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HomeMy WebLinkAboutAmerican Sturcturepoint, Inc./Engr American Structurepoint,Inc. EngDept-2007 ORIGINAL APPROVED, Keystone Reconstruction—Design Services FORM BY: :T Appropriation#920;P.O.#17764 Contract Not To Exceed$4,581,350.00 AGREEMENT FOR PROFESSIONAL SERVICES THIS AGREEMENT FOR PROFESSIONAL SERVICES ("Agreement") is hereby made and entered into by and between the City of Carmel, Indiana, acting by and through its Board of Public Works and Safety(hereinafter "City"), and American Structurepoint, Inc. (hereinafter "Professional"). RECITALS WHEREAS, City is committed to maintaining an equitable and competitive compensation system for the benefit of its employees; and WHEREAS, from time to time, City needs consulting or other workforce assistance (the "Services")to assist it in fulfilling the foregoing commitment; and WHEREAS, Professional is experienced in providing and desires to provide to City the Services referenced herein; and WHEREAS, City desires to engage Professional as an independent contractor for the purpose of providing to City the Services referenced herein; NOW, THEREFORE, in consideration of the foregoing recitals and the covenants and conditions set forth herein, City and Professional mutually agree as.follows: SECTION 1. INCORPORATION OF RECITALS The foregoing Recitals are hereby incorporated into this Agreement and made a part hereof. SECTION 2. SCOPE OF SERVICES 2.1 City desires to engage Professional as an independent contractor for the Services set forth in attached Exhibit A,incorporated herein by this reference. 2.2 Professional understands and agrees that City may, from time to time, request Professional to provide additional or modified Services to City. When City desires additional Services from Professional, the City shall notify Professional of such additional Services desired, as well as the time frame in which same are to be provided. Only after City has approved.Professional's time and cost estimate for the provision of such additional Services, has encumbered sufficient monies to pay for same, and has authorized Professional, in writing, to provide such additional Services, shall such Services be provided by Professional to City. A copy of the City's authorization documents for the purchase of additional Services shall be.numbered and attached hereto in the order in which they are approved by City. 2.2 Time is of the essence of this Agreement. SECTION 3. CITY'S RESPONSIBILITIES 3.1 City shall provide such information as is reasonably necessary for Professional to understand the • ENG/shared/admintstrative/contracts/structurepo1nt111607 t American Structurepoint, Inc. Eng Dept—2007 Keystone Reconstruction—Design Services • Appropriation#920; P.O.#17764 Contract Not To Exceed$4,581,350.00 Services requested. 3.2 City shall provide all data required for provision of Services. Professional may assume that all data so provided is correct and complete. 3.3. City shall arrange for Professional to enter upon public and private property as-reasonably required for Professional to perform the Services. 3.4 City shall designate-payment of the Services from City budget appropriation number 920 funds. 3.5 City shall designate the Mayor or his duly authorized representative to act On City's behalf on all matters regarding the Services. SECTION 4. PROFESSIONAL'S RESPONSIBILITIES 4.1 Professional shall perform the Services•pursuant to the terms of this Agreement and within any applicable time and cost estimate. 4.2 Professional shall coordinate with City its performance of the Services. 4.3 Professional shall provide the Services by following and-applying at all times reasonable and lawful standards as-accepted in the industry. SECTION 5. COMPENSATION 5.1 Professional estimates that the total price for the Services to be provided to City hereunder shall be no more than.Four Million Nine Hundred Forty-One Thousand Three I-Tundred Fifty Dollars ($4,941,350.00) (the "Estimate"). Professional shall submit an invoice to City no more than once every thirty (30) days for Services provided City during the time period encompassed by such invoice. Invoices shall be submitted on a form containing the same information as that contained on the Professional Services Invoice attached hereto as Exhibit B, incorporated herein by this reference. City shall pay Professional for all undisputed Services rendered and stated on such invoice within sixty(60) days from the date-of City's receipt of same, or be subject to a late charge of one percent (1%) of such unpaid and undisputed invoice amount for each month same remains unpaid. 5.2 Professional agrees not to provide any Services to City that would cause the total cost of same to exceed the Estimate, without City's prior written consent. SECTION 6. TERM Unless otherwise terminated in accordance with the termination provisions set forth in Section 7.1 hereinbelow, this Agreement shall be in effect from the Effective Date through December 31, 2007, and shall, on the first day of each January thereafter, automatically renew for a period of one (1) calendar year, unless otherwise agreed.by the parties hereto. ENG/shared/administrative/contracts/structurepoint111607 2 American Structurepoint, Inc. Eng Dept—2007 Keystone Reconstruction—Design Services Appropriation#920; P.O.#I 7764 Contract Not To Exceed$4,581,350.00 SECTION 7. MISCELLANEOUS 7.1 Termination. 7.1.1 The obligation to provide all or any portion of the Services under this Agreement may be terminated by City or Professional, without cause, upon thirty (30) days' notice. 7.1.2 The obligation to provide all or any portion of the Services under.this Agreement may be terminated by City, for cause, immediately upon Professional's receipt of City's "Notice To Cease Services." 7.1.3 In the event of full or partial Agreement termination, and as full and complete compensation hereunder, Professional shall be paid for all such Services rendered and expenses incurred as of the date of termination that are not in dispute, except that such payment amount shall not exceed the Estimate. Disputed compensation amounts shall be resolved as allowed by law. 7.2 Binding'Effect. City and Professional, and their respective officers, officials, agents, partners and successors in interest are bound to the other as to all Agreement terms, conditions and obligations. 7.3 No Third Party Beneficiaries. Nothing contained herein shall be construed to give rights or benefits to anyone other than the parties hereto. 7.4 Relationship. The relationship of the parties hereto shall be as provided for in this Agreement, and neither Professional nor any of its agents, employees or contractors.are City employees. Professional shall have the sole responsibility to pay to or for its agents, employees and contractors all statutory, contractual and other benefits and/or obligations as they become due.Professional hereby warrants and indemnifies City for and from any and all costs, fees, expenses and/or damages incurred by City as a result of any claim for wages, benefits or otherwise by any agent, employee or contractor of Professional regarding or related to the subject matter of this Agreement. This indemnification obligation shall survive the termination of this Agreement. 7.5 Insurance. Professional shall procure and maintain with an insurer licensed to do business-m th e State of Indiana such insurance as is necessary for the protection of City and Professional from all claims under workers' compensation, occupational disease and/or unemployment compensation acts, because of errors and omissions, because of bodily injury, including, but not limited to, the personal injury, sickness, disease, or death of any of Professional's employees, agents or contractors and/or because of any injury to or destruction of property, including, but not limited to, ENG/shared/adhinistrative/contracts/structurePount111607 3 American Structurepoint, Inc. Eng Dept—2007 Keystone Reconstruction-Design Services Appropriation#920; P.O.