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1993-113E:\WPD0CS\0RD\RDR.0 Amendment 1 - Ordinance No. 94-036 Amendment 2 - Ordinance No. 95-102 Amendment 3 - Ordinance No. 96-040 Amendment 4 - Ordinance No. 97-101 Amendment 5 - Ordinance No. 98-191 Amendment 6 - Ordinance No. 98-257 ORDINANCE NO. 3 °113_ AN ORDINANCE AUTHORIZING THE CITY MANAGER TO EXECUTE AN AGREEMENT BETWEEN THE CITY OF DENTON AND HDR ENGINEERING, INC. FOR PROFES- SIONAL ENGINEERING SERVICES FOR THE SANITARY LANDFILL DEVELOPMENT; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING FOR AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION I. That the City Manager is authorized to execute an Agreement between the City of Denton and HDR Engineering, Inc. for professional engineering services for the City's sanitary landfill. SECTION I. That the City Manager is authorized to expend funds for the above referenced professional services to the engineering firm of HDR Engineering, Inc. in the amount of $584,025.00. SECTION II. That this ordinance shall become effective immed- iately upon its passage and approval. PASSED AND APPROVED this the 15'4 day of Im 12 , 1993. BOB CASTLEBERRY, ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPR D AS O LEGAL FORM: DEBRA A. DRAYOVITCH, CITY ATTORNEY BY: IDENTIFICATION OF THE PARTIES DESCRIPTION OF THE PROJECT SECTION 1--BASIC SERVICES 1.1 Description of Basic Services SECTION 2--ADDITIONAL SERVICES 2.1 General 2.2 Subcontract Services Provide by Others 2.3 Other Additional Services SECTION 3.1 3.2 3.3 3.4 3.5 3.6 3.7 3.8 3.9 3.10 3.11 3.12 SECTION 4.1 4.2 4.3 4.4 4.5 4.6 4.7 3--OWNER'S RESPONSIBILITIES Owner's Representative Provide Existing Data Provide Standards Provide Professional Services by Others Provide Land Surveys Provide Access Examine Documents Provide Environmental Studies Provide Accounting and Other Services Provide Advertising Provide Prompt Notice Approvals and Decisions 4--PERIODS OF SERVICE General Completion of Services Bidding Phase - Not Used Construction Phase - Not Used Changes Prompt Authorizations Delay to Proceed - Not Used SECTION 5--PAYMENTS TO ENGINEER 5.1 Payment Terms Defined 5.2 Basis and Amount of Compensation for Basic Services 5.3 Basis and Amount of Compensation for Additional Services 5.4 Intervals of Payments Under Lump Sum Basis of Payment 5.5 Other Provisions Concerning Payments SECTION 6--CONSTRUCTION COST AND OPINIONS OF COST - Not Used SECTION 7--GENERAL CONSIDERATIONS 7.1 Standard of Care 7.2 Termination 7.3 Reuse of Documents 7.4 Engineer's Liability 7.5 Insurance 7.6 Controlling Law 7.7 Successors and Assigns 7.8 Equal Employment and Nondiscrimination 7.9 Indemnity Agreement 7.10 Construction Procedures 7.11 Authority to Execute This Agreement 7.12 Changes and Modifications 7.13 Severability and Waiver 7.14 Extent of Agreement APPENDICES EXHIBIT A: SCOPE OF SERVICES EXHIBIT B: OWNER'S AUTHORITY TO EXECUTE THIS AGREEMENT EXHIBIT C: ENGINEER'S AUTHORITY TO EXECUTE THIS AGREEMENT AGREEMENT BETWEEN CITY OF DENTON, TEXAS AND HDR ENGINEERING, INC. FOR PROFESSIONAL ENGINEERING SERVICES THIS AGREEMENT is made as of this 15th day of June, 1993, between City of Denton, Texas, with principal offices at 215 East McKinney Street, Denton, Texas, 76201, hereinafter referred to as "OWNER", and HDR Engineering, Inc., with offices at 12700 Hillcrest Ste 125, Dallas, Texas, 75230, hereinafter referred to as "ENGINEER," for engineering and professional services related to an integrated municipal solid waste management system, hereinafter called the "PROJECT." OWNER and ENGINEER, in consideration of the mutual covenants contained herein, agree as follows: SECTION 1 - BASIC SERVICES 1.1 Description of Basic Services 1.1.1 ENGINEER's basic services and responsibilities are described as follows and are further defined in the Appendix, Exhibit A, "Scope of Services," which is made part of this Agreement as if fully set forth herein. 1.1.2 ENGINEER shall provide professional services to OWNER as hereinafter provided. These services will include providing professional engineering consultation and advice and furnishing civil, structural, mechanical, electrical, and solid waste engineering services and related architectural and engineering services incidental thereto. SECTION 2 - ADDITIONAL SERVICES 2.1 General The following Additional Services are not included in the Basic Services. They shall be provided if authorized or confirmed in writing by the OWNER, and shall be paid for by the OWNER as provided in this Agreement, in addition to compensation for Basic Services. 2.2 Subcontract Services Provided by Others ENGINEER shall coordinate the services of outside professionals who are under direct contract to the OWNER as Basic Services. However, if requested and authorized as Additional Services by the OWNER in writing, ENGINEER will provide for outside professional services on a subcontract basis and ENGINEER shall be compensated as mutually agreed upon between the OWNER and ENGINEER as set forth in this Agreement. Examples of such services include but are not limited to, land surveys, aerial photography, topographic mapping, soil drilling and sampling, geotechnical laboratory services, analytical laboratory services, archaeological services and others. Denton - 1 June 15, 1993 2.3 Other Additional Services When requested and authorized by the OWNER, ENGINEER shall perform the following additional services and shall be paid by the OWNER as provided in this Agreement, in addition to compensation for Basic Services: 2.3.1 Performing Services resulting from significant changes in the general scope, extent or character of the PROJECT or its design including, but not limited to, changes in size, complexity, OWNER's schedule, character of construction or method of financing, reviews of redesigns, revising previously accepted studies, reports, design documents or Contract Documents when such revisions are required by changes in laws, rules, regulations, regulatory interpretation, ordinances, codes or orders enacted subsequent to the preparation of such studies, reports or documents, or are due to any other causes beyond ENGINEER's control. This includes those services resulting from the incorporation into ENGINEER's services of the information required by Paragraph 3.2 which is furnished to Engineer after the stated time schedule. 2.3.2 Conducting bid administration services for contracted construction activities. Preparing documents of alternate, separate, or sequential bids or providing extra services in connection with bidding, negotiation or construction. Providing bid administration services or extra services in connection with bidding, negotiation, or construction prior to the completion of the Permit Application and Landfill Design, when requested by the OWNER. 2.3.3 Providing any type of property surveys or related engineering services needed for the transfer of interests in real property and field surveys for design purposes and engineering surveys and staking; and providing other special field surveys, except as described in Exhibit A. 2.3.4 Preparing applications and supporting documents for private or governmental grants, loans or advances in connection with the PROJECT, preparing or reviewing environmental impact statements and assessments, reviewing and evaluating the effect on the design requirements of the PROJECT of any such statements and documents prepared by others and assisting in obtaining the approval of authorities having juris- diction over the PROJECT. 2.3.5 Performing services to make measured drawings of, or to investigate existing conditions or facilities, or to verify the accuracy of drawings or other information furnished by OWNER. 2.3.6 Providing project scheduling services. 2.3.7 Preparing documents for alternative proposals requested by OWNER for Contractor's Work which is not executed or documents for out-of-sequence work. 2.3.8 Assisting the Owner with bid protests, rebidding or renegotiating contracts for construction, materials, equipment or services. 2.3.9 Preparing to serve or serving as a consultant or witness for OWNER in any hearing, litigation, arbitration or other legal or administrative proceeding involving the PROJECT except as provided as Basic Services. 2.3.10 Performing services in connection with work directive changes and change orders to reflect changes requested by OWNER. Denton • 2 June 15, 1993 2.3.11 Not Used 2.3.12 Performing services during construction except as provided in Basic Services. 2.3.13 Performing additional Services in connection with the PROJECT, including services which are to be furnished by OWNER in accordance with Section 3, and services not otherwise provided for in this Agreement. SECTION 3 - OWNER'S RESPONSIBILITIES So as not to delay the services of ENGINEER, OWNER shall do the following in a timely manner: 3.1 Owner's Representative Designate in writing a person to act as OWNER's representative with respect to services to be rendered under this Agreement. Such person shall have complete authority to transmit instructions, receive information, interpret and define OWNER' policies and decisions with respect to ENGINEER's services for the PROJECT. 