Item 4.1 South Central Water Treatment Phase 1 Project
Request for
City Council Action
DEPARTMENT INFORMATION
ORIGINATING DEPARTMENT REQUESTOR: MEETING DATE:
Utilities Utility Manager Neidermeier June 23, 2025
PRESENTER(s) REVIEWED BY: ITEM #:
AE2S Engineer Schaefer
AE2S Engineer Schaefer
City Administrator/Finance Director Flaherty
4.1 – South Central Water
Treatment – Phase 1 Project
STRATEGIC VISION
MEETS: THE CITY OF OTSEGO:
Is a strong organization that is committed to leading the community through innovative communication.
X Has proactively expanded infrastructure to responsibly provide core services.
Is committed to delivery of quality emergency service responsive to community needs and expectations in a
cost-effective manner.
Is a social community with diverse housing, service options, and employment opportunities.
Is a distinctive, connected community known for its beauty and natural surroundings.
AGENDA ITEM DETAILS
RECOMMENDATION:
City Staff is recommending City Council approval of a professional services agreement.
ARE YOU SEEKING APPROVAL OF A CONTRACT? IS A PUBLIC HEARING REQUIRED?
Yes No
BACKGROUND/JUSTIFICATION:
The City of Otsego’s drinking water capacity is expected to require expansion by 2029 at current rates of growth. The
South-Central wellfield and related South Central Water Treatment (SCWT) is the next phase of planned addition to
drinking water capacity. Based upon the water quality of other wells in the City’s system, it is expected that the SCWT will
also require filtration. The target capacity of the SCWT is 2,700 gallons per minute (gpm) for Phase 1 with a buildout
capacity of 4,500 gpm.
This capital investment is included in the Capital Improvements Plan for the years 2025 to 2028. As a growth focused
project, it is not eligible for State Revolving Fund loans and is anticipated to be financed via bonding. The detailed
financial plan will be developed concurrently with the design.
The treatment portion of the project is proposed to be delivered via the Construction Manager at Risk (CMAR) model.
The remaining drinking water well development construction will utilize traditional design-bid-build. A parallel effort by
the City Engineer will design the associated off-site pipelines, which will also be delivered via design-bid-build.
The scope and fee were presented to the Public Works Subcommittee on June 18, 2025, and recommended for
consideration of approval by the City Council. The City Attorney is reviewing the Agreement.
SUPPORTING DOCUMENTS ATTACHED:
• Scope of Services Summary
• PowerPoint Slides
• Professional Services Agreement
POSSIBLE MOTION
PLEASE WORD MOTION AS YOU WOULD LIKE IT TO APPEAR IN THE MINUTES:
Motion to approve a Professional Services Agreement between the City and Advanced Engineering and Environmental
Services, LLC (AE2S) for the South-Central Water Treatment – Phase 1 Project in the amount of $1,663,250, with final
execution of the agreement pending review and approval by the City Attorney.
BUDGET INFORMATION
FUNDING: BUDGETED:
Fund 601 – Drinking Water Utility
Yes
Otsego South Central Water Treatment – Phase 1 Scope – June 2025
City of Otsego
South Central Water Treatment – Phase 1
Scope of Services Summary
June 2025
The City’s existing drinking water system consists of wells, pipelines, elevated storage tanks, a booster
station, and flow control valves. The water is currently treated with chemicals to control bacteria, inhibit
corrosion, and enhance dental health. Other contaminants including radium, manganese, and iron are not
removed by the existing system. Improvements are currently in construction for filtration at Wellhouse No. 4
for removal of radium, manganese, and iron and anticipated to be operational in early 2026. Filtration
improvements for Wellhouse No. 3 are in design with an operational target in 2027.
Additional drinking water capacity is expected to be required by 2029 at current rates of residential growth.
The South Central wellfield and related South Central Water Treatment (SCWT) is the next planned addition
to drinking water capacity. Based upon the water quality of other wells in the City’s system, it is expected
that the SCWT will also require filtration. The target capacity of the SCWT is 2,700 gallons per minute (gpm)
for Phase 1 with a buildout capacity of 4,500 gpm.
Otsego South Central Water Treatment – Phase 1 Scope – June 2025
Figure 1: Conceptual Site Plan with Wetland Verification Areas
The project design is anticipated to consist of the following:
· Master site plan analysis for construction, building expansions, and other infrastructure
· Water treatment building
o Anticipated Rooms:
Five chemical rooms (confirm number of rooms in preliminary design)
Electrical room
Mechanical room
Aeration and Detention Room
Filter room
Backwash recovery/reclaim tank system
Backwash Supply Pumps and piping system
High Service Pump Room
Administration Areas and Rooms
Garage and Maintenance Area
o Six (6) gravity filters, blowers, piping, and appurtenances (with potential construction of all
filters and leaving piping and appurtenances out of 2 filters for future installation)
Otsego South Central Water Treatment – Phase 1 Scope – June 2025
o HVAC and mechanical systems
o Electrical systems and standby generator
o Finished water and sanitary piping on the SCWT site (raw water piping and off-site water
and sanitary piping covered by others)
o Bulk water sale system on site
o Outdoor and cold storage considerations
· Clearwell and connecting piping
· New Wells and well pumps
o Phase 1
Four TCW wells
· One at SCWT site
· One within Martin Farms development
o Well casings installed under separate contract located at Martin
Farms and on the treatment parcel (for Well #14)
· Two “off-site” TCW wells based on Test Well package location
One Mount Simon well (on SCWT site)
Note that the listed number of wells is the maximum anticipated for Phase 1 and
that the final decisions regarding the number of wells being installed with Phase 1
will be made following the Test Well report and further development of budget
considerations
o Phase 2 (future)
Preliminary planning for up to an additional four (4) future TCW wells
· Preparation of a Risk Management Plan for the chlorine gas storage on site
· Sanitary and finished watermain connection to utilities along McCalister Ave NE will be designed
under a separate contract by others (design by Hakanson-Anderson)
· Distribution system modeling to review and confirm system operation (pressures/flows) from the
new site
· Assist with sizing raw and finished water mains to and from SCWT (design of off-site raw water main
by Hakanson-Anderson)
· Site layout planning and civil site improvements
o Includes landscape plan with focus on visual impacts from the zoned residential area to the
west of the site
Review Workshops with City Staff:
· 30-percent Design Deliverable
o Basis of Design Summary
o Architectural Approach (3 alternatives)
o Preliminary Layout
· 60-percent Design Deliverable
o Process Design
o Instrumentation Preferences
· 90-percent Design Deliverable
· 100-percent Design Deliverable
o Final Review Walkthrough
· Minutes from review workshops will be documented and record maintained for project pathing
Assistance with Public Communications and Project Awareness:
Otsego South Central Water Treatment – Phase 1 Scope – June 2025
· Present at a public meeting (assumes a Council Special Session)
o Education about per-capita demand
o Updates to treated water graphics
o Prepare exterior architectural renderings
· Frequently Asked Questions document to be posted on the City’s website
· Prepare an informational handout for City to distribute and be electronically available
· Assist with City website updates
· Provide on-site educational displays and exhibits
Potential Pre-negotiated equipment:
· AE2S will work with the City to determine if any equipment should be pre-negotiated via the CMAR
Anticipated bid/negotiation packages:
· Water Treatment (via CMAR and the GMP process)
· South Central Wellfield Development Phase 1B (wells bid package)
· Pipelines – by Hakanson-Anderson once alignments are determined
o Raw water lines from wells to SCWT
o Finished water and sanitary lines outside of SCWT site
Subconsultants:
· ISG – Architectural
· LRE – Groundwater portions
Parallel – Direct contracted to the City
· Geotech (treatment) via AE2S managed selection process
· Geotech (pipeline routes) via AE2S managed selection process
· Hakanson-Anderson – Easements/Pipelines/Wetland/Survey
Based on this understanding of the project, we anticipate that the professional services will include the
following phases and added services:
1. Permitting
2. Funding Coordination and Scheduling Assistance
3. Study and Report
4. Well Design and Coordination
5. Preliminary Design
6. Coordination of Raw Water Main Sizing
7. Final Design
8. Bidding
9. Construction Services (later)
Phase/Task
Permitting/Funding Coordination
· AE2S Services:
o Provide updates to the anticipated quarterly project cash flow prior to CMAR
selection; coordinate with CMAR once the CMAR is selected
Otsego South Central Water Treatment – Phase 1 Scope – June 2025
o Coordination with MDH/DNR
o Stormwater/SWPPP
o DOL – Plumbing
Well Design and Coordination
· AE2S Services:
o Prepare well bidding plans and specifications package with input from LRE
o Prepare and publish advertisement for bids in accordance with applicable State laws
pertaining to competitive bids
o Well recommendation of contractor award
o Well capacity recommendation and well pump sizing
o Provide MDH & DNR coordination
· LRE Services:
o Coordinate with the information from the Test Well study (the study is under
separate agreement)
o Assist the City and AE2S with understanding DNR and MDH permitting requirements
o Assist City and AE2S with the completion of the DNR’s preliminary well construction
assessment application
o Delineate the required MDH preliminary well head protection (WHP) area for the
proposed well; review well cross section drawings and well specifications
o Review the technical specifications prepared by AE2S for the MDH submittal and
contractor bidding
Preliminary Design (30-percent Design)
· AE2S Services
o Conduct a Project team kick-off meeting attended by City, Engineer, and Engineer’s
Consultants
o Schedule and lead meetings through preliminary design, and distribute meeting
minutes to team
o Compile water quality parameters (using existing wells as a basis until test well water
quality is known)
o Establish design parameters considering unknowns associated with new wells
o Draft a Basis of Design Summary outlining assumptions and design criteria to establish
a basis for the project
o Determine anticipated optimal dosages of chemicals (HMO, Chlorine, Fluoride, and
Phosphate)
o Coordinate geotechnical exploration with City staff
o Design capacity (2,700 gpm initial with planned expansion to 4,500), and determine
feasibility of only equipping four filters for initial capacity with future addition of
piping, valves, and appurtenances to bring the remaining two filters into operation for
expanded capacity
o Review existing drawings and available data from the City to confirm survey data
o Preliminary engineering design related to the general, civil, process, structural,
architectural, mechanical, electrical, instrumentation and control components of the
project
o Conduct two (2) architectural design workshop to discuss at least three (3) concepts
for building design
Otsego South Central Water Treatment – Phase 1 Scope – June 2025
o Evaluate the site layout for potential future buildings and access needs and
coordinate with the initial site layout and access needs
o Attend Public Works Subcommittee meeting to provide a project status update
o Conduct meeting to review 30% Deliverable documents with City personnel
o Phasing versus cost analysis
Equipping filters
Clearwell
Redundancy
Flow control vault at Tower 4
Wastewater service approach (pipeline) – forcemain, gravity, or a mix of both
o Deliverables
Preliminary Design 30% Milestone Deliverable
· Preliminary Design (30%) Drawings
· Preliminary Design (30%) Cost Estimate
· Preliminary Design (30%) Specifications TOC
· Architectural Renderings: Elevation sketches and one (1) site
rendering.
