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CR 11-084 Order Feasibility Report 2012 Street & Utility Improvement - City Project 2011-10C, C] In City of Hopkins September 6, 2011 Order Feasibility Report 2012 Street & Utility Improvements City Project 2011-10 Proposed Action Council Report 2011-084 Staff recommends adoption of the following motion: Move that Council adopt Resolution 2011-047, Resolution Ordering the Preparation of a Feasibility Report For 2012 Street and Utility Improvements and authorize Mayor and City Manager to enter into an agreement with Bolton & Menk Inc to prepare the report. This action is the first step in the process of improving selected streets in 2012 and assessing abutting properties per City assessment policy. A petition to improve any of the proposed streets has not been submitted to the City. Overview The 2012 - 2016 CIP identified street and utility improvements for the year 2011 in the Central Hopkins east of 12th Avenue. The streets involved in this project are: Minnetonka Mills Road between 5th and 12th Avenues North; Gethsemane Road; 3rd Street North between 8th and 11th Avenues North; 4h Street North between 10th and 11th Avenues North; 8th Avenue North between 1St and 2"d Streets North; 9th Avenue North between Minnetonka Mills Road and 3rd Street North; the alley between 5th and 6th Avenues North and 2"d and 3rd Streets North; and the alley between 8th and 9th Avenues South just south of Mainstreet. The first step in proceeding with the 2012 project is ordering a feasibility, report. Staff has selected a qualified consultant to undertake topographic survey work, geotechnical evaluation and the preliminary engineering report. The cost of these services is $49,428. Final design and construction observation services will be negotiated separately after the feasibility report phase and the Council's ordering of the improvement project. Primary Issues to Consider • Project background • Consultant Selection and Fees • Project schedule o . Bradford, P.E., City Engineer Supporting Information • Project location map • Bolton and Menk, Inc. Proposal • Resolution 2011-047 • Financial Impact: $ 49,428 Budgeted: Y/N Y Source: Utility Funds PIR Funds, Special Assessments Related Documents (CIP, ERP, etc.): 2012-2016 CIP Notes: C] Council Report 2010-092 Page 2 Analysis of Issues • Project background These streets were selected for the 2012 improvements in light of their current pavement condition. We did remove I I'h Avenue North between Mainstreet and 2nd Street North and add 9'h Avenue North between Minnetonka Mills and 3rd Street North due to their current condition. The pavement condition indices for the reconstruction areas in Central Hopkins are generally in the 30's and lower. This portion of the project will be assessed to adjacent property owners. The assessment policy for alley improvements indicates that property owners pay for 80% of the improvements. Total project budget is $2.075 Million • Selection of consultant/proposed fees Staff solicited a proposal from Bolton & Menk, Inc. This consulting firm has provided exemplary service on the 2005 through the 2011 Street Improvement • Projects and has worked with the City on many other projects. Their familiarity with Hopkins policies, staff and expectations allows them to hit the ground running. Staff believes the value of a quality consultant with considerable Hopkins experience and a proven track record is important to a successful project. Their close interaction with residents on all of these projects has been a key component in our selection of this firm. The proposed fee of $49,428 includes $5,628 for geotechnical investigations, which have been directly contracted with the City on previous projects. The cost compares favorably with comparable projects in other communities and fees charged by other consultants. • Project schedule The Feasibility Report will be presented to Council at their November 15, 2011 meeting. This puts us on a schedule to bid the improvements in early April which could help secure competitive bids for the project. Construction is anticipated to begin in May and will continue through September. As in the past, we will conduct multi -step public outreach including: notification to residents of the project and survey work to be done; upcoming public information meetings; and information regarding assessments and the public • process that accompanies them. TNETONKA N, S, F. M I N N E H A H A • ST. AIBAN'S RD. CREEK ¢ MANf 708q MINNETONKA e91 0 ? W s BLVD. m O5 O a LORING YEBS7ER pQ,�y TCHER 2 i {JCC�j u 9p PL. o P4' Ia z NONE �A' 13 D4 r`v ) a z y OAKTON O,V i o $ IL ax o z o DR ILLANE a � v wm N. u(A�4Q DRILLANEO RD. r CIR. S. 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J Z Z ¢ m I W > z A LEGEND W INTERSTATE TRUNK HIGHWAY- - - - U.S. TRUNK HIGHWAY- - - - - - - STATE TRUNK HIGHWAY- - - - - - COUNTY STATE AID HIGHWAY- - - - COUNTY ROAD - - - - - - - - - CORPORATE LIMITS- - - - - - - PUBLIC ROAD - - - - - - - - - PRIVATE ROAD- - - - - - - - Ll • EXHIBIT I TOPOGRAPHIC SURVEY AND FEASIBILITY STUDY 2012 STREET AND UTILITY IMPROVEMENTS CITY OF HOPKINS, MINNESOTA A. BASIC SERVICES In accordance with the City of Hopkins Capital Improvements Plan, the City has designated the following streets for rehabilitation in 2012: ■ Minnetonka Mills Road, between 5th Avenue North and the western limits. ■ Gethsemane Road, between Minnetonka Mills Road and the northern limits. ■ 3rd Street North, between 8th Avenue N. and 11th Avenue N. ■ 4th Street North, between 10th Avenue N. and 11`h Avenue N. ■ 8th Avenue North, between 1St. Street N. and 2nd Street N. ■ 9th Avenue North, between Minnetonka Mills Rd. and 3`d Street N. In addition, two alleys have been designated for reconstruction in 2012: ■ Alley between 5th Avenue N. and 6th Avenue N. from 2nd Street N. to 3`d Street N. ■ Alley between 18t Street S. and Mainstreet from 8th Avenue N. to 9th Avenue N. Bolton & Menk, Inc. will complete a topographic survey and feasibility study for proposed improvements within the project area. A description of our proposed services is detailed as follows: Task 1: Topographic Survey and Mapping Bolton & Menk, Inc. will complete a topographic survey of the existing conditions along all streets within the project area. The survey will be completed within the right-of-way and will include all visible features such as, but not limited to, pavements, curb lines, manholes, catch basins, valves, sidewalks, turf areas, driveways, power poles, trees, gardens, mailboxes, retaining walls, etc. All underground utility information will be located and described per available as-builts, field markings, and private utility map information. Manhole reports will also be completed for located manholes and catch basins. Right-of-way will be illustrated based on found field monumentation and plat information received from the City. Task 2: Feasibility Study and Report The preparation of the feasibility study will include the assembly of existing information from the City of Hopkins and review meetings with City Staff to discuss the existing street and utility conditions and needs for improvements. This task will also include preliminary engineering and design of the proposed improvements, a review and discussion of the final geotechnical report, neighborhood meetings, and two City Council meetings. City of Hopkins 1 August 15, 2011 • Additional meetings are included in this proposal to meet with school and church officials. In addition to the neighborhood meeting, an additional public meeting is proposed for the school. Bolton & Menk, Inc. will collect all available information relating to the project and adjacent areas from the