3.2 Provide Existing Data Provide to ENGINEER existing data, plans, reports and other information known to, in possession of, or under control of OWNER which are relevant to the execution of ENGINEER's duties on the PROJECT. Also, provide all criteria and full information as to OWNER's requirements for the PROJECT, including design criteria, objectives and constraints, space, capacity and performance requirements, flexibility and expandability, and any budgetary limitations and furnish copies of all design and construction standards which OWNER will require to be included in the Construction Plan and Specifications. 3.3 Provide Standards Provide within thirty (30) days after authorization to proceed with preparation of Construction Plan and Specifications, specific OWNER furnished Standard Details, Standard Specifications, or Standard Bidding Documents which are to be incorporated into the PROJECT. The OWNER agrees to bear total responsibility for technical accuracy and content of OWNER-furnished documents. 3.4 Provide Professional Services by Others Furnish the services of a driller, geotechnical laboratory, aerial photographer, analytical laboratory, land surveyor, topographer, or other consultants when such services are deemed necessary by ENGINEER. Such services shall include without limitation, borings, probings and subsurface explorations, hydrographic surveys, laboratory tests and inspections of samples, materials and equipment, with reports and appropriate professional recommendations. 3.5 Provide Land Surveys Provide land surveys to include property, boundary, easement, right-of-way, topographic and utility surveys, property descriptions, zoning, deed or other land use restrictions. Denton - 3 June 15, 1993 3.6 Provide Access Arrange for access to, and make all provisions for, ENGINEER or ENGINEER's Subconsultants to enter upon public and private property as required for ENGINEER and ENGINEER's Subconsultants to perform services under this Agreement. 3.7 Examine Documents Examine all studies, reports, sketches, Drawings, Specifications, proposals and other documents presented by ENGINEER, obtain advice of an attorney, insurance counselor and other consultants as OWNER deems appropriate for such examination and render in writing decisions pertaining thereto within a reasonable time so as not to delay the services of ENGINEER. 3.8 Provide Environmental Studies Provide, if necessary, Environmental Assessments, or Environmental Impact Statements related to the PROJECT. Furnish approvals and permits from all governmental authorities having jurisdiction over the PROJECT and approvals and consents from others as may be necessary for completion of the PROJECT. 3.9 Provide Accounting and Other Services Provide accounting, independent cost estimating and insurance counseling services as may be required for the PROJECT, legal services as OWNER may require or ENGINEER may reasonably request with regard to legal issues pertaining to the PROJECT including any that may be raised by Contractor, auditing service as OWNER may require to ascertain how or for what purpose any Contractor has used the monies paid under the construction contract, and inspection services as OWNER may require to ascertain that Contractor is complying with any laws, rules, regulations, ordinances, codes or orders applicable to his furnishing and performing the Work. 3.10 Provide Advertising Advertise for proposals from bidders if applicable, open the proposals at an appointed time and place, and pay for all costs incidental thereto. 3.11 Provide Prompt Notice Give prompt written notice to ENGINEER whenever OWNER observes or otherwise becomes aware of any condition that affects the scope or timing of ENGINEER's services. 3.12 Approvals and Decisions At no cost to ENGINEER, provide the above data and services and shall render approvals and decisions as is necessary for the orderly progress of ENGINEER's services. ENGINEER shall be entitled to rely upon the accuracy and completeness of all information and services provided by OWNER or at OWNER's direction. Denton - 4 June 15, 1993 SECTION 4 - PERIODS OF SERVICE 4.1 General The rates of compensation for ENGINEER's services provided for in this Agreement have been arrived at in anticipation of the orderly and continuous progress of the PROJECT through completion of the Services contained herein. ENGINEER's obligation to render services hereunder will extend for a period which may reasonably be required for the performance of ENGINEER's services and any required extensions thereto. 4.2 Completion of Services ENGINEER's services under each Phase shall be considered complete at the earlier of: (1) the date when the submissions for that phase have been accepted by OWNER; or (2) sixty days after the date when such submissions are delivered to OWNER for final acceptance and if no actions are taken by Owner to indicate disapproval. In each case, such additional time as may be considered reasonable for obtaining approval of governmental authorities having jurisdiction to approve the design of the PROJECT shall be added to that particular Phase. 4.3 Not Used 4.4 Not Used 4.5 Changes If OWNER requests significant modifications or changes in the general scope, extent or character of the PROJECT, the time of performance of ENGINEER's services and the various rates of compensation shall be adjusted equitably. 4.6 Not Used 4.7 Delay If ENGINEER's design services or service during construction of the PROJECT are delayed or suspended in whole or in part by OWNER for more than ninety days for reasons beyond ENGINEER's control, ENGINEER shall on written demand to OWNER (but without termination of this Agreement) be paid as provided in paragraph 5.5.2. If such delay or suspension extends for more than one year for reasons beyond ENGINEER's control, or if ENGINEER for any reason is required to render services for more than one year after Satisfactory Start-up and Demonstration is achieved under that contract, the various rates of compensation, including Additional Services, provided for elsewhere in this Agreement shall be subject to equitable adjustment. SECTION 5 - PAYMENTS TO ENGINEER 5.1 Payment Terms Defined 5.1.1 Direct Labor Cost Direct Labor Cost shall mean salary and wages at the time services are performed of all personnel engaged directly on the PROJECT, including, but not limited to, engineers, architects, scientists, surveyors, designers, draftsmen, specification writers, estimators, Denton - 5 June 15, 1993 steno, clerical, accounting, and other technical and business personnel but does not include indirect payroll-related costs or fringe benefits. 5.1.2 Payroll Cost Payroll Cost shall mean the salary and wages at the time services are performed of all personnel engaged directly on the PROJECT, including, but not limited to, engineers, architects, scientists, surveyors, designers, draftsmen, specification writers, estimators, steno, clerical, accounting and other technical and business personnel; plus the cost of customary and statutory benefits including, but not limited to, social security contributions, unemployment, excise and payroll taxes, workers' compensation, health and retirement benefits, sick leave, vacation, holiday pay and other group employee benefits. For the purposes of this Agreement, the Payroll Cost is equal to Direct Labor Costs, multiplied by a factor of 1.35. 5.1.3 Per Diem Per Diem shall mean an hourly rate equal to Direct Labor Cost times an Overhead Multiplier of one and seven tenths (1.7) plus Payroll Cost to be paid to ENGINEER as total compensation for each hour an employee of ENGINEER works on the PROJECT Reimbursable Expenses will be paid in addition to ENGINEER'S Per Diem compensation. 5.1.4 Overhead Multiplier Overhead Multiplier shall mean a factor by which the Direct Labor Cost is multiplied to compensate for general and administrative overhead. When the basis of compensation is Per Diem, the Overhead Multiplier includes profit. 5.1.5 Reimbursable Expenses Reimbursable Expenses shall mean the actual expenses incurred directly or indirectly in connection with the PROJECT, including, but not limited to Subconsultant or Subcontractor costs times a multiplier of one and one tenth (1.1), transportation and subsistence incidental thereto, toll telephone calls, express mail and telegrams, courier services, reproduction of reports, drawings, specifications, bidding documents, and similar PROJECT-related items in addition to those required under Section 1, and, if authorized in advance by the OWNER, overtime work requiring higher than regular rates. In addition, Reimbursable Expenses will also include expenses incurred for computer time and other highly specialized equipment, including an appropriate charge for previously established programs and expenses of photographic production techniques. 