ITEM 7.2 Fire ReserveotS T
Y F O
MINNESOTA V
DEPARTMENT INFORMATION
Request for
City Council Action
ORIGINATING DEPARTMENT
REQUESTOR:
MEETING DATE:
Administration
City Attorney MacArthur
May 13, 2019
PRESENTER(s)
REVIEWED BY:
ITEM #:
City Attorney
City Administrator/Finance Director Flaherty
7.2
STRATEGIC VISION
MEETS:
I THE CITY OF OTSEGO:
diligence expenditures for Outlot D, Ashwood.
Is a strong organization that is committed to leading the community through innovative
communication.
IS A PUBLIC HEARING REQUIRED?
Has proactively expanded infrastructure to responsibly provide core services.
X
Is committed to delivery of quality emergency service responsive to community needs and
expectations in a cost-effective manner.
The City has been researching the proper location for future fire stations within the City over the last few
Is a social community with diverse housing, service options, and employment opportunities.
based upon established and recognized criteria. The City has already acquired a site for a station near the
Is a distinctive, connected community known for its beauty and natural surroundings.
AGENDA ITEM DETAILS
RECOMMENDATION:
City staff is recommending that the City Council approve a purchase agreement and to authorize due
diligence expenditures for Outlot D, Ashwood.
ARE YOU SEEKING APPROVAL OF A CONTRACT?
IS A PUBLIC HEARING REQUIRED?
Yes
No
BACKGROUND/JUSTIFICATION:
The City has been researching the proper location for future fire stations within the City over the last few
years. As part of that research, the City hired a consultant to determine the locations of these stations
based upon established and recognized criteria. The City has already acquired a site for a station near the
intersection of 85th Street and future Park Avenue. The report indicated that the ideal location for a central
site would be near the intersection of Odean Avenue and 75th Street, just south of the Ashwood residential
neighborhood.
City staff was directed to approach the land owner of the property south of Ashwood (Outlot D) in regards
to acquiring a portion of that property for the future fire station site. City staff met with the property
owner but was informed that the property owner was not interested in selling a smaller portion of the site
for the fire station site, but would be interested in selling the entire 21.06 -acre parcel.
Further discussions were held regarding this matter and it was determined that there were substantial
limitations on properties immediately adjacent to this site, and it this was the best site available for the
future station, as per the report. Therefore, it was determined that the City would make an offer for the
entire site with intention of controlling the property, determining what acreage was ultimately needed for
the fire station site, and then marketing the remainder of the property for development.
City staff then drafted a Purchase Agreement which was transmitted to the property owner for approval. A
standard form Minnesota Vacant Land Purchase Agreement- Residential Development Tract was used with
some modification. The Agreement sets a proposed closing date of July 15.
In the event that the Council approves the Purchase Agreement, the City will need to proceed with due
diligence review of the site for environmental and other issues. The City will need to initiate a Phase 1
Environmental, certain soil borings, survey, wetland delineation and title work. The City will need to
acquire title insurance and pay for closing costs and administration.
Attached are proposals for soil borings and Phase 1 Environmental by Haugo Geotechnical Services in the
amount of $8,640.00 and $2,300.00 respectively. Hakanson Anderson, the City Engineer has provided
estimated costs for survey and wetland delineation work to be $3,800.00 and $1,000.00 respectively. City
staff intends to use Land Title for the closing and Title Insurance, with an estimated cost of $5,000.00 for
these services.
The property owner has provided us with documents relative to previous environmental reviews, wells and
septic systems. The Purchase Agreement has been transmitted to and reviewed by the Seller's legal
representative and will be presented at the City Council meeting.
I SUPPORTING DOCUMENTS ATTACHED: I
• Purchase Agreement (to be distributed at Council meeting)
• Proposals — Haugo Geotechnical Services (Soil Borings + Phase 1 Environmental)
• Quotes — Hakanson Anderson (Survey + Wetland Delineation)
POSSIBLE MOTION
PLEASE WORD MOTION AS YOU WOULD LIKE IT TO APPEAR IN THE MINUTES:
The transaction should be approved by three separate motions as set forth below.
Motion to Approve Purchase Agreement Between the City of Otsego and Scherer Limited Partnership for
Conveyance of Outlot D, ASHWOOD, authorizing City Administrator to Execute the Purchase Agreement on
Behalf of the City, and Further Authorizing of Immediate Payment of Earnest Money.