Final Design (60-percent, 90-percent, and Final Design Phases)
· AE2S Services
o Upon acceptance of the preliminary engineering deliverables by City staff, Engineer
shall complete detailed engineering design related to the general, civil, process,
structural, architectural, mechanical, electrical, instrumentation and control
components of the project to prepare final construction drawings and specifications.
o Provide progress and design review meetings (maximum of three (3)) as required to
update City staff during the final design process to address any outstanding issues,
coordinate plan and specification reviews, and review the project schedule, with
meeting minutes distributed to team. Progress meetings may be virtual.
o Submit final plans and specifications to City Council for approval and authorization to
advertise bids; and
o Assist City staff in obtaining approval of the plans and specifications by the MDH,
Department of Labor Industries (DOLI).
o Attend PWSC meeting and subsequent City Council meeting to present the project
and request authorization to advertise for bids.
o Deliverables
60% Deliverable Milestone
· 60% Drawings
· 60% Specifications (refined TOC with key specification sections)
· 60% Cost Estimate (with 20% Contingency)
90% Deliverable Milestone
· 90% Drawings
· 90% Specifications
· 90% Cost Estimate (with 15% Contingency)
Final Design (100%) Deliverable Milestone
· 100% Drawings
· 100% Specifications
· 100% Cost Estimate (with 10% contingency)
Otsego South Central Water Treatment – Phase 1 Scope – June 2025
Negotiation Phase (Construction Manager at Risk [CMAR] portion)
· AE2S Services – CMAR selection phase
o Develop preliminary CMAR selection documents
o Coordinate CMAR selection documents with Owner
o Lead one (1) CMAR pre-selection meeting
o Prepare one (1) CMAR selection package
o Attend City Council special session and same-evening regular City Council meeting to
present CMAR selection process and request approval of advertisement for bid
(assumes concurrent with special session presentation regarding updated status of
the water utility capacity, demand growth, and related capital infrastructure projects)
o Prepare and publish advertisement for selection in accordance with applicable State
laws
o Administer advertisements for selection on QuestCDN
o Receive and respond to questions from plan holders
o Issue addenda to selection documents as needed
o Coordinate with Owner to establish a CMAR selection committee
Up to two (2) AE2S personnel will be available to participate in the CMAR
selection committee
o Assist Owner in establishing CMAR selection scoring criteria
o Receive CMAR submittal packages and distribute to the selection committee
o Coordinate selection committee scoring and recommend a short-list for CMAR
interviews
o Conduct site visits with shortlisted CMAR candidates (assumes up to three CMAR
candidates)
o Coordinate scheduling of interviews and participate in the CMAR interview process
o Summarize CMAR interview scoring and provide a letter of recommendation for
award
o Attend City Council meeting to present recommendation of award
· AE2S Services – CMAR Guaranteed Maximum Price (GMP) Negotiation Phase
o Review CMAR’s GMP submittals at 60%, 90%, and 100% design milestones
o Review CMAR’s “bidding” approach
o Assist Owner with negotiation of the GMP
o Coordinate with Owner’s legal council to develop CMAR construction agreement
o Summarize GMP and provide a letter of recommendation for acceptance of GMP
o Attend City Council meeting to present the recommendation of acceptance of the
GMP
· Deliverables:
o CMAR procurement documents with addenda;
o Summary of CMAR scoring
o Letter of recommendation for award of CMAR agreement
o Letter of recommendation for award of CMAR GMP
Bidding Phase (Wells Only)
· AE2S Services
o Recommend pre-procurement, as needed / funding allowed;
o Attend one (1) pre-bidding meeting;
o Prepare one (1) bidding package;
o Prepare and publish advertisement for bids in accordance with applicable State laws
Otsego South Central Water Treatment – Phase 1 Scope – June 2025
pertaining to competitive bids;
o Administer advertisements for bids on QuestCDN;
o Receive and respond to questions from plan holders;
o Issue addenda to bidding documents as needed;
o Host a virtual bid opening and prepare bid tabulation sheets;
o Evaluate bids and provide a letter of recommendation for awarding the bid; and
o Attend City Council meeting to present bid recommendation of award.
· Deliverables:
o Revised final plans and specifications with addenda;
o Bid tabulation; and
Letter of recommendation for awarding the bid.
Anticipated Professional Fee
Phase Fee
Wells Design and Bidding $ 121,350
SCWT Preliminary Design $ 525,350
SCWT Final Design $ 956,950
SCWT Negotiation/Bidding $ 59,600
Total $ 1,663,250
Otsego South Central Water Treatment – Phase 1 Scope – June 2025
Schedule: Preliminary Pending Final Scope Review
Project Task / Phase Estimated Completion Date
Present Scope and Fee to Public Works Subcommittee June 2025
PWSC Meeting June 2025
Present Design Contract to Council for Approval of Fee June 2025 Council Meeting
Preliminary Design Deliverable October 2025
Advertise for CMAR procurement October 2025
CMAR Shortlisting and Interviews November 2025
CMAR Recommendation of Award December 2025
Draft Final Design Deliverable April 2026
Submission of Project Plans and Specifications to MDH April 2026
MDH Approval of Project Plans and Specifications May 2026
City Provides Authorization to Advertise for Bids May 2026
CMAR Package Bidding Process June 2026
CMAR Receipt of Bids July 2026
Finalize GMP July 2026
Provide Notice to Proceed to CMAR July 2026
Pipeline Easements (by others) August 2026
Well Bid Package Developed October 2026
Well Bid Package Advertisement November 2026
Well Bid Package Award and Notice to Proceed December 2026
Well Drilling and Test Pumping Complete December 2027
Well Equipping (well pumps/motors) August 2028
Pipeline Design and Construction (by others) September 2028
SCWT Substantial Completion* November 2028
SCWT Final Completion* December 2028
*Completion dates will be dependent upon electrical gear delivery dates and schedule negotiated with CMAR.
Otsego Council Meeting - SCWT June 20251South Central Water Treatment –Engineering AgreementPresented by: Advanced Engineering and Environmental Services, LLC (AE2S)June 2025SUMMARY OF TOPICS•South Central Water Treatment – Phase 1•Background Information •Design Scope•Project Delivery Method (CMAR)•Schedule12
Otsego Council Meeting - SCWT June 20252SOUTH CENTRAL TREATMENT – SITEPROJECT DESIGN SCOPE•Water Treatment Plant–Process Treatment Systems and Filtration–HVAC and Mechanical Systems–Electrical Systems and Standby Generator–Civil, Site, and Utility Improvements–Admin/Garage–Ground Storage Reservoir –Water Distribution System Connectivity •Wells –Equipping New PWS Wells–Siting Additional Wells –Raw Water Piping•On-site•Off-site (by HAA)•Site and System Master Planning–Future Infrastructure–Future Expansion and Access–Modeling–Civil Amenities -- using information from the test wells34
Otsego Council Meeting - SCWT June 20253PROJECT DELIVERY: CMARPublishRFQShortlistAt Least Two Qualified RespondentsIssueRFP•RFP must identify scoring/evaluation method•May require interviewNegotiate ContractRoles & ResponsibilitiesPreserve right to move to next CMAR or even move to DBB•Construction Manager at Risk (CMAR) •State statute updated in 2023 •Many advantages for vertical infrastructure (water treatment)•Well drilling via design-bid-buildPROJECT DELIVERY: CMAR – WHY? Reference: “MacLeamyCurve” from the Construction Users Roundtable’s “Collaboration, Integrated Information, and the Project Lifecycle in Building Design and Construction and Operation” (WP-1202, August, 2004)”56
Otsego Council Meeting - SCWT June 20254South Central Treatment - ScheduleQ2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4Design BiddingBiddingAdvertiseConstructConstructConstructPreliminary Design Final DesignTest Well ConstructEasements DesignWellsWater TreatmentCMARPipelinesActivityScopingDesign PhaseYear2025202620272028PWSCCouncilReviewApprovalEngineering AgreementReviewSpecial Session / Approval CMAR SelectionInterviewCMAR AdApprovalApprovalCMAR GMPWells Ad/BidReviewApprovalReviewSite PlanningReviewNote: The actual meetings schedule will develop with project progress, and topics will be combined to the extent practical, particularly in 2025. Pipelines Ad/BidApprovalReviewRibbon Cutting!PROFESSIONAL SERVICES AGREEMENT•Scope through bidding and negotiation phase•Future construction phase amendment•Standard Otsego-AE2S agreement terms and conditions with updates for CMAR (will be reviewed by City Attorney)Phase Fee Wells Design and Bidding $ 121,350 SCWT Preliminary Design $ 525,350 SCWT Final Design $ 956,950 SCWT Negotiation/Bidding $ 59,600 Total $ 1,663,250 78
Otsego Council Meeting - SCWT June 20255QUESTIONS?Otsego South Central Water Treatment – Phase 1 9
Page 1 of 9
Agreement Between Owner and Engineer for Professional Services
AGREEMENT
BETWEEN OWNER AND ENGINEER
FOR
PROFESSIONAL SERVICES
THIS IS AN AGREEMENT effective as of June 23 , 2025 (“Effective Date”) between
City of Otsego, Minnesota (“Owner”) and
Advanced Engineering and Environmental Services, LLC (AE2S) (“Engineer”).
South Central Water Treatment – Phase 1
(“Project”).
Owner and Engineer agree as follows:
ARTICLE 1 - SERVICES OF ENGINEER
1.01 Scope
A. Engineer shall provide, or cause to be provided, the
services set forth herein and in Exhibit A.
ARTICLE 2 - OWNER’S RESPONSIBILITIES
2.01 General
A. Owner shall have the responsibilities set forth herein
and in Exhibit B.
B. Owner shall pay Engineer as set forth in Exhibit C.
C. Owner shall be responsible for, and Engineer may rely
upon, the accuracy and completeness of all requirements,
programs, instructions, reports, data, and other information
furnished by Owner to Engineer pursuant to this Agreement.
Engineer may use such requirements, programs,
instructions, reports, data, and information in performing or
furnishing services under this Agreement.
ARTICLE 3 - SCHEDULE FOR RENDERING
SERVICES
3.01 Commencement
A. Engineer shall begin rendering services as of the
Effective Date of the Agreement.
3.02 Time for Completion
A. Engineer shall complete its obligations within a
reasonable time. Specific periods of time for rendering
services are set forth or specific dates by which services are
to be completed are provided in Exhibit A, and are hereby
agreed to be reasonable.
B. If, through no fault of Engineer, such periods of time
or dates are changed, or the orderly and continuous progress
of Engineer’s services is impaired, or Engineer’s services
are delayed or suspended, then the time for completion of
Engineer’s services, and the rates and amounts of
Engineer’s compensation, shall be adjusted equitably.
C. If Owner authorizes changes in the scope, extent, or
character of the Project, then the time for completion of
Engineer’s services, and the rates and amounts of
Engineer’s compensation, shall be adjusted equitably.
D. Owner shall make decisions and carry out its other
responsibilities in a timely manner so as not to delay the
Engineer’s performance of its services.
E. If Engineer fails, through its own fault, to complete the
performance required in this Agreement within the time set
forth, as duly adjusted, then Owner shall be entitled to the
recovery of direct damages resulting from such failure.
ARTICLE 4 - INVOICES AND PAYMENTS
4.01 Invoices
A. Preparation and Submittal of Invoices. Engineer shall
prepare invoices in accordance with its standard invoicing
practices and the terms of Exhibit C. Engineer shall submit
its invoices to Owner on a monthly basis. Invoices are due
and payable within 30 days of receipt.
4.02 Payments
Page 2 of 9
Agreement Between Owner and Engineer for Professional Services
A. Obligation to Pay. Except as noted in paragraph D.,
Owner’s obligation to pay for our services under this
Agreement is not contingent on Owner’s ability to obtain
financing, governmental or regulatory agency approval,
permits, final adjudication of lawsuit in which Engineer is
not involved, Owner’s successful completion of a project, or
any other event. No retainage will be withheld.
B. Application to Interest and Principal. Payment will be
credited first to any interest owed to Engineer and then to
principal.
C. Failure to Pay. If Owner fails to make any payment
due Engineer for services and expenses within 30 days after
receipt of Engineer’s invoice, then:
1. Amounts due Engineer will be increased at
the rate of 1.0% per month (or the maximum rate of
interest permitted by law, if less) from said thirtieth
day; and
2. Engineer may, after giving seven days’
written notice to Owner, suspend services under this
Agreement until Owner has paid in full all amounts
due for services, expenses, and other related charges.
Owner waives any and all claims against Engineer for
any such suspension provided that the Engineer’s basis
for providing the notice has a good-faith basis.
D. Disputed Invoices. If Owner contests an invoice,
Owner may withhold only that portion so contested, and
must pay the undisputed portion.
E. Legislative Actions. If after the Effective Date of the
Agreement any governmental entity takes a legislative
action that imposes taxes, fees, or charges on Engineer’s
services or compensation under this Agreement, then the
Engineer may invoice such new taxes, fees, or charges as a
Reimbursable Expense to which a factor of 1.0 shall be
applied. Owner shall pay such invoiced new taxes, fees, and
charges; such payment shall be in addition to the
compensation to which Engineer is entitled under the terms
of Exhibit C.
F. Legal Actions. Owner agrees to compensate Engineer
as set forth in Exhibit C, if Engineer is asked or required to
respond to legal process arising out of a proceeding related
to the Project and as to which Engineer is not a party.
