 4 2.17% 0.78
En ineerin` Tech IV $30.00 0
Engineering Tech 111 $24,25 0
Engineering intern 11 $15.00 0
En ineerin Intern 1 $12.00 0
Ecolo ical Services Director $42,25 0
Environmental Specialist 1 $25.50 0
Professional Surveyor 1 $41.00 0
Surveyor III $24,00 0
Administrative Staff IV $30.00 0
Administrative Staff Ill $25.00 0
Administrative Staff li $21.75 0
0
0
0
0
0
0
0
-TOTALS 184 1b0% $35.41' 14 100% $39.11 4 1bb%F$3 $ d P-/,, $29.50 112 10Q%a 4,1. 6 100%a $44,39
BDE 027(Rev.2/06)
PPJNTED 5110/2016,2,46 PM
PAGE 4
U!W' r�F't�art ort�n
Average Hourly Project Rates
Route
Section
County Consultant Engineering Resource Assoc.inc pate 05110/16
,lab No.
PTO/item Sheet 2 OF 1
Psyroll Avg Material Testing Pay Re uesttctrange Order Pro ec1 closeout Record vAn s
Hourly ,Hours % Wgtd Hours % Wgtd Hours % Wgtd Hours % Wgtd Hours % Wgtd Hours % Wgtd'
Classification Rates Part, Avg, Part. Avg Part. Avg Part. Avg Part. Avg" Part. Avg
Professional Engineer Vi $70.00
Professional Engineer VI $65.80 1 1111% 7.31 2 16.67% 10.57
Professional En"ineer IV $56,65
Professional Engineer ill $45.00 2 33.33% 15,00 4 44.44°h 20.00 4 33.33% 15,00 1 14.29% 6.43
Professional Engineer It $39.50
Professional Engineer i $34.63
Structural Engineer 111 $70.00
Structural Engineer III $42.00
Staff Engineer ill $3100
Staff Engineer II $25.50 4 66.67% 19,67 4 44.44% 1111 6 50.00% 14.75 2 28,57% 8.43
Staff Engineer I $26.00
Engineering,Tech V $36.00 4 57.14% 20.57
Engineering Tech IV $30.00
Engineering Tech III $24.25
Engineering Intern II $15.00
En ineerin Intern l 112.00
Ecological Services Director $42.25
Environmental Specialist I $25.50
Professional Surve or l $41.00
Surveyor III $24.00
Administrative Staff IV $30.00
Administrative Staff iii $25.00
Administrative Staff Ii $21.75
TOTALS 6 10010 $34.67 13 1001°/a $40;42 12 1430% 1 $40,72 1 7 100% $35.43 0 0% $0.00 4) 0% $4.00
Bl3E 027(Rev.2106)
PRINTED 5110/2016,2:46 PM
PAGE 5
ATTACHMENT B
INSURANCE REQUIREMENTS
Certificates of Insurance shall be presented to the Village within fifteen (15) days after the
receipt by the contractor of the Notice of Award and the uneacecuted contract, it ,being
understood and agreed that the Village will not approve and execute the contract until'
ac=ceptable insurance certificates are received and approved by the Village.
Each 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 I of
Chapter 8 of the Code of Ordinances of the Village of Oak Brook (hereinafter referred to as
"Insured") slW.1 be required to carry such insurance as specified herein. Such 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 unclear the contract or permit, ether by the
contractor.perrnittee, or their agents, representatives, employees or subcontractors..
A contractor or permittee shall maintain insurance with limits no less than:
A. General Liability - $2,000,000 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$25080,, the rewired limit shall be $1,000AO
B. Automobile Liability (il`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 Cade of the 'State of Illinois and Employer's Liability limits of
$1,0K000 000 per accident'.
Any deductibles or self-insured retention must lie 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 and volunteers:
or the Insured shall procure a brand guaranteeing pay°meet cmflasses and related inves tigations,
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:
D General Liability and Automobile Liability Coverage--
t I? "the Village, its officers, officials,employees and volunteers 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 can the scope of protection
afforded to the Village, its officers, officials,employees, volunteers, or agents.,
i
(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 or agents shall be in excess of the Insured's insurance and shall not
contribute with it.