5.1.6 Lump Sum Lump Sum shall mean a fixed amount agreed upon in advance, subject to modifications and amendments, for services rendered. 5.2 Basis and Amount of Compensation for Basic Services 5.2.1 Phase One. These services will be performed as Additional Services. Scope of Services and Compensation to be mutually agreed upon at a later date by amendment to this agreement. Denton - 6 June 15, 1993 5.2.2 Phases Two, Three, Four, Five, and Six. Compensation shall be on a Per Diem basis. For budgetary purposes, the total fee for these services is estimated to be as shown below. Phase Two - One hundred, ten thousand, seven hundred fifty-five dollars ($110,755). Phase Three - Four hundred, seventy-three thousand, two hundred seventy dollars ($473,270). Phase Four - To be determined. Phase Five - To be determined. Phase Six - To be determined. Total compensation for Per Diem phases shall be determined based on the following formula: (Direct Labor Cost x 1.70) + (Payroll Cost) + (Reimbursable Expense, not including Subconsultant or Subcontract Costs) + (Subconsultant or Subcontract Costs x 1.1) 5.3 Basis and Amount of Compensation for Additional Services Compensation for Additional Services shall be on the basis of Per Diem or Lump Sum to be agreed upon at time of request for Additional Services. An estimate of the fee for Additional Services will be made at the time the Additional Services are requested. 5.4 Intervals of Payments Under Lump Sum Basis of Payment 5.4.1 Payments to ENGINEER for Basic and Additional Services rendered and Reimbursable Expenses incurred shall be made once every month by OWNER. ENGINEER's invoices will be submitted once every month and will be based upon total services completed at the time of invoices. OWNER shall promptly pay ENGINEER's invoices. 5.4.2 Not Used 5.4.3 Payments for Additional Services rendered and Reimbursable Expenses incurred shall be made once every month. ENGINEER's invoices will be submitted once every month and will be based upon total services completed at the time of billing. OWNER shall make promptly pay ENGINEER's invoices. 5.5 Other Provisions Concerning Payments 5.5.1 If OWNER fails to make any payment due ENGINEER for services and expenses within 45 days after receipt of ENGINEER's statement, the amounts due ENGINEER will be increased at the rate of 1% per month from date of invoice, and in addition, ENGINEER may, after giving seven days' written notice to OWNER, suspend services under this Agreement until ENGINEER has been paid in full all amounts due for services, expenses and charges. 5.5.2 If the PROJECT is suspended or abandoned in whole or in part for more than 30 days, ENGINEER shall be compensated for all services performed prior to receipt of written notice from the OWNER of such suspension or abandonment, together with Reimbursable Expenses then due. If the PROJECT is resumed after being suspended for more than 30 days, ENGINEER's compensation shall be equitably adjusted. Denton - 7 June 15, 1993 5.5.3 Services performed by ENGINEER at request of OWNER during periods when the PROJECT is suspended shall be considered Additional Services. 5.5.4 The OWNER's approval, acceptance, use of or payment for all of any part of the ENGINEER's services hereunder or of the PROJECT itself shall in no way alter the ENGINEER's obligation or the OWNER's rights hereunder. 5.5.5 OWNER may temporarily delete any disputed items contained in Engineer's invoice, including items disputed due to lack of supporting documentation, and pay the remaining amount of the invoice. OWNER shall promptly notify ENGINEER of the dispute and request clarification and/or remedial action. After any dispute has been settled, ENGINEER shall include the disputed item on a subsequent regularly scheduled invoice or on a special invoice for the disputed item only. 5.5.6 In the event of termination of this Agreement by either OWNER or ENGINEER, as provided in Paragraph 7.2, ENGINEER shall be entitled to payment for Services up to the time of termination, plus termination expenses. Termination expenses shall include labor, reimbursable expenses directly attributed to termination, and direct expenses associated with mobilization and demobilization of ENGINEER's personnel and facilities and any other costs incurred by Engineer not otherwise reimbursed. 5.5.7 The amount of any sales tax, excise tax, value added tax (VAT), or gross receipts tax that may be imposed on this Agreement shall be added to the ENGINEER's compensation as reimbursable expenses. 5.5.8 ENGINEER will keep, and will cause each subcontract design professional and consultant engaged under this contract to keep, accurate books of record and account, in accordance with sound accounting principles, of all expenditures made and all costs, liabilities and obligations incurred under this contract in relation to the engagement and payment of all subcontract design professionals and consultants, and in relation t any services performed for which additional compensation will be claimed. Those mentioned accounts shall be available, upon reasonable and authorized request, to the comptroller of the OWNER or their representatives for examination and audit. 5.5.9 Records of ENGINEER's Payroll Costs and Reimbursable Expenses pertinent to ENGINEER's compensation for Additional Services under this Agreement will be kept in accordance with generally accepted accounting principles. Upon request, copies will be made available to OWNER prior to final payment for ENGINEER's services. 5.5.10 Whenever a factor is applied to Direct Labor Costs for determining compensation payable to ENGINEER, that factor will be adjusted periodically and equitably to reflect changes in the various elements that comprise such factor. All such adjustments will be in accordance with generally accepted accounting principles as applied on a consistent basis by ENGINEER and consistent with ENGINEER's overall compensation practices and procedures. SECTION 6 - Not Used Denton - 8 June 15, 1993 SECTION 7 - GENERAL CONSIDERATIONS 7.1 Standard of Care ENGINEER shall perform all services under this Agreement in a manner which is consistent with generally accepted standards of professional engineering practice. 7.2 Termination 7.2.1 This Agreement may be terminated in writin.9 by either party in the event of substantial failure by the other party to fulfill its obligations under this Agreement through no fault of the terminating party. However, no termination for default may be initiated unless the other party is given a ten (10) calendar day period to correct any alleged failure after written notice (delivery by certified mail, return receipt requested) of intent to terminate. 7.2.2 This Agreement may be terminated in writing (delivered by certified mail, return receipt requested) by OWNER for its convenience. 7.2.3 Upon any termination, ENGINEER shall: (1) promptly discontinue all Services affected (unless a termination notice from OWNER directs otherwise); and (2) upon full payment for services, deliver or otherwise make available to OWNER all documents, data, drawings, specifications, reports, estimates, summaries, and such other information and materials as may have been accumulated by ENGINEER in performing, this Agreement, whether completed or in process. All payments due ENGINEER at termination shall be made as provided in paragraph 5.5.6. 7.3 Reuse of Documents 7.3.1 All documents, including Drawings and Specifications prepared or furnished by ENGINEER pursuant to this Agreement, are instruments of service with respect to the PROJECT and ENGINEER shall retain an ownership and property interest therein whether or not the PROJECT is completed. OWNER may make and retain copies for information and reference in connection with the use and occupancy of the PROJECT by OWNER and others; however, such documents are not intended or represented to be suitable for reuse by OWNER or others on extensions of the PROJECT or on any other PROJECT. Any reuse without written verification or adaptation by ENGINEER for the specific purpose intended will be at OWNER's sole risk and without liability or legal exposure to ENGINEER, and OWNER shall defend, indemnify and hold harmless ENGINEER from all claims, damages, losses and expenses including attorneys' fees arising out of or resulting therefrom. Any such verification or adaptation will entitle ENGINEER to further compensation at rates to be agreed upon by OWNER and ENGINEER. 