City of Hopkins including street and utility as-builts, pavement maintenance reports, sewer videos and logs, and utility maintenance reports. The review of the existing utilities will be initiated by a meeting with the City of Hopkins Engineering and Public Works Staff. The purpose of this meeting is to receive input from the City's Staff regarding their opinions of any necessary improvements. We will also prepare a neighborhood survey form for distribution by the City and will review the results of the surveys for discussion at the neighborhood meeting and for inclusion in the feasibility report where applicable. A geotechnical report prepared by Stork Twin City Testing, Corp., geotechnical consultant will serve as the basis of our pavement evaluation. The evaluations, analyses, and recommendations of this report will be summarized for inclusion into the final feasibility study. Stork Twin City Testing, Corp. will contract directly with the City for geotechnical engineering services for this project, see attached proposal from Stork Twin City Testing, Corp. For this feasibility report, special consideration will be given to desired improvements to • the pedestrian facilities along Minnetonka Mills Road in the area of Alice Smith Elementary School. Bolton & Menk, Inc. will prepare itemized cost estimates for the proposed improvements throughout the project area and will utilize these estimates along with plat information to prepare preliminary assessment rolls for the project. • The results of the feasibility study including descriptions of the existing infrastructure, proposed improvements, estimated costs, preliminary assessment roll, and proposed project schedule will be detailed in a written report and presented at a neighborhood meeting and at a City Council meeting. We will also attend a second City Council meeting for the purpose of holding a Public Hearing. City of Hopkins 2 August 15, 2011 n • The following is our preliminary schedule for the 2012 Street & Utility Improvements: Council Orders Preparation of Feasibility Report ....... September 6, 2011 Survey Work.............................................................. September 12 — September 30, 2011 Preparation of Feasibility Report ......................................October 1 — November 11, 2011 Present Feasibility Report /Order Public Hearing ................................November 15, 2011 Conduct Public Hearing / Order Final Plans & Specifications................................................. January 3, 2012 Preparation of Final Plans & Specifications ..............................January 4 — March 2, 2012 Approve Final Plans & Specifications / Authorize Advertisement for Bids .................................................... March 6, 2012 Bid Opening...................................................................................Week of April 2nd, 2012 Council Accepts Bids / Order Assessment Hearing ..................................... April 17, 2012 Conduct Public Assessment Hearing / Adopt Assessment Roll / Award Bid .............. (anticipates no need for 30 -day appeal period) Construction............................................................... B. ADDITIONAL SERVICES ........................... May 15, 2012 .............. June -October 2012 Consulting services performed other than those authorized under Section I.A. shall be considered not part of the Contract Services and may be authorized by the CLIENT as additional services. Additional Services consist of those services which are not generally considered to be Contract Services; or exceed the requirements of the Contract Services; or are not definable prior to the commencement of the project; or vary depending on the technique, procedures or schedule of the project contractor. Additional services may consist of the following: 1. All other services not specifically identified in Section A. City of Hopkins 3 August 15, 2011 • • 0 DETAILED WORK PLAN ESTIMATED PERSON -HOURS 2012 STREET & UTILITY IMPROVEMENTS: TOPOGRAPHIC SURVEY & FEASIBILITY STUDY CITY OF HOPKINS, MINNESOTA 8/112011 CLIENT: PROJECT: CONSULTANT: Task No. CITY OF HOPKINS, MINNESOTA 2012 STREET & UTILITY IMPROVEMENTS: FEASIBILITY STUDY BOLTON & MENK, INC. Work Task Description Project Manager Project Engineer Design Engineer Engineering Technician • Survey Manager / L.S. • Survey Technician Survey Crew (1_) Clerical Totals 1.0 TOPOGRAPHIC SURVEY AND MAPPING 1.1 Plat Research 1 4 5 1.2 Set Horizontal and Vertical Control 3 1 1 1 30 34 1.3 Topographic Survey 12 116 128 1.4 Manhole Reports 2 2 1.5 Data Processing and Mapping 8 80 88 SUBTOTAL HOURS: TASK 1 0 0 2 0 24 85 146 0 257 2.0 FEASIBILITY STUDY AND REPORT 2.1 Review Geotechnical Report and Final Recommendations 1 2 3 2.2 Review Existing Infrastructure Data (As-builts, Master Plans, Sewer Videos, etc.) 4 2 6 2.3 Prepare Resident Questionnaire and Review Responses 4 4 2.4 Preliminary Engineering and Design 5 10 20 30 65 2.5 Prepare Preliminary Cost Estimates 6 10 10 0 26 2.6 Prepare Preliminary Assessment Rolls 4 20 10 34 2.7 Prepare Written Feasibility Report 4 4 20 8 36 2.8 Prepare Exhibits for Report and Meeting Presentations 2 4 10 16 2.9 Prepare for and Attend Meetings- 24 12 36 SUBTOTAL HOURS: TASK 2 44 50 84 40 0 0 0 8 226 TOTAL HOURS 44 50 86 40 24 85 146 8 483 - meetings include: 2 -meetings with school officials, 1 -public meeting for the school, (- neighborhood meeting, 2 -meetings with church officials, 2 -staff meetings, 2 -City Council meetings 0 0 0 PROJECT FEES 2012 STREET & UTILITY IMPROVEMENTS: TOPOGRAPHIC SURVEY & FEASIBILITY STUDY CITY OF HOPKINS, MINNESOTA CLIENT: PROJECT: CONSULTANT: CITY OF HOPKINS, MINNESOTA 2012 STREET & UTILITY IMPROVEMENTS: FEASIBILITY STUDY BOLTON & MENK, INC. project Manager Project Engineer Design Engineer Engineering Survey Technician Manager/ L.S. Survey Technician Survey Crew (1 -man) Clerical 25/1 /LU11 Totals TASK 1.0 AVERAGE RATE: TOPOGRAPHIC SURVEY AND MAPPING $97.00 $88.50 $75.00 $81.00 $130.00 $85.00 $100.00 $59.00 1.1 Plat Research $0.00 $0.00 $0.00 $0.00 $130.00 $340.00 $0.001 $0.00 $470.00 1.2 Set Horizontal and Vertical Control $0.00 $0.00 $0.00 $0.00 $390.00 $85.00 $3400.00 $0.00 $31,475.00 1.3 Topographic Survey $0.00 $0.00 $0.00 $0.00 $1560.00 $0.00 $11,600.00 $0.00 $13,160.00 1.4 Manhole Reports $0.00 $0.00 $150.00 $0.00 $0.00 $0.00 $0.00 $0.00 $150.00 1.5 Data Processing and Mapping $0.00 $0.00 $0.00 $0.00 $1,040.00 $6,800.00 $0.00 $0.00 $7,840.00 SUBTOTAL FEES: TASK 1 $0.00 $0.00 $150.00 $0.001 $3,120.00 $7,225.00 $14,600.00 $0.001 $25,095.00 2.0 FEASIBILITY STUDY AND REPORT 2.1 Review Geotechnical Report and Final Recommendations $97.00 $0.00 $150.00 $0.00 $0.00 $0.00 $0.00 $0.00 $247. 00 2.2 Prepare Resident Questionnaire and Review Responses $0.00 $354.00 $150.00 $0.00 $0.00 $0.00 $0.00 $0.00 $504. 