#17764 Contract Not To Exceed S4,581,350.00 any loss of use resulting therefrom. The coverage amounts shall be no lessthan those amounts set forth on attached Exhibit C. Such insurance policies shall not be canceled without thirty (30) days' prior written notice to City. 7.6 Liens. Professional shall not cause or permit the filing of any lien on any of City's property. In the event such a lien is filed and.Professional fails to remove it within ten (10) days after the date of filing, City shall have the right to pay or bond over such lien at Professional's sole cost and expense. 7.7 Default. In the event Professional: (a) repudiates, breaches or defaults under-any of the terms or conditions of this Agreement, including Professional's warranties; (b) fails to perform the Services as specified; (c) fails to make progress so as to endanger timely and proper completion of the Services and does not correct such failure or breath within five (5) business days after receipt of notice from City specifying same; or (d) becomes insolvent, files, or has filed against it, a petition for receivership, makes a general assignment for the benefit of creditors or dissolves, each such event constituting an event of default hereunder, City shall have the right to terminate all or any part of this Agreement, without liability to Professional and to exercise any other rights or remedies available to it at law or in equity. 7.8 Government Compliance. Professional agrees to comply with all laws, executive orders, rules and regulations applicable to Professional's performance of its obligations under this Agreement, all relevant provisions of which being hereby incorporated herein by this reference, to keep all of Professionals' required professional licenses and certifications valid and current, and to indemnify and hold harmless City from anv and all losses, damages, costs, liabilities, damages, costs and attorney fees resulting from any failure by Professional to do so. This indemnification obligation shall survive the termination of this Agreement. 7.9 indemnification. Professional shall, t&the fullest extent permitted by law, indeninify and hold harmless City and its officers, officials, and employees from all damages, liabilities, and costs, including reasonable attorney's fees, to the extent caused by any negligent act of omission, including any failure to perform its services in accordance with applicable standards of reasonable professional care, of Professional and/or any of its employees or subconsultants in the performance of this Agreement. This-indemnification obligation shall survive the termination of this Agreement. Professional shall not, however, be obligated to indemnify City or its officers, officials, and employees for any portion of such liability, damages and costs that is attributable to its or their own negligence or actionable fault: 7.10 Discrimination Prohibition. NG/shared/administrative/contracts/structurepoinr111607 4 r American Structurepoint, inc. Eng Dept—2007 Keystone Reconstruction—Design Serviees Appropriation#920; P.O.#17764 Contract Not To Exceed $4,581,350.00 Consistent with Indiana Code 5-16-6-1, Professional and each of its employees, agents and contractors shall comply with all existing and future laws prohibiting discrimination against any employee, applicant for employment and/or other person in the subcontracting of work and/or in the performance of any Services contemplated by this Agreement with respect to hire, tenure, terms, conditions or privileges of employment or any matter directly or indirectly related to employment, subcontracting or work performance hereunder because of race, religion, color, sex, handicap, national origin, ancestry, age, disabled veteran status or Vietnam era veteran status. This indemnification obligation shall survive the termination of this Agreement. 7.11 Severability. If any provision of this Agreement is held to be invalid, illegal or unenforceable by a court of competent jurisdiction, that provision shall be stricken, and all other provisions of this Agreement that can operate independently of same shall.continue in full force and effect. 7.12 Notice. Any notice, invoice, order or other correspondence required or allowed to be sent pursuant to this Agreement shall be written and either hand-delivered or sent by prepaid U.S. certified mail, return receipt requested, addressed to the parties as follows: CITY: City of Carmel Douglas C. Haney Department of Engineering Carmel City Attorney One Civic Square One Civic Square Carmel, Indiana 46032 Carmel, Indiana 46032 ATTENTION: Michael T. McBride, PE PROFESSIONAL: American Structurepoint, Inc. 7260 Shadeland Station Indianapolis, IN 46256 ATTENTION: Craig M. Parks, PE Notwithstanding the above, City may orally provide to Professional any notice required or permitted by this Agreement, provided that such notice shall also,then be sent as required by this paragraph within ten (10) business days from the date of such oral notice. 7.13 Effective Date. The effective date ("Effective Date") of this Agreement shall be the date on which the last of the parties hereto executes same. 7.14 Governing Law; Lawsuits. This Agreement shall be governed by and construed in accordance with the laws of the State of ENG/shared/administrative/contracts/structurepointuiboo7 American Structurepoiiit, Inc. Eng Dept—2007 Keystone Reconstruction—Design Services Appropriation#920; P.O.#17764 Contract Not To Exceed S4,581,350.00 Indiana, except for its conflict of laws provisions, as well as by all ordinances and codes of the City of Carmel, Indiana. The parties agree that, in the event a lawsuit is filed hereunder, they waive any right to ajury trial they may have, agree to file such lawsuit in an appropriate court in Hamilton County, Indiana only, and agree that such court is the appropriate venue for and has jurisdiction over same. 7.15 Waiver. Any delay or inaction on the part of either party in exercising or pursuing its rights and/or remedies.hereunder or under law shall not operate to waive any such rights and/or remedies nor in any way affect the rights of such party to require such performance atany time thereafter. 7.16 Non-Assignment. Professional shall not assign or pledge this Agreement nor delegate its obligations hereunder without City's prior written consent. 7.17 Entire Agreement. This Agreement contains the entire agreement of and between the parties hereto with respect to the subject matter hereof, and no prior agreement, understanding or representation pertaining to such subject matter, written or oral, shall be effective for any purpose. No provision of this Agreement may be amended, added to or subtracted from except by an agreement in writing signed by both parties hereto and/or their respective successors in interest. To the extent any provision contained in this Agreement conflicts with any provision contained in any exhibit attached hereto, the provision contained in this Agreement shall prevail. 7.18 Representation and Warranties. Each party hereto represents and warrants that it is authorized to enter into this Agreement and'that any person or entity executing this Agreement on behalf of such party has the authority to bind such party or the party which they represent, as the case maybe. 7.19 Headings. All headings and sections of this Agreement are inserted for convenience only and do not form a part of this Agreement nor limit, expand or otherwise alter the meaning of any provision hereof. 7.20 Advice of Counsel. The parties represent that they have read this Agreement and fully understand it, have had an opportunity to obtain the advice and assistance of counsel throughout the negotiation of same, and enter into same freely, voluntarily, and without any duress, undue influence or coercion. 