(3) Any failure to comply vvith reporting provisions of the policies shall not affect
coverage provided to the Village, its officers, of cials. employees, volunteers or
agents.
(4) The Insured's insurance shall apply separately to each covered party against
whom claim is made or suit is brought except vNith respect to the limits of the
insurer's liabilitv.
E. Work-er's Compensation and Employees 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 thirtv(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 "I furnish the Village with 'e-eitificates 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
-,ork- 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.
-
��' ,��'': � �I�s�a �" i�v 1,C,f��`+�..Sa.��,, �:,a _-c' ��5.-�a£aII��-U'•..:4-..
NMI
WWI
ir
WTI
s
CONTRACT BET' !EE?
THE VILLAGE OF OAK BROOK
AND HITCHCOCK DESIGN GROUP
FOR CONSTRUCTION ENCI.NEERING
SERVICES
In consideration of the agreements set forth below. the Village of teak Brook, Illinois,
1200 Oak Brook Read, Oak Brook. Illinois 6052137 a unit of local government, created and
existing trader the laws of the State of Illinois (the "OxNmee'or "Village"). and Hitchcock Design
Group, 221 West Jefferson venue. Naperville, Illinois £0540, an engineering firm (the
"Consultant"),make this Contract as of .2016, and hereb y'agree as folio,-vs:
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 sere=ices, all of which is herein referred to as the-Services"-
A. Labor_ Egg anent. Materials. and Supplies; Prov e. perform:, and complete, in
the manner described and specified in this Contract, all professional services necessary to
accomplish the"Project," as defined in the foil wmi g
L The Consultant's Proposal attached to this Contract as Attachment A,and
1 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.
Cx Standard of erffor ante 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 vxith this Contract
(the"Standard of Performance")-
1.2 Comnletion 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 not
later than Octo er '270, 2016 ("Completion Date"). The rate of progress and time of completion
are referred to in this Contract as the "Contract Tir e,",
v
1.3 Required Submittals
A,
Submittals Required,e.Quired, 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 Ownefs 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 0,wmer's opinion. to permit Owner to review that Submittal same 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 M compliance, with, and as
required by or pursuant to this Contract, and shall not be regarded as any assumption of risk or
liability by 0,Amer. The Consultant shall not be held liable for claims of delay caused by the
Owmer'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. Financial and Technical Abifithv 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.
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. Avproval 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, Owmer.
Owrier'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
MY subcontract shall be subject to all of the provisions of this Contract in the same man.ne.r 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
Omer 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 ONvner's Board of Trustees; (b)provide to Consultant all
criteria and full information as to OArnes 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 PrqJlect; (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 characteristic& legal limitations, and utility locations 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, (1)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 1:y
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 Prcject
related meetings: and (k)give written notice to Consultant whenever Owner observes or
otherwise becomes aware, of any development that affects the scope 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 0wwnees.Rijtfit to Terminate or Suspend Senlices for Convenien,ce
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
b-,,: written notice to Consultant. Every such notice shall state the extent and effective date of
such termination or suspension. 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 forfornDleted 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 Sendeesdone in compliance with, and as required
by or pursuant to, this Contract up to the eff-ecfive 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
an y prior payment or payments and shall be subject to Ovmer''s rights, if any, to withhold and
deduct as provided in this Contract,
ARTICLE 11
CHANGES AND DELAYS
2.1 Changes
Owner shall have the right, by written order executed by Owner. to make changes to the
timing or scope of the Services to be provided pursuant to this Contract (a "Services Change
Order"). Whet 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 A-ithout receipt of an executed
Services Change Order from Omer,
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
Consultants 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 Sen4ce 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 Service
Change Order, including the equitable adjustment, or the additional equitable adjustment, in the
Contract Price or Contract 'Fine 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 &Rresentation of Conigtiance
A, Scope of Representatiom 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 1,11) 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 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 Consul ant'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. Nonetheless, in the event that the
engincer'sestimate of costs is 20% or more less than the lowest responsible bid received.
the Consultant will prepare new materials, if required by the Owner, so that the project
can be re-bid or reevaluation without making any additional costs upon the Owner,
`°Provided, however, that in the event that the lowest bid from a qualified bidder is 25%
or more higher than the engineer's estimate, the engineer will work with the "Willa at
its request, to revise the project documents and will only charge 50% of the regular costs
of services for making such modifications."