Motion to Approve payment of costs and execution of quotes related to Due Diligence for Review of
Property including proposal for Phase 1 Environmental Review and Soil Borings, by Haugo Geotechnical
Services at $10,940.00, to Hakanson Anderson for survey work, estimated cost of $3,800.00, to Hakanson
Anderson for wetland delineation and report estimated cost of $1,000.00, and estimated $5,000.00 for
Title related costs, all not to exceed $25,000.00, and contingent upon execution of Purchase Agreement by
both parties.
Motion to Authorize Mayor, City Clerk, City Administrator and City Attorney to execute any and all
necessary documents for closing of the property purchase and authorizing payment of purchase price,
subject to successful due diligence and satisfaction of contingencies and execution of the Purchase
Agreement by both parties.
BUDGET INFORMATION
FUNDING: BUDGETED:
Fund 214 — Fire Reserve No
131:4LVA
April 24, 2019
Mr. Ron Wagner, P.E.
Hakanson Anderson
3601 Thurston Avenue
Anoka, MN 55303
Re: Proposal for Geotechnical Exploration, Future Site, Otsego, MN
Dear Mr. Wagner:
Proposal 19-0350
Haugo Geotechnical Services is pleased to submit this proposal to complete a geotechnical exploration for the
Proposed Future Site in Otsego, Minnesota.
Project
Hakanson Anderson has requested a geotechnical exploration to evaluate soil conditions on the property located in the
Southwest quadrant of Odean Avenue NE and 75th Street NE in Otsego, Minnesota.
Purpose
The purpose of our geotechnical exploration is to characterize subsurface soil and groundwater conditions and provide
recommendations for foundation design and construction.
Scope of Services
We will provide the following services to help meet the project purpose.
• Complete twenty (20) standard penetration soil borings, extending each to a nominal depth of 14.5 feet.
• Obtain GPS coordinates and ground surface elevations at the soil boring locations.
• Visually classify samples recovered from the soil borings.
• Perform up to (20) P200 tests on selected samples.
• Prepare soil boring logs describing the soil types/classifications and results of water level measurements.
• Prepare an engineering report summarizing the current pavement, soil and groundwater conditions
and provide recommendations for foundation design and construction.
Prior to advancing the soil borings we will contact Gopher State One Call and request they notify the appropriate utility
vendors to mark and clear the exploration locations of underground utilities. We request you or your authorized
representative notify Haugo Geotechnical Services of the presence of and location of any underground structures or
utilities that are not the responsibility of public agencies.
Estimated Cost
We will provide the services described in this proposal for a lump sum fee of $8,640. We would be happy to meet with
you to discuss the project and our proposed scope of services.
Additional Services
The soil borings may need to be extended if structurally unfavorable soil conditions have not been penetrated above the
intended boring termination depths. If the borings need to be extended beyond their intended termination depths we will
charge an additional $16 per lineal foot beyond the original depth to 30', and $22 per lineal foot after 30'. If deeper borings
are required, the borings may need to be sealed in accordance with Minnesota Department of Health requirements. We
will charge $4 per lineal foot to seal the borings, if required. Additional mobilizations, if required, will be charged at $450
per mobilization. Snow removal, if required, will be invoice at $175 per hour. In the event that the site is not ready when
our crew arrives, we will charge $120 per hour of stand-by time. Street sweeping or turf restoration, if requested, will be
provided at an additional cost. Tree clearing, if required, will be invoiced at $175 per hour. If any private utilities are
present on the site, we expect you to locate them in advance or notify us and we will have them located at an additional
cost of $500 If they are not located we will not be responsible for any damage to any unknown utilities. We will contact
you prior to exceeding the budget and submit a change order summarizing the costs for your review and authorization.
General
Thank you for the opportunity to present this proposal to you. Please sign and return one copy as our authorization
to proceed.
We are including the Haugo GeoTechnical Services, LLC General Conditions, which provide additional terms and
are part of this agreement.
If you have any questions regarding this proposal and associated scope of services, please contact Lucas Mol
(Imol haugogts.com) at 612-741-8251 or Paul Gionfriddo (pgionfriddo(cDhauao tq_s.com) at 612-271-8185.