7.21 Copyright. ENG/shared/adnlniscrative/contracts/siructurepoint111607 6 American Structurepoint, Inc. Eng Dept—2007 Keystone Reconstruction—Design Services Appropriation 020; P.O.717764 Contract Not To Exceed S4,581,350.00 City acknowledges that various materials which may be used and/or generated by Professional in performance of Services, including forms, job description formats, comprehensive position questionnaire, compensation and classification plan and reports are copyrighted. City agrees that all ownership rights and copyrights thereto lie with Professional, and City will use them solely for and on behalf of its own operations. City agrees that it will take appropriate action with its employees to satisfy its obligations with respect to use, copying, protection and security of Professional's property. All reports, drawings, specifications, computer files, field data, notes and other documents and instruments prepared by the Professional as instruments of service shall remain the property of the Professional. The Professional shall retain all common law, statutory and other reserved rights, including the copyright thereto. However,nothing in this Agreement shall prevent City from using the documents for informational purposes necessary to make repairs and/or maintain the Project. 7.22 Personnel. Professional represents that it has, or will secure at its own expense, all personnel required in performing the services under this agreement. Such personnel shall not be employees of or have any contractual relationship with City. All of the services required hereunder will be performed by Professional or under his supervision and all personnel engaged in the work shall be fully qualified to perform such services. • 7.23 Job Site Safety. Neither the professional activities of the Professional, nor the presence of the Professional or its employees and subconsultants at a construction/project site, shall relieve the General Contractor of its obligations, duties and responsibilities including, but not limited to, construction means, methods, sequence, techniques or procedures necessary for performing, superintending and coordinating the Work in accordance with the contract documents and any health or safety precautions required by any regulatory agencies. The Professional and its personnel have no authority to exercise any control over any construction contractor or its employees in connection with their work or any health or safety programs or procedures. 7.24 Records and Inspections Professional shall maintain full and accurate records with respect to all matters covered under this agreement for three (3) years after the expiration or early termination of this agreement. City shall have free access at all proper times to such records and the right to examine and audit the same and to make transcripts there from, and to inspect all program data, documents, proceedings and activities. 7.25 Accomplishment of Project • Professional shall commence, carry on, and complete the project with all practicable dispatch, and in accordance with standards of reasonable professional care for similar projects, including compliance with applicable laws. In accomplishing the project, Professional shall take such steps as are appropriate to ensure that the services involved are properly coordinated with related work_ being carried on within City's organization. 5NG/shared/administrative/contracts/structurepoint111607 7 American Structurepoint, Inc. Eng Dept—2007 • Keystone Reconstruction—Design Services Appropriation#920; P.O.#17764 Contract Not To Exceed$4,581,350.00 7.26 Mediation In an effort to resolve any conflicts that arise during the design and construction of the Project or following the completion of the Project, the City and the Professional agree that all disputes • between them arising out of or relating to the Agreement or the Project shall be submitted to nonbinding mediation unless the parties agree otherwise. Such nonbinding mediation shall be conducted in accordance with the Indiana Rules of Alternative Dispute Resolution. IN WITNESS WHEREOF, the parties hereto have made and.executed this Agreement-as follows: CITY OF CARMEL, INDIANA COMPANY by and through its Board of Public Works and Safety BY: BY: 11ofQ C d\i.Z Nv James Brainard, residing Officer Authorized Signature V cam,, Date: I , �.i' II€S - TVlrM�1 /� Printed Name:\' {� �} Mary A n Burke,Jvjpmber D� Title: v I et + r�tttf" Date: / ;J / FID/TIN: Lori S. Watso ember SSN if Sole Proprietor: Date: 1 a-I 5107 Date: ATTEST: �p ana Cordray, IA Clerk-Treasurer Date: ky{cI� • • • ENG/snared/administrative/contracts/structurepoint111607 8 • Exhibit "A" I) Public Communications a) The Professional shall attend and help coordinate weekly meetings with the City's Public Communications consultant and the City's personnel so as to facilitate the public communications strategy and effort. 2) Project Design Management and Financial Planning a) The Professional shall manage the activities contained in the Scope of Work among the project team members. The Professional's project manager will be in charge of overall project management in addition to being the City's direct link to the design team for issues concerning administration and technical execution. He will be, responsible for coordinating the activities of all subconsultants and acting as liaison between Professional and any outside agencies and/or groups. He will also be responsible for maintaining schedule and budget.. b) The Professional shall coordinate and attend meetings with the City's personnel on a no less than biweekly basis to facilitate the management of the project design elements. Meetings will be held to discuss technical issues requiring action by the City and others. Meetings will also be held with the City on an as-needed basis to facilitate the acquisition of the necessary project right-of-way parcels. c) The Professional shall provide all necessary services required for management of expenditures involved with the Keystone Parkway Project. Such services will include but. not be limited .to monthly pay requisition/claim preparation, cost tracking, and budget management. d) The Professional shall prepare documentation necessary to obtain payment for professional service invoices, monthly construction pay estimates, or right-of-way acquisition payment requests. All payment requests will be prepared in a format that is acceptable to the City • e) The Professional shall hold monthly budget meetings with the City to address the current status of the budget. 3) Field Survey • a) The Professional shall provide the supplemental field survey required for the preparation of design plans. Field survey will identify existing limits of street right-of-way for this project. 4) Geotechnical Investigation a) The Professional shall provide subsurface geotechnical engineering investigation services. Detailed information is included in the attached Geotechnical Summary. 5) Wetland And Aquatic Resources Delineation and Permitting a) The Professional shall conduct a field investigation in compliance with procedures established by the US Army Corps of Engineers for the field delineation of wetlands. b) The Professional shall identify all wetlands and other aquatic-resources within the project limits. c) The Professional shall prepare a wetland delineation focusing on site hydrology, soils, and vegetation for all wetlands. Appropriate data will be collected to assess other aquatic resources. d) The Professional shall investigate in the field other parameters, including documentation related to a Floristic Quality Index, a Headwater Habitat Evaluation Index assessment, and a Qualitative Habitat Evaluation Index assessment. e) The Professional shall prepare a formal Wetland Delineation Report on the basis of the field observations and measurements. The report will include, appropriate narrative discussion, data forms, and mapping to enable the US Army Corps of Engineers to prepare a formal Jurisdictional Determination, identifying those resources that are regulated by the Corps under provisions of Section 404 of the Clean Water Act The report will also include sufficient information to enable the Indiana Department of Environmental Management to identify those resources that are regulated by IDEM under the Indiana Isolated Wetlands Law. 0 The Professional shall coordinate with both the Corps of Engineers and IDEM, as appropriate, in the field to assist those agencies in making their regulatory determinations. g)' The Professional shall prepare the appropriate permit applications. 