00 2.3 Review Existing Infrastructure Data (As-builts, Master Plans, Sewer Videos, etc.) $0.00 $0.00 $300.00 $0.00 $0.00 $0.00 $0.00 $0.00 $300.0 2.4 Preliminary Engineering and Design $485.00 $885.00 $1500.00 $2,430.00 $0.00 $0.00 $0.00 $0.00 $5,300.00 2.5 1prepare Preliminary Cost Estimates $582.00 $885.00 $750.00 $0.00 $0.00 $0.00 $0.00 $0.00 $2,217.00 2.6 Prepare Preliminary Assessment Rolls $388.00 $1,770.00 $750.00 $0.00 $0.00 $0.00 $0.00 $0.00 $2,908.0 2.7 Prepare Written Feasibility Report $388.00 $354.00 $1,500.00 $0.00 $0.00 $0.00 $0.00 $472.00 $2,714.00 2.8 Prepare Exhibits for Report and Meeting Presentations $0.00 $177.00 $300.00 $810.00 $0.00 $0.00 $0.00 $0.00 $1,287.0 2.9 Prepare for and Attend Meetings $2,328.00 $0.00 $900.00 $0.00 $0.00 $0.00 $0.00 $0.00 $3228.00 SUBTOTAL FEES: TASK 2 $4,26&00 $4,425.00 $6,300.001 $3.240.001 $0.00 $0.00 $0.00 $472.00 $18,705.00 TOTAL FEES $4,268.001 $4,425.001 $6,450.00 _$3,240.001 $3,120.001 $7,225.00 $14,600.00 $472.00 $43,800.00 0 AGREEMENT FOR PROFESSIONAL SERVICES TOPOGRAPHIC SURVEY AND FEASIBILITY STUDY 2012 STREET AND UTILITY IMPROVEMENTS CITY OF HOPKINS, MINNESOTA This Agreement, made this 6'h day of September, 2011, by and between CITY OF HOPKINS, 1010 Is' Street South, Hopkins, MN 55343, hereinafter referred to as CLIENT, and BOLTON & MENK, INC., 12224 Nicollet Avenue, Burnsville, MN 55337, hereinafter referred to as CONSULTANT. WITNESS, whereas the CLIENT requires professional services in conjunction with 2012 STREET AND UTILITY IMPROVEMENTS — TOPOGRAPHIC SURVEY AND FEASIBILITY STUDY and whereas the CONSULTANT agrees to furnish the various professional services required by the CLIENT. NOW, THEREFORE, in consideration of the mutual covenants and promises between the parties hereto, it is agreed: SECTION I CONSULTANT'S SERVICES A. The CONSULTANT agrees to perform the various Basic Services in connection with the proposed project as described in Exhibit I. • B. Upon mutual agreement of the parties hereto, Additional Services may be authorized as described in Exhibit I or as described in Paragraph IV.B. SECTION II - THE CLIENT'S RESPONSIBILITIES A. The CLIENT shall promptly compensate the CONSULTANT in accordance with Section III of this - Agreement. B. The CLIENT shall place any and all previously acquired information in its custody at the disposal of the CONSULTANT for its use. Such information shall include but shall not be limited boundary surveys, topographic surveys, preliminary sketch plan layouts, building plans, soil surveys, abstracts, deed descriptions, tile maps and layouts, aerial photos, utility agreements, environmental reviews, and zoning limitations. The CONSULTANT may rely upon the accuracy and sufficiency of all such information in performing services unless otherwise instructed, in writing, by CLIENT. C. The CLIENT will guarantee access to and make all provisions for entry upon both public and private portions of the project and pertinent adjoining properties. D. The CLIENT will give prompt notice to the CONSULTANT whenever the CLIENT observes or otherwise becomes aware of any defect in the proposed project. E. The CLIENT shall designate a liaison person to act as the CLIENT'S representative with respect to services to be rendered under this Agreement. Said representative shall have the authority to transmit instructions, receive instructions, receive information, interpret and define the CLIENT'S policies with respect to the project and CONSULTANT'S services. Public Standard Agreement (2004 Form) VER. 6/22/2006 Page I of 10 • F. The CLIENT shall provide such legal, accounting, independent cost estimating and insurance counseling services as may be required for completion of the consultant services described in this agreement. • • G. The CLIENT will obtain any and all regulatory permits required for the proper and legal execution of the project. H. The CLIENT will hire, when requested by the CONSULTANT, an independent test company to perform laboratory and material testing services, and soil investigation that can be justified for the proper design and construction of the project. The CONSULTANT shall assist the CLIENT in selecting a testing company. Payment for testing services shall be made directly to the testing company by the CLIENT and is not part of this Agreement. Public Standard Agreement (2004 Form) VER. 6/22/2006 Page 2 of 10 • SECTION III - COMPENSATION FOR SERVICES A. FEES. 1. The CLIENT will compensate the CONSULTANT in accordance with the following schedule of fees for the time spent in performance of Agreement services. Schedule of Fees Classification Hourly Rates Sr. Project Manager - Principal Engineer/Surveyor $120-150/Hour Project Manager $85-145/Hour Project/Design Engineer/Planner $60 -135/1 -lour Licensed Surveyor $70-135/Hour Project Surveyor $60-100/Hour Specialist (Nat. Resources; GIS; Traffic; Other) $70-120/Hour Senior Technician (Inc. Survey) $70-120/Hour Technician (Inc. Survey) $50-90/Hour Administrative Support & Clerical $35-80/Hour GPS/Robotic Survey Equipment No Charge CAD/Computer Usage No Charge Routine Photo Copying/Reproduction No Charge Field Supplies/Survey Stakes & Equipment No Charge • Mileage No Charge 'No separate charges will be made for GPS or robotic total stations on Bolton & Menk, Inc. survey assignments; the cost of this equipment is included in the rates for Survey Technicians. U 2. Total cost for the services itemized under Section I.A (Basic Fee) shall not to exceed $43,800. Itemization of this cost is as shown in the attached DETAILED WORK PLAN and PROJECT FEES tables. 3. In addition to the foregoing, CONSULTANT shall be reimbursed at cost plus an overhead fee (not -to -exceed 10%) for the following Direct Expenses when incurred in the performance of the work. a. CLIENT approved outside (facilities not owned by CONSULTANT) computer services. b. CLIENT approved outside professional and technical services. C. Outside reproduction and reprographic charges. d. Expendable field supplies and special field equipment rental. e. Other costs for such additional items and services that the CLIENT may require the CONSULTANT to provide to fulfill the terms of this Agreement. 4. Additional services as outlined in Section I.B will vary depending upon project conditions and will be billed on an hourly basis at the rate described in Section III.A.1. Public Standard Agreement (2004 Form) VER. 6/22/2006 Page 3 of 10 . B. The payment to the CONSULTANT will be made by the CLIENT upon billing at intervals not more often than monthly at the herein rates. • • Public Standard Agreement (2004 Form) VER. 6/22/2006 Page 4 of 10 SECTION IV - GENERAL A. STANDARD OF CARE Professional services provided under this Agreement will be conducted in a manner consistent with that level of care and skill ordinarily exercised by members of the Consultant's profession currently practicing under similar conditions. No warranty, express or implied, is made. B. CHANGE IN PROJECT SCOPE In the event the CLIENT changes or is required to change the scope of the project from that described in Section I and/or the applicable addendum, and such changes require Additional Services by the CONSULTANT, the CONSULTANT shall be entitled to additional compensation at the applicable hourly rates. The CONSULTANT shall give notice to the CLIENT of any Additional Services, prior to furnishing such additional services. The CLIENT may request an estimate of additional cost from the CONSULTANT, and upon receipt of the request, the CONSULTANT shall furnish such, prior to authorization of the changed scope of work. C. LIMITATION OF LIABILITY CONSULTANT shall indemnify, defend, and hold harmless CLIENT and its officials, agents and employees from any loss, claim, liability, and expense (including reasonable attorneys' fees and expenses of litigation) arising from, or based in the whole, or in any part, on any negligent act or omission by CONSULTANT'S employees, agents, or subconsultants. In no event shall CLIENT be liable to CONSULTANT for consequential, incidental, indirect, special, or punitive damages. CLIENT shall indemnify, defend, and hold harmless CONSULTANT and its employees from any loss, claim, liability, and expense (including reasonable attorneys' fees and expenses of litigation) arising from, or based in the whole, or in any part, on any negligent act or omission by CLIENT'S employees, agents, or consultants. In no event shall CONSULTANT be liable to CLIENT for consequential, incidental,. indirect, special, or punitive damages. Nothing contained in this Agreement shall create a contractual relationship with or