Sincerely,
HAUGO GEOTECHNICAL SERVICES, LLC
Lucas Mol Paul Gionfriddo, P.E.
Project Manager Senior Engineer
Attachment: General Conditions
By:
Name/Title/Company:
Authorization to Proceed
Date:
HAUGO
F2; 0TE6WNlr-AL
General Conditions mnm
Our agreement ("Agreement") with you consists
of these General Conditions and the
accompanying written proposal or authorization.
Section I: Our Responsibilities
1.1 We will provide the services
specifically described in our Agreement with
you. You agree that we are not responsible for
services that are not fairly included in our
specific undertaking. Unless otherwise agreed in
writing, our findings, opinions, and
recommendations will be provided to you in
writing. You agree not to rely on oral findings,
opinions, or recommendations without our
written approval.
1.2 In performing our professional
services, we will use that degree of care and skill
ordinarily exercised under similar circumstances
by reputable members of our profession
practicing in the same locality. If you direct us to
deviate from our recommended procedures, you
agree to hold us harmless from claims, damages,
and expenses arising out of your direction.
1.3 We will reference our field
observations and sampling to available reference
points, but we will not survey, set, or check the
accuracy of those points unless we accept that
duty in writing. Locations of field observations or
sampling described in our report or shown on our
sketches are based on information provided by
others or estimates made by our personnel. You
agree that such dimensions, depths, or elevations
are approximations unless specifically stated
otherwise in the report. You accept the inherent
risk that samples or observations may not be
representative of things not sampled or seen and,
further, that site conditions may change over time.
1.4 Our duties do not include supervising
your contractors or commenting on, overseeing,
or providing the means and methods of their
work, unless we accept such duties in writing. We
will not be responsible for the failure of your
contractors to perform in accordance with their
undertakings, and the providing of our services
will not relieve others of their responsibilities to
you or to others.
1.5 We will provide a health and safety
program for our employees, but we will not be
responsible for contractor, job, or site health
or safety unless we accept that duty in writing.
1.6 You will provide, at no cost to us,
appropriate site safety measures as to work
areas to be observed or inspected by us. Our
employees are authorized by you to refuse to
work under conditions that may be unsafe.
1.7 Estimates of our fees or other project
costs will be based on information available to us
and on our experience and knowledge. Such
estimates are an exercise of our professional
judgment and are not guaranteed or warranted.
Actual costs may vary. You should allow a
contingency in addition to estimated costs.
Section 2: Your Responsibilities
2.1 You will provide us with prior
geotechnical and other reports, specifications,
plans, and information to which you have
access about the site. You agree to provide us
with all plans, changes in plans, and new
information as to site conditions until we have
completed our work.
2.2 You will provide access to the site. In
the course of our work some site damage is
normal even when due care is exercised. We will
use reasonable care to minimize damage to the
site. We have not included the cost of restoration
of normal damage in the estimated charges.
2.3 You agree to provide us, in a timely
manner, with information that you have regarding
buried objects at the site. We will not be
responsible for locating buried objects at the site
unless we accept that duty in writing. You agree
to hold us harmless from claims, damages, losses,
and related expenses involving buried objects of
which you had knowledge but did not timely call
to our attention or correctly show on the plans
you or others on your behalf furnished to us.
2.4 You will notify us of any knowledge or
suspicion of the presence of hazardous or
dangerous materials in a sample provided to us.
You agree to provide us with information in your
possession or control relating to contamination at
the work site. If we observe orsuspect the
presence of contaminants not anticipated in our
Agreement, we may terminate our work without
liability to you or to others, and we will be paid
for the services we have provided.
2.5 Neither this Agreement nor the
providing of services will operate to make us an
owner, operator, generator, transporter, treater,
storer, or a disposal facility within the meaning
of the Resource Conservation Recovery Act, as
amended, or within the meaning of any other law
governing the handling, treatment, storage, or
disposal of hazardous materials. You agree to
hold us harmless and indemnify us from any
such claim or loss,
2.6 Monitoring wells are your property,
and you are responsible for their permitting,
maintenance, and abandonment unless we accept
that duty in writing.
2. 7 You agree to make disclosures required by
law. In the event you do not own the site, you
acknowledge that it is your duty to infonn the
owner of the discovery or release of
contaminants at the site. You agree to hold us
harmless and indemnify us from claims related
to disclosures made by us that are required by law
and from claims related to the informing or failure
to inform the site owner of the discovery of
contaminants.