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, perf-bri-ned, 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 Ginner based on the Services as a result of any such Mors,
omissions... or negligent acts. Notwithstanding any other provision of this Contract, Consultant's
o.bligations under this Section 3.3shall exist without regard to. and shall not be construed to be
waived by, availability Or unavailability of any insurance, either of 0xvneror Consultant, to
indernni6,'hold harmless, or reimburse Consultant for such damages, losses. or costs.
ARTICLE IV
INSURANCE;CE; I E IFICAT O
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 show=n, 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
otter modifications affecting. this Agreement, shall became effective until the expiration of
days after w=ritten 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 tunes while providing corrective Services pursuant to Section 3.2 of this
Contract,; maintain and keep in fierce, at 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 scale 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 SeMices, the amount or amounts in
the schedule of prices set forth i Attachment A (-Contract Price..}. subject_to any additions„
deductions. or withholdings provided for in this Contract,
5.2 Taxes, Benefits and Royalties
The Contract Price includes applicable federal, state, and local taxes of every kind and
mature 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, coasts. royalties, or fees.
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5.3 Prowe—ss PHitnents
A. Pavment in Installments. The Contract Price shall be paid in monthly installments
in the manner set forth in Attachment A("Progress Payments").
13 Pay, Req1Leit—s. Consultant shall, as a condition precedent to its right to receive
each Progress Payr ent. 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 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. 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)
Consultants certification that, to the best of Consultant's knowledge, information, and belief, all
prior Progress Payments have been properly applied to the Services vvitb 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 submitled.
5.4 Final Arceptance and Final Payment
The Services or, if the Services are to be performed in separate phases, each phase of the
SeTvices.. 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, �,vhich 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 fax 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
Sen°ices, after deducting therefrom charges, if any, against Consultant as provided for in this
Contract ("Final Payment7). 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 full 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. 0,-Amer's Right to Withhold. Notwithstanding any other provision of this
Contract, Owner shall have the right to deduct and Nvithhold 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', Q)claims of Consultant's sub-consultants. suppliers, or
other persons regardless of merit' (4)delay by Consultant in the completion of the Smvices:
(5)the cost to ONA-mer. including reasonable attornevs* fees, of correcting any of the aforesaid
matters or exercising any one or more of Owner's remedies set fortb in Section,6.1 of this
ContracL Owner shall notift, Consultant in writing given in accordance with Section 7.8 of this
Contract of Owner's determination to deduct and withhold funds, %-hicb 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 anv other money due Consultant under this
Contract to reimburse itself for any and all costs, expenses, losses, damages, liabilities, suit-,,
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 Owmer of money to reimburse such Costs.
5,6 Aevounting
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 O'wNmer, 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 OwmeT's
expense, upon request.
ARTICLE VI
REMEDIES
6.1 Qwner'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 ATitten notice of such Event of Default, then O-A,•ner 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,
I Owner may require Consultant, within such reasonable time as may be fixed by
Owner, to complete or correct all or any pan of the Services that 'are defective.
nonconforming, or incomplete and to such other action as is necessary to bring
Consultant and the Services into compliance i-vith this Contract.
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
aftorneys' 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 Rerned
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.
63 Terminations and Sits ens€ins by Owner Deemed for Convenience
Any termination or suspension by'!Owner of Consultant's rights under this Contract for are
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 RELATIQNSHI;PS NN11) RE ClIREMENTS
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, nployees, agents, and representatives of such party.
7.2 Relationship of the Parties`
Consultant shall act;, as an independent .contractor in providing and performing the
Ser%ices. Nothing in, nor done pursuant to, this Contract shall be construed (])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.