ARTICLE 5 - OPINIONS OF COST
5.01 Opinions of Probable Construction Cost
A. Engineer’s opinions of probable Construction Cost are
to be made on the basis of Engineer’s experience and
qualifications and represent Engineer’s best judgment as an
experienced and qualified professional generally familiar
with the construction industry. However, since Engineer
has no control over the cost of labor, materials, equipment,
or services furnished by others, or over contractors’ methods
of determining prices, or over competitive bidding or market
conditions, Engineer cannot and does not guarantee that
proposals, bids, or actual Construction Cost will not vary
from opinions of probable Construction Cost prepared by
Engineer. If Owner wishes greater assurance as to probable
Construction Cost, Owner shall employ an independent cost
estimator as provided in Exhibit B.
5.02 Designing to Construction Cost Limit
A. Not Used.
5.03 Opinions of Total Project Costs
A. The services, if any, of Engineer with respect to Total
Project Costs shall be limited to assisting the Owner in
collating the various cost categories which comprise Total
Project Costs. Engineer assumes no responsibility for the
accuracy of any opinions of Total Project Costs.
ARTICLE 6 - GENERAL CONSIDERATIONS
6.01 Standards of Performance
A. The standard of care for all professional engineering
and related services performed or furnished by Engineer
under this Agreement will be the care and skill ordinarily
used by members of the subject profession practicing under
similar circumstances at the same time and in the same
locality. Engineer makes no warranties, express or implied,
under this Agreement or otherwise, in connection with
Engineer’s services.
B. Owner shall not be responsible for discovering
deficiencies in the technical accuracy of Engineer’s
services. Engineer shall correct any such deficiencies in
technical accuracy without additional compensation except
to the extent such corrective action is directly attributable to
deficiencies in Owner-furnished information.
C. Engineer may employ such Consultants as Engineer
deems necessary to assist in the performance or furnishing
of the services, subject to reasonable, timely, and
substantive objections by Owner.
D. Subject to the standard of care set forth in
paragraph 6.01.A, Engineer and its Consultants may use or
rely upon design elements and information ordinarily or
customarily furnished by others, including, but not limited
to, specialty contractors, manufacturers, suppliers, and the
publishers of technical standards.
Page 3 of 9
Agreement Between Owner and Engineer for Professional Services
E. Engineer and Owner shall comply with applicable
Laws and Regulations and Owner-mandated standards that
Owner has provided to Engineer in writing. This Agreement
is based on these requirements as of its Effective Date.
Changes to these requirements after the Effective Date of
this Agreement may be the basis for modifications to
Owner’s responsibilities or to Engineer’s scope of services,
times of performance, and compensation.
G. Engineer shall not be required to sign any documents,
no matter by whom requested, that would result in the
Engineer having to certify, guarantee, or warrant the
existence of conditions whose existence the Engineer cannot
ascertain. Owner agrees not to make resolution of any
dispute with the Engineer or payment of any amount due to
the Engineer in any way contingent upon the Engineer
signing any such documents.
H. The General Conditions for any construction contract
documents prepared hereunder are to be the “Standard
General Conditions of the Construction Contract” as
prepared by the Engineers Joint Contract Documents
Committee (No. C-700, 2002 Edition) unless both parties
mutually agree to use other General Conditions.
I. Engineer shall not at any time supervise, direct, or
have control over Contractor’s work, nor shall Engineer
have authority over or responsibility for the means,
methods, techniques, sequences, or procedures of
construction selected or used by Contractor, for security or
safety at the Site, for safety precautions and programs
incident to the Contractor’s work in progress, nor for any
failure of Contractor to comply with Laws and Regulations
applicable to Contractor’s furnishing and performing the
Work.
J. Engineer neither guarantees the performance of any
contractor nor assumes responsibility for any contractor’s
failure to furnish and perform the Work in accordance with
the Contract Documents.
K. Engineer shall not be responsible for the acts or
omissions of any contractor, subcontractor, or supplier, or
of any of their agents or employees or of any other persons
(except Engineer’s own employees and its Consultants) at
the Site or otherwise furnishing or performing any Work; or
for any decision made on interpretations or clarifications of
the Contract Documents given by Owner without
consultation and advice of Engineer.
6.02 Construction Phase Services
A. Consultant shall be responsible only for those
Construction Phase services expressly required of
Consultant in Exhibit A, Paragraph A1.08. With the
exception of such expressly required services, Consultant
shall have no design, Shop Drawing review, or other
obligations during construction and Engineer assumes the
responsibility, if any, for the application and interpretation
of the Construction Contract Documents, review and
response to Contractor claims, Construction Contract
administration, processing of Change Orders and
submittals, revisions to the Construction Contract
Documents during construction, construction observation
and review, review of Contractor’s payment applications,
and all other Construction Phase administrative,
engineering, and professional services that are required of
Engineer by the Prime Agreement.
B. Notwithstanding the above, Consultant shall be
responsible for any professional opinions and
interpretations provided by Consultant to Engineer, Owner,
or others during the Construction Phase or Post-
Construction Phase, including interpretations or
clarifications of the Construction Contract Documents, and
shall remain responsible for all other services performed or
furnished under this Agreement.
6.03 Use of Documents
A. All completed Documents are the property of the
Owner. Owner grants Engineer a royalty-free, non-
exclusive, irrevocable, and perpetual license regarding such
Documents, whether or not the Project is completed. Owner
shall not rely in any way on any Document unless it is in
printed form, signed or sealed by the Engineer or one of its
Consultants.
B. A party may rely that data or information set forth on
paper (also known as hard copies) that the party receives
from the other party by mail, hand delivery, or facsimile, are
the items that the other party intended to send. Files in
electronic media format of text, data, graphics, or other
types that are furnished by one party to the other are
furnished only for convenience, not reliance by the
receiving party. Any conclusion or information obtained or
derived from such electronic files will be at the user’s sole
risk. If there is a discrepancy between the electronic files
and the hard copies, the hard copies govern.
C. Because data stored in electronic media format can
deteriorate or be modified inadvertently or otherwise
without authorization of the data’s creator, the party
receiving electronic files agrees that it will perform
acceptance tests or procedures within 60 days, after which
the receiving party shall be deemed to have accepted the
data thus transferred. Any transmittal errors detected within
the 60-day acceptance period will be corrected by the party
delivering the electronic files.
D. When transferring documents in electronic media
format, the transferring party makes no representations as to
long term compatibility, usability, or readability of such
documents resulting from the use of software application
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Agreement Between Owner and Engineer for Professional Services
packages, operating systems, or computer hardware
differing from those used by the documents’ creator.
E. Owner acknowledges: (1) that Documents are not
intended or represented to be suitable for use on the Project
unless completed by Engineer, or for use or reuse by Owner
or others on extensions of the Project or on any other project
without written verification or adaptation by Engineer;
(2) any such use or reuse, or any modification of the
Documents, without written verification, completion, or
adaptation by Engineer, as appropriate for the specific
purpose intended, will be at Owner’s sole risk and without
liability or legal exposure to Engineer or to Engineer’s
Consultants; and (3) Owner shall indemnify and hold
harmless Engineer and Engineer’s Consultants from all
claims, damages, losses, and expenses, including attorneys’
fees, arising out of or resulting from any use, reuse, or
modification without written verification, completion, or
adaptation by Engineer.
F. If Engineer at Owner’s request verifies or adapts the
Documents for extensions of the Project or for any other
project, then Owner shall compensate Engineer at rates or in
an amount to be agreed upon by Owner and Engineer.
6.04 Insurance
A. Engineer shall procure and maintain insurance as set
forth in Exhibit G, “Insurance.” Engineer shall cause
Owner to be listed as an additional insured on any applicable
general liability insurance policy carried by Engineer.
B. Owner shall cause Engineer and Engineer’s
Consultants to be listed as additional insureds on any
general liability or property insurance policies carried by
Owner which are applicable to the Project.
C. Owner shall require Contractor to purchase and
maintain general liability and other insurance in accordance
with the requirements of paragraph 5.04 of the “Standard
General Conditions of the Construction Contract,” (No. C-
700, 2002 Edition) as prepared by the Engineers Joint
Contract Documents Committee and to cause Engineer and
Engineer’s Consultants to be listed as additional insureds
with respect to such liability and other insurance purchased
and maintained by Contractor for the Project.
D. Owner and Engineer shall each deliver to the other
certificates of insurance evidencing the coverages indicated
in Exhibit G. Such certificates shall be furnished prior to
commencement of Engineer’s services and at renewals
thereafter during the life of the Agreement.
E. Not used.
F. At any time, Owner may request that Engineer or its
Consultants, at Owner’s sole expense, provide additional
insurance coverage, increased limits, or revised deductibles
that are more protective than those specified in Exhibit G.
If so requested by Owner, and if commercially available,
Engineer shall obtain and shall require its Consultants to
obtain such additional insurance coverage, different limits,
or revised deductibles for such periods of time as requested
by Owner, and Exhibit G will be supplemented to
incorporate these requirements.
6.05 Suspension and Termination
A. Suspension.
By Owner: Owner may suspend the Project upon
seven days’ written notice to Engineer.
By Engineer: If Engineer’s services are substantially
delayed through no fault of Engineer, Engineer may, after
giving seven days written notice to Owner, suspend services
under this Agreement.
B. Termination. The obligation to provide further
services under this Agreement may be terminated:
1. For cause,
a. By either party upon 30 days’ written
notice in the event of substantial failure by the
other party to perform in accordance with the
terms hereof through no fault of the terminating
party.
b. By Engineer:
1) upon seven days’ written notice
if Owner demands that Engineer furnish or
perform services contrary to Engineer’s
responsibilities as a licensed professional;
or
2) upon seven days’ written notice
if the Engineer’s services for the Project are
delayed or suspended for more than 90 days
for reasons beyond Engineer’s control.
3) Engineer shall have no liability
to Owner on account of such termination if
said termination is undertaken in good faith.
c. Notwithstanding the foregoing, this
Agreement will not terminate under
paragraph 6.05.B.1.a if the party receiving such
notice begins, within seven days of receipt of
such notice, to correct its substantial failure to
perform and proceeds diligently to cure such
failure within no more than 30 days of receipt
thereof; provided, however, that if and to the
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Agreement Between Owner and Engineer for Professional Services
extent such substantial failure cannot be
reasonably cured within such 30 day period, and
if such party has diligently attempted to cure the
same and thereafter continues diligently to cure
the same, then the cure period provided for herein
shall extend up to, but in no case more than, 60
days after the date of receipt of the notice.
2. For convenience,
a. By Owner effective upon Engineer’s
receipt of notice from Owner.
C. Effective Date of Termination. The terminating party
under paragraph 6.05.B may set the effective date of
termination at a time up to 30 days later than otherwise
provided to allow Engineer to demobilize personnel and
equipment from the Site, to complete tasks whose value
would otherwise be lost, to prepare notes as to the status of
completed and uncompleted tasks, and to assemble Project
materials in orderly files.
D. Payments Upon Termination.
1. In the event of any termination under
paragraph 6.05, Engineer will be entitled to invoice
Owner and to receive full payment for all services
performed or furnished and all Reimbursable
Expenses incurred through the effective date of
termination. Upon making such payment, ownership
of the Documents shall transfer to the Owner, subject
to the provisions of paragraph 6.03.E.
2. In the event of termination by Owner for
convenience or by Engineer for cause, Engineer shall
be entitled, in addition to invoicing for those items
identified in paragraph 6.05.D.1, to invoice Owner and
to payment of a reasonable amount for services and
expenses directly attributable to termination, both
before and after the effective date of termination, such
as reassignment of personnel, costs of terminating
contracts with Engineer’s Consultants, and other
related close-out costs, using methods and rates for
Additional Services as set forth in Exhibit C.
6.06 Controlling Law
A. This Agreement is to be governed by the law of the
State of Minnesota without regard to conflict of law
principles.
6.07 Successors, Assigns, and Beneficiaries
A. Owner and Engineer each is hereby bound and the
partners, successors, executors, administrators and legal
representatives of Owner and Engineer (and to the extent
permitted by paragraph 6.07.B the assigns of Owner and
Engineer) are hereby bound to the other party to this
Agreement and to the partners, successors, executors,
administrators and legal representatives (and said assigns)
of such other party, in respect of all covenants, agreements,
and obligations of this Agreement.