a cause of action in favor of a third party against either the CLIENT or the CONSULTANT. The CONSULTANT'S services under this Agreement are being performed solely for the CLIENT'S benefit, and no other entity shall have any claim against the CONSULTANT because of this Agreement or the performance or nonperformance of services provided hereunder. The CLIENT agrees to include a provision in all contracts with contractors and other entities involved in this project to carry out the intent of the paragraph. D. INSURANCE The CONSULTANT agrees to maintain, at the CONSULTANT'S expense, statutory worker's compensation coverage. • The CONSULTANT also agrees to maintain, at CONSULTANT'S expense, general liability insurance coverage insuring CONSULTANT against claims for bodily injury, death or property damage arising out of CONSULTANT'S general business activities (including automobile use). Public Standard Agreement (2004 Form) VER. 6/22/2006 Page 5 of 10 • The liability insurance policy shall provide coverage for each occurrence in the minimum amount of $1,000,000. During the period of design and construction of the project, the CONSULTANT also agrees to maintain, at CONSULTANT'S expense, Professional Liability Insurance coverage insuring CONSULTANT against damages for legal liability arising from an error, omission or negligent act in the performance of professional services required by this agreement, providing that such coverage is reasonably available at commercially affordable premiums. For purposes of this agreement, "reasonably available" and "commercially affordable" shall mean that more than half of the design professionals practicing in this state in CONSULTANT'S discipline are able to obtain coverage. The professional liability insurance policy shall provide coverage for each occurrence in the amount of $1,000,000 and annual aggregate of $1,000,000 on a claims -made basis. Upon request of CLIENT, CONSULTANT shall provide CLIENT with certificates of insurance, showing evidence of required coverages. E. OPINIONS OR ESTIMATES OF CONSTRUCTION COST Where provided by the CONSULTANT as part of Exhibit I or otherwise, opinions or estimates of construction cost will generally be based upon public construction cost information. Since the CONSULTANT has no control over the cost of labor, materials, competitive bidding process, weather conditions and other factors affecting the cost of construction, all cost estimates are opinions for general information of the CLIENT and the CONSULTANT does not warrant or • guarantee the accuracy of construction cost opinions or estimates. The CLIENT acknowledges that costs for project financing should be based upon contracted construction costs with appropriate contingencies. F. CONSTRUCTION SERVICES It is agreed that the CONSULTANT and its representatives shall not be responsible for the means, methods, techniques, schedules or procedures of construction selected by the contractor or the safety precautions or programs incident to the work of the contractor. G. USE OF ELECTRONIC/DIGTTAL DATA Because of the potential instability of electronic/digital data and susceptibility to unauthorized changes, copies of documents that may be relied upon by CLIENT are limited to the printed copies (also known as hard copies) that are signed or sealed by CONSULTANT. Except for electronic/digital data which is specifically identified as a project deliverable by this AGREEMENT or except as otherwise explicitly provided in this AGREEMENT, all electronic/digital data developed by the CONSULTANT as part of the PROJECT is acknowledged to be an internal working document for the CONSULTANT'S purposes solely and any such information provided to the CLIENT shall be on an "AS IS" basis strictly for the convenience of the CLIENT without any warranties of any kind. As such, the CLIENT is advised and acknowledges that use of such information may require substantial modification and independent . verification by the CLIENT (or its designees). Provision of electronic/digital data, whether required by this Agreement or provided as a convenience to the Client, does not include any license of software or other systems necessary to read, use or reproduce the information. It is the Public Standard Agreement (2004 Form) VER. 6/22/2006 Page 6 of 10 • responsibility of the CLIENT to verify compatibility with its system and long-term stability of media. CLIENT shall indemnify and hold harmless CONSULTANT and its Subconsultants from all claims, damages, losses, and expenses, including attorneys' fees arising out of or resulting from third party use or any adaptation or distribution of electronic/digital data provided under this AGREEMENT, unless such third party use and adaptation or distribution is explicitly authorized by this AGREEMENT. H. REUSE OF DOCUMENTS Drawings and Specifications and all other documents (including electronic versions of any documents) prepared or furnished by CONSULTANT pursuant to this AGREEMENT are instruments of service in respect of the Project and CONSULTANT shall retain exclusive ownership and property interest therein whether or not the Project is completed. The CONSULTANT shall be deemed the author of these documents and shall retain all common law, statutory and other reserved rights including the copyright. CLIENT may make and retain copies for information and reference in connection with the use and occupancy of the Project by CLIENT and others; however, such documents are not intended or represented to be suitable for reuse by CLIENT or others on extensions of the Project or on any other project. Any reuse by CLIENT or any other entity without written verification or adaptation by CONSULTANT for the specific purpose intended will be at CLIENT'S sole risk and without liability or legal exposure to CONSULTANT and CLIENT shall indemnify, defend and hold harmless CONSULTANT from all claims, damages, losses and expenses including attorney's fees arising out of or resulting therefrom: Any such verification or adaptation will entitle CONSULTANT to further compensation at rates to • be agreed upon by CLIENT and CONSULTANT. I. PERIOD OF AGREEMENT This Agreement will remain in effect for the longer of a period of two years or such other explicitly identified completion period, after which time the Agreement may be extended upon mutual agreement of both parties. PAYMENTS If CLIENT fails to make any payment due CONSULTANT for services and expenses within thirty days after date of the CONSULTANT'S invoice, a service charge of one and one-half percent (1.5%) per month or the maximum rate permitted by law, whichever is less, will be charged on any unpaid balance. In addition after giving seven days' written notice to CLIENT, CONSULTANT may, without waiving any claim or right against the CLIENT and without incurring liability whatsoever to the CLIENT, suspend services and withhold project deliverables due under this Agreement until CONSULTANT has been paid in full all amounts due for services, expenses and charges. K. TERMINATION • This Agreement may be terminated by either party for any reason or for convenience by either party upon seven (7) days written notice. Public Standard Agreement (2004 Form) VER. 6/22/2006 Page 7 of 10 • In the event of termination, the CLIENT shall be obligated to the CONSULTANT for payment of amounts due and owing including payment for services performed or furnished to the date and time of termination, computed in accordance with Section III of this Agreement. • L. CONTINGENT FEE The CONSULTANT warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the CONSULTANT to solicit or secure this Contract, and that it has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift or any other consideration, contingent upon or resulting from award or making of this Agreement. M. NON-DISCRIMINATION The provisions of any applicable law or ordinance relating to civil rights and discrimination shall be considered part of this Agreement as if fully set forth herein. The CONSULTANT is an Equal Opportunity Employer and it is the policy of the CONSULTANT that all employees, persons seeking employment, subcontractors, subconsultants and vendors are treated without regard to their race, religion, sex, color, national origin, disability, age, sexual orientation, marital status, public assistance status or any other characteristic protected by federal, state or local law. N. CONTROLLING LAW This Agreement is to be governed by the law of the State of Minnesota. O. DISPUTE RESOLUTION CLIENT and CONSULTANT agree to negotiate all disputes between them in good faith for a period of 30 days from the date of notice of dispute prior to proceeding to formal dispute resolution or exercising their rights under law. Any claims or disputes unresolved after good faith negotiations shall first be submitted to mediation utilizing the Minnesota District Court Rule 114 Roster. Disputes not resolved by mediation shall then be submitted to arbitration in accordance with provisions of the Construction Industry Arbitration Rules of the American Arbitration Association. CONSULTANT and the CLIENT agree to require an equivalent dispute resolution process governing all contractors, sub -contractors, suppliers, consultants, and fabricators concerned with this project. P. SURVIVAL All obligations, representations and provisions made in or given in Section IV of this Agreement will survive the completion of all services of the CONSULTANT under this Agreement or the • termination of this Agreement for any reason. Public Standard Agreement (2004 Foran) VER. 6/22/2006 Page 8 of 10 0 Q. SEVERABILITY • • Any provision or part of the Agreement held to be void or unenforceable under any law or regulation shall be deemed stricken, and all remaining provisions shall continue to be valid and binding upon CLIENT and CONSULTANT, 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. Public Standard Agreement (2004 Form) VER. 6/22/2006 Page 9 of 10 • U • SECTION V - SIGNATURES THIS INSTRUMENT embodies the whole agreement of the parties, there being no promises, terms, conditions or obligation referring to the subject matter other than contained herein. This Agreement may only be amended, supplemented, modified or canceled by a duly executed written instrument signed by both parties. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in their behalf. CLIENT: City of Hopkins, Minnesota CONSULTANT: Bolton & Menk. Inc. Date Public Standard Agreement (2004 Form) Mark D. Kasma, BMI Office Manager Marcus A. Thomas, Principal Engineer Date Page 10 of 10 VER. 6/22/2006 STORMO Stork Twin City Testing Corporation Materials Technology Material Testing • Non -Destructive Testing 101 August 10, 2011 Product Evaluation • Construction Materials 662 Cromwell Avenue City of Hopkins St. Paul, MN 55114 c/o Bolton & Menk, Inc. USA Attn.: Sarah E. Rippke, P. E. Telephone : (651) 645-3601 12224 Nicollet Avenue Telefax : (651) 659-7348 Burnsville, Minnesota 55337 Website www.storktct.com Email: Sarahrila'�,bolton-menk.com RE: Proposal for Geotechnical Drilling and Engineering Services City of Hopkins — 2012 Street and Utility Improvements Pavement Evaluation Study Hopkins, Minnesota INTRODUCTION Stork Twin City Testing Corporation thanks you for the opportunity to submit this proposal for geotechnical exploration and engineering services for the above referenced project. We have completed numerous projects with a similar scope and are familiar with the tasks involved to complete these services of this project. SCOPE OF WORK Based on your request and review of the project scope, the following is a brief overview of the included services. 1. Meet with City and their engineering representatives to discus boring locations and existing pavement conditions of areas identified on Bolton & Menk Plan. 2. Layout twenty-two (22) boring locations as identified from Bolton & Menk Plan for soil/pavement evaluation. Elevations of the test locations should be taken by the project surveyor and submitted to us for inclusion in our final report. 3. Perform Gopher -State -One -Call utility clearance to locate public utilities within the drilling area. The client and/or property owner should mark any private utilities within the drilling area not located by Gopher -State -One -Call. If the client or current property owner cannot locate these utilities, a Private Locator may have to be retained to locate unmarked utilities, if needed, at a cost of $105.00/hour. 4. Explore the subsurface soil and groundwater conditions by drilling eight (8) Standard Penetration Test (SPT) soil borings each to a unit depth of approximately 22' and fourteen (14) SPT borings to a unit depth of approximately 12' or to auger refusal upon bedrock using a truck mounted drill rig at the proposed drilling locations. Boring depth may be extended per prior authorization from client if soft soils are encountered to properly evaluate geotechnical options. Patch bore holes with auger cuttings and • bentonite chips. Cold bituminous patch matching the thickness of the existing pavement would be used at the surface through the pavement areas. Clean up borehole location after completion of coring and drilling operations. This agreement shall be governed exclusively by the general terms and conditions of sale and performance of testing services by Stork Twin City Testing, Inc. a North Carolina Business corporation ('TCT') d.d. 05/01/2001. In no event shall Stork Twin City Testing, Inc. be liable for any consequential, special or indirect loss or any damages above the cost of the work. Payment is due within 30 days of invoice. Stork Twin City Testing Corporation is an operating unit of Stork Materials Technology B.V., Amsterdam, The Netherlands, which is a member of the Stork group -VO R i Stork Twin City Testing Corporation Materials Technology • Proposal for Geotechnical Drilling and Engineering Services Page 2 of 4 City of Hopkins --- 2012 Street and Utility Improvements Pavement Evaluation Study Hopkins, Minnesota • 5. Perform laboratory review of soil samples to check soil classification. Perform additional laboratory tests to identify soil properties and characteristics. Laboratory tests to include moisture content and mechanical analysis tests. 6. Prepare an engineering report including logs of soil borings with standard penetration readings, existing pavement thickness and aggregate base thickness (if encountered), a site plan showing the approximate boring locations, along with a narrative including an evaluation of the pavement surface and subsurface conditions. The report would also include an estimate of an R -value for pavement section design, utility pipeline bedding and backfilling recommendations. A minimum of three (3) copies of the report and one electronic copy in PDF format would be delivered to you or the parties you designate. FIELD WORKISCHEDULE The boring work and laboratory testing will be in general accordance with the applicable American Standards for Testing and Materials (ASTM) procedures. The soils will be visually and manually classified in the field and then in the laboratory by a geotechnical engineer. The borings will extend to the requested depths as indicated and the locations will be those shown on the boring location plan. The bore -holes may extend deeper if suitable subsoils are not encountered as authorized by the client. Prior to drilling we will clear public utilities