6) Wetland Mitigation'Design a) If any mitigation is required under terms of any permits to be issued by either the Corps of Engineers or the Indiana Department of Environmental Management, the Professional will be available-to prepare appropriate mitigation plans. A formal detailed proposal and supplemental agreement for any wetland mitigation design will be developed and presented to the City for approval prior to initiation of such work. 7) Hazardous Materials Investigation a) The Professional shall conduct a field investigation to identify areas that are potentially subject to environmental contamination from existing or previous land uses. In addition to the field investigation, reasonably available data sources will be reviewed to determine the presence of sites within the study area that have been documented on a variety of federal and state databases as maintained by regulatory agencies. The data collection and report preparation will generally 'comply with provisions of ASTM Standard Practice E 1527-05, the standard procedure for preparing Phase I Environmental Site Assessments. b) If the Phase I ESA reveals the presence of recognized environmental conditions, the Professional will be available to facilitate Phase II subsurface investigations. The cost per site for the Phase II investigation will be determined on the basis of the extent and nature of the suspected contamination. A formal detailed proposal and supplemental agreement for any site investigation will be developed and presented to the City for approval prior to initiation of such work. 8) Cemetery Development Plan a) The Professional shall conduct a field investigation to document the location of gravesites in the Farley Cemetery'located in the southeast quadrant of the intersection of Keystone Avenue with 106th Street. Under provisions of Indiana Code (IC 14-21-1-26.5) a . cemetery development plan is required from individuals wishing to disturb_the ground for the purpose of erecting, altering, or repairing a structure within 100 feet'of a cemetery. 2 b) The Professional shall submit the cemetery development plan for review to the Indiana Department of Natural Resources-Division of Historic Preservation and Archaeology (DHPA). Because this project is being funded by the City of Carmel, the plan must be approved by the Mayor prior to initiation of construction. This-document will serve to thoroughly identify and summarize relevant historical information pertaining to the Farley Cemetery to predict and mitigate any potential impacts resulting from the project. 9) Noise Study a) The Professional' shall retain the services of a noise study subconsultant. Detailed information is included in the attached Proposal for Keystone Avenue Noise Study. b) The Professional shall coordinate efforts between City and noise study subconsultant. 10) Utility Coordination Services a) The Professional shall, at a minimum, coordinate with the following utility companies: Clay Township Regional Waste District, Indianapolis Power & Light, Marathon Petroleum, Vectren, Citizens Gas,AT&T Indiana,Duke Energy, and Veolia Water. b) The Professional shall conduct office reviews, field inspections, investigations, and meetings as needed for utility relocations. The Professional shall provide legal notice before entering private property. c) The Professional shall distribute plans with a tentative project schedule to the utility companies. Also, the Professional shall request submittal of relocation plans with an estimated relocation schedule. All plan revisions affecting utilities must be sent to the affected utilities. d) The.Professional shall determine if a Utility Field Check is needed, then schedule and conduct the Utility Field Check accordingly. e) The Professional shall review construction plans for potential utility conflicts and transmit to utility owners with instructions as:needed. f) The Professional shall coordinate with-the City to investigate potential plan revisions, when warranted, to minimize excessive utility relocation costs. g) The Professional shall review relocation plans and schedules to verify that applicable conflicts are resolved. At the appropriate time, City will provide written notice for the utility to proceed. h) The Professional shall obtain written documentation from all utility companies whether relocations are required or not, unless instructed otherwise by City Officials. i) The Professional shall review utility cost estimates for acceptability. j) The Professional shall prepare an agreement with the utility when reimbursable costs must be paid by City. k) The Professional shall prepare agreements and authorization letters for utility relocations/adjustments. I) The Professional shall provide'the,following items for all utilities within the project limits to City prior to the contract letting. i) Utility contact with phone number . ii) Utility relocation plans and/or description of relocation, if relocation is necessary • 3 iii) Total schedule for relocation, if relocation is necessary, including material delivery, weather restraints, pre-work requirements, coordination issues,need for right-of-way staking, and construction time m) The Professional shall distribute two copies of the utility written notice to proceed with approved utility relocation plans to the City. n) The Professional shall act as a liaison between utility and the City, answering questions, interpreting plans, and coordinating activities. o) The Professional shall provide periodic and timely review and processing of progress payments during construction. p) The Professional shall maintain sufficient records to accurately track the status of utility relocations and prepare periodic status reports. q) The Professional shall assist the City in resolving problems or questions concerning utilities during construction and coordinate with the field personnel. 11) City of Carmel Utilities Conceptual Relocation Planning a) The 'Professional shall provide professional services to assist the City with the coordination, planning, and conceptual design of the relocation of the City-owned utilities, including water mains, sanitary sewers, and storm sewers, required by the construction of the proposed Carmel Keystone Parkway corridor,improvements. b) The Professional shall meet with City staff to identify utilities that may be disrupted by proposed roadway alignments or rights-of-way along a corridor approximately four miles in length and 500 feet in width, roughly centered on the centerline of Keystone Parkway. c) The Professional shall meet with City staff to review the City's existing Utility Master Plan for service in the vicinity of the Keystone Parkway transportation corridor and to discuss desired upgrades to existing utilities necessary to serve long-term anticipated needs. d) The Professional shall perform a preliminary field check to identify any unknown conflicts or unusual circumstances. e) City shall provide to Professional any available design drawings, record drawings, and GIS data for existing utilities located within the Keystone Parkway corridor. Professional can rely upon the accuracy and completeness of such. f) The Professional shall determine anticipated utility capacity requirements. g) The Professional shall prepare the conceptual utility alignments and structure locations for relocated utilities to accommodate the proposed Keystone Parkway project. h) The Professional shall prepare on backgrounds of digital satellite imagery graphical representations of conceptual utility alignments and structure locations for relocated utilities. i) The Professional shall submit initial graphics and conceptual designs to City and shall meet with City staff to discuss the City's review comments. The Professional shall revise conceptual designs to incorporate the City's review comments as feasible. j) The Professional shall prepare a Preliminary Utility Relocation Planning Report incorporating and summarizing the conceptual designs and graphics. The Professional shall provide preliminary opinions of probable construction costs in the Report. 