7.4 Engineer's Liability ENGINEER shall, without additional compensation, correct or revise any errors or deficiencies in the final designs, drawings, specifications and other services ENGINEER performs hereunder. ENGINEER shall be responsible for actual costs of any corrective construction and repair work necessary as the result of negligent acts or omissions of ENGINEER. Notwithstanding, neither OWNER or ENGINEER shall be liable for any claim for consequential damages, loss of use or loss of profits incurred regardless of whether such claim is based upon alleged breach of contract, willful misconduct or negligent act or omission, whether professional or non-professional, of OWNER or Denton - 9 June 15, 1993 ENGINEER or their employees, agents, or subcontractors. ENGINEER'S liability to OWNER shall be in a reasonable amount, not to exceed the total compensation paid to ENGINEER absent willful misconduct. In the event of willful misconduct, such liability shall not exceed two times ENGINEER'S total compensation. 7.5 Insurance 7.5.1 ENGINEER shall procure and maintain insurance for protection from claims under workers' compensation acts, employer's liability claims, claims for damages because of bodily injury, including personal injury, sickness or disease or death of any and all employees, or of any person other than such employees, and from claims or damages because of injury to or destruction of property, including loss of use resulting therefrom. During the performance of the Services under this agreement, ENGINEER shall maintain the following insurance: A. Comprehensive General Liability Insurance with bodily injury limits of not less than $500,000 for each occurrence and not less than $500,000 in the aggregate, and with property damage limits of not less than $100,000 for each occurrence and not less than $100,000 in the aggregate. B. Automobile Liability Insurance with bodily injury limits of not less than $500,000 for each person and not less than $500,000 for each accident and with property damage limits for not less than $100,000 for each accident. C. Worker's Compensation Insurance in accordance with statutory requirements and Employer's Liability Insurance with limits of not less than $100,000 for each accident. D. Professional Liability Insurance with limits of not less than $1,000,000 annual aggregate. E. Umbrella Insurance providing not less than $1,000,000 limits in excess of the limits stated in items A through D. Such policy shall name the OWNER as an additional insured, except for Worker's Compensation and Professional Liability (subparagraph C and D above). 7.5.2 ENGINEER shall maintain professional liability insurance for protection against claims arising out of performance of services under this Agreement caused by negligent acts, errors, or omissions for which ENGINEER is legally liable. 7.6 Controlling Law This Agreement is to be governed by and construed in accordance with the laws of the State of Texas. 7.7 Successors and Assigns 7.7.1 The parties hereby bind their respective partners, successors, executors, administrators, legal representatives and, to the extent permitted by paragraph 7.7.2., their assigns, to the terms, conditions and covenants of this Agreement. 7.7.2 Neither OWNER nor ENGINEER shall assign, sublet or transfer any rights under or interest in this Agreement (including, but without limitation, monies that may become Denton -10 June 15, 1993 due or monies that are due) without the written consent of the other, except to the extent that any assignment, subletting or transfer is mandated by law or the effect of this limitation may be restricted by law. 7.7.3 Unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility under this Agreement. Nothing contained in this paragraph shall prevent ENGINEER from employing such independent professional associates, subcontractors and consultants as ENGINEER may deem appropriate to assist in the performance of Services. 7.7.4 Except as may be expressly stated otherwise in this Agreement, nothing under this Agreement shall be construed to give any rights or benefits in this Agreement to anyone other than OWNER and ENGINEER, and all duties and responsibilities undertaken pursuant to this Agreement will be for the sole and exclusive benefit of OWNER and ENGINEER and not for the benefit of any other party. 7.8 Equal Employment and Nondiscrimination In connection with the Services under this Agreement, ENGINEER agrees to comply with the applicable provisions of State and Federal Equal Opportunity statutes and regulations. 7.9 Indemnity Agreement 7.9.1 Hazardous Waste Provision Barring any intentional wrongful acts or negligence, in no event shall Consultant be considered the OWNER or operator of any property or facility on which it performs services under this Agreement for CERCLA or similar State environmental laws. 7.9.2 HDR hereby agrees to protect, indemnify, defend and hold harmless the OWNER, its officers, agents, servants and employees (hereinafter individually and collectively referred to in this Section 7.9.2 as "Indemnitees"), from and against damages, suits, actions, claims, losses, judgments, liability or damage of any character, and from and against costs and expenses, including attorney fees, arising out of injury to or disease, sickness, accident, or death of any person, or actual or threatened damage to property, including the loss of use resulting therefrom, caused by or arising from any willful misconduct or any negligent act, error, or omission of HDR, its officers, employees, servants, agents or subcontractors, or anyone else under HDR's direction and control, or any breach or threatened breach of this Agreement by HDR, its officers, employees, servants, agents or subcontractors, or any else under HDR's direction and control. In the event one or more of the Indemnitees is determined by a court of law to be jointly or derivatively negligent or liable for such damage or injury, HDR shall be obligated to indemnify the Indemnitees as provided herein on a proportionate basis in accordance with the final judgment, after all appeals are exhausted, determining such joint or derivative negligence or liability (during the pendency of any appeal, HDR shall pay the Indemnitee's attorneys fees and expenses related to the appeal on a proportional basis in accordance with the judgment from which the appeal is taken, subject to adjustment after all appeals have been exhausted). HDR is not responsible for the actions of the OWNER's contractor to perform the construction of the improvements covered under this Agreement. Denton -11 June 15, 1993 Acceptance and approval of the final plans by the OWNER shall not constitute nor be deemed a release of this responsibility or of liability of HDR, its employees, associates, agents and consultants for the accuracy or competency of their designs, working drawings and specifications, or other documents and work; nor shall such approval be deemed to be an assumption of such responsibility by the City for any defect in the designs, working drawings and specifications, or other documents prepared by HDR, its employees, contractor, agents and consultants. 7.9.3 HDR agrees that it is an independent contractor and not an agent of the OWNER, and that HDR is subject, as an employer, to all applicable unemployment compensation statutes, so as to relieve the OWNER of any responsibility or liability from treating HDR's employees as employees of the OWNER for the purpose of keeping records, making reports or payments of unemployment compensation taxes or contributions. HDR further agrees to indemnity and hold the Indemnitees harmless and reimburse them for any expenses or liability incurred under said statutes in connection with employees of HDR. 7.9.4 HDR shall protect, indemnity, defend and hold harmless the Indemnitees, and hold the Indemnitees' premises harmless, from and against any and all claims, suits or liens, and from and against costs and expenses, including attorneys fees, based upon or alleged to be based upon the non-payment of labor, tools, materials, equipment, supplies, transportation and management costs incurred by HDR in performing this Agreement. 7.10 Construction Procedures ENGINEER shall not specify construction or service-related procedures and shall not manage, supervise, control or have charge of construction, nor shall ENGINEER implement or be responsible for health or safety procedures. ENGINEER shall not be responsible for the acts or omissions of contractors or other parties on the PROJECT and shall not be responsible for construction means, methods, techniques, sequences, or procedures, nor safety precautions or programs. ENGINEER's monitoring or review of portions of the Work performed under construction contracts shall not relieve the Contractor from its responsibility for performing the Work in accordance with applicable contract documents. 7.11 Authority to Execute This Agreement OWNER and ENGINEER shall each attach authorization from its governing body authorizing, the execution of this Agreement. Attachments shall be Exhibit B for OWNER and Exhibit C for ENGINEER. 7.12 Changes and Modifications The parties agree that no change or modification to this Agreement, or any attachments hereto, shall have any force or effect unless the change is reduced to writing, dated, and made a part of this Agreement. The execution of the change shall be authorized and signed in the same manner as this Agreement. 