B. Neither Owner nor Engineer may assign, sublet, or
transfer any rights under or interest (including, but without
limitation, moneys that are due or may become due) in this
Agreement without the written consent of the other, except
to the extent that any assignment, subletting, or transfer is
mandated or restricted by law. Unless specifically stated to
the contrary in any written consent to an assignment, no
assignment will release or discharge the assignor from any
duty or responsibility under this Agreement.
C. Unless expressly provided otherwise in this
Agreement:
1. Nothing in this Agreement shall be
construed to create, impose, or give rise to any duty
owed by Owner or Engineer to any Contractor,
Contractor’s subcontractor, supplier, other individual
or entity, or to any surety for or employee of any of
them.
2. All duties and responsibilities undertaken
pursuant to this Agreement will be for the sole and
exclusive benefit of Owner and Engineer and not for
the benefit of any other party.
3. Owner agrees that the substance of the
provisions of this paragraph 6.07.C shall appear in the
Contract Documents.
6.08 Dispute Resolution
A. Owner and Engineer agree to negotiate all disputes
between them in good faith for a period of 30 days from the
date of notice prior to exercising their rights under law.
6.09 Environmental Condition of Site
A. Owner has disclosed to Engineer in writing the
existence of all known and suspected Asbestos, PCBs,
Petroleum, Hazardous Waste, Radioactive Material,
hazardous substances, and other Constituents of Concern
located at or near the Site, including type, quantity, and
location.
B. Owner represents to Engineer that to the best of its
knowledge no Constituents of Concern, other than those
disclosed in writing to Engineer, exist at the Site.
C. If Engineer encounters an undisclosed Constituent of
Concern, then Engineer shall notify (1) Owner and (2)
appropriate governmental officials if Engineer reasonably
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Agreement Between Owner and Engineer for Professional Services
concludes that doing so is required by applicable Laws or
Regulations.
D. It is acknowledged by both parties that Engineer’s
scope of services does not include any services related to
Constituents of Concern. If Engineer or any other party
encounters an undisclosed Constituent of Concern, or if
investigative or remedial action, or other professional
services, are necessary with respect to disclosed or
undisclosed Constituents of Concern, then Engineer may, at
its option, suspend performance of services on the portion
of the Project affected thereby until Owner: (1) retains
appropriate specialist consultant(s) or contractor(s) to
identify and, as appropriate, abate, remediate, or remove the
Constituents of Concern; and (2) warrants that the Site is in
full compliance with applicable Laws and Regulations.
E. If the presence at the Site of undisclosed Constituents
of Concern adversely affects the performance of Engineer’s
services under this Agreement, then the Engineer shall have
the option of (1) accepting an equitable adjustment in its
compensation or in the time of completion, or both; or (2)
terminating this Agreement for cause on 30 days notice.
F. Owner acknowledges that Engineer is performing
professional services for Owner and that Engineer is not and
shall not be required to become an “arranger,” “operator,”
“generator,” or “transporter” of hazardous substances, as
defined in the Comprehensive Environmental Response,
Compensation, and Liability Act (CERCLA), as amended,
which are or may be encountered at or near the Site in
connection with Engineer’s activities under this Agreement.
6.10 Indemnification
A. Indemnification by Engineer. To the fullest extent
permitted by law, Engineer shall indemnify and hold
harmless Owner, and Owner’s officers, directors, partners,
agents, consultants, and employees from and against any
and all costs, losses, and damages (including but not limited
to all fees and charges of engineers, architects, attorneys,
and other professionals, and all court, arbitration, or other
dispute resolution costs) arising out of or relating to the
Project, provided that any such cost, loss, or damage is
attributable to bodily injury, sickness, disease, or death, or
to injury to or destruction of tangible property (other than
the Work itself), including the loss of use resulting
therefrom, but only to the extent caused by any negligent act
or omission of Engineer or Engineer’s officers, directors,
partners, employees, or Consultants.
B. Intentionally omitted.
C. Intentionally omitted.
D. Percentage Share of Negligence. To the fullest extent
permitted by law, a party’s total liability to the other party
and anyone claiming by, through, or under the other party
for any cost, loss, or damages caused in part by the
negligence of the party and in part by the negligence of the
other party or any other negligent entity or individual, shall
not exceed the percentage share that the party’s negligence
bears to the total negligence of Owner, Engineer, and all
other negligent entities and individuals.
E. Patent Infringement. Engineer shall indemnify and
hold harmless Owner, and Owner’s officers, directors,
partners, agents, consultants, and employees from and
against any and all costs, losses, and damages (including but
not limited to all fees and charges of engineers, architects,
attorneys, and other professionals, and all court, arbitration,
or other dispute resolution costs) arising out of to Engineer’s
infringement of any third party’s patent rights relating to
Engineer’s services on the Project.
6.11 Miscellaneous Provisions
A. Notices. Any notice required under this Agreement
will be in writing, addressed to the appropriate party at its
address on the signature page and given personally, by
facsimile, by registered or certified mail postage prepaid, or
by a commercial courier service. All notices shall be
effective upon the date of receipt.
B. Survival. All express representations, waivers,
indemnifications, and limitations of liability included in this
Agreement will survive its completion or termination for
any reason.
C. Severability. Any provision or part of the Agreement
held to be void or unenforceable under any Laws or
Regulations shall be deemed stricken, and all remaining
provisions shall continue to be valid and binding upon
Owner and Engineer, who agree that the Agreement shall be
reformed to replace such stricken provision or part thereof
with a valid and enforceable provision that comes as close
as possible to expressing the intention of the stricken
provision.
D. Waiver. A party’s non-enforcement of any provision
shall not constitute a waiver of that provision, nor shall it
affect the enforceability of that provision or of the remainder
of this Agreement.
E. Not used.
F. Executed in Counterparts. This Agreement may be
executed in counterparts, each of which together will
constitute one and the same instrument. Delivery of an
executed counterpart of this Agreement shall constitute
effective delivery of this Agreement. Each Party agrees that
the delivery of the Agreement by facsimile or electronic
mail shall have the same force and effect as delivery of
original signature and that each Party may use such
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Agreement Between Owner and Engineer for Professional Services
facsimile or electronic mail signatures as evidence of the
execution and delivery of the Agreement by the Parties to
the same extent that an original signature could be used.
ARTICLE 7 - DEFINITIONS
7.01 Defined Terms
A. Wherever used in this Agreement (including the
Exhibits hereto) terms (including the singular and plural
forms) printed with initial capital letters have the meanings
indicated in the text above or in the exhibits; in the following
provisions: or in the “Standard General Conditions of the
Construction Contract,” prepared by the Engineers Joint
Contract Documents Committee (No. C-700, 2002 Edition):
1. Additional Services--The services to be
performed for or furnished to Owner by Engineer in
accordance with Exhibit A, Part 2, of this Agreement.
2. Basic Services--The services to be
performed for or furnished to Owner by Engineer in
accordance with Exhibit A, Part 1, of this Agreement.
3. Construction Cost--The cost to Owner of
those portions of the entire Project designed or
specified by Engineer. Construction Cost does not
include costs of services of Engineer or other design
professionals and consultants, cost of land, rights-of-
way, or compensation for damages to properties, or
Owner’s costs for legal, accounting, insurance
counseling or auditing services, or interest and
financing charges incurred in connection with the
Project, or the cost of other services to be provided by
others to Owner pursuant to Exhibit B of this
Agreement. Construction Cost is one of the items
comprising Total Project Costs.
4. Constituent of Concern--Any substance,
product, waste, or other material of any nature
whatsoever (including, but not limited to, Asbestos,
Petroleum, Radioactive Material, and PCBs) which is
or becomes listed, regulated, or addressed pursuant to
[a] the Comprehensive Environmental Response,
Compensation and Liability Act, 42 U.S.C. §§9601 et
seq. (“CERCLA”); [b] the Hazardous Materials
Transportation Act, 49 U.S.C. §§1801 et seq.; [c] the
Resource Conservation and Recovery Act, 42 U.S.C.
§§6901 et seq. (“RCRA”); [d] the Toxic Substances
Control Act, 15 U.S.C. §§2601 et seq.; [e] the Clean
Water Act, 33 U.S.C. §§1251 et seq.; [f] the Clean Air
Act, 42 U.S.C. §§7401 et seq.; and [g] any other
federal, state, or local statute, law, rule, regulation,
ordinance, resolution, code, order, or decree
regulating, relating to, or imposing liability or
standards of conduct concerning, any hazardous, toxic,
or dangerous waste, substance, or material.
5. Consultants--Individuals or entities having
a contract with Engineer to furnish services with
respect to this Project as Engineer’s independent
professional associates, consultants, subcontractors, or
vendors.
6. Documents--Data, reports, Drawings,
Specifications, Record Drawings, and other
deliverables, whether in printed or electronic media
format, provided or furnished in appropriate phases by
Engineer to Owner pursuant to this Agreement.
7. Drawings--That part of the Contract
Documents prepared or approved by Engineer which
graphically shows the scope, extent, and character of
the Work to be performed by Contractor. Shop
Drawings are not Drawings as so defined.
8. Laws and Regulations; Laws or
Regulations--Any and all applicable laws, rules,
regulations, ordinances, codes, and orders of any and
all governmental bodies, agencies, authorities, and
courts having jurisdiction.
9. Reimbursable Expenses--The expenses
incurred directly by Engineer in connection with the
performing or furnishing of Basic and Additional
Services for the Project.
10. Resident Project Representative--The
authorized representative of Engineer, if any, assigned
to assist Engineer at the Site during the Construction
Phase. The Resident Project Representative will be
Engineer’s agent or employee and under Engineer’s
supervision. As used herein, the term Resident Project
Representative includes any assistants of Resident
Project Representative agreed to by Owner. The duties
and responsibilities of the Resident Project
Representative, if any, are as set forth in Exhibit D.
11. Specifications--That part of the Contract
Documents consisting of written technical descriptions
of materials, equipment, systems, standards, and
workmanship as applied to the Work and certain
administrative details applicable thereto.
12. Total Project Costs--The sum of the
Construction Cost, allowances for contingencies, and
the total costs of services of Engineer or other design
professionals and consultants, together with such other
Project-related costs that Owner furnishes for
inclusion, including but not limited to cost of land,
rights-of-way, compensation for damages to
properties, Owner’s costs for legal, accounting,
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Agreement Between Owner and Engineer for Professional Services
insurance counseling and auditing services, interest
and financing charges incurred in connection with the
Project, and the cost of other services to be provided
by others to Owner pursuant to Exhibit B of this
Agreement.
ARTICLE 8 - EXHIBITS AND SPECIAL
PROVISIONS
8.01 Exhibits Included
A. Exhibit A, “Engineer’s Services,” consisting of 15
pages.
B. Exhibit B, “Owner’s Responsibilities,” consisting of 2
pages.
C. Exhibit C, “Payments to Engineer for Services and
Reimbursable Expenses,” consisting of 1 page.
D. Exhibit G, “Insurance,” consisting of 1 page.
8.02 Total Agreement
A. This Agreement (consisting of pages 1 to 9 inclusive,
together with the exhibits identified above) constitutes the
entire agreement between Owner and Engineer and
supersedes all prior written or oral understandings. This
Agreement may only be amended, supplemented, modified,
or canceled by a duly executed written instrument.
8.03 Designated Representatives
A. With the execution of this Agreement, Engineer and
Owner shall designate specific individuals to act as
Engineer’s and Owner’s representatives with respect to the
services to be performed or furnished by Engineer and
responsibilities of Owner under this Agreement. Such
individuals shall have authority to transmit instructions,
receive information, and render decisions relative to the
Project on behalf of each respective party.
8.04 Data Practices.
The Engineer must comply with the Minnesota Government
Data Practices Act, Minnesota Statutes Chapter 13, as it
applies to (1) all data provided by the Owner pursuant to this
Agreement, and (2) all data, created, collected, received,
stored, used, maintained, or disseminated by the Engineer
pursuant to this Agreement. The Engineer is subject to all
the provisions of the Minnesota Government Data Practices
Act, including but not limited to the civil remedies of
Minnesota Statutes Section 13.08, as if it were a government
entity. In the event the Engineer receives a formal request
to release data pursuant to the Minnesota Government Data
Practices Act, the Engineer must immediately notify the
Owner. The Owner will give the Engineer instructions
concerning the release of the data to the requesting party
before the data is released. Engineer agrees to defend,
indemnify, and hold the Owner, its officials, officers,
agents, employees, and volunteers harmless from any claims
resulting from Engineer’s officers’, agents’, owners’,
partners’ employees’, volunteers’, assignees’ or
subcontractors’ unlawful disclosure and/or use of protected
data. The terms of this section shall survive the cancellation
or termination of this Agreement.