4 k) Preparation of topographic and property surveys, final designs, bidding documents, and construction documents are not included in this Conceptual Utility Relocation Planning phase. 12) Conceptual Pedestrian Accommodation Plans a) The Professional shall at each,interchange study the feasibility of at-grade and/or grade- separated pedestrian crossings, including pedestrian bridges and tunnels. b) The Professional.shall develop estimates of probable construction cost for the various alternatives studied. 13) Traffic Counting a) The Professional shall obtain peak hour turning movement counts at the following intersections with Keystone Parkway: 96th Street, 98th Street, 99th Street, 106th Street, 116t° Street, Carmel Drive, 126th Street,,131"Street,and 136th Street b) The Professional shall obtain traffic counts from a 48-hour machine at the following locations on Keystone Parkway: between I-465 and 96th Street, between 96'h Street and 98tt' Street, between 98th Street and 99th Street, between 99th Street and 106t Street, between 106th Street and 116th Street, between 116th Street and'Carmel Drive, between Carmel Drive and 126th Street, between 126th Street and 131"Street, between 131" Street and 136th Street, and north of 136th Street. 14) Corridor Traffic Analysis a) The Professional shall review recently collected traffic counts and historical traffic counts along Keystone Avenue and develop year 2010 and 2030 AM and PM peak-hour traffic volumes at the proposed interchanges. b) The Professional shall review design parameters at the proposed roundabout interchanges for simulation purposes. c) The Professional shall develop traffic simulation in VISSIM for year 2010 and year 2030 AM and PM peak hours. The simulation will include the traffic operations along Keystone Avenue from 96th Street to 136th Street, as well as interchange capacity analysis at each interchange. d) The Professional shall document traffic performance measures of effectiveness (MOE) from VISSIM traffic simulation. e) The Professional shall present the traffic simulation to the City and finalize the traffic simulation based on the City's comments. Two copies of a CD containing the traffic simulation will be delivered to the City. f) The Professional shall develop traffic simulation at the intersection of Keystone Avenue and 96th Street. Various improvement scenarios will be analyzed to evaluate the impact of this intersection on the overall corridor traffic operations. 15) Roadway Design a) The Professional shall prepare contract plans, special provisions for the specifications, and opinion of probable cost for the construction of the streets. The plans shall be in accordance with the accepted standards for such work and in accordance with the following documents in effect at the time the plans or reports are submitted except as modified by supplemental specifications and special provisions, if any: the City of 5 • Carmel Standard Drawings; the American Association of State Highway and Transportation Officials "A Policy on Geometric Design of Highways and Streets, Part V"; and the Indiana Department of Transportation's Standard Specifications. The opinions of probable cost for construction shall be prepared according to the current practices of.the City of Carmel, and shall include all types of work required for the' complete construction of the work, including all temporary work necessary in connection therewith, but shall not include the cost of such items of work for which the City,through its own forces or through other party or parties, will perform the actual construction or engineering. The unit prices to be used shall be in accordance with the methods used by the City. The contract plans shall include a Title Sheet, an Index Sheet, Plat No.. 1 Sheet, Typical Section Sheets, Plan and Profile Sheets, Roundabout. Detail Sheets, Traffic Signal Modification Detail Sheets, Miscellaneous Details Sheets, Pavement Marking and Sign Plans, Maintenance-of-Traffic Plans, Erosion Control Plans, an Underdrain Table, an Approach Table, a Structure Data Table, a Summary of Quantities Table, and any necessary cross-sections. The contract documents shall contain sufficient information to enable the contractor to perform the work tasks described below. (1) Keystone Avenue/96th Street Construct a new roadway pavement consisting of six through lanes with the addition of turn lanes on both Keystone and 96th Street. The roadway will include combined concrete curb and gutters, storm sewer inlets, and a gravity storm sewer system. A combination of multi-use paths and concrete sidewalks will be constructed along the roadway. The traffic signal will be modernized or reconstructed. The existing signal at98`h Street is to be removed and the at-grade intersection reduced to a right in/right out only intersection. (2) Keystone Avenue/106ih Street Keystone Avenue will be depressed to provide grade separation with 106th Street. A double roundabout interchange will be constructed on 106'h Street at or near existing grade. 106th Street will include two through lanes in each direction with dual 2-lane roundabouts. Appropriate approach and exit lane configurations will be utilized. The roadways will include combined concrete curb and gutters, storm sewer inlets, and.a gravity storm sewer system. A combination of multi- use paths and concrete sidewalks will be constructed along the roadway. If gravity flow to an acceptable outlet is not possible, a stormwater lift station may be utilized at this location. (3) Keystone Avenue/126`h Street Keystone Avenue will be depressed to provide grade separation with 126th Street. A double roundabout interchange will be constructed on 126`h Street at or near existing grade. 1266 Street will include two through lanes in each direction with dual 2-lane roundabouts. Appropriate approach and exit lane configurations will be utilized. The roadways will include combined concrete curb and gutters, storm sewer inlets, and a gravity storm sewer system. A combination of multi- use paths and concrete sidewalks will be constructed along the roadway. If gravity flow to an acceptable outlet is not possible, a stormwater lift station may be utilized at this location. 6 b) The Professional shall design storm sewers to collect and convey stormwater to suitable outfall locations. The Professional will investigate suitable outfall locations within 500 feet of the project limits. The Professional will evaluate the feasibility for storm sewers to flow via gravity at each of the mainline lowering areas. If necessary, pump/lift stations will be evaluated. c) The Professional shall conduct a field check with the City and other interested parties. 