7.13 Severability and Waiver In the event any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue to be valid and binding upon the parties. One or more waivers by either party of any provision, term, condition or covenant shall not be construed as a waiver of a subsequent breach of the same by the other party. Denton -12 June 15, 1993 7.14 Extent of Agreement This Agreement, including all Exhibits, and any and all amendments, modifications, and supplements duly executed by the parties in accordance with this Agreement, govern and supersede any and all inconsistent or contradictory terms, prior oral or written representations or understandings, conditions or provisions set forth in any purchase orders, requisition, request for proposal, authorization of services, notice to proceed or other form or document issued by OWNER with respect to the PROJECT or ENGINEER's services. IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first written above. HDR ENGINEERING, INC. "ENGINE/ER" p~ By: Name: William R. Hindman, P.E. Title: Senior Vice President Address: 12700 Hillcrest, Ste 125 Dallas, Texas 75230 Witnessed: /J EXHIBIT A SCOPE OF SERVICES ENGINEERING AND PROFESSIONAL SERVICES RELATED TO AN INTEGRATED MUNICIPAL SOLID WASTE MANAGEMENT SYSTEM CITY OF DENTON, TEXAS June 15, 1993 The following Scope of Services is a proposed approach for establishing an integrated municipal solid waste management program for the City of Denton, Texas. It includes completion of the Preliminary Master Plan for Municipal Solid Waste completed by HDR in April 1993, addressing the continued operation of the current City of Denton landfill, and implementation of a new landfill on property adjoining the current landfill site. These major aspects of the work effort are outlined as three separate phases for clarity and organization. The scheduling for the three phases may overlap somewhat. Opportunities for review and adjustment of the Scope of Services will be provided periodically throughout the course of this program, which is expected to encompass a timeframe of several years. The Project will be initiated with a project kickoff meeting at HDR with appropriate City Staff and outside professionals to discuss project objectives, procedures, coordination and concerns. Ongoing project management functions will include attending six monthly status meetings at HDR's offices and six monthly status meetings in Denton. Additional monthly status meetings will be provided as additional services. Internal project team meetings will be conducted on a weekly basis with appropriate HDR staff. Project management will include maintaining project communication and coordinating the activities of the project team including outside professionals and City staff. The Project Manager will monitor and control project scope, budget, and schedule; prepare appropriate project accounting and monthly invoices; monitor and project staffing requirements; and identify tasks appropriate for City staff to accomplish. HDR will make up to three formal presentations to City Council or other City staff and officials to communicate project status. The Project Manager will maintain frequent day-to-day contact with the Engineering Administrator or his designated representative. The cost for project management and administration represents a one-year period and is incorporated in the costs of Phase Two and Phase Three. Additional cost for project management will be authorized at the end of one year. Denton A-1 June 15, 1993 The two major phases of the work described above are considered the primary work efforts. However, as an outgrowth of the planning process, assistance with other phases of an integrated system may be indicated. Examples of such other services are mentioned as possible subsequent phases. These subsequent phases will be defined in more detail at a later time if appropriate. The City may or may not authorize each of these subsequent phases at their discretion. HDR will not proceed with any Phase without written authorization. It is recognized that the Scope of Services is developed as outlined herein based on a presumed understanding of Texas Water Commission (TWC) Regulations which are currently in proposed form. These regulations may be modified prior to final publication and implementation. Furthermore, the regulation of municipal solid waste is a new responsbility of the current regulatory agency, the TWC. The regulatory program is in a state of transition as it is being established under the jurisdiction of a new regulatory body. The proposed regulations have not yet been addressed in Texas. Regulatory interpretation has yet to be fully formulated. Project uncertainty is also high due to a lack of comprehensive geotechnical and hydrogeologic data on the proposed landfill propoerty. Although a preliminary geotechnical investigation was conducted by others on a portion of the proposed property in 1989, this investigation was solely to evaluate the general feasibility of one tract for future landfill development based on regulatory requirements at that time. A more comprehensive investigation of the entire property under consideration is essential prior to developing basic design concepts. The following Scope of Services and associated manhour and fee estimates are preliminary in nature. They are based on a general understanding of proposed regulations, developing regulatory interpretation and policies, and recent experience in the design and permitting of other landfills in Texas. The items in the Scope of Services will be reviewed and revised throughout the course of the project. Furthermore, the level of services necessary to fulfill the requirements of each task will be established with the concurrence of City Staff as the project proceeds. Therefore, it will be necessary to review and revise the estimated manhours and cost periodically. Monthly status reports will be used to call attention to changing project requirements as appropriate. Manhours and fees are presented in three categories. Those tasks which are currently believed to be addressed adequately in previous work or are not applicable are indicated as "Not included in this Scope of Work." Those tasks which can be reasonably well defined at this time have "Estimated Manhours and Fees" indicated. Those tasks which cannot be adequately defined prior to further site investigation or definitive regulatory interpretation, or both, reflect "Preliminary Manhour and Fee Estimates." Denton A-2 June 15, 1993 PHASE ONE - COMPLETION OF THE PRELIMINARY MASTER PLAN FOR MUNICIPAL SOLID WASTE This Phase to be completed as Additional Services with the Scope of Services and Fee Basis to be mutually agreed upon at a later date. PHASE TWO - ADDRESSING THE CURRENT LANDFILL RELATIVE TO SUBTITLE D AND STATE REQUIREMENTS It will be necessary to address the current landfill in order to comply with regulatory requirements pursuant to Subtitle D of RCRA and new Texas Water Commission (TWC) regulations. The submittals addressed in Tasks 2.1 through 2.16 must be submitted into the landfill operating record prior to October 9, 1993 if the landfill is to stay in operation after that date. It is assumed that it will not be necessary to reissue submittals which are already provided in the current permit documentation for the site. Those items which are already addressed and are, therefore, excluded from this Scope of Services are indicated as "Not Included in this Scope of Work." Those items which are addressed in the current permit documentation, but which may need to be updated or provided in more detail are indicated under "Preliminary Manhour and Fee Estimates." Such items will be reviewed and guidance will be obtained from the TWC regarding the necessity to readdress these items. If it is determined that additional work will be required in order to fulfill regulatory requirements regarding these submittals, the Scope of Services will be revised at that time to reflect any necessary modifications to the original scope. Those items which clearly are not provided in previous permit documentation are indicated under "Estimated Manhours and Fees." Denton A-3 June 15, 1993 Submittals to TWC regarding operation of permitted sites after October 9, 1993 may be made separately. It is proposed that each submittal be provided to TWC immediately upon completion in order to expedite regulatory review. In addition, it will be necessary to ensure that the current operation will yield the maximum possible disposal capacity while the proposed landfill is being designed and permitted. Phase Two includes both of these activities. Task 2.1 - Site Operating Plan Not Included Preliminary Estimated In this Scope M and Manhours and Wnrlr Fop e Fgfi e/im~}ne Fnna Prepare a Site Operating Plan which includes the n1 following. ■ Job descriptions for landfill