8.05 Pursuant to Minnesota Statute § 471.25, Subdivision
4a, the Engineer must pay any subcontractor within ten (10)
days of the Engineer’s receipt of payment from the Owner
for undisputed services provided by the subcontractor. The
Engineer must pay interest of one and one-half percent (1½
%) per month or any part of a month to subcontractor on any
undisputed amount not paid on time to the subcontractor.
The minimum monthly interest penalty payment for an
unpaid balance of $100.00 or more is $10.00. For an unpaid
balance of less than $100.00, the Engineer shall pay the
actual penalty due to the subcontractor. A subcontractor
who prevails in a civil action to collect interest penalties
from the Engineer shall be awarded its costs and
disbursements, including attorney’s fees, incurred in
bringing the action.
Page 9 of 9
Agreement Between Owner and Engineer for Professional Services
IN WITNESS WHEREOF, the parties hereto have executed this Agreement, the Effective Date of which is indicated on
page 1.
Owner: Engineer:
By: Jessica Stockamp By: Grant Meyer, P.E.
Title: Mayor Title: Chief Executive Officer
Date Signed: Date Signed:
Engineer License or Certificate No. 43013
ATTEST: ____________________________________
By: City Clerk Audra Etzel
Date signed: __________________________________
State of: MN
Address for giving notices: Address for giving notices:
Otsego City Hall 6901 E Fish Lake Rd, Ste 184
13400 90th Street NE Maple Grove, MN 55369
Otsego, MN 55330
Designated Representative (see paragraph 8.03.A): Designated Representative (see paragraph 8.03.A):
Scott Schaefer, P.E.
Title: Title: Practices Director
Phone Number: Phone Number: 763-248-2929
Facsimile Number: Facsimile Number: 763-463-5037
E-Mail Address: E-Mail Address: Scott.Schaefer@ae2s.com
Page 1 of 15
Exhibit A – Engineer’s Scope of Services
Agreement Between Owner and Engineer for Professional Services.
This is EXHIBIT A, consisting of 15 pages, referred to in and
part of the Agreement between Owner and Engineer for
Professional Services dated June 23, 2025.
Engineer's Services
Article 1 of the Agreement is amended and supplemented to include the following agreement of the parties. Engineer
shall provide Basic and Additional Services as set forth below.
Project Summary
The project scope generally includes the design of a new South Central Water Treatment (SCWT) complex, public water
supply wells, pipelines, and related infrastructure. The project is anticipated to include the following components:
· New water treatment building
o Anticipated Rooms:
• Five chemical rooms (confirm number of rooms in preliminary design)
• Electrical room
• Mechanical room
• Aeration and Detention Room
• Filter room
• Backwash recovery/reclaim tank system
• Backwash Supply Pumps and piping system
• High Service Pump Room
• Administration Areas and Rooms
• Garage and Maintenance Area
o Six (6) gravity filters, blowers, piping, and appurtenances (with potential construction of all filters and
leaving piping and appurtenances out of two filters for future installation), for an initial design
treatment capacity of 2,700 gallons per minute (gpm) with a planned expansion to 4,500 gpm
o Heating/Ventilation/Air Conditioning (HVAC) and mechanical systems
o Electrical systems and standby generator
o Finished water and sanitary piping on the SCWT site (raw water piping and off-site water and sanitary
piping covered by others)
o Bulk water sale system on site
· Clearwell and connecting piping
· New Wells and well pumps
o Phase 1
• Four TCW wells
• One at SCWT site
• One within Martin Farms development
• Well casings installed under separate contract located at Martin Farms and on
the treatment parcel (for Well #14) (included in previously bid and awarded
“Otsego South Central Wellfield Development – Phase 1A”)
• Two “off-site” TCW wells based on Test Well package location
• Included in anticipated bid package “Otsego South Central Wellfield
Development – Phase 1B”
• One Mount Simon well (on SCWT site)
• Included in anticipated bid package “Otsego South Central Wellfield Development
– Phase 1B”
Page 2 of 15
Exhibit A – Engineer’s Scope of Services
Agreement Between Owner and Engineer for Professional Services.
• Note that the listed number of wells is the maximum anticipated for Phase 1 and that the
final decisions regarding the number of wells being installed with Phase 1 will be made
following the Test Well report and further development of budget considerations
o Phase 2 (future)
• Preliminary planning for up to an additional four (4) future TCW wells
· Preparation of a Risk Management Plan (RMP) for the chlorine gas storage on site
· Sanitary and finished watermain connection to utilities along McCalister Ave NE will be designed under a
separate contract by others (design by Hakanson-Anderson)
· Distribution system modeling to review and confirm system operation (pressures/flows) from the new site
· Assist with sizing raw and finished water mains to and from SCWT (design of off-site raw water main by
Hakanson-Anderson)
· Site layout planning and civil site improvements
· Includes landscape plan with focus on visual impacts from the zoned residential area to the west of the site
· The following is a draft anticipated project schedule.
o June 2025 - Council approval of professional services agreement
o October 2025 - Preliminary Design
o October – December 2025 – Construction Manager at Risk (CMAR) Selection
o April 2026 – Final Design; pre-procurement as needed
o May 2026 - Minnesota Department of Health (MDH) review
o July 2026 – CMAR Guaranteed Maximum Price (GMP)
Project Basis and Assumptions
· Bid packages (up to 2)
o Otsego South Central Wellfield Development – Phase 1B (via design-bid-build project delivery method)
o Otsego South Central Water Treatment (via CMAR project delivery method and the GMP process)
· Interaction with City Council and Public Works Subcommittee for authorization or updates.
PART 1-BASIC SERVICES
A1.01 Permitting and Grant Coordination - Not Used
Al.02 Study and Report Phase - Not Used
Al.03 Well Design and Coordination Phase
A. Engineer shall:
1. Regulatory Discussions
a. Review Owner’s previous planning for future wells with MDH and Minnesota Department of Natural
Resources (DNR).
b. Assist Owner with the completion of the DNR’s preliminary well construction assessment
application.
c. Follow up with MDH and DNR regarding the permitting and design of the new wells.
Page 3 of 15
Exhibit A – Engineer’s Scope of Services
Agreement Between Owner and Engineer for Professional Services.
2. Design/Bidding
a. Prepare well bidding plans and specifications package
b. Prepare and publish advertisement for bids in accordance with applicable State laws pertaining to
competitive bids
c. Well recommendation of contractor award
d. Well capacity recommendation and well pump sizing
e. Provide DNR and MDH coordination
A1.04 Preliminary Design Phase
A. Engineer shall:
1. Prepare Preliminary Design Phase documents consisting of final design criteria, preliminary drawings,
outline specifications, and written descriptions of the Project.
2. Advise Owner if additional reports, data, information, or services of the types described in Exhibit B are
necessary and assist Owner in obtaining such reports, data, information, or services.
3. Based on the information contained in the Preliminary Design Phase documents, prepare a revised opinion
of probable Construction Cost.
4. Perform or provide the following additional Preliminary Design Phase tasks or deliverables:
a. Prepare for and conduct a Project team kick-off meeting attended by Owner and Engineer at the office
of the Owner. The Project kick-off meeting will have a proposed duration of up to two (2) hours
(excluding travel).
b. Complete the following services and discipline-specific tasks associated with the Preliminary Design
(30%) Milestone.
i. Task 100 – Project Management, Meetings, and Miscellaneouse Tasks
1. Develop a project organization chart, BIM/CAD standards, and other relevant
Project documents.
2. Coordinate site geotechnical investigation and topographic survey data necessary
to support the structural design of the SCWT with the Owner.
3. Assist Owner with completing required applications and approval submittals
related to the Project, attend review meetings, document requested revisions, and
incorporate revisions for:
a. Minnesota Department of Health (MDH);
b. Minnesota Department of Natural Resources (DNR);
c. City Planning Department;
d. Stormwater Management Plan;
e. Plumbing Plan; and
f. Department of Labor and Industry (DOLI).
ii. Task 200 – Civil
1. City Engineering Approval
a. Prepare and submit required information and documentation for City
Engineering review and approval processes (documentation, meetings,
etc.) related to site plan development, site entrances and exit, finished
water and sanitary sewer routing, easement for utilities, street and
roadway boring issues, and other related Owner approval items.
2. Site Design
a. Documentation of existing site conditions and preliminary design of
required site clearing and demolition components, a site access road,
concrete and pavement requirements, curb and gutter, sidewalks, aprons,
and driveways, site signage and pavement marking, fence/site access
control, and sustainability items.
Page 4 of 15
Exhibit A – Engineer’s Scope of Services
Agreement Between Owner and Engineer for Professional Services.
b. Development of a site Master Plan for potential future buildings on the
site, review of potential future buildings with Owner and potential
timeline, consideration for future buildings in the site access and
driveway arrangement.
3. Site Piping (Plan and Profile)
a. Preliminary design of on-site raw water piping, finished water piping,
SCWT overflows, SCWT residuals piping, roof drain discharges, on-site
stormwater system to address impervious surfaces, stormwater/overflow
pond system, and foundation underdrain system, if required.
iii. Task 300 – Structural
1. Define structural items for SCWT area, clearwell, pumping and chemical feed
areas, administration and support system (HVAC and electrical) areas, and other
relevant SCWT infrastructure.
2. Preliminary design of structural items for the SCWT area, clearwell, pumping
and chemical feed areas, administrative support areas, and other relevant SCWT
facility spaces.
a. Assumed to include the preliminary layout and design of personnel area
floor systems, structural steel assemblies, SCWT roof support, exterior
walls, interior walls, stairs, stair towers, windows, floor hatches, and
other relevant infrastructure.
3. Develop geotechnical exploration scope. Determine site specific geotechnical
conditions for each facility infrastructure. Develop specific foundation
requirements and recommendations. Geotechnical work to be completed by
others and to be contracted with Owner.
4. Verify constructability (shoring and bracing requirements, dewatering
requirements).
iv. Task 400 - Architectural
1. Establish preliminary room sizes with input from Owner. Establish architectural
theme for exterior of building. Select interior and exterior construction materials
for building. Select roof type, slope, and roof support system for building.
a. Prepare up to three (3) preliminary building concepts (hand sketches or
Revit / CAD equivalent including plans, select sections, select
elevations, and exterior materials).
b. Conduct up to two (2) architectural design workshops to discuss
concepts for building design.
c. Develop a single layout from the compiled comments for advancement
in details design.
2. Assign code classification to SCWT building. Meet with code official to review
code classifications.
3. Compile list of chemicals and amounts to be used. Coordinate with other
disciplines (mechanical and electrical) to resolve code compliance issues specific
to these disciplines (e.g. National Electric Code and National Fire Protection
Association 820 issues).
4. Review concepts and draft work products with and seek approval from quality
control reviewer.
5. Coordinate with instrumentation and controls (I&C) and electrical disciplines to
size and locate electrical and control rooms.
6. Coordinate security fencing with civil engineer (if required), security camera
locations with I&C, and coordinate door hardware and access readers.
v. Task 500 – Process
1. Preliminary level design engineering of aeration and detention system, filtration
treatment system, filter backwash system, pumped backwash reclaim system,
filter air backwash system, and treatment process residuals handling system.
2. Preliminary design of chemical storage and feed systems including gas chlorine,
potassium permanganate (if required), hydrofluosilicic acid (liquid), phosphate
Page 5 of 15
Exhibit A – Engineer’s Scope of Services
Agreement Between Owner and Engineer for Professional Services.
(liquid), hydrous manganese oxide (HMO) and related chemical components.
3. Development of preliminary equipment list and associated electrical loads as
applicable to the design stage and progress.
4. Development of preliminary process flow diagram to include treatment processes
and chemical feed systems.
5. Development of preliminary pipe and valve schedules with sizing and materials
of construction as applicable to the design stage and progress.