16) Bridge Design a) The Professional shall prepare contract plans, special provisions for the specifications, and opinion of probable cost for the construction of bridges required for grade separation at the intersections described below. The contract plans shall include Maintenance-of-Traffic Sheets, Soil Borings Sheets, Layout Sheet, General Plan Sheet, Substructure Detail Sheets, Superstructure Detail Sheets, Bridge Railing Detail Sheets, Reinforced Concrete Bridge Approach Detail Sheets, and a Summary of Bridge Quantities Table. The contract documents shall contain sufficient information to enable the contractor to perform the work tasks described below. (1) Keystone Avenue/106th Street Construct a single 2-span bridge to carry 106ih Street over Keystone Avenue. The bridge will be constructed in conjunction with a double roundabout interchange. The bridge will be built in phases to accommodate construction activities to lower Keystone Avenue through this location. (2) Keystone Avenue/126th Street Construct a single 2-span bridge to carry 126`h Street over Keystone Avenue. The bridges will be constructed in conjunction with a single roundabout interchange. The bridge will be built in phases to accommodate construction activities to lower Keystone Avenue through this location. 17) Schematic Road Design The professional shall provide schematic road design of other intersections in the corridor. Schematic design will be equivalent to ten percent design and include preliminary horizontal and vertical geometry, preliminary drainage outfall analysis, and will be prepared as to allow the Professional to move into'final design. A formal detailed proposal and supplemental agreement for final design will be developed and presented to the City for approval prior to initiation of such work. The anticipated intersections are as-follows. a) Keystone Avenue/116th Street Keystone Avenue will be depressed to provide grade separation with 116`h Street. A single roundabout interchange will be constructed on 116`h Street at or near existing grade. 116'h Street will include two through lanes ineach direction with a single 2-lane roundabout. Alternative interchangeconfigurations will also be considered. Appropriate approach and exit lane configurations will be utilized. The roadways will include combined concrete curb and gutters, storm sewer inlets, and a gravity storm sewer system. A combination of multi-use paths and concrete sidewalks will be constructed along the roadway. If gravity flow to an acceptable outlet is not possible, a stormwater lift station may be utilized at this location. 7 b) Keystone Avenue/Carmel Drive Keystone Avenue will be depressed to provide grade separation with Cannel Drive. A single roundabout interchange will be constructed on Carmel Drive at or near existing grade. Carmel Drive will include two through lanes in each direction with a single 2-lane roundabout. Alternative interchange configurations will also be considered. Appropriate approach and exit lane configurations will be utilized. The roadways will include combined concrete curb and gutters, storm sewer inlets, and a gravity storm sewer system. A combination of multi-use paths and concrete sidewalks will be constructed along the roadway. This location may utilize the stormwater lift station constructed as part of the 1161h Street improvements. c) Keystone Avenue/131""Street Keystone Avenue will be depressed to provide grade separation with 131' Street. A single roundabout interchange will be constructed on 131" Street at or near existing grade. 131" Street will include two through lanes in each direction with a single 2-lane roundabout. Alternative interchange configurations will also be considered. Appropriate approach and exit lane configurations will be utilized. The roadways will include combined concrete curb and gutters, storm sewer inlets, and a gravity storm sewer system. A combination of multi-use paths and concrete sidewalks will be constructed along the roadway. The drainage outfall for this interchange will be Cool Creek to the north. If gravity flow to the creek is not possible, a stormwater lift station may be utilized at this location. d) Keystone Avenue/136th Street Keystone Avenue will remain at or near existing grade while 136th Street will be raised to provide grade separation with Keystone Avenue A double roundabout interchange will be constructed on 136th Street at or near existing grade. 136th Street will include two through lanes in each direction with dual.2-lane roundabouts. Appropriate approach and exit lane configurations will be utilized. The roadways will include combined concrete curb and gutters, storm sewer inlets, and a gravity storm sewer system. A combination of multi-use paths and concrete sidewalks will be constructed along the roadway. The drainage outfall for this interchange will be Cool Creek to the south. If gravity flow to the creek is not possible, a stormwater lift station may be utilized. 18) Schematic Bridge Design The professional shall provide schematic bridge design of other proposed bridges in the corridor. Schematic design will be equivalent to 10% design and include preliminary structure type analysis. A formal detailed proposal and supplemental agreement for final design will be developed and presented to the City for approval prior to initiation of such work. The anticipated bridges are as follows. a) Keystone Avenue/116'h Street A pair of 2-span bridges to carry 116'h Street over Keystone Avenue. The bridges will be constructed in conjunction with a single roundabout interchange. The bridge will be built in phases to accommodate construction activities to lower Keystone Avenue through this location. b) Keystone Avenue/Carmel Drive A pair of 2-span bridges to carry Carmel Drive over Keystone Avenue. The bridges will be constructed in conjunction with a single roundabout interchange. The bridge will be 8 built in phases to accommodate construction activities to lower Keystone Avenue through this location. c) Keystone Avenue/131st Street A pair of 2-span bridges to carry 131 n Street over Keystone Avenue. The bridges will be constructed in conjunction with a single roundabout interchange. The bridge will be built in phases to accommodate construction activities to lower Keystone Avenue through this location. d) Keystone Avenue/136th Street A single 2-span bridge to carry 136t° Street over Keystone Avenue. The bridge will be constructed in conjunction with a double roundabout interchange. The bridge will be built in phases to accommodate construction activities to raise 136th Street above Keystone Avenue through this location. e) Keystone Avenue over Cool Creek Rehabilitate and.widen the existing twin structures over Cool Creek to accommodate the 136th Street interchange ramps. Due to the age and condition of the existing concrete decks and the structure type consisting of composite concrete haunched girders, complete superstructure replacementis included. The substructures shall be widened as necessary to accommodate the widened superstructure. 19) Retaining Wall Design a) The Professional shall prepare contract plans, special provisions for the specifications, and opinion of probable cost for the construction of permanent and temporary retaining walls required for grade separation and intersection improvements at 106th Street and 126th Street. The contract plans shall include Typical Retaining Wall Sections, Soil Borings Sheets, Retaining Wall Detail Sheets including retaining wall quantities, and Construction Details Sheets as necessary. The contract documents shall contain sufficient information to enable the contractor to perform the work tasks described below. (1) Permanent Retaining Walls Construct retaining walls using appropriate construction methods. These retaining walls are expected outside pavement edges along Keystone Avenue to retain existing grades adjacent to the depressed roadway sections and along . outside pavement edges of ramp lanes to contain construction limits within the existing right-of-way. Retaining walls may also be required in conjunction with bridge construction to provide for reduced span lengths. (2) Temporary Retaining Walls Install temporary retaining walls using appropriate cut wall (top-down construction) methods. These retaining walls are expected along the centerline of Keystone Avenue in the first phases of traffic maintenance to generate the depressed section for one half of Keystone Avenue while the other half is maintained at existing grades. These walls would then be removed in the later phases of traffic maintenance after • the entire section of Keystone Avenue is depressed. 