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 A.ct, its liability for the
tax or the amount of the tai., as set forth in 65 ILCS 5/11-4'x.1-1 or (ii) a violation of either
Section 3E-3 or Section 33E-4 of Article 33E of the Criminal Code of;1961, 720 ILLS 5133E-1.
er 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 shad, at Deer's option, be null and void,, I
7.4 Assianment
Consultant shall not 11 assign this Contract in whole or in pan, (2)assign any of
Consultant's rights or obligations under this Contract, or t3)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 ONAMer'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, 814 ILCS 5/9-318. ON&rnermay assign this Contract, in whole or in part, or
any or all of its rights or obligations under this Co, i
ntract. 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.
7.7 No Third Part), 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 Nvhen 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,
rn postage Prepaid, certified or registered mail
retu receipt requested. ,
Notices and communications to Owner shall be addressed to. and delivered at the
fallowing address:
Village of Oak Brook
1200 Oak Brook Road
Oak Brook. Illinois 60523
Attention: Doug Patchin. Public Works Director
Notices and communications to Consultant shall be addressed to., and delivered at, the
following address-
Hitchcock Design Group
221 West Jefferson Avenue
Naperville,Illinois 60540
Attention- Tim King,ASLA. Principal
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 addresseeshall 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 Slate of
Illinois; the venue for any legal action arising in connection Aith this Contract shall be in the
Circuit Court of DuPage County. Illinois.
7.10 Chanets 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 Frith 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, includ ing
without limitati Disabilities Act of 1990. 42 U.S.C. §§ 12 101 of seq.. and
I on. the Americans with Di
thellfinois Human Rights Act. 775 ILCS 5111-101 eiseq. Consultant shall also comply 'with
applicable conditions of any federal, stale. 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
ky 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
pan thereof.
Every provision of IwA� required by law to be inserted into this Contract shall be deemed
to be inserted herein.
7.12 Ownershijo of Documents
Consultant and Consultant's sub-consultants shall be deemed the original authors and
n
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-eNclusive 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 SeVerabai!j,
The provisions of this Contract shall be interpreted when possible to sustain their legality
mid enforceability as a whole. In the event any provision of this Contract shall be held invalid
I ntrac
illegal, or unenforceable by a court of competent 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 Entire Agreement
This Contract sets forth the entire agreement of Owner and Consultant With respect to the
at 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,
7.16 Amendments
No modification, addition, deletion. revision, alteration. or other change to this Contract
shall be efTective unless and until such change is reduced to writing and executed and delivered
by Owner and Consultant.
IN WITNIESS WHEREOF, Owner and Consultant have cased this Contract to be
executed in two original counterparts as of the day and year first)xT tten above.
Village of Oak Brook
By
Riccardo F. Ginex:
Village Manager
Attest:
By
Charlotte Truss
Village Clerk
Hitchcock Design Group
By
Name:
Title:
Attest;
By:
Name.
Title:
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ATTACHMENT A
PROPOSAL
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May 2,2016
John Mayer,PE,CEM
Engineering Resource Associates,Inc;
3 5 701 West Avenue
warrenville,Illinois 60555
RiEa Oak Brunk Pedestrian Circulation Improvements Stagg 4-Construction Services
Dear John,
Now that the collage of Oak Brook Pedestrian'Circulation Stage 4 improvements project is moving
forward to construction,we understand that Engineering resource Associates,Inc.(ERA)is submitting
a proposal to the Village of Oafs Brook to provide construction phase engineering services. HDG will
provide construction observation and:administration services for the work we were responsible for
designing as a sub-consultant to ERAa
Our role during construction will be to assist ERA related to the Items we were responsible for
designing,including attending a pre-construction meeting with the selected contractor,reviewing'
shop drawings and product submittals,periodically reviewing the work on-site,issuing
interpretations or clarifications to the construction documents if necessary,reviewing the work at
substantial completion and preparing a punch list of items to be completed,and attending a final
walk through. The work is outlined in more detail in the attached Serape of Services.