through the Gopher -State -One -Call. The client (City) should mark any private buried lines. If additional private utility clearances are required then additional charges may apply. We could begin work on this project shortly after authorization is given to us by the client. We understand this to occur by the end of August 2011. Site drilling would commence shortly after utilities are cleared, We estimate this to occur approximately 5 business days after the contract is signed to allow for the site meeting, layout and utility clearances. We estimate the drilling to take approximately 3 to 4 days provided no interruption from weather/traffic with the final report completed 8 to 10 business days after completion of drilling operations, Preliminary findings could be provided upon your request after site drilling is completed. This would include boring logs and preliminary recommendations. GEOTECHNICAL REVIEW/REPORT We would submit a report to you and the parties you designate including soil boring logs, description of the soil and groundwater conditions along with geotechnical engineering recommendations and opinions. The report will present our pavement evaluation as discussed above. This agreement shall be governed exclusively by the general terms and conditions of sale and performance of testing services by Stork Twin City Testing, Inc. a North Carolina Business corporation ("TCT") d.d. 05/01/2001. In no event shall Stork Twin City Testing, Inc. be liable for any consequential, special or indirect loss or any damages above the cost of the work. Payment is due within 30 days of invoice. R ice'' Stork Twin City Testing Corporation Materials Technology Proposal for Geotechnical Drilling and Engineering Services Page 3 of 4 City of Hopkins — 2012 Street and Utility Improvements Pavement Evaluation Study Hopkins, Minnesota COST The fee for the requested services as detailed above is outlined below: Site Meeting, Gopher -State -One -Call Utility Locates, Mobilization drill rig & crew, Drilling and sampling twenty-two (22) SPT borings, 344' total, Patch bore -holes, Clean-up, Demobilization, Laboratory soil sample review and testing, Project management and formal geotechnical report as described above. Lump Sum $5,628.00 Total Estimated Project Costs: Lump Sum $5,628.00 * This quote does not include environmental testing or consultant services. These services can be provided for your convenience, if required, at an additional cost. Additional boring depth if needed and authorized by the client would be at a rate of $15.00/foot. Additional engineering if needed and authorized by the client would be at a rate of $110.00/hour. • Our drill rig may cause minor damage to the surface while drilling especially in wet conditions. We will try our best to minimize such damage. This quote does not include repairing damage caused to the surface by our drill rig. 0 Client to provide access to boring locations prior to drilling. This proposal does not include the cost of tree cutting, snow plowing or making/constructing access to the boring locations. Rock coring is not included in this proposal. If rock coring is required and authorized by the client would be at a rate of $50.00/foot plus set up costs. We do not anticipate at the depths of the borings that rock coring would be required for this project. This price is valid for thirty days from date above. Invoices are due upon receipt. A late payment FINANCE CHARGE will be charged at the periodic rate of 1.5% per month (or the maximum allowed by law) on any balance remaining unpaid 30 days after the date of the invoice. This agreement shall be governed exclusively by the general terms and conditions of sale and performance of testing services by Stork Twin City Testing, Inc. a North Carolina Business corporation ("TCT') d.d. 05/01/2001. In no event shall Stork Twin City Testing, Inc. be liable for any consequential, special or indirect loss or any damages above the cost of the work. Payment is due within 30 days of invoice. i Stork Twin City Testing Corporation Materials Technology Proposal for Geotechnical Drilling and Engineering Services Page 4 of 4 Is City of Hopkins — 2012 Street and Utility Improvements Pavement Evaluation Study Hopkins, Minnesota • REMARKS This estimate covers the work needed to perform the soil exploration, obtain field samples, and prepare reports. If this proposal is acceptable, please sign one of the enclosed copies and return it for our files. Thank you for the opportunity to be of service. We look forward to working with you on this project. If you have any questions, please call Mark Straight at (651) 659-7447. Respectfully submitted, STORTWIN ITY TESTING CORPORATION ark St aight. P. . Senior roject Engineer By signing this Agreement, Client assents to the terms and conditions set forth above and attached. ACCEPTED: Client: Authorized Signature:_ Typed Name: Date: F:18MC1GE016ilAS1PROPGSAL12011 Geo Proposals\Pavement Evaluation Borings 2012 Street Improvements City of Hopkins August 10 2011.doc This agreement shall be governed exclusively by the general terms and conditions of sale and performance of testing services by Stork Twin City Testing, Inc. a North Carolina Business corporation ("TCT") d.d. 05/01/2001. In no event shall Stork Twin City Testing, Inc. be liable for any consequential, special or indirect loss or any damages above the cost of the work. Payment is due within 30 days of invoice. • • GENERAL TERMS AND CONDITIONS OF SALE AND PERFORMANCE OF TESTING SERVICES BY STORK TWIN CITY TESTING CORPORATION, a North Carolina business corporation ("TCT") dated 05/01/2001 1. Application; Fornuttion of Contract. These General Terms and Conditions of Sale and Performance of Testing Services (the "Terms and Conditions") shall apply to all acts in respect of the purchase and sale of testing and other service's (the"Work") pursuant to any contract (a "Contract") to which these Temas and Conditions are made applicable. The submission by a party ("Customer') of any sample to TCT for testing or similar services shall, upon acceptance of such sample by TCT for such servioc§, constitute an express Contract to which these Terms and Conditions apply. All orders for Work are subject to TCT's approval and acceptance. 2. Modification and Waiver; Other Terms. No provision in these Tenns.and Conditions Inay be varied or waived except by a writing specifically describing such variance or waiver signed by an officer of TCT_ TCT's acceptance or acknowledgement, even if in writing and. signed by TCT, of Custotmer's purchase order or any other document pertaining to the Work shall not be deemed an acceptance of any provision of Customer s purchase order or any other document that conRicts with or adds to these terns and conditions, absent a separate agreement in writing signed by TCT expressly acknowledging and agreeing to such provisions. IT [S'EXPRESSLY. UNDERSTOOD AND AGREED THAT INTHE EVENTTERMS AND CONDITIONS SET FORTH IN ANY ORDER FORM, PURCHASE REQUEST OR CONFIRMATION PROVIDED BY CUSTOMER ADD TO OR CONFLICT WITH THESE TERMS AND CONDITIONS, THESE TERMS AND CONDITIONS SHALL PREVAIL AND GOVERN. TOT'S ACCEPTANCE OF A CONTRACT TO PERFORM WORK IS EXPRESSLY CONDkTIONAL ON CUSTOMER'S AGREEMENT AND ASSENT To THESE TERMS AND CONDITIONS. 