personnel ■ Landfill operation procedures ■ Procedures for the detection and prevention of acceptance of hazardous wastes ■ Fire Protection Plan ■ Groundwater Sampling and Analysis Plan, including the following. ■ Definition of background water quality ■ Sample collection and handling procedures ■ Groundwater elevation measurement procedures ■ Statistical & analytical methods to be used for determining groundwater sampling results ■ Outline the sampling frequency requirements for the Detection Monitoring program ■ Lab & QA/QC Procedures F 64 MH ($5800) -1 1 76 MH ($6300) Denton A-4 June 15, 1993 Task 2.2 - Site Development Plan Not Included Preliminary Estimated in this Scope r and Manhours and Wnrlt FAuP AP F¢afi 4im¢4u¢ Fua¢ Prepare a Site Development Plan which includes of the following. ■ Landfilling method ■ All-weather provisions ■ Access control ■ Rate of waste deposition ■ Information on design features which function to prevent discharges Task 2.3 - Site Layout Plan Prepare a Site Layout Plan which includes the following. ■ A constructed map showing: ■ Outline of units and fill sectors ■ General sequence of fill ■ Location of all roadways ■ Location of monitor wells and buildings ■ Generalized design of all site entrance roads Task 2.4 - Fill-Cross Sections Prepare fill-cross sections to show the following. ■ Top of levee (not applicable) ■ Top of proposed fill ■ Top of waste ■ Bottom of excavation ■ Monitoring wells ■ Water levels ■ Construction/design details of perimeter and toe berms (not applicable) ■ Side slopes ■ Gas vents ■ Maximum fill elevation ■ Top of final cover ✓ 16 MH ($1360) 24 M H ($1500) 28 MH -J ($2250) F 16 MH -J ($1130) Denton A-5 June 15, 1993 Not Included Preliminary Estimated in this Scope Manhour and Manhours and of Wnrh Fna Fafimafaa Fuca Task 2.5 - Contour Map Prepare a constructed map that shows the following. ■ Contours existing prior to work on the site ■ Location and quantity of surface water ✓ drainage entering/exiting the site ✓ ■ Outline the area within the 100-year floodplain ✓ Task 2.6 - Geology Report Prepare a geology report that includes the following. ■ Discussion of regional physiography and topography including land slope, water bodies and facility maximum and minimum elevations ■ Description of regional geology ✓ ■ Description of geologic processes in the ✓ area, i.e. faults, erosion, and wetland areas ■ Description of regional aquifers ✓ ■ Subsurface investigation report (borings) ✓ ■ Description of geotechnical properties of ✓ subsurface soils ■ Groundwater investigation report describing 64 MH water levels in the area and likely pollutant ($4600) migration pathways ■ Description of groundwater monitoring ✓ system including engineering drawings of typical monitoring well and well elevation data Denton A-6 June 15, 1993 Not Included Preliminary Estimated in this Scope Manhour and Manhours and of Wnr4 PAP Fafim2fna Fnea Task 2.7 - Groundwater Protection and Drainage Plan Prepare a Groundwater Protection and Drainage Plan that includes the following. ■ Diagrams showing the locations, details, and typical cross-sections of the following. ■ levees (not applicable) ■ dikes (not applicable) ■ drainage channels ■ culverts ■ holding ponds ■ leachate collection system (not applicable) ■ Drawing showing drainage areas and provide drainage calculations ■ Delineation of 100-year floodplain (included in Task 2.16) ■ Drainage and run-off control analysis ■ Flood control and analysis ■ Drawing showing cross-sections or elevations of levees tied into contours (not applicable) Task 2.8 - Final Contour Map Prepare a final contour map showing the final elevation contours of the landfill, drainage directions, and side slopes Task 2.9 - Cost Estimates for Closure and Post- Closure Care Prepare detailed cost estimates for the following. ■ The cost of hiring a third party to close the landfill at any time during the life of the landfill ■ The cost of hiring a third party to conduct post-closure care, including both annual and periodic costs 128 MH J ($12,000) 62 M H ($4600) J Denton A-7 June 15, 1993 Not Included Preliminary Estimated In this Scope Manhour and Manhours and n/ Wnr4 FAO Fafimnfac Faaa Task 2.10 - Soil and Liner Quality Control Plan Prepare a Soil and Liner Quality Control Plan to address the following. ■ Construction method for soil liner ■ Installation and testing of flexible membrane liner ■ Testing frequency and procedure ■ Definition of Soil and Liner Evaluation Report and Flexible Membrane Liner Evaluation Report contents Task 2.11 - Final Closure Plan Prepare a Final Closure Plan that includes the following. ■ Description of final cover ■ Estimate of largest area ever requiring final cover ■ Estimate of the amount of waste on-site at final closure ■ Written cost estimate (same as one prepared for Task 2.9) Task 2.12 - Post-Closure Care Plan Prepare a plan for Post-Closure Care that includes the following. ■ Description of monitoring and maintenance activities ■ Name of responsible person for post- closure care ■ Description of planned use for area during post-closure care ■ Written cost estimate (same as one prepared for Task 2.9) 64 MH ($6180) J I 44 M H ($3300) J Denton A-8 June 15, 1993 Not Included Preliminary Estimated in this Scope Manhour and Manhours and of Wnrk Fee FcHmefee Fens Task 2.13 - Landfill Gas Management Plan Prepare a plan that addresses Landfill Gas Management by including the following. ■ Description of routine monitoring system ■ Specification of landfill gas control system ■ Back-up plan for use if primary control system fails Task 2.14 - Applicant's Statement Prepare a statement for the signature of the applicant which specifies that the applicant has read the prepared plans and agrees to operate the landfill in a manner consistent with them Task 2.15 - Certification of Groundwater Monitoring System Prepare a statement certifying that a groundwater monitoring system is in place at the Denton landfill that complies with the requirements of the TWC regulations Task 2.16 - Certification of Compliance with Location Restrictions Prepare statements certifying that the Denton landfill is in compliance with the following restrictions. ■ Airport proximity ■ Floodplains (100-year) ■ Unstable Areas Task 2.17 - Maximizina Remaining Site Life Review current operating methods to identify potential modifications which might provide additional site life. Specifically, consider alternate daily cover. Calculate potential effect on remaining site life of alternate techniques if appropriate. 200 M H ($22,000) J 2 MH ($130) 10 MH ($890) 262 MH ($20,080) 18 ($1475) Denton A-9 June 15, 1993 Not Included Preliminary Estimated in this Scope Manhour and Manhours and of Wnr4 Fop Fafimafna Fowc Task 2.18 - Regulatory Meetings Attend up to three regulatory meetings in Austin with City staff. 54 M H ($6540) Task 2.19 - Phase Two Project Management and Administration (12 months) TOTALS - PHASE TWO 200 MH ($10,620) 524 MH 808 MH ($49,510) ($61,245) Denton A-10 June 15, 1993 PHASE THREE - DESIGN AND PERMITTING OF A NEW LANDFILL ADJOINING THE CURRENT FACILITY The following is an outline of the tasks associated with designing and obtaining a TWC Permit to Operate a Municipal Solid Waste Landfill (MSWLF) for a tract of land adjoining the current landfill site. This MSWLF will be either an expansion of the current landfill or a separate landfill located adjacent to the current landfill site. Subtitle D and new TWC regulations have not been fully interpreted by the regulatory community. This Scope of Services is based on interpretation by HDR of the final draft TWC regulations published on March 9, 1993. It is anticipated that the final regulations will not be significantly different from the draft regulations. However, when the final regulations are published, this Scope of Services will be reviewed and revised if necessary to reflect any changes. As guidance and interpretations are made available from the TWC, the Scope will also be reviewed and revised as necessary. Estimated 3A - Analysis Manhmirs and FAAR Task 3.1 - Proiect Initiation and Data Collection Obtain all site information including property surveys, aerial photography, topographic mapping, floodplain information, zoning and land use information, subsurface investigations, groundwater assessments, wetlands determinations, and any other pertinent information regarding the current and proposed landfill sites available to the City. Obtain all pertinent site documentation assembled during Phase Two such as documentation of compliance with locations restrictions, and such as pertinent site information provided in the permit documentation for the current landfill. Determine data 72 MH collection needs. ($4520) In conjunction with City Staff, identify any required technical and professional services required to design a landfill expansion and obtain a permit. After reviewing the information, determine the need for specific outside services to develop supplemental site data, such as drilling and testing, aerial photography, and topographic and boundary surveys. Denton A-11 June 15, 1993 The following is a preliminary Scope of Services based on Estimated typical landfill design and permitting experience in Texas. Manhming and Fpp3 Phase Three activities will be initiated immediately upon notice to proceed. HDR shall provide or coordinate technical and professional services (excluding legal services) required to prepare a Type I municipal solid waste facility permit amendment for the existing City of Denton Sanitary Landfill or, alternatively, to prepare a permit application for a new landfill near to, but not adjoining, the current landfill. These services shall include the following. Task 3.2 - TWC Conference Meet with representatives of TWC in Austin to discuss pertinent issues, including the consequences of pursuing a permit amendment (landfill expansion) or a new permit (new landfill). Select a design concept for further development. Task 3.3 - Existing Data Review 3.3.1 Develop a preliminary conceptual landfill design (landfill footprint) as a guide for all future work efforts. 