We will invoice our work on an hourly basis at our standard hourly rates plus customary expenses for
a total fee estimated not-to-exceed$5,000. We understand that the project is scheduled to
commence in summer 2016 and be completed by the end of October 2016_ We are available to begin
work with your authorization based on this schedule and participate as needed during the
221 W,kffenw Avmw construction period.
NaMn*-4ftn%WA Thank you for the opportunity to continue to be involved in this important project for the Village of
63 1.17 7 Oak Brook, if you have any questions or wise,to discuss this proposal in more detail,please don't
hesitate to call.
1�r lay
Sincerely,
Hitchcock Design Group
4
Tim King,ASLA
Principal
Encl: Scope of Services
Standard Biding Elates
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9
May 2,2016
xf Oak Brook Pedestrian Circulation Improvements Stage 4
Page t
Scope of Services
CONSTRUCTION SERVICES`
Following award of the work to a Contractor,HDG will provide the following Construction services;
1. Attend a pre-construction meeting with ERA,village and Contractor representatives to review:
a. Contractor mobilization and staging
b. Contractor schedules
c. Contractor submittals
d. responsibilities
e. communications
I payment procedures
2, Review shop drawings,product data and material samples which the Contractor is required to
submit,but only for the limited purpose of determining their general conformance with the
design concept and information contained in the Contract Documents. This review does not
include:
a. the accuracy or thoroughness of details such as quantities,dimensions,weights or gauges
b. the appropriateness of fabrication or installation processes
c. coordination of the work with other trades
d. safety precautions
3. Issue interpretations or clarifications of the Contract documents when requested.'
4 Observe the work during construction to become familiarized with the progress and quality of
the Contractor's work and to determine if the work is proceeding in general conformance with
the contract documents, 4 site visits are anticipated including the following:
a, review layout of sidewalks,crosswalks and curbs(2 visits)
b. substantial completion walk through(including preparation of a punch list.o items;to
complete)
c. final acceptance walk through(including a recommendation for final acceptance)
GENERA€.PROJECT ADMINISTRATION
We will manage the performance of out own work throughout the term of the contract by providing
the following services:
A, Communications
1.. Schedule,create agendas and summarize the highlights of periodic meetings that we lead:.
2, Collect and disseminate communications from other parties.
3. Periodically inform your representative about our progress.
B. Schedules
1. Keep you informed of our schedule and availability to participate in site visits as required..
. Coordinate the activities of our staff with the project team.
C. Staffing
1. Select and assign staff members and:/or consultants to appropriate tasks and services.
D. File Maintenance
1. Establish and maintain appropriate correspondence,financial,drawing and data files.
2. Maintain appropriate time and expense records.
HUCHCOCK
GROUP
„creating Fads
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K $' May 4 2016
Oak Brook Pedestrian Circulation Improvements Stage 4
r: Page 2
ADDITIONAL SERVICES
We may provide additional services that are not included in the Basic Services,such as,but not
limited to;
1 Additional site visits or meetings not specified in this Scope of Services.
2. Metalled written summaries of our work or our recommendations.
3. Services rendered after the time li€Tiitations set forth in this contract,
4. Services required due to the discovery of concealed.conditions,actions of others,or ether
circumstances;beyond our control;
Services required to restart the project if you suspend our work at your convenience for more
than 90 days during the performance of our services.
6. Services rendered after Final Acceptance of the Contractors work or services rendered more
than 60 clays after Substantial Completion of the Contractor's work-
AUTHORIZATION
If circumstances arise during OUT performance of the services outlined which we believe require
additional services,we will promptly notify you about;the nature,extent and probable additional cast
of the additional services,and perform only such additional services following your written
authorization.
HITCHCOCK
GROUP
creating ; ploce
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Standard Bitting Rates and Expenses
Effective March 1,2016
Billing Rates
Senior Principal $230
Principal It $180
Principal{ $165
Senior Associate It $150
Senior Associated $130
Associate If $120
Associate 1 $105
Junior Associate It S95
Junior Associate l $85
Expenses
In addition to our standard hourly rates,we invoice qualified sub-consultant.fees,travel and
reproduction expenses,at 115%of our cast. We will invoice mileage in personal or company-owned
cars at 115%of the current IRS reimbursement rate,
HITCHCOCK
GROUP
wing', des
ATTACHMENT B
INSURANCE REQUIREMENT
Certificates of Insurance shall be presented to the Village within fifteen (15) days after the
receipt by the contractor of the Notice of Award and the une ecuted contract, it being
understood and agreed that the Village rill not approve and execute the contract until
acceptable insurance certificates are received and approved by the Village.