Section 3: Reports and Records
3.1 We will furnish reports to you in
duplicate. We will retain analytical data for
seven years and financial data for three
years.
3.2 Our reports, notes, calculations, and
other documents and our computer software
and data are instruments of our service to you,
and they remain our property but are subject to
a
license to you for your use in the related project
for the purposes disclosed to us. You may not
transfer our reports to others or use thein for a
purpose for which they were not prepared
without our written approval, which will not be
unreasonably withheld. You agree to indemnify
and hold us harmless from claims, damages,
losses, and expenses, including attorney fees,
arising out of such a transfer or use. At your
request, we will provide endorsements of our
reports or letters of reliance, but only if the
recipients agree to be bound by the terms of our
agreement with you and only if we are paid the
administrative fee stated in •ur then cwrent
Schedule of Charges.
3.3 Because electronic documents may be
modified intentionally or inadvertently, you
agree that we will not be liable' for damages
resulting from change in an electronic document
occurring after we transmit it to you. In case of
any difference or ambiguity between an
electronic and a paper document, the paper
document shall govern.
3.4 If you do not pay for our services in
hull as agreed, we may retain work not yet
delivered to you and you agree to return to us all
of our work that is in your possession or under
your control. You agree not to use or rely upon
our work f'or any purpose whatsoever until it is
paid for in full.
Page I of 2
3.5 Samples remaining after tests are
conducted and field and laboratory equipment
that cannot be adequately cleansed of
contaminants are and continue to be your
property. They will be discarded or returned to
you, at our discretion, unless within 15 days of
the report date you give us written direction to
store or transfer the materials at your expense.
Section 4: Compensation
4.1 You will pay for services as agreed
upon or according to our• then current Schedule of
Charges if there is no other written agreement as
to price. An estimated cost is not a firm figure.
You agree to pay all sales taxes and other taxes
based on your payment of our compensation. Our
performance is subject to credit approval and
payment of any specified retainer.
4.2 You will notify us of billing disputes
within 15 days. You will pay undisputed
portions of invoices on receipt. You agree to pay
interest on unpaid balances beginning 30 days
after invoice dates at the rate of 1.51/4 per month,
or at the maximum rate allowed by law.
4.3 If you direct us to invoice another, we
will do so, but you agree to be responsible for our
compensation unless you provide us with that
person's written acceptance of all terms of our
Agreement and we agree to extend credit to that
person and to release you.
4.4 You agree to compensate us in
accordance with our fee schedule if we are asked
or required to respond to legal process arising
out of a proceeding related to the project and as
to which we are not a party.
4.5 If we are delayed by factors beyond
our control, or if project conditions or the scope
or amount of work change, or if changed labor
union conditions result in increased costs,
decreased efficiency, or delays, or if the
standards or methods change, we will give you
timely notice and we will receive an equitable
adjustment of our compensation. If you and we
do not reach agreement on such compensation
within 30 days of our written application, we
may terminate without liability to you or others.
4.6 If you fail to pay us within 60 days
following invoice date, we may consider the
default a total breach of our Agreement and, at
our option, terminate our duties without liability
to you or to others.
4.7 In consideration of our providing
insurance to cover claims made by you, you
hereby waive any right of offset as to fees
otherwise due us.
Section 5: Disputes, Damage, and
Risk Allocation
5.1 Each of us will exercise good faith
efforts to resolve disputes without litigation.
Such efforts will include, but not be limited to, a
meeting(s) attended by each party's
representative(s) empowered to resolve the
dispute. Before either of us commences an action
against the other, disputes (except collections)
will be submitted to mediation.
5.2 Neither of us will be liable for special,
incidental, consequential, or punitive damages,
including but not limited to those arising from
delay, loss of use, loss of profits or revenue, loss
of financing commitments or fees, or the cost of
capital.
5.3 We will not be liable for damages
unless suit is commenced within two years of the
date of injury or loss or within two years of the
date of the completion of our services,
whichever is earlier. We will not be liable unless
you have notified us of the discovery of the
claimed breach of contract, negligent act, or
omission within 30 days of the date of discovery
and unless you have given us an opportunity to
investigate and to recommend ways of
mitigating damages.