9 b) A formal detailed proposal and supplemental agreement for wall designs at other intersection locations will be developed and presented to the City for approval prior to initiation of such work. 20) Traffic Management Plan The Professional shall develop a traffic management plan that facilitates the construction of Keystone corridor and adjoining roadways. A strategy for accommodating traffic and diverting traffic during construction will be developed. Items to be investigated are the addition of temporary bridge structures, temporary retaining walls, and temporary travel lanes. Coordination with adjacent landowners will be necessary during the project. 21) Maintenance-of-Traffic Level of Service Analysis a) The.Professional.shall obtain the existing;signal timing data from the City and review as necessary. • b) The Professional shall prepare a traffic network of the Keystone corridor from 96th to 136th Street using Synchro and'analyze the existing conditions for comparison to the maintenance-of-traffic(MOD conditions. c) The Professional shall modify .the Synchro network for MOT conditions. This task is presumed to include shifting the traffic from the northbound lanes of Keystone to the southbound lanes of Keystone, and vice versa, and providing local intersection MOT phases for roadway construction. Intersection traffic operations analyses will be performed for the AM& PM peak hours. d) The Professional shall adjust the corridor traffic volumes due to diversion as a result of roadway construction, and the network model will be adjusted accordingly before determining anticipated approach LOS. e) The Professional shall document the approach LOS and queue lengths from Synchro & SimTraffic and determine the geometric features (i.e., storage lane requirements and taper lengths)for the intersection approaches. I) The Professional shall prepare intersection approach geometry recommendations to provide the best LOS possible during the construction period and to best manage the anticipated vehicle queuing. 22) On-Call Signal Timing.Adjustments a) Upon implementation of the Keystone Avenue Maintenance of Traffic, the Professional shall conduct on-site investigations of the-intersections between 96th and I36`h Streets and make the required adjustments to traffic signal timings based on field observations in order to minimize'vehicle queuing and congestion and overall driver delay. b) The Professional shall utilize Synchro to develop traffic signal timings, including signal offset values, under MOT conditions for four periods: AM, PM, noon, and off-peak. [The "Maintenance of Traffic Level of Service Analysis Engineering Services" task includes modifying a Synchro network for MOT conditions. That task, like this task, presumes the shifting of traffic from the northbound lanes of Keystone to the southbound lanes of Keystone, and vice versa, and providing local intersection MOT phases for roadway construction. That task analyzes the AM and PM peak hours only.] c) The Professional shall prepare timing sheets in preparation for traffic signal field adjustments and note taking. 10 d) The Professional shall conduct field observations of the intersections during the four time • periods (AM, PM, noon, and off-peak) and adjust the traffic signal timings as needed. Included will be any adjustments in signal offsets to improve progression along the corridor. e) The Professional shall document all signal timing changes and provide the information to the City for its records 23) Storm Sewer Lift Station Design a) The Professional shall prepare preliminary designs for stormwater pumping stations as required. The Professional shall consider for the preliminary design for each pumping station the stormwater flows, discharge locations and elevations, and general locations determined by the roadway design. b) The Professional shall meet with City staff to determine final locations, design requirements, and aesthetic criteria for each stormwater pumping station, and to integrate the stormwater pumping station installation into the overall design and construction plan for the transportation corridor. c) The Professional shall meet with the City's stormwater management utility to determine operational and maintenance requirements, such as preferences for equipment, alarms, metering and monitoring,and telemetry. d) The Professional shall perform a preliminary field check of each proposed stormwater pumping station site. e) The Professional shall engage a qualified geotechnical engineer to conduct exploration of each proposed stormwater pumping station site and to prepare a geotechnical assessment and report suitable for the preparation of structural foundation design and determination of dewatering requirements. I) The Professional shall prepare preliminary plans for each pump station. Preliminary plans shall include the following: Pump Station Site Plan, Pump Station Configuration Sketches, Pump Station Architectural Sketches, Pump Sizing and Selection, Pipe Sizing, Operational Strategy, and Geotechnical Report g) The Professional shall submit preliminary plans to City and shall meet with City staff to discuss the City's review comments. The Professional shall revise preliminary plans to incorporate the City's review comments as feasible. h) The Professional shall finalize the pump station and force main plans based on City staff review. In execution of the final design, Professional shall engage qualified practitioners of technical professional disciplines as those specialties may be required, including Geotechnical Engineer, Structural Engineer, Architect, Electrical Power Engineer, Instrumentation and Controls Engineer, HVAC and Mechanical Engineer, Land Surveyor, and Environmental Scientist. i) The Professional shall prepare final plans for each pump station and force main. Plans shall be suitable for bidding and construction, shall be in AutoCAD format, and shall include the following: Pump Station Site Plan, Pump Station Structural Plans, Pump Installation and Mechanical Plan, ElectricaUControl Plans, Communications/Telemetry Plans,Pump Station Details, and Erosion Control Plan and Details. j) The Professional shall attend a final field check for each stornwater pump station as required. 11 k) The Professional shall prepare technical specifications and opinions of probable construction cost for each pump station as.required. I) If more than one pump station is required, a detailed proposal and supplemental agreement for additional pump station designs at other intersections will be developed and presented to the City for approval prior to initiation of such work. 24) Lighting Design a) The Professional shall meet with the.City to determine whether the City desires a full or partial roadway lighting scheme along Keystone Avenue for 96th Street, 106'1' Street, and 126th Street. A formal and detailed proposal and supplemental agreement for lighting designs at other locations along the corridor will be developed and presented to the City for approval prior to initiation of such work. b) The Professional shall coordinate with the electrical utility company to identify existing service point locations. c) The Professional.shall coordinate with the City to determine the general type of lighting fixtures and poles desired along the corridor and under the bridges. d) The Professional shall meet with lighting fixture and pole supplier(s)to identify hardware that satisfies the City's design requirements. e) The Professional shall prepare preliminary roadway lighting plans. f) The Professional shall attend field checks as required. g) The Professional shall prepare final construction plans based on the City's and the electrical utility's comments. 