6. Development of preliminary facility plans with the layout of process equipment
including plan views and sections as applicable to the design stage and progress.
vi. Task 600 – Mechanical
1. Evaluate and select type of ventilation system to be used in building (inlet air
tempered with both inlet and outlet fans, simple exhaust fan system) and
document design criteria.
2. Evaluate and select type of heating system to be used (hot water boiler, hot air
furnace, space heaters) and document design criteria. Identify fuel (gas, oil, or
other fuel) for heating building and identify local fuel source and/or fuel storage
requirements.
3. Evaluate and select type of air conditioning system to be used in personnel spaces
(variable air volume system, zoned constant air volume system) and document
design criteria.
4. Evaluate available credits with utility provider to help determine areas where
energy efficiency could be included in design.
5. Coordinate with the architectural discipline to establish design R-values for all
exterior walls.
6. Coordinate with local fire marshal and Architect to determine requirements for
sprinklers and fire protection and document design criteria and requirements.
7. Review concepts and draft work products with and seek approval from quality
control reviewer.
vii. Task 700 – Electrical/I&C
1. Develop preliminary design of electrical systems to support treatment systems,
electrical service, metering, lighting, heating, cooling, ventilation,
dehumidification, pumping, and general electrical requirement.
2. Determine system plant voltage, work with the serving utility for power
availability, and work with process and mechanical engineers and develop a
preliminary facility load list.
3. Evaluate available credits with utility providers to help determine areas where
energy efficiency could be included in design.
4. Instrumentation and Controls (I&C)
a. Develop a Project design tagging methodology
b. Work with or obtain from Owner a preferred list of instrumentation
c. Develop preliminary piping and instrumentation diagrams (P&IDs)
c. Deliverables
i. Preliminary Design 30% Milestone Deliverable
1. Preliminary Design (30%) Drawings
a. Preliminary cover, preliminary drawing list, locations maps, developed
SCWT area plan and grid system, existing site plan, preliminary site plan
with structures, preliminary SCWT floor plans for all major levels,
preliminary SCWT sections for key areas, preliminary exterior SCWT
building elevations, preliminary foundation plans, base process
drawings, and preliminary P&IDs.
2. Preliminary Design (30%) Cost Estimate
a. Develop a preliminary design cost estimate with 20-30% contingency.
3. Preliminary Design (30%) Specifications
a. Includes a preliminary Table of Contents of anticipated specification
sections.
Page 6 of 15
Exhibit A – Engineer’s Scope of Services
Agreement Between Owner and Engineer for Professional Services.
4. Architectural Renderings
a. Elevation sketches and one (1) site rendering.
d. Complete a quality assurance / quality control (QA/QC) review of the Preliminary Design deliverable
documents as prepared by each Project discipline. QA/QC review Team members will include
Engineer’s and Engineer’s Consultants personnel with knowledge of the Project and both actively
and not actively providing Final Design Phase services for the Project.
e. Prepare for and conduct a Project Team meeting attended by Owner, Engineer, and Engineer’s
Consultants, as applicable, with an assumed duration of up to two (2) hours (excluding travel) at the
office of the Owner at the Preliminary Design (30%) Milestone to review the design developed to
date and develop a work plan for proceeding to the Final Design (60%) Milestone.
5. Furnish electronic PDF review copy of the Preliminary Design Phase documents, revised opinion of
probable Construction Cost, and any other deliverables to Owner. Within 15 days of receipt, Owner shall
submit to Engineer any comments regarding the Preliminary Design Phase documents and any other
deliverables.
6. Revise the Preliminary Design Phase documents and any other deliverables in response to Owner's
comments, as appropriate, and furnish to Owner electronic PDF copies of the revised Preliminary Design
Phase documents, revised opinion of probable Construction Cost, and any other deliverables.
B. Engineer's services under the Preliminary Design Phase will be considered complete on the date when the
revised Preliminary Design Phase documents, revised opinion of probable Construction Cost, and any other
deliverables have been delivered to Owner.
Al.05 Final Design Phase
A. After acceptance by Owner of the Preliminary Design Report and any other Preliminary Design Phase
deliverables; issuance by Owner of any instructions for specific modifications or changes in the scope, extent,
character, or design requirements of the Project desired by Owner; and any necessary changes, refinements,
and supplementation of the Baseline Information set forth at the beginning of this Exhibit A, Engineer and
Owner will await receipt of CMAR’s priority input and advice regarding the Preliminary Design Report’s
content concerning coordination of the Work, and CMAR’s recommendations regarding Work Packages and
fast-tracking.
B. The Work designed or specified by Engineer will be performed or furnished by Subcontractors to the CMAR,
or on a self-perform basis by CMAR, under multiple Work Packages. Upon Owner’s receipt of CMAR’s
recommendations regarding Work Packages and fast-tracking, Owner, CMAR, and Engineer, working
collaboratively, will finalize the number of Work Packages and their approximate scope, and the schedule for
preparation, authorization, and completion of such Work Packages.
C. Mandatory Amendment of the Agreement
1. Owner and Engineer will develop a revised schedule for performance of Engineer’s services during the
Final Design, Construction, and Post-Construction Phases in order to properly sequence and coordinate
such services, especially with respect to design revisions, if any, needed in response to coordination of
the Work, and regarding the finalization of the number, scope, and schedule for multiple Work Packages.
Owner and Engineer will discuss, resolve, and document in a mandatory Amendment to this Agreement
the revisions to Engineer’s scope of services, compensation, through application of the provisions
regarding Additional Services, or otherwise, and the time for completion of Engineer’s services, resulting
from: (1) specific modifications to the Project, (2) changes, refinements, or supplementation of the
Baseline Information; (3) the revised schedule for Engineer’s services developed under Paragraph C.1,
(4) CMAR input and advice regarding coordination of the Work and the resulting need for design
revisions; and (5) CMAR’s recommendations regarding Work Packages and fast-tracking.
Page 7 of 15
Exhibit A – Engineer’s Scope of Services
Agreement Between Owner and Engineer for Professional Services.
2. If Owner and Engineer are not able to reach agreement regarding the mandatory Amendment described
above, then the Agreement between Owner and Engineer will terminate, subject to the payment
provisions applicable to a termination for Owner’s convenience.
D. Upon written authorization from Owner, Engineer shall prepare final Drawings and Specifications indicating
the scope, extent, and character of the Work to be performed and furnished by CMAR, in accordance with the
Preliminary Design Report, as revised, and other Preliminary Design Phase deliverables. In preparing such
final Drawings and Specifications, Engineer shall consider the mandatory Amendment referred to above;
CMAR’s priority input and advice regarding coordination of the Work; and the results of the Cost of the Work
review, constructability, and value engineering processes described in Exhibit A, Paragraph 1.05.G.8 below.
As part of the preparation of the Drawings and Specifications, Engineer shall prepare interim drafts (60% and
90%) and final Drawings and Specifications as follows:
1. First Interim Design Phase (60% design) draft of Drawings and Specifications. These Drawings and
Specifications shall reflect an effort equivalent to approximately 60 percent of the design effort necessary
for complete documents.
2. Second Interim Design Phase (90% design) draft of all Drawings and Specifications, addressing Owner,
and CMAR comments, as appropriate, and including appropriate design advancement. These Drawings
and Specifications shall reflect an effort equivalent to approximately 90 percent of the design effort
necessary for complete documents.
3. Final Drawings and Specifications (100% design) that address Owner, Owner’s Advisor, and CMAR
comments, as appropriate; complete the design; are suitable for estimating and pricing by prospective
construction contractors; and are complete and ready for construction.
E. In preparing the Specifications, and any other documents that are part of Engineer’s scope of services, Engineer
shall obtain from Owner or Owner’s legal counsel any relevant constraints such as requirements for use of
domestic steel and iron, other domestic purchasing requirements, statutory restrictions on utilizing proprietary
specifying methods, and the like, and comply with or account for such constraints in drafting the Specifications
and other Project documents.
F. During the Final Design Phase, the Engineer shall continue to account for above-ground utilities and
Underground Facilities as the design advances and is finalized. This will include:
1. Review and analysis of input and advice from CMAR, based on CMAR’s priority review of the
Preliminary Design Report, regarding coordination of utilities work, the Work, and performing the
services assigned to Engineer under the Underground Facilities Procedure.
2. Addressing required and proposed activities or mitigations identified in the analysis of the Work as
having an impact on the final design and considering such in preparing the Drawings and Specifications.
G. Engineer shall perform or furnish the following other Final Design Phase services:
1. Visit the Site as needed to assist in preparing the final Drawings and Specifications.
2. Assist with or prepare applications for permits and approvals, as follows:
a. Update the comprehensive permit document created in Preliminary Design Phase for Final Design
detail.
b. Prepare the following applications for Owner’s submittal to authorities having jurisdiction over
the construction or operation of the Project:
i. Otsego South Central Wellfield Development – Phase 1B (bid package)
1. Minnesota DNR preliminary well construction assessment application
2. MDH Well Construction – Design Review
ii. Otsego South Central Water Treatment (CMAR package)
1. MDH Water Treatment - Design Review / Building Permit
2. City Planning Department – Building / Code Review
3. City Engineering - Stormwater Management Plan
4. Department of Labor and Industry (DOLI) - Plumbing Plan
Page 8 of 15
Exhibit A – Engineer’s Scope of Services
Agreement Between Owner and Engineer for Professional Services.
c. Confer with Owner regarding revisions, if any, to the application(s), and make appropriate
revisions to the application(s) for Owner’s resubmittal to the authority having jurisdiction.
d. Provide technical criteria, written descriptions, and design data for Owner’s use in filing
applications for permits from or approvals of the authorities having jurisdiction listed above,
including applications for review or approval of the final design.
e. Identify and indicate in the CMAR Contract Documents the permits and approvals for which
CMAR will be responsible, including work permits, building permits, and other permits and
approvals that will be CMAR’s responsibility; and, in addition, indicate those permits initially
obtained by Owner for which CMAR will be a co-permittee, together with associated requirements.
f. Unless expressly indicated otherwise, Engineer’s scope and budget includes attending one meeting
or conference call with each permit and approval-issuing agency to discuss the Project and receive
the agency’s comments on the application.
g. Engineer does not guarantee issuance of any required permit or approval.
h. Fees charged by authorities having jurisdiction for such permits or approvals are the responsibility
of Owner.
3. CMAR and Engineer will participate in a collaborative process with respect to the determination of
probable Cost of the Work during the Final Design Phase:
a. At the commencement of the Final Design Phase the Engineer will furnish a copy of the
Preliminary Design Report, as revised, to Owner and CMAR.
b. CMAR will review the design information presented in the Preliminary Design Report and prepare
CMAR’s own independent opinion of the Cost of the Work based on such design information. If
CMAR’s independent opinion of probable Cost of the Work differs substantially from the opinion
of probable Cost of the Work in the Preliminary Design Report, CMAR will confer with Owner
regarding CMAR’s cost opinion, investigate the reasons for the difference and confirm the cost
opinion or, if appropriate, modify such opinion.
c. Promptly after Engineer submits the First Interim Design (60% design) draft (Exhibit A,
Paragraph 1.05.D.1) and subsequently after submittal of the Second Interim Design Phase draft
(Exhibit A, Paragraph 1.05.D.2), CMAR will update CMAR’s opinion of probable Cost of the
Work based on the interim design set forth in the draft.
d. Engineer will review the opinions of probable Cost of the Work prepared by the CMAR, and
provide comments based on information obtained during the design.
e. Owner will monitor opinions of probable Cost of the Work and provide perspective to Engineer.
f. Unless instructed otherwise by Owner, Engineer is entitled to rely on the CMAR’s Cost of the
Work opinions and will take such opinions into account as Engineer finalizes the design.
4. Assist Owner in assembling known reports and drawings of Site conditions, and in identifying the
technical data contained in such reports and drawings upon which bidders or other prospective
contractors may rely.
5. Review the preliminary schedule for the Construction Phase prepared by the CMAR in consultation with
Owner and advise Owner of impacts on the schedule for preparing the Drawings and Specifications.
6. Engineer’s project manager and other appropriate staff will participate in the following meetings and
conference calls:
a. First Interim Design (60% design) draft design review meeting at Owner’s office.
b. Second Interim Design (90% design) draft design review meeting at Owner’s office.
c. Final Drawings and Specifications design (100% design) review meeting at Owner’s office.