5.4 For you to obtain the benefit of a fee
which includes a reasonable allowance for risks,
You agree that our aggregate liability will not
exceed the fee paid for our services or 550,000,
whichever is greater, and you agree to indemnify
us from all liability to others in excess of that
amount. If you are unwilling to accept this
allocation of risk, we will increase our aggregate
liability to $100,000 provided that, within 10
days of the date of our Agreement, you provide
payment in an amount that will increase our fees
by 10%, but not less than $500, to compensate
us for the greater risk undertaken. This increased
fee is not the purchase of insurance.
5.5 If you do not pay us within 60 days of
invoice date, or if you make a claim against us
that is resolved in our favor, you agree to
reimburse our expenses, including but not limited
to attorney fees, staff time; expert witness fees,
and other costs of collection or litigation.
5.6 The law of the state in which our
servicing office is located will govern all
disputes. Each of us waives trial by jury. No
employee acting within the scope of employment
shall have individual liability for his or her acts
or omissions, and you agree not make a claim
against individual employees.
Section 6: General Indemnification
6.1 We will indemnify and hold you
harmless from and against demands, damages,
and expenses to the comparative extent they are
caused by our negligent acts or omissions or
those negligent acts or omissions of persons for
whom we are legally responsible. You will
indemnify and hold us harmless from and
against demands, damages, and expenses to the
comparative extent they are caused by your
negligent acts or ouissions or those negligent
acts or omissions of persons for whom you are
legally responsible.
6.2 To the extent it may be necessary to
indemnify either of us under Section 6. 1, you
and we expressly waive, in favor of the other
only, any imnnunity or exemption from liability
that exists under any worker compensation law.
6.3 You agree to indemnify us against
losses and costs arising out of claims of patent or
copyright infringement as to any process or
system that is specified or selected by you or by
others on your behalf.
Section 7: Miscellaneous Provisions
7.1 We will provide a certificate of
insurance to you upon request. Any claim as an
Additional Insured shall be limited to losses
caused by our sole negligence.
7.2 This Agreement is our entire
agreement. It supersedes prior agreements. It
may be modified only in a writing, making
specific reference to the provision modified.
7.3 Neither of us will assign or transfer
any interest, any claim, any cause of action, or
any right against the other. Neither of us will
assign or otherwise transfer or encumber any
proceeds or expected proceeds or compensation
from the project or project claims to any third
person, whether directly or as collateral or
otherwise.
7.4 Our Agreement may be terminated
early only in writing. We will receive an
equitable adjustment of our compensation in the
event of early termination.
Page 2 of 2
GC
r
April 24, 2019
Mr. Ron Wagner, P.E.
Hakanson Anderson
3601 Thurston Avenue
Anoka, MN 55303
HGTS Project 19-0354
Re: Proposal for Phase I Environmental Site Assessment, Future Site, Otsego, Minnesota
Dear Mr. Wagner:
Haugo GeoTechnical Services LLC (HGTS) is pleased to submit this proposal to complete a Phase I Environmental Site
Assessment (Phase I ESA) for the future site, located at the Southwest quadrant of Odean Avenue & 75"' Street in Otsego,
Wright County, Minnesota.
Purpose
The purpose of our Phase I ESA is to evaluate the parcel(s) for indications of recognized environmental conditions. The
Phase I ESA will be performed in general conformance with the scope and limitations of ASTM Practice E 1527-13.
Scope of Services
We will provide the following services to help meet the project purpose:
Site History Review The Site History Review will summarize reasonably ascertainable information pertaining to former and
current land use. Our summary will include a review of aerial photographs, fire insurance maps, city directories topographic
maps and/or other historical documents.
Regulatory Information Review We will request that Environmental Data Resources Inc., conduct a limited file evaluation
of the site. If available and reviewable, the file evaluation will include a review of the following databases within the
appropriate radius stated in the ASTM Standard:
• Federal National Priority List (NPL)
• Federal Comprehensive Environmental Response, Compensation and Liability Information System
(CERCLI S)
• Federal Resource Conservation and Recovery Act (RCRA) Transport, Storage and Disposal (TSD) facilities
• Federal RCRA generators
• Federal Emergency Response Notification sites
• State NPL and CERCLIS equivalents
• State landfill or solid waste sites
• State voluntary clean-up programs
• State leaking underground storage tank sites
• State registered underground storage tanks sites
• State brownfield programs
• State spills list
Site Reconnaissance The Phase I will include a reconnaissance of the site. During the reconnaissance we will observe the
site topography, types of vegetation, open excavations and exposed soils, if any. We will also note visible indications of
petroleum or chemical spills, obvious potential sources of contamination and indications of underground or above ground
storage tanks.