3.3.2 Collect the following documentation as available from the City or other public sources. • Data, reports, surveys, and correspondence, etc. related to the site • All air photographic coverage including topography • Regional and site vicinity geology/hydrogeology studies and data provided by the City • Pertinent Federal, State and University studies • Documentation of regional cross-sections, test pits, utility companies, borings, and water wells • Groundwater use and users, groundwater quality, and groundwater recharge areas 28 MH ($3170) 56 MH ($5000) I 112 MH ($9370) Denton A-12 June 15, 1993 Estimated • Precipitation, temperature, wind velocity and direction, Manhmirc and Fa pc evapotranspiration, evaporation and humidity data • Soil map and topography • Potable water well inventory keyed to a map of wells and springs within one mile of the site documenting well location, design, usage, water quality, and other pertinent data available J 3.3.3 Collect and compile current planning data. • Population and population projections • Waste quantities generated/accepted • Current and projected traffic counts on access routes and roadway limitations 44 MH ($2910) • Land use/zoning within one mile radius • Threatened or endangered species' habitats • Sites of cultural or historic significance • General discussion of vegetation existing on site 3.3.4 Review subsurface and hydrologic work performed by 26 MH others, if any, to determine the need for additional ($2720) investigation. Assist the City in the selection of qualified sub-consultant and arrange for sub-consultant work such as drilling, testing, topography, surveying, aerial photography, archaeology, biological assessment, etc. as necessary. Task 3.4 - Field and Laboratory Investigations 92 MH 3.4.1 Through site visits and a literature search, develop an ($8140) understanding of current conditions and prepare a preliminary soil boring plan and piezometer plan. Consult with the Texas Water Commission (TWC) to obtain their acceptance and approval. Denton A-13 June 15, 1993 Estimated Manhmirc and FPPc 3.4.2 Geotechnical Investigation Plan Prepare a preliminary boring plan presented on a copy of the most recent topographic map. Boring locations and depths will be selected based on an understanding of the most practicable excavation depths, anticipated depth to any aquaclude, and regulatory requirements. Piezometers 36 MH may be installed in boring locations in order to assess ($2780) the groundwater surface elevation and gradient across the site. Previous boring data, if any, will be used to the extent practical to estimate the desired depth of penetration for any proposed boring and as an aid to interpreting and profiling subsurface stratigraphy. Preliminary Manhour and 313 Design and Permitting FP.P. FRtlmatP.C 3.4.3 Geotechnical Investigation The proposed boring plan 550 MH will allow the correlation of geological data revealed in ($45,000) any previous boring and simultaneously provide the evaluation of subsurface conditions within the site boundaries. If indicated, the subsurface investigation will include boring and testing as required to support use of any on-site soils for use in a lining system. All boring locations will be identified on a current topographic map of the site and will include the surface elevation determined outside this scope by a registered professional surveyor. All bore holes not converted into piezometers will be grouted from the bottom up with a non-shrink cement-bentonite mixture. Evaluation of piezometer data will include the preparation of a potentiometric surface map of the static water level across the site and recommendations for groundwater pressure relief and locating groundwater monitoring wells. A HDR hydrogeologist will evaluate the results and prepare of a hydrogeologic model of the site. Denton A-14 June 15, 1993 Preliminary Manhour and FPP Fstimatps 3.4.3 Surface Water/Hydrology Study HDR understands that 122 MH the purpose of the Hydrology Study is to collect ($8200) available site data, conduct field surveys, and evaluate surface water data to provide the following: • Description of surface drainage systems, flood characteristics, and existing surface water quality • Understanding of groundwater/surface water relationships at the site If applicable, preparation of a reliable (defensible) site plan delineating the 100-year floodplain limits and 100- year flood elevation in keeping with available Federal Emergency Management Agency flood insurance maps and studies, and showing all surface water within a one- mile radius of the site boundary Work efforts to perform floodway studies, engineering, documentation, and to obtain permit approval of floodplain reclamation can be provided as additional services if required. The following define those services required to complete a typical Hydrology Study. 3.4.3.1 Obtain available surface water data from the City, 24 MH previous studies, the Corps of Engineers (COE), ($1300) Federal Emergency Management Agency (FEMA), U.S. Geologic Survey (USGS), and Texas Water Commission (TWC). Existing hydrologic and hydraulic data will be obtained from the COE, FEMA, and USGS to provide baseline data for surface water analyses. In addition, results of currently available surface water models will be obtained for evaluation. Surface water quality data will be collected from the TWC and USGS for any applicable stream segments. Existing survey data will be collected and analyzed to determine completeness. Denton A-49 June 15, 1993 Preliminary Manhour and Faa FstimatAg 3.4.3.2 Identify additional survey requirements, as 8 MH needed, and give to the City. ($600) 3.4.3.3 Analyze surface water data obtained to develop 64 MH an understanding of the surface water hydrology ($4300) of the site, drainage characteristics, groundwater/surface water relationships, floodway, and 100-year floodplain limits. 3.4.3.4 Evaluate copies of available flood profile models 40 MH to establish watershed hydraulic characteristics ($2700) and to determine specific hydraulic analysis requirements necessary for permit application development. 3.4.3.5 Prepare a description of drainage systems and 88 MH floodplains along with supporting drainage area ($5900) maps and floodplain delineation shown on a topographic map. Prepare documentation of surface water quality and flow characteristics based on readily available data. Provide any available supporting documentation of 100-year floodplain elevations, or floodplain /floodway delineation. 3.4.3.6 Identify surface water bodies on a topographic 24 MH map. Review previous wetland determinations, if ($1600) any. If necessary, obtain a wetlands determination. 