25) Conceptual Landscaping Plans a) The Professional shall evaluate the Keystone Parkway, north/south and east/west access lanes within project limits, entry points, key feature elements, underpass aesthetics, roundabout features, and Parkway areas between intersections. b) The Professional shall attend up to ten meetings with the City. c) The Professional shall develop conceptual plans for hardscape and landscape planting areas, focus areas for art, and site amenities. Each area will include site considerations for access, natural features, planned roads, buffer zones, and key feature areas. d) The Professional shall coordinate the site landscape plan only within engineering plan limits e) The Professional shall submit conceptual plans as a combination of hand drawn, computer rendered of illustrative renderings. 0 The Professional shall develop two conceptual plans for each reconstructed intersection and two overall parkway plans. Concepts will include a plan and rendering for 12 views g) The Professional shall submit draft concept plans for the City's approval at 60 and 100 percent completion. h) The Professional shall submit final conceptual designs in colored plans and illustrations, including no more than 12 renderings 26) Public Meetings • a) The Professional shall prepare for and attend up to two public meetings. 12 27) Conceptual Computer Graphic Renderings a) The Professional shall prepare conceptual computer graphic renderings at the request of the City. If desired by the•City, exhibits shall utilize aerial photography to illustrate the conceptual layout of the Keystone Parkway project. 28) Conceptual Drive-Thru Videos a) The Professional shall prepare conceptual, computer-generated drive-thru or fly-over videos at the request of the City. 29) Independent Roundabout Review a) The Professional shall retain the services of an independent roundabout subconsultant to review roundabout capacity analysis and design and provide additional design solutions in regard to traffic safety, pedestrian safety, roundabout geometries, and capacity analysis techniques. Both Professional and City must agree on the selection of the independent reviewer. 30) On Call Services a) The Professional shall provide additional services as requested by City on an as needed basis if approved in advance by City. 31) Right-of-Way Engineering a) The Professional shall prepare exhibit drawings and legal descriptions and perform right- of-way staking one time for each right-of-way parcel that needs to be purchased by the City for the project. 32) Right-of-Way Acquisition Services a) The Professional shall provide title work as needed for the acquisition of right-of-way for the project. b) The Professional shall provide appraisal, buying, and relocation services as needed for the acquisition of right-of-way for the project. A formal detailed proposal and supplemental agreement for appraising, buying, and relocation services will be developed and presented to the City for approval prior to initiation of such work. 33) Construction Inspection a) The Professional shall provide construction inspection services as needed for the construction of the project by the City. A.formal detailed proposal and supplemental agreement for construction inspection will be developed and presented to the City for approval prior to initiation of such services. 13 APPENDIX "2" Schedule All services by the Professional under this Agreement shall be completed and delivered to the City for review and approval as specified by this Agreement. The deliverable schedule will be based on construction sequencing outlined in the final "Memorandum of Agreement for Transfer and Construction of S.R. 431" between the City and the Indiana Department of Transportation and subject to additional direction from the City. 1. Anticipated Ready for Contracts will span a period of three years between 2008 - 2010. 3. Preliminary Plans for each contract will be submitted to City for review no less than four (4) months prior to the scheduled contract letting date. 4. Final Check Plans for each contract will be submitted to City for review no less than two (2) months prior to the scheduled contract letting date. 5. Final Plans and Specifications for each contract will be completed no less than one (1) month prior to the scheduled contract letting date. 6. If required, all permit applications will be submitted for approval prior to each contract letting. • APPENDIX "3" Compensation A. Amount of Payment 1. The Professional shall receive as payment for the work performed under this Agreement a maximum total fee of$4,581,350 comprising the following lump-sum items unless a modification of the Agreement is approved in writing by the City. a. Public Communications Coordination (12 months) $14,400 b. Project Management and Financial Planning(12 months) $238,800 c. Field Survey $219,100 d. Geotechnical Investigation** $486,600 e. Wetland Delineation $20,300 £ Wetland Permitting(Assume 6 @$3,700 each) $22,200 g. Hazardous Materials Investigation $9,500 h. Cemetery Development Plan $3,100 i. Noise Study" $32,500 j. Noise Study Coordination* $1,770 k. Utility Coordination(12 months) $102,000 I. City of Carmel Utilities Conceptual Relocation Planning(12 months) $22,800 m. Conceptual Pedestrian Accommodation Plan $64,000 n. Traffic Counting $24,000 o. Corridor Traffic Analysis $37,400 p. Road Design 96th Street Improvements $221,600 106th Street Interchange $703,900 116'h Street Interchange and Carmel Drive Interchange Schematic Design $140,340 126th Street Interchange $703,900 131°f Street Interchange Schematic Design $60,360 136th Street Interchange Schematic Design $60,360 q. Bridge Design 106'h Street Interchange $162,100 116th Street Interchange and Carmel Drive Interchange Schematic Design $53,200 126th Street Interchange $162,100 131" Street Interchange Schematic Design $26,600 Appendix "3" 1 . 136th Street Interchange Schematic Design $16,210 Keystone Parkway over Cool Creek Rehab Schematic Design $13,710 r. Retaining Wall Design (2 locations) $324,000 s. Traffic Management Plan $50,000 t. Maintenance of Traffic LOS Analysis $10,300 u. On Call Signal Timing Adjustments* $5,000 v. Storm Sewer Lift Station Design(1 location) $170,000 w. Lighting Design(3 locations) $60,000 x. Conceptual Landscaping Plans $61,600 y. Public Meetings(2 @ $15,000 each) $30,000 z. Conceptual Computer Graphic Renderings* $50,000 aa.Conceptual Drive-Thru Videos* $50,000 bb.Independent Roundabout Review** $50,000 cc.On Call Services* $10,000 dd.R/W Engineering(assume 20 parcels @ $2,500 each) $50,000 ee.Title Work (assume 40 parcels @ $440.each) $17,600 ff. Title Updates *** gg.RJW Appraising** $20,000 hh.R/W Buying *** ii. R/W Management(lump sum) *** jj. Handling and Recording *** kk.Transfer Document Preparation *** II. Construction Inspection Services *** * Compensation for Noise Study Coordination, Conceptual Computer Graphic Renderings, Conceptual Drive-Thru Videos, On-Call Signal Timing Adjustments, and On-Call Services will be on an hourly not-to-exceed basis according to the attached rates. The hourly rates may be adjusted on an annual basis after approval of the City. "'Compensation for Public Relations Subconsultant, Noise Study, Independent Roundabout Reviews, Geotechnical Investigation, and Right-of-Way Appraising will be paid for based upon actual quantities of work performed by the subconsultant. Costs of these items will have zero mark-up by the Professional. *** Right-of-Way Acquisition.and Construction Inspection services will be provided and paid for as part of a supplemental agreement between the Professional and the City if desired by the City. Appendix "3" 2 B. Change in Scope 1. In the event of a-substantial change in the scope, character, or complexity of the work on the project, the maximum fee payable and the specified fee shall be adjusted in accordance with Section 2.2, SCOPE OF SERVICES as set out in this Agreement. Appendix "3" 3