Interviews We will conduct interview(s) with site representatives regarding past and present land uses.
1 3570 GROVE DRIVE #27a, MAPLE GROVE, MN 5531 1
Cost
We will provide the services described in this proposal for a lump sum fee of $2,300. Upon reviewing the proposal we would
be happy to meet with you to discuss the project and our proposed scope of services.
General
Thank you for the opportunity to present this proposal to you. We are sending this proposal electronically. Please sign and
return a copy as our authorization to proceed. A second copy can be retained for you records.
We include the Haugo GeoTechnical Services LLC General Conditions which provide additional terms and are part of this
agreement.
If you have any questions regarding this proposal and associated scope of services please contact Lucas Mol
(Imol(a),haugogts.com) at 612-741-8251 or Paul Gionfriddo (pgionfridddoahaugogts.com) at 612-271-8185.
Sincerely,
HAUGO GEOTECHNICAL SERVICES
Lucas Mol
Project Manager
Paul Gionfriddo, P.E.
Senior Engineer
The proposal and Haugo GeoTechnical Services LLC General Conditions is accepted. You are authorized to proceed.
By:
Name/Title/Company:
Date:
1 3570 GROVE DRIVE #'276, MAPLE GROVE, MN 5531 1
General Conditions
Phase I Environmental Site Assessments and Related Services
Our agreement ("Agreement") with you
consists of these General Conditions and the
accompanying written proposal or
authorization.
Section 1: Our Responsibilities
1.1 We will provide the services
specifically described in our Agreement
with you. You agree that we are not
responsible for services that are not fairly
included in our specific undertaking. Unless
otherwise agreed in writing, our findings
will be written, and you may not rely on
oral statements.
1.2 In performing our professional
services, we will use that degree of care and
skill ordinarily exercised under similar
circumstances by reputable members of our
profession practicing in the same locality. If
you direct us to deviate from our
recommended procedures, you agree to
hold us harmless from claims, damages, and
expenses arising out of your direction.
1.3 We will reference our field
observations and sampling to available
reference points, but we will not survey, set,
or check the accuracy of those points unless
we accept that duty in writing. Locations of
field observations or sampling described in
our report or shown on our sketches are
based on information provided by others or
estimates made by our personnel. You agree
that such dimensions, depths, or elevations
are approximations unless specifically stated
otherwise in the report. You accept the
inherent risk that samples or observations
may not be representative of things not
sampled or seen and, further, that site
conditions may change over time.
1.4 You will provide, at no cost to us,
appropriate site safety measures as to work
areas to be observed or inspected by us. Our
employees are authorized by you to refuse
to work under conditions that may be
unsafe.
1.5 Estimates of our fees or other
project costs will be based on information
available to us and on our experience and
knowledge. They may not reflect current
market conditions. Such estimates are an
exercise of our professional judgment and
are not guaranteed or warranted. You
should allow a contingency in addition to
estimated costs.
Section 2: Your Responsibilities
2.1 You will provide access to the
site.
2.2 You agree to provide us with
information in your possession or control
relating to contamination at the work site.
2.3 Neither this Agreement nor the
providing of services will operate to make
us an owner, operator, generator,
transporter, treater, storer, or a disposal
facility within the meaning of the Resource
Conservation Recovery Act, as amended, or
within the meaning of any other law
governing the handling, treatment, storage,
or disposal of hazardous materials. You
agree to hold us harmless and indemnify us
from any such claim or loss.
2.4 , You agree to make disclosures
required by law. In the event you do not
own the site, you acknowledge that it is
your duty to inform the owner of the
discovery or release of contaminants at the
site. You agree to hold us harmless and
indemnify us from claims related to
disclosures made by us that are required by
law and from claims related to the
informing or failure to inform the site
owner of the discovery of contaminants.
Section 3: Reports and Records
3.1 We will furnish reports to you in
duplicate. We will retain analytical data for
seven years and financial data for three
years.