3. Prices for the Work; Payment Prices quoted by TCT for the Work are solely for the performance of the Work and do not include freight, insurance, inspection or packaging charges, warehousing or storage casts, or any sales, use, excise, customs duties, or other taxes or fees ('Costs") - Unless TCT expressly agrees in writing to pay such Costs, all such Costs are to be paid by Customer and any Costs paid by TCT shall promptly be reimbursed by Customer. A minimum charge of 535.00 applies to each sample'submitted unless a blanket purchase order specifying different. pricing has been submitted and accepted. Written and oral quotation's are subject to withdrawal by TCT by notice at any time, and, in any event, shall be valid only for thirty (30) days from the date thereof. Payment is due in cash as specified in TCT's quotation, proposal or order confirmation and, unless otherwise expressly agreed to in writing by TCT, payment is due in U.S. dollarsonlq.. [[not specified therein, payment is -due in cash upon completion of the Work; provided, however, that if the Contract involves a series of tests or other events ofpartiat perfoptlance, TCC may invoice, and Custorner shall pay for, each such tester part on a pro rata basis. If performance is delayed by Customer or other causes beyond TCT's reasonable control, TCT may submit invoices, and payment shall become due, as if the Work had been completed as scheduled. If such delay is caused by Customer, Customer shall additionally pay all reasonable warehousing and other expenses and Costs ofTCT incident to such delay in shipment. lire net amount for services performed pursuant to these -Terms and Conditions shall be due in full, without discount, within thirty (30) days of invoice, unless otherwise stated. If payment in full is not made when due, interest shall accrue on the unpaid balance at the lesser of (i) the rate of 1'/:% per month (18% per annum) or (ii) the maximum rate permitted under applicable law_ Customer agrees to pay reasonable attorneys' fees incurred by TCT in the collection of past due invoices and account balances. If TCT at any time determines in its sole judgment that there are reasonable grounds for insecurity with respect to Customer's payment for the Work or any other obligation of Customer set forth in the Contras or C.trOCUM£-t4ngz viu pCAtS-i\TempinolesEI MATERMS & COMMONS TM.doe in theseTem>_s,and Conditions, TCT may require adequate assurance of due payment or other performance, such as payment in cash or satisfactotysecudty, and until TCT receives sueh assurance, TCT may suspend any performance for which it has not already received payment. 4. CompLetion of Work; Limited Warranty. TCC warrants that it will complete the Work in a satisfactory and workmanlike manner consistent with industry standards TCT will exercise commercially reasonable efforts to complete the Work and provide a report t)iereon by any date reasonably requested in writing by Customer, but shall not be liable for any delay in the performance of projects or in the delivery or shipment of goods, or for any damages suffered by the client by reason of such delay. TCT's performance of any and all Work is subject to TCT's current facility schedules, governmental priorities, and other government regulations, purchase orders, directions, and restrictions (bat may be in effect from time to time. EXCEPT AS EXPLICITLY SET FORTH IN THIS PARAGRAPH 4, TCT MAKES NO OTHER WARRANTY, WHETHER EXPRESS, IMPLIED OR S ATUTORY, AND ALL SUCH WARRANTIES AI2E HEREBY EXPRESSLY EXCLUDED. TCT's warranty shall not apply to any portion of the Work performed by a party other than TCT except to the extent that any such third party has warranted such performance to TCT and is liable to TCT under such warranty. No employee, agent or other person is authorized to give any warranties on behalfofTCT irr addition to or different from those herein given, or to assume for TCT any other. liability in connection with the Work except in a writing which is signed by an authorized officer of TCT, which expressly gives such warranties or assumes such liability, and which is made part of the Contract pursuant to paragraphs 1 and 2 above - 5. Customer's Property_ Whenever TCT is provided in writing detailed instructions as to the treatment and handling of Customer's property, TCT will exercise commercially reasonable efforts to comply with such instructions. Type of material, tolerances and specifications for processing shall be declared in writing by Customer prior to TCT's commencing any Work or shall be deemed not to have been known by TCT. Testing services supplied by TCT are generally considered to be destructive. Under special conditions, some testing may be performed without destroying samples- However, by submitting components or samples to TCT, Customer expressly agrees that all material submitted. may be destroyed . TCT will not be responsible for any costs or losses resulting from destruction of Customer's property submitted to TGT unless both the written Contract and Customer's property are clearly marked "Do Not Destroy." If the Contractand Customer's property are not so marked, TCT shall have no liability for damage to Customer's property. If the Contract and Customer's property are so marked, TCT's liability for damage to Customers property is limited to the lesser of (i) the value of Customer's property or (ii) the cost of the Work performed on the damaged property pursuant to the Contract. Under no conditions will TCT be responsible for any additional costs or damages, including consequential damages and indirect costs or losses, resulting from destruction of CustomeC s property. Bysubmitting property to TCT, Customer acknowledges and agrees to these limitations and acknowledges and agrees that TCT bases its price for the performance of Work on the existence and enforceability of such limitations. 6. Shipping. TCT will at Customer's reasonable request act as a shipping agent for the return ofCustomer's property after perfonning the Work. As Customer's agent, TCT will contract for common carrier delivery as requested in wtiting by Customer. Under no conditions will TCT have any liability for -any item so shipped, insurancewill be purchased for common carrier shipping only when requested in writing • by Customer and when declared value is indicated, and the failure of TCT to purchase insurance shall not result in any liability on the part of TCT. Customer may be billed directly by commercial carriers for freight and Customer shall make all claims for property damaged in transit directly and solely against such freight carriers. / 1 J 7. Title; Security Agreement Title to Customer's property and all risk of loss or damage to such property shall remain with Customer at all times. Customer hereby grants to TCT a security interest in all of Custorner's property provided to TCC for testing or otherservices under the Contract to secure the payment of the purchase price for the Work and other fees or charges due TCT hereunder. Customer will not -be entitled to the return of idy, is prnpe, and after such return shall not be entitled to transfer or encumber the property upon which Work is performed, until all sutras due and ow i ng to TCT have been paid. Customer shall execute and deliver any financing statements or other documents that TCT reasonably requests for the,perfection ofTCT's security interest in Customer's property and Customer shall do all other acts necessary for the perfection and preservation of this security interest. 