Page 9 of 15
Exhibit A – Engineer’s Scope of Services
Agreement Between Owner and Engineer for Professional Services.
d. Engineer will prepare and distribute minutes of each such meeting and conference call, indicating
attendees, topics discussed, decisions made, and action items for follow-up.
7. Constructability review performed by CMAR
a. Prescribe the processes and procedures to be used by CMAR to make review comments with
respect to the in-progress design documents under review.
b. Provide qualified and timely input, response, and advice on one set of constructability review
recommendations presented by the CMAR during the Final Design Phase.
c. If the constructability review recommendations suggest revisions to the Drawings or
Specifications, revise the Drawings and Specifications to the extent such recommendations are
acceptable and revisions are appropriate, in Engineer’s professional judgment, based on
consistency with the Engineer’s design intent, sound engineering practices, and Engineer’s
professional obligations.
8. Value Engineering
a. In collaboration with Owner, and CMAR, participate in a Value Engineering review at the
completion of the first draft of the Interim Design Phase documents (approximately 60%
completion) to assist in identifying ways to improve value to the Owner or reduce costs. Such
review will identify potential design changes which could reduce construction costs or increase the
value of the Project by more than the cost of implementing such changes. The cost of implementing
change will include design fees to be paid to the Engineer for making such changes. Engineer will
furnish such estimated design cost information to Owner, if needed.
b. Evaluate proposed alternatives in value engineering review for overall cost, ability to implement
the changes, technical analysis, and the impact of changes on the overall Project. Engineer will
respond, and provide correspondence to Owner, reflecting Engineer’s opinion as to the merit of
the proposed changes, and Engineer’s estimated fee to implement the proposed changes.
c. As directed by Owner, revise the final design to incorporate value engineering proposals accepted
by Owner, provided the design changes will be consistent with the Engineer’s design intent, sound
engineering practices, and Engineer’s professional obligations. Costs for making design revisions
recommended by the Owner are Additional Services per Exhibit A, Paragraph 2.01.A.1.
9. Perform or provide the following other Final Design Phase activities or deliverables:
a. Complete the following discipline-specific Tasks:
iii. Task 100 – Project Management, Meetings, and Miscellaneous Tasks
1. The Engineer will prepare for and attend Public Works Subcommittee
Meetings and other relevant meetings needed to successfully complete the
final design and award the SCWT Project.
2. Conduct weekly virtual design team coordination meetings as required to
meet project needs.
3. Participate in final design review meetings with Owner and design team.
4. Provide QA/QC review of final drawings and specifications.
5. Continue with assistance related to permits and governing authority
approvals.
6. Assist Owner staff in obtaining approval of the plans and specifications by
the MDH and DOLI.
iv. Task 200 – Civil
1. Complete Civil final design components and related final drawings and
specifications.
2. Complete QA/QC review and final coordination of Civil drawings and
specifications with other disciplines.
3. Final Design of raw water lines on site. Design raw water lines between
the SCWT site and the wells will be by others.
4. Participate in final design review meeting with Owner and design team.
Page 10 of 15
Exhibit A – Engineer’s Scope of Services
Agreement Between Owner and Engineer for Professional Services.
Following review meeting, address final Owner and design team review
comments.
v. Task 300 – Structural
1. Complete Structural final design components and related final drawings
and specifications.
2. Complete QA/QC review and final coordination of Structural drawings
and specifications with other disciplines.
3. Participate in final design review meeting with Owner and design team.
Following review meeting, address final Owner and design team review
comments.
vi. Task 400 – Architectural
1. Complete Architectural final design components and related final
drawings and specifications.
2. Complete QA/QC review and final coordination of Architecture drawings
and specifications with other disciplines.
3. Participate in final design review meeting with Owner and design team.
Following review meeting, address final Owner and design team review
comments.
vii. Task 500 – Process
1. Complete Process final design components and related final drawings and
specifications.
2. Complete QA/QC review and final coordination of Process drawings and
specifications with other disciplines.
3. Participate in final design review meeting with Owner and design team.
Following review meeting, address final Owner and design team review
comments.
viii. Task 600 – Mechanical
1. Complete Mechanical final design components and related final drawings
and specifications.
2. Complete QA/QC review and final coordination of Mechanical drawings
and specifications with other disciplines.
3. Participate in final design review meeting with Owner and design team.
Following review meeting, address final Owner and design team review
comments.
ix. Task 700 – Electrical
1. Finalize design of all plant wide electrical process, instrumentation,
controls, and related systems for all on-site SCWT facilities.
2. Finalize design of lighting plans, lighting control system, systems plans,
fire alarm plans, CCTV plans, process plans, and general power plans for
all levels of the facility.
3. Finalize one-lines, panelboards, and all schedules.
4. Finalize all system riser diagrams, schematics, and electrical details.
5. Finalize site and on-site SCWT facilities access control and security
design.
6. Complete QA/QC review and final coordination of Electrical drawings
and specifications with other disciplines.
7. Participate in final design review meeting with Owner and design team.
Following review meeting, address final Owner and design team review
comments.
H. Engineer shall complete the Final Design Phase as follows:
1. Pursuant to the requirements of the Deliverables schedule, furnish for review by Owner, its legal counsel,
and other advisors, the final Drawings and Specifications (as set forth in Exhibit A, Paragraph 1.05.D.3
Page 11 of 15
Exhibit A – Engineer’s Scope of Services
Agreement Between Owner and Engineer for Professional Services.
above); review and comment on the most recent opinion of probable Cost of the Work prepared by the
CMAR; and any other Final Design Phase deliverables, and review the deliverables with Owner.
2. Revise the Final Design Phase deliverables in response to Owner’s and other’s comments, as appropriate,
and submit revised deliverables pursuant to the Deliverables Schedule.
3. Engineer’s services under the Final Design Phase will be considered complete on the date when Engineer
has delivered to Owner the Final Design Phase deliverables, as revised.
· Deliverables
i. First Interim (60% design) Deliverable Milestone
1. 60% Drawings
2. 60% Specifications (refined TOC with key specification sections)
ii. Second Interim (90% design) Deliverable Milestone
1. 90% Drawings
2. 90% Specifications
iii. Final Design (100%) Deliverable Milestone
1. 100% Drawings
2. 100% Specifications
A1.06 Bidding or Negotiating Phase (Otsego South Central Wellfield Development – Phase 1B package)
A. After acceptance by Owner of the Bidding Documents and the most recent opinion of probable Construction
Cost as determined in the Final Design Phase, and upon written authorization by Owner to proceed, Engineer
shall:
1. Assist Owner in advertising for and obtaining bids or proposals for the Work and, where applicable,
maintain a record of prospective bidders to whom Bidding Documents have been issued and receive and
process contractor deposits or charges for the Bidding Documents.
2. Issue Addenda as appropriate to clarify, correct, or change the Bidding Documents.
3. Provide information or assistance needed by Owner in the course of any negotiations with prospective
contractors.
4. Consult with Owner as to the acceptability of subcontractors, suppliers, and other individuals and entities
proposed by prospective contractors for those portions of the Work as to which such acceptability is
required by the Bidding Documents.
5. Not used.
6. Attend the Bid opening, prepare Bid tabulation sheets, and assist Owner in evaluating Bids or proposals and in
assembling and awarding contracts for the Work.
A1.07 Construction Procurement Phase (Otsego South Central Water Treatment package)
I. When the design, or a specific portion of the design, is ready for CMAR to present to prospective
Subcontractors for pricing (or in the case of CMAR self-performance of Work, for pricing by CMAR), CMAR
will conduct a construction procurement process to select qualified Subcontractors (or commit to CMAR self-
performance). During CMAR’s construction procurement process, Engineer shall:
1. Provide information, responses, technical descriptions, or assistance requested by CMAR in the course
of preparing or reviewing bidding-related documents or requests for proposals, or in their review of
requests for information, bids, proposals, or negotiations with prospective Subcontractors, as related to
the final design documents prepared by or for the Engineer, or as related to engineering or other technical
matters.
Page 12 of 15
Exhibit A – Engineer’s Scope of Services
Agreement Between Owner and Engineer for Professional Services.
2. Clarify, correct, or change the final design documents prepared by or for Engineer in response to
questions raised by prospective Subcontractors and transmitted to Engineer by CMAR. Addenda used in
CMAR’s construction procurement process will be issued by CMAR.
3. Evaluate and determine the acceptability of "or equals" and substitute materials and equipment proposed
by prospective Subcontractors and transmitted to Engineer by CMAR, provided that the CMAR’s
construction procurement process allows such proposals prior to award of subcontracts for the Work.
4. Perform or provide the following other tasks or deliverables in support of CMAR’s construction
procurement process:
• SCWT Construction Manager at Risk (CMAR) Negotiation
1. CMAR Selection
a. Develop preliminary CMAR selection documents and coordinate documents with
Owner.
b. Lead one (1) CMAR pre-selection meeting.
c. Prepare one (1) CMAR selection package.
d. Attend City Council special session and same-evening regular City Council meeting
to present CMAR selection process and request approval of advertisement for bid
(assumes concurrent with special session presentation regarding updated status of
the water utility capacity, demand growth, and related capital infrastructure
projects).
e. Prepare and publish advertisements for selection in accordance with applicable State
laws.
f. Administer advertisements for selection on QuestCDN.
g. Receive and respond to questions from plan holders and issue addenda to selection
documents as needed.
h. Coordinate with Owner to establish a CMAR selection committee.
i. Up to two (2) Engineer personnel will be available to participate in the
CMAR selection committee.
i. Assist Owner in establishing CMAR selection scoring criteria.
j. Receive CMAR submittal packages and distribute to the selection committee.
k. Coordinate selection committee scoring and recommend a short-list for CMAR
interviews.
l. Conduct site visits with shortlisted CMAR candidates (assumes up to three CMAR
candidates).
m. Coordinate the scheduling of interviews and participate in the CMAR interview
process.
n. Summarize CMAR interview scoring and provide a letter of recommendation for
award.
o. Attend the City Council meeting to present the recommendation of award.
2. CMAR Guaranteed Maximum Price
a. Review CMAR’s GMP submittals at 60%, 90%, and 100% design milestones.
b. Review CMAR’s “bidding” approach and assist in vetting of bidders with CMAR.
c. Assist Owner with negotiation of the GMP.
d. Coordinate with Owner’s legal counsel to develop CMAR construction agreement.
e. Summarize GMP and provide a letter of recommendation for acceptance of GMP.
f. Attend a City Council meeting to present the recommendation of acceptance of the
GMP.
3. CMAR Deliverables
a. CMAR procurement documents with addenda.
b. Summary of CMAR scoring.
c. Letter of recommendation for award of CMAR agreement.
d. Letter of recommendation for award of CMAR GMP.
5. This Phase will be considered complete upon CMAR’s award of construction subcontracts for the Work.
Page 13 of 15
Exhibit A – Engineer’s Scope of Services
Agreement Between Owner and Engineer for Professional Services.
Al.08 Construction Phase
A. Reserved for future use.
A1.09 Post-Construction Phase
A. Reserved for future use.
A1.10 I&C Programming Services
A. Reserved for future use.
Additional Services not included in this Scope:
• Design beyond the scope listed in the Project Summary.
• Additional meetings beyond those included in the scope.
• Operational assistance.
PART 2--ADDITIONAL SERVICES
A2.01 Additional Services Requiring Owner's Written Authorization
A. If authorized in writing by Owner, Engineer shall furnish or obtain from others Additional Services of the types
listed below.
1. Preparation of applications and supporting documents (in addition to those furnished under Basic Services)
for private or governmental grants, loans, or advances in connection with the Project; preparation or review
of environmental assessments and impact statements; review and evaluation of the effects on the design
requirements for the Project of any such statements and documents prepared by others; and assistance in
obtaining approvals of authorities having jurisdiction over the anticipated environmental impact of the
Project.
2. Services to make measured drawings of or to investigate existing conditions or facilities, or to verify the
accuracy of drawings or other information furnished by Owner or others.
3. Services resulting from significant changes in the scope, extent, or character of the portions of the Project
designed or specified by Engineer or its design requirements including, but not limited to, changes in size,
complexity, Owner's schedule, character of construction, or method of financing; and revising previously
accepted studies, reports, Drawings, Specifications, or Contract Documents when such revisions are
required by changes in Laws and Regulations enacted subsequent to the Effective Date of this Agreement
or are due to any other causes beyond Engineer's control.