3.2 Our reports, notes, calculations,
and other documents and our computer
software and data are instruments of our
service to you, and they remain our
property but are subject to a license to you
for your use in the related project for the
purposes disclosed to us. You may not
transfer our reports to others or use them
GO
for a purpose for which they were not
prepared without our written approval,
which will not be unreasonably withheld.
You agree to indemnify and hold us
harmless from claims, damages, losses, and
expenses, including attorney fees, arising
out of such a transfer or use. At your
request, we will provide endorsements of
our reports or letters of reliance, but only if
the recipients agree to be bound by the
terms of our agreement with you and only if
we are paid the administrative fee stated in
our then current Schedule of Charges.
3.3 Because electronic documents may
be modified intentionally or inadvertently,
you agree that we will not be liable for
damages resulting from change in an
electronic document occurring after we
transmit it to you. In case of any difference
or ambiguity between an electronic and a
paper document, the paper document shall
govern.
3.4 if you do not pay for our services
in full as agreed, we may retain work not
yet delivered to you and you agree to return
to us all of our work that is in your
possession or under your control. You agree
not to use or rely upon our work for any
purpose whatsoever until it is paid for in
full.
Section 4: Compensation
4.1 'You will pay for services as
agreed upon or according to our then
current Schedule of Charges if there is no
other written agreement as to price. An
estimated cost is not a firm figure. You
agree to pay all sales taxes pnd other taxes
based on your payment of our
compensation. Our performance is subject
to credit approval and payment of any
specified retainer.
4.2 You will notify us of billing
disputes within 15 days. You will pay
undisputed portions of invoices on receipt.
You agree to pay interest on unpaid
balances beginning 30 days after invoice
dates at the rate of 1.5% per month, or at
the maximum rate allowed by law.
Page 1 of 2
4.3 If you direct us to invoice another,
we will do so, but you agree to be
responsible for our compensation unless you
provide us with that person's written
acceptance of all terms of our Agreement
and we agree to extend credit to that person
and to release you.
4.4 You agree to compensate us in
accordance with our fee schedule if we are
asked or required to respond to legal
process arising out of a proceeding related
to the project and as to which we are not a
party.
4.5 If we are delayed by factors beyond
our control, or if project conditions or the
scope or amount of work change, or if
changed labor union conditions result in
increased costs, decreased efficiency, or
delays, or if the standards or methods change,
we will give you timely notice and we will
receive an equitable adjustment of our
compensation. If you and we do not reach
agreement on such compensation within 30
days of our written application, we may
terminate without liability to you or others.
4.6 If you fail to pay us within 60
days following invoice date, we may
consider the default a total breach of our
Agreement and, at our option, terminate our
duties without liability to you or to others.
4.7 , In consideration of our providing
insurance to cover claims made by you, you
hereby waive any right of offset as to fees
otherwise due us.
Section 5: Disputes, Damage, and
Risk Allocation
5.1 Each of us will exercise good faith
efforts to resolve disputes without
litigation. Such efforts will include, but not
be limited to, a meetings) attended by each
party's representative(s) empowered to
resolve the dispute. Before either of us
commences an action against the other,
disputes (except collections) will be
submitted to mediation.
5.2 Neither of us will be liable for
special, incidental, consequential, or punitive
damages, including but not limited to those
arising from delay, loss of use, loss of profits
or revenue, loss of financing commitments or
fees, or the cost of capital.
5.3 We will not be liable for damages
unless suit is commenced within two years
of the date of injury or loss or within two
years of the date of the completion of our
services, whichever is earlier. We will not
be liable unless you have notified us of the
discovery of the claimed breach of contract,
negligent act, or omission within 30 days of
the date of discovery and unless you have
given us an opportunity to investigate and
to recommend ways of mitigating damages.
5.4 For you to obtain the benefit of a
fee which includes a reasonable allowance
for risks, you agree that our aggregate
liability will not exceed the fee paid for our
services or $50,000, whichever is greater,
and you agree to indemnify us from all
liability to others in excess of that amount.
If you are unwilling to accept this allocation
of risk, we will increase our aggregate
liability to $100,000 provided that, within
10 days of the date of our Agreement, you
provide payment in an amount that will
increase our fees by 10%, but not less than
$500, to compensate us for the greater risk
undertaken. This increased fee is not the
purchase of insurance.