8. Customer's Remedies. The sole andexclusive remedy of Customer and its customers, agents and otheraffrliates in respect ofany claim against TCT based on or relating to any claimed defect in the Work or otherwise relating to the Work, the Contract, or these Terms and Conditions, whether such claim is based upon contract, tore professional errors or omissions, strict liability or negligence, and whether such claim is for property damage, personal injury, commercial loss or other monetary loss, shall be (i) upon the retum, restoration, or replacement by Customer ofCustomer's property upon which the Work was performed, the re-perfonmaoce of any defective portion of the Work, or (ii) at TCT's option, a refund or credit to Customer in the amount of the price paid for the defective portion of the Work Customer's remedies hereunder shall only be available if (i) TCT has been paid in full for the Work pursuant to paragraph 3 above; (ii) TCT is notified in detail, in writing, ofthe claimed defect or other claim within twenty days of Customer's discovery thereof arm within ninety days after the completion of the Work; and (iii) TCT is permitted to inspect any and all property with respect to which the Work is claimed to have been defective or to which Customer's claim otherwise relates. EXCEPT AS SPECIFICALLY SET FORTH IN THIS SECTION 8, TCT SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE DIRECTLY OR INDIRECTLY ARISING FROM ITS PERFORIYIANCE OF THE WORK, INCLUDING WITHOUT LIMITATION ANY DAMAGE TO CUSTOMER'S PROPERTY. TCTSHALL IN NO EVENT BE LIABLE FOR ANY LOSS OR DAMAGE ARISING'FROM THE USE OF PROPERTY UPON WHICH THE WORMS PERFOI;MED OR ANY SIMILAR PROPERTY OR FOR ANY SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES WRATSOEVER. IN NO EVENT SHALL TCT BE LIABLE FOR ANY DAMAGES ABOVE THE COST OF THE WORK, WIIETHER SUCH DAMAGES SHALL ARISE FROM BREACH -OF THIS CONTRACT, OR IN TORT, OR OTHERWISE. 9. Cancellations. A purchase order or other Contract for Work once placed with and accepted by TCT can be cancelled, in whole or in part, only with the written consent o f TGT. If Customer cancels without TCT's consent, Customer shall be liable for the full price of the Work, less any actual third party expenses saved by TCT in not having to perform the Work, as reasonably determined by TCT in its sole discretion. 10- Court and Other Proceedings_ The nature ofTCT's services will, from time to time, require employees of TCT to present the results of TCT's findings in depositions, court proceedings or other forums. In such cases, the Customer will be charged, in addition to the agreed upon price for the Work. TCT's usual and customary costs and fees for such presentat ions and the preparation thereof according to TCT's then - current fee schedule. If TCT is subpoenaed by a party other than Customer, the total costs and fees associated with the preparation and testimony will be charged to the Customer, irrespective of whether COMPANY DATM41 RTCRMS & CONDrr[ONS TCT.DOC payment has previously been [Wade on the Work and Customer's file is closed. TCT will at Customers written request attempt to have these costs and fees reimbursed by the patty issuing the subpoena; however, if such party does not reimburse TCT, such costs and fees will be the responsibility of Customer. Customer agrees to pay any such costs and fees, irrespective of whether it is anticipated at the time of the Contract thatTCT will be called upon to present the results of its findings in depositions, court proceedings or other forums. 11. Force Majeure. The parties hereto shall be excused from the duty to render timely performance of Illy obligation hereunder if such inability to perform is caused directly or indirectly by act of", flood, war, riot, accident, explosion, strikes or labor trouble, act of govcmment, delay or default by subcontractor or supplier ofmaterials or services, the existence of any circumstance making performance commercially impracticable or any other cause beyond the party's reasonable control; provided, however, that the obligation to make payments due under this agreement shall not be excused for any reason, including the foregoing. 12. Walver of compliance. Waiver by either party hereto of a breach by the other party of any of the provisions of these terns and conditions shall not be deemed a waiver of future compliance therewith, and such provisions shall retrain in full force and effect. I3. Severability. If any provision or remedy herein provided for be invalid under any applicable law, the remaining provisions hereof, including remaining default remedies, shall be given effect in accordance with the intent hereof. 14. Governtng Law. This agreement shall be governed by and construed under the laws of the Slate of North Carolina and the United States o f America. I5. Arbitratiort. Any controversy or claim atising out of or relating to this agreement, er any breach thereof, shall be settled by arbitration in accordance with the Rutes o€the American Arbitration Association, and judgment upon the award tendered by the Arbitrator(s) may be entered in any court having jurisdiction thereof, The situs of said arbitration shall be Charlotte, North Carolina. Any demand for arbitration by either party hereunder must be delivered in writing to the other party. 16. Export Control Laws and Regulations. All parties shall comply. with all export control laws and regulations (including, but not limited to, the U.S. Export Administration Regulations and the U.S. International Traffic in Arms Regulations) to the extent applicable to de Parties' respective activities under this Agreement. The Receiving Party shall control access to any technical data disclosed under this Agreanent in accordance with all U.S. export laws and'regulalions including, without limitation, confining thhdisclosure ofanysuch technical data to U.S. prions unless disclosure to fgreign persons is specifically authorized and appropriately licensed by the proper U.S. government agency. The Receiving Party shall limit dissemination of technical data to its employees who have need to know as it relates to the Purpose of this Agreement and who have agreed to abide by the Export Control provisions contained herein, and who are U.S. citizens or permanent resident Aliens (or who are otherwise authorized to receive such Information pursuant to this Agreement and U.S. Export laws). The Receiving Party shall exercise the same care to protect any and all technical data embodying or setting forth all or part of the technical data as it uses to protect its own technical data, but in no case less than reasonable care to assure proper control and security ofsuch information and documentation. 0 CITY OF HOPKINS HENNEPIN COUNTY, MINNESOTA RESOLUTION 2011-047 RESOLUTION ORDERING THE PREPARATION OF A FEASIBILITY REPORT FOR YEAR 2012 STREET AND UTILITY IMPROVEMENTS WHEREAS, the following streets are in need of reconstruction: Minnetonka Mills Road between 5th and 12th Avenues North; Gethsemane Road; 3`d Street North between 8th and 11th Avenues North; 4h Street North between 10th and 11 th Avenues North; 8th Avenue North between 1St and 2nd Streets North; 9th Avenue North between Minnetonka Mills Road and 3`d Street North; the alley between 5th and 6th Avenues north and 2nd and 3`d Streets North; and the alley between 81h and 9th Avenues South just south of Mainstreet; and WHEREAS, City staff is requesting that these streets be upgraded under the City's assessment policy even though no petition for the upgrade has been submitted; and WHEREAS, the first step in the assessment procedure is the ordering of a feasibility report. • NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Hopkins, Minnesota, that the proposed improvements be referred to the firm Bolton and Menk, Inc. for study and that they be instructed to report to the Council with all convenient speed advising the Council in a preliminary way as to whether the proposed improvement is necessary, cost- effective, and feasible and as to whether it should best be made as proposed or in connection with some other improvement, and the estimated cost of the improvement as recommended. Adopted by the City Council of the City of Hopkins, Minnesota, this 6th day of September, 2011. ATTEST: Terry Obermaier, City Clerk 0 Eugene J. Maxwell, Mayor