4. Not Used.
5. Services required as a result of Owner's providing incomplete or incorrect Project information to Engineer.
6. Providing renderings or models for Owner's use.
7. Undertaking investigations and studies including, but not limited to, detailed consideration of operations,
maintenance, and overhead expenses; the preparation of feasibility studies, cash flow and economic
evaluations, rate schedules, and appraisals; assistance in obtaining financing for the Project; evaluating
processes available for licensing, and assisting Owner in obtaining process licensing; detailed quantity
Page 14 of 15
Exhibit A – Engineer’s Scope of Services
Agreement Between Owner and Engineer for Professional Services.
surveys of materials, equipment, and labor; and audits or inventories required in connection with
construction performed by Owner.
8. Furnishing services of Engineer's Consultants for other than Basic Services.
9. Services attributable to more prime construction contracts.
10. Services during out-of-town travel required of Engineer other than for visits to the Site or Owner's office.
11. Preparing for, coordinating with, participating in and responding to structured independent review
processes, including, but not limited to, construction management, cost estimating, project peer review,
value engineering, and constructability review requested by Owner; and performing or furnishing services
required to revise studies, reports, Drawings, Specifications, or other Bidding Documents as a result of
such review processes.
12. Preparing additional Bidding Documents or Contract Documents for alternate bids or prices requested by
Owner for the Work or a portion thereof.
13. Determining the acceptability of substitute materials and equipment proposed during the Bidding or
Negotiating Phase when substitution prior to the award of contracts is allowed by the Bidding Documents.
14. Assistance in connection with Bid protests, rebidding, or renegotiating contracts for construction,
materials, equipment, or services.
15. Providing construction surveys and staking to enable Contractor to perform its work other than as required
under paragraph Al.06.A.5, and any type of property surveys or related engineering se1vices needed for
the transfer of interests in real property; and providing other special field surveys.
16. Providing Construction Phase services beyond the original date for final completion of the Work.
17. Providing assistance in responding to the presence of any Constituent of Concern at the Site, in compliance
with current Laws and Regulations.
18. Preparing and furnishing to Owner Record Drawings showing appropriate record information based on
Project annotated record documents received from Contractor.
19. Preparation of operation and maintenance manuals.
20. Preparing to serve or se1ving as a consultant or witness for Owner in any litigation, arbitration, or other
dispute resolution process related to the Project.
21. Providing more extensive services required to enable Engineer to issue notices or certifications requested
by Owner.
22. Other services performed or furnished by Engineer not otherwise provided for in this Agreement.
A2.02 Additional Services Not Requiring Owner's Written Authorization
A. Engineer shall advise Owner that Engineer is commencing to perform or furnish the Additional Services of the
types listed below. For such Additional Services, Engineer need not request or obtain specific advance written
authorization from Owner. Engineer shall cease performing or furnishing such Additional Services upon receipt
of written notice from Owner.
1. Services in connection with Work Change Directives and Change Orders to reflect changes requested by
Owner.
Page 15 of 15
Exhibit A – Engineer’s Scope of Services
Agreement Between Owner and Engineer for Professional Services.
2. Services in making revisions to Drawings and Specifications occasioned by the acceptance of substitute
materials or equipment other than "or-equal" items; and services after the award of the Construction
Contract in evaluating and determining the acceptability of a substitution which is found to be
inappropriate for the Project or an excessive number of substitutions.
3. Services resulting from significant delays, changes, or price increases occurring as a direct or indirect result
of materials, equipment, or energy shortages.
4. Additional or extended services during construction made necessary by (I) emergencies or acts of God
endangering the Work, (2) the presence at the Site of any Constituent of Concern, (3) Work damaged by
fire or other cause during construction, (4) a significant amount of defective, neglected, or delayed work
by Contractor, (5) acceleration of the progress schedule involving services beyond normal working hours,
or (6) default by Contractor.
5. Services (other than Basic Services during the Post-Construction Phase) in connection with any partial
utilization of any part of the Work by Owner prior to Substantial Completion.
6. Evaluating an unreasonable claim or an excessive number of claims submitted by Contractor or others in
connection with the Work.
7. Services during the Construction Phase rendered after the date stated in Al.08, which is currently reserved for
future use.
Page 1 of 2
Exhibit B – Owner’s Responsibilities
Agreement Between Owner and Engineer for Professional Services.
This is EXHIBIT B, consisting of 2 pages, referred to in and
part of the Agreement between Owner and Engineer for
Professional Services dated June 23, 2025.
Owner's Responsibilities
Article 2 of the Agreement is amended and supplemented to include the following agreement of the parties.
B2.01 In addition to other responsibilities of Owner as set forth in this Agreement, Owner shall at its expense:
A. Provide Engineer with all criteria and full information as to Owner's requirements for the Project, including design
objectives and constraints, space, capacity and performance requirements, flexibility, and expandability, and any
budgetary limitations; and furnish copies of all design and construction standards which Owner will require to be included
in the Drawings and Specifications; and furnish copies of Owner's standard forms, conditions, and related documents for
Engineer to include in the Bidding Documents, when applicable.
B. Furnish to Engineer any other available information pertinent to the Project including reports and data relative to
previous designs, or investigation at or adjacent to the Site.
C. Following Engineer's assessment of initially-available Project information and data and upon Engineer's request,
furnish or otherwise make available such additional Project related information and data as is reasonably required to enable
Engineer to complete its Basic and Additional Services. Such additional information or data would generally include the
following:
1. Property descriptions.
2. Zoning, deed, and other land use restrictions.
3. Property, boundary, easement, right-of-way, and other special surveys or data, including establishing
relevant reference points.
4. Explorations and tests of subsurface conditions at or contiguous to the Site, drawings of physical conditions
in or relating to existing surface or subsurface structures at or contiguous to the Site, or hydrographic
surveys, with appropriate professional interpretation thereof.
5. Data or consultations as required for the Project but not otherwise identified in the Agreement or the
Exhibits thereto.
D. Give prompt written notice to Engineer whenever Owner observes or otherwise becomes aware of the presence
at the Site of any Constituent of Concern, or of any other development that affects the scope or time of performance of
Engineer's services, or any defect or nonconformance in Engineer's services, the Work, or in the performance of any
Contractor.
E. Authorize Engineer to provide Additional Services as set forth in Part 2 of Exhibit A of the Agreement as required.
F. Arrange for safe access to and make all provisions for Engineer to enter upon public and private property as
required for Engineer to perform services under the Agreement.
G. Examine all alternate solutions, studies, reports, sketches, Drawings, Specifications, proposals, and other
documents presented by Engineer (including obtaining advice of an attorney, insurance counselor, and other advisors or
consultants as Owner deems appropriate with respect to such examination) and render in writing timely decisions
pertaining thereto.
Page 2 of 2
Exhibit B – Owner’s Responsibilities
Agreement Between Owner and Engineer for Professional Services.
H. Provide reviews, approvals, and permits from all governmental authorities having jurisdiction to approve all
phases of the Project designed or specified by Engineer and such reviews, approvals, and consents from others as may be
necessary for completion of each phase of the Project.
I. Provide, as required for the Project:
1. Accounting, bond and financial advisory, independent cost estimating, and insurance counseling services.
2. Legal services with regard to issues pertaining to the Project as Owner requires, Contractor raises, or
Engineer reasonably requests.
3. Such auditing services as Owner requires to ascertain how or for what purpose Contractor has used the
moneys paid.
4. Placement and payment for advertisement for Bids in appropriate publications.
J. Advise Engineer of the identity and scope of services of any independent consultants employed by Owner to
perform or furnish services in regard to the Project, including, but not limited to, cost estimating, project peer review, value
engineering, and constructability review.
K. Furnish to Engineer data as to Owner's anticipated costs for services to be provided by others (including, but not
limited to, accounting, bond and financial, independent cost estimating, insurance counseling, and legal advice) for Owner
so that Engineer may assist Owner in collating the various cost categories which comprise Total Project Costs.
L. If Owner designates a construction manager or an individual or entity other than, or in addition to, Engineer to
represent Owner at the Site, define and set forth as an attachment to this Exhibit B the duties, responsibilities, and
limitations of authority of such other party and the relation thereof to the duties, responsibilities, and authority of Engineer.
M. If more than one prime contract is to be awarded for the Work designed or specified by Engineer, designate a
person or entity to have authority and responsibility for coordinating the activities among the various prime Contractors,
and define and set forth the duties, responsibilities, and limitations of authority of such individual or entity and the relation
thereof to the duties, responsibilities, and authority of Engineer as an attachment to this Exhibit B that is to be mutually
agreed upon and made a part of this Agreement before such services begin.
N. Attend the pre-bid conference, bid opening, pre-construction conferences, construction progress and other job
related meetings, and Substantial Completion and final payment inspections.
O. Provide the services of an independent testing laboratory to perform all inspections, tests, and approvals of
Samples, materials, and equipment required by the Contract Documents, or to evaluate the performance of materials,
equipment, and facilities of Owner, prior to their incorporation into the Work with appropriate professional interpretation
thereof.
P. Provide Engineer with the findings and reports generated by the entities providing services to Owner pursuant to
this paragraph.
Q. Provide the following:
1. Site survey and geotechnical analysis shall be procured by Owner.
2. Permitting fees shall be paid by Owner.
3. Owner’s “City Engineer” will facilitate the easements, as needed, design, bidding, construction
administration, and RPR services associated with pipelines from wells to SCWT site and from SCWT site
to distribution and collection system connections.
Page 1 of 1 Page
Exhibit C-Basic Services (other than RPR and Post-Construction)-Lump Sum Method of Payment
Agreement Between Owner and Engineer for Professional Services.
This is EXHIBIT C, consisting of l page, referred to in and
part of the Agreement between Owner and Engineer for
Professional Services dated June 23, 2025.
Payments to Engineer for Services and Reimbursable Expenses
Article 2 of the Agreement is amended and supplemented to include the following agreement of the parties:
ARTICLE 2--Owner's Responsibilities
C2.01 Compensation For Basic Services -- Lump Sum Method of Payment
A. Owner shall pay Engineer for Basic Services set forth in Exhibit A, as follows:
1. A Lump Sum amount of $1,663,250 based on the following assumed distribution of compensation:
a. Wells Design and Bidding $121,350
b. SCWT Preliminary Design $525,350
c. SCWT Final Design $956,950
d. SCWT Negotiation/Bidding $59,600
2. Engineer may alter the distribution of compensation between individual phases noted herein to be
consistent with services actually rendered but shall not exceed the total Lump Sum amount unless
approved in writing by the Owner.
3. The Lump Sum includes compensation for Engineer's services and services of Engineer's Consultants, if
any. Appropriate amounts have been incorporated in the Lump Sum to account for labor, overhead, profit,
and Reimbursable Expenses.
4. The portion of the Lump Sum amount billed for Engineer's services will be based upon Engineer's estimate
of the proportion of the total services actually completed during the billing period to the Lump Sum.
C2.02 [Not Used]
C2.03 [Not used]
Page 1 of 1 Page
Exhibit G – Insurance
Agreement Between Owner and Engineer for Professional Services.
This is EXHIBIT G, consisting of l page, referred to in
and part of the Agreement between Owner and
Engineer for Professional Services dated June 23,
2025.
Insurance
Paragraph 6.04 of the Agreement is amended and supplemented to include the following agreement of the parties.
G6.04 Insurance
A. The limits of liability for the insurance required by paragraph 6.04.A of the Agreement are as follows:
1. By Engineer:
a. Workers' Compensation: Statutory
b. Employer's Liability --
1) Each Accident: $1,000,000
2) Disease, Policy Limit: $1,000,000
3) Disease, Each Employee: $1,000,000
c. General Liability --
1) Each Occurrence (Bodily Injury and Property Damage): $1,000,000
2) General Aggregate: $2,000,000
3)
d. Automobile Liability --
1) Combined Single Limit (Bodily Injury and Property Damage):
Each Accident $1,000,000
e. Professional Liability -
1) Each Claim Made $2,000,000
2) Annual Aggregate $2,000,000
B. Additional Insureds
2. The Owner shall be listed on Engineer's general liability policy as provided in paragraph 6.04.A.