5.5 If you do not pay us within 60
days of invoice date, or if you make a claim
against us that is resolved in our favor, you
agree to reimburse our expenses, including
but not limited to attorney fees, staff time,
expert witness fees, and other costs of
collection or litigation.
5.6 The law of the state in which our
servicing office is located will govern all
disputes. Each of us waives trial by jury.
No employee acting within the scope of
employment shall have individual liability
for his or her acts or omissions, and you
agree not make a claim against individual
employees.
Section 6: General
Indemnification
6.1 We will indemnify and hold you
harmless from and against demands,
damages, and expenses to the comparative
extent they are caused by our negligent acts
or omissions or those negligent acts or
omissions of persons for whom we are
legally responsible. You will indemnify and
hold us harmless from and against demands,
damages, and expenses to the comparative
extent they are caused by your negligent
acts or omissions or those negligent acts or
omissions of persons for whom you are
legally responsible.
6.2 To the extent it may be necessary
to indemnify either of us under Section 6. 1,
you and we expressly waive, in favor of the
other only, any immunity or exemption
from liability that exists under any worker
compensation law.
6.3 You agree to indemnify us against
losses and costs arising out of claims of
patent or copyright infringement as to any
process or syste n that is specified or
selected by you or by others on your behalf.
Section 7: Miscellaneous
Provisions
7.1 We will provide a certificate of
insurance to you upon request. Any claim
as an Additional Insured shall be limited to
losses caused by our sole negligence.
7.2 This Agreement is our entire
agreement. It supersedes prior agreements.
It may be modified only in a writing
making specific reference to the provision
modified.
7.3 Neither of us will assign or
transfer any interest, any claim, any cause
of action, or any right against the other.
Neither of us will assign or otherwise
transfer or encumber any proceeds or
expected proceeds or compensation from
the project or project claims to any third
person, whetherdirectly or as collateral or
otherwise.
7.4 Our Agreement may be terminated
early only in writing. We will receive an
equitable adjustment of our compensation
in the event of early termination.
Page 2 of 2
GC -ESA
Adam Flaherty
From: Andy MacArthur <ajmacarthur@q.com>
Sent: Tuesday, May 7, 2019 2:42 PM
To: Adam Flaherty
Subject: FW: SW quadrant of Odean/75th
From: Ron Wagner [mailto:RonW@HAA-inc.com)
Sent: Wednesday, May 01, 2019 11:24 AM
To: Andy MacArthur <ajmacarthur@q.com>
Subject: FW: SW quadrant of Odean/75th
From: Brian Person <Brian@HAA-inc.com>
Sent: Wednesday, May 1, 2019 11:20 AM
To: Ron Wagner <RonW@HAA-inc.com>
Subject: RE: SW quadrant of Odean/75th
Price for the basic ALTA survey that does not include locating trees individually instead we will locate an edge of tree
line, and a basic title commitment would be $3,800.
Thanks
Brian Person
From: Ron Wagner <RonW@HAA-inc.com>
Sent: Tuesday, April 30, 2019 3:36 PM
To: Brian Person <Brian@HAA-inc.com>
Subject: SW quadrant of Odean/75th
Do you guys have an estimate for Alta survey for this 20 acre parcel yet
Ronald J. Wagner, PE
Otsego City Engineer
612-919-9657 (Cell)
763-852-0478 (Direct Office)
�1 Hakanson
111
Anderson
Adam Flaherty
From: Andy MacArthur <ajmacarthur@q.com>
Sent: Tuesday, May 7, 2019 2:40 PM
To: Adam Flaherty
Subject: FW: Wetland Delineation - Fire Station
From: Kaci Fisher [mailto:KaciF@HAA-inc.com]
Sent: Tuesday, May 07, 2019 10:56 AM
To: MacArthur Andy <ajmacarthur@q.com>
Subject: Wetland Delineation - Fire Station
Hey Andy,
The wetland delineation and report should cost $1,000 for the fire station parcel in Otsego. If you need anything else,
please let me know.
Thanks,
Hakanso i
Anderson
Kaci Fisher, Environmental Specialist
3601 Thurston Avenue
Anoka, MN 55303
Direct: (763) 852-0496
Office: (763) 427-5860