Each contractor perfonning any work pursuant to a contract with the Village of Oak Brook
and each perrnittee working under a permit as required pursuant to the provisions of Title I 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 contractor and
perittee shall procure and maintain for the duration of the contract or permit insurance
against claims for injuries to persons or ages to property which may arise from or in
connection with the performance of the work under the contract or permit, either by the
contractor,perrnittee, or their agents,representatives. employees or subcontractors.
A contractor or p rrnitt e shall maintain insurance with limits no less than:
A. General Liability $2.000,000 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 M- Worker's Compensation limits as
repaired by the Labor Code of the State of Illinois and Employer's Liability limits of
$1.000,000 per accident.
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 and volunteers.:
or the Insured shall procure a bond guaranteeing payment of lasses 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 follo'A-ing provisions:
General Liabilit-
y and Automobile Liability Coverage
(1) The Village, its officers.officials, employees and volunteers are to be covered as
additional insureds as respects: liability arising out of actixities performed by
or on behalf of the Insured; premises owned, occupied or used by the Insured.
The coverage shall contain no special limitations can the scope of protection
afforded to the Village, its officers_officials.employees,volunteers,or agents.
(2) The Insured's insurance coverage shall be primary insurance as respects tie'
Village, its officers, officials, employees, volunteers and agents. Any insurance
or self-insurance maintained by the Village, its officers, officials, employees,
volunteers or 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, ernployees, volunteers or
agents.
(4) The Insured's insurance shall apply separately to each covered party against
whom claim is made or suit is broughi except Nxith respect to the limits of the
insurer's liability,
E, 'Worker's Compensation and Employer's Liability Coverage
The policy shall waive all rights of subrogation against the Village, its officers,
officials, emp)oyee.s, volunteers and agents for losses arising front 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 "ith a Best's rating of no less
than A:VII.
Each Insured shall furnish the Village A4th cenificates of insurance and Avith original
endorsements effecting coverage required by this provision. The certificate and
endorsements for each insurance policy are to be signed by a person authorized kv 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,
REVIEW OF CONTRACTS
Awarding Agency: r
e f Contract:
D' - ProgramjAccauntHumber:
D artment: 1 '7 1
—^7
. B dgeted Amount:
"V& - — EHMMMMMM— 1 '11111111
Awarded contract Price: T9 Doc)Under$20,000
[] $500,001 - $1,000,000
El $20,000 - $500,000 [] Over $1,000,000.
C_l S�YS Ay-mme-AJ
�eU�s�-r t o�•� QC es.s s � �'
Date:
Name:
Date:6 �
Name:
Date:
Name:
Date: (gyp/b
Date/Initials
Three (3) Originals signed by other P
ed to staff member for other party Date/Initials " 1
Original proved Date/Initials q
Original provided to Official Files
village of Oak Brook Approved by Board of Trustees- OateAnitlais:-- -
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REVIEW OF CONTRACTS
of Contract:
Awarding Agency: , Y
Program/Acco I t Number: ,
De artment: --�
Budgeted Amount:
Awarded Contract Price: lb 2/ a
Under$20,000 {l $500,001 - $1,000,000
$20,000 -$500,000 [_] Over $1,000,000.
tp 5)
Date:
Name*
Date: (� It
Nil
Name:
Date:
Name:
Date: .Zv/6
Name:
Three (3) Originals signed by other party
Date/Initials t0 1 U
' Date/Initials
Original provided to staff member for other party 4-
Original provided to Official Piles
DateiIn-fdals �s
V lade of Qak 8rook'I ApFroved by Board of Trustees- Date/lnitials:_____-__—