3.4.4 Geotechnical Report Preparation Prepare a 300 MH geotechnical report which presents a thorough ($22,000) evaluation of the basic geologic and hydrogeologic environment. Additional information presented in the report will include an estimation of the quantities of major soil strata which may be available for cover material, site-specific and regional geologic cross- sections, and supportive data and/or evidence collected during the preliminary site assessment study. The report will be presented in a format suitable for inclusion in the permit application. Denton A-16 June 15, 1993 In addition to meeting appropriate TWC requirements, the geotechnical report will include recommendations on the following: • Determination of seismic activity • Optimal depth of excavation • Dewatering techniques for excavations below the zone of saturation if appropriate • Suitability of the underlying soil for meeting TWC requirements for all or a portion of the bottom liner • Procedures for re-compacting liners or other lining techniques (also included in the Soil and Liner Quality Control Plan) • Groundwater monitoring plan • Pressure relief techniques, if necessary, to reduce hydrostatic head below the liner Task 3.5 - Permit Application and Landfill Design 3000 MH Permit to Operate a Municipal Solid Waste Site The following ($270,000) describes current requirements for an application to TWC for a Permit to Operate a Municipal Solid Waste Site. Detailed requirements are provided in 31 TAC 330.51 - 330.58. Many items required in these new regulations have never been provided in Texas. The costs indicate an assumption of clear and decisive guidance from TWC and are based on early guidance provided by TWC Staff regarding anticipated policies for implementation of proposed regulations. Task 3.5 will be defined in detail after issuance of finalized TWC regulations. HDR will prepare the following or verify and utilize exhibits developed in the Original Permit Application for inclusion in an application to TWC for a new Permit or Permit Amendment to Operate a Municipal Solid Waste Site (Site Development Plan). Part I - General Information Part II - Existing Conditions and Character of the Site and Surrounding Area Part III - Engineering, Investigative Reports, and Schematic Design Part IV - Site Operating Plan Part V - Construction Plan and Specifications Denton A-17 June 15, 1993 Preliminary Manhour and FAA Fst*Matac Task 3.6 - Permit Application Resubmittal 400 MH After receiving one complete set of written comments from ($36,000) TWC on the Draft Permit Application, address comments and resubmit the application to TWC for a determination that it is technically complete. Task 3.7 - Public Hearing Participation 160 MH Devote one senior technical professional or principal, and the ($19,000) project manager for one week to prepare for one or more public hearings. In addition, technicians/drafters will prepare displays or other graphic materials for use in support of testimony. During the hearing(s), devote one senior professional and the project manager for one week. This time will be devoted to either actual expert testimony or attendance at the hearing. Additional resources are available to prepare for a hearing and provide testimony if necessary. The full resources of HDR's national solid waste staff are available for specialized testimony if warranted. Because it is impossible to predict the level or sophistication of opposition at a hearing, this task will be more clearly defined at a later date. Task 3.8 - Phase Three Project Management and 340 MH Administration ($18,060) 12 months TOTALS - PHASE THREE Preliminary Manhours and Fees Estimate 4026MH ($434,660) Estimated Manhours and Fees 466 MH ($38,610) Denton A-18 June 15, 1993 PHASE FOUR - ON SITE CONSTRUCTION OBSERVATION AND LINER INSPECTION/TESTING DURING CONSTRUCTION/INSTALLATION Provide periodic on-site observation and liner inspection/testing during liner construction/installation in compliance with TWC third-party review requirements. This task will be more fully defined and compensation determined after completion of applicable design activities and final determination of regulatory requirements. PHASE FIVE - OTHER PERMITS Other permits may be required for landfill development including wetlands related permits, levee permits, a National Pollution Discharge Elimination System Permit (NPDES) for direct discharges to surface water, or a permit to excavate an archaeological site. HDR personnel are qualified to prepare applications for such permits and will do so if authorized by the City as additional services. PHASE SIX - DESIGN AND PERMITTING OF ASSOCIATED SOLID WASTE FACILITIES If appropriate, prepare conceptual designs and cost estimates for solid waste facilities associated with the landfill, including a material processing facility, intermediate processing center, composting facility, and others. Prepare final designs including construction plans and specifications and appropriate permit documentation. This phase will be further defined at a later date. Denton A-19 June 15, 1993 CERTIFICATE The undersigned hereby certifies that she is the Assistant Secretary of HDR Engineering, Inc., a Nebraska corporation, and that, as such, has custody of the minute books of the Corporation, and that, by Consent and Agreement of the Board of Directors dated May 20, 1992, the following resolution was unanimously adopted: "RESOLVED, that effective immediately and until June 20, 1993, or until termination of said individual from the Corporation, or until recision by the Corporation's Board of Directors, whichever occurs first, the following individuals are hereby granted the nondelegable authority to execute or approve on behalf of the Corporation, contracts for engineering services and architectural services incidental to engineering services to be rendered by the Corporation, . . . , or releases of claim or lien in connection with such services, such contracts or releases so executed or approved shall be binding upon the Corporation: . . . William R. Hindman - Senior Vice President The undersigned further certifies that the foregoing resolution has been spread in full upon the minute books of the Corporation and is in full force and effect. DATED I , 1992. (CORPORATE SEAL) 1 ~ W "4-m~ Bonnie J. Kudr , Asst. Secretary E:\WPDOCS\ORD\HDRAMD.0 ORDINANCE NO. '?Y-0-362 AN ORDINANCE APPROVING AMENDMENT NO. 1 TO AN AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES BETWEEN THE CITY OF DENTON AND HDR ENGINEERING, INC. FOR THE SANITARY LANDFILL DEVELOPMENT; AND PROVIDING FOR AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION I. That the Mayor and City Secretary are hereby authorized and directed to execute and attest, respectively, Amendment No. 1 to the Agreement for Professional Engineering Services between the City of Denton and HDR Engineering, Inc. for engineering services for the sanitary landfill development under the terms and conditions being contained in said Agreement, which is attached hereto and made a part hereof. SECTION II. That the City Secretary is hereby directed to attach a copy of the attached Amendment No. 1 to Ordinance 93-113 and inscribe on the face of Ordinance 93-113 a statement that the Agreement has been amended by adoption of this ordinance. SECTION III. That this ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the I day of 1994. ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: An )A J Al d APPROVED AS TO LEGAL FORM: DEBRA A. DRAYOVITCH, CITY ATTORNEY BY: lovild" 1&-at-1 CASTLEBERRY, AMENDMENT NO. 1 TO AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES BETWEEN THE CITY OF DENTON, TEXAS AND HDR ENGINEERING, INC. DATED JUNE 15, 1993 WHEREAS, on June 15, 1993 the City of Denton, hereinafter called City, and HDR Engineering, Inc., hereinafter called Engineer, entered into an agreement for the performance of professional engineering services in connection with the sanitary landfill development, hereinafter called the Agreement; and WHEREAS, the Engineer has requested that the contract provisions relating to indemnification be amended, and the City has agreed to such changes; NOW, THEREFORE, W I T N E S S E T H: ARTICLE I. That Section 7.9 (Indemnity Agreement) of said Agreement is hereby amended to add the following section: 7.9.2.1 Subsurface sampling may result in unavoidable contamina- tion of certain subsurface areas, as when a probe or boring device moves through a contaminated area, linking it to an aquifer, under- ground stream, or other hydrous body not previously contaminated and capable of spreading hazardous materials off-site. Because the State of Texas is requiring that the City perform such subsurface sampling, the City waives any claim against Engineer for injury or loss which may arise as a result of alleged cross-contamination caused by sampling, except if such injury or loss is caused by Engineer's gross negligence. The City further agrees to defend, indemnify and hold Engineer harmless from any claim or liability for injury or loss which may arise as a result of alleged cross- contamination caused by sampling except when and if such is caused by Engineer's gross negligence. City further agrees to compensate Engineer for any time spent or expenses incurred by Engineer in defense of any such claim in accordance with the hourly rates and expense reimbursement provisions in the contract between the City and Engineer dated June 15, 1993. ARTICLE II. In all other respects, the terms and conditions of the Agreement, as executed by the parties on the 15th day of June, 1993 remain in full force and effect. Executed this ! ~ day of , 1994. CITY OF DENTON, TEXAS BY: BOB CASTLEBERRY, MA ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: lily/ jjt--~ 67 7 APPROVED AS TO LEGAL FORM: DEBRA A. DRAYOVITCH, CITY ATTORNEY I ~ BY: HDR ENGINEERS, INC. BY: TITLE: E:\WPDOCS\K\AMEND.HDR PAGE 2 A:\HDR.2 ORDINANCE NO. AN ORDINANCE AUTHORIZING THE MAYOR TO EXECUTE AMENDMENT NUMBER TWO TO THE AGREEMENT WITH THE CITY OF DENTON AND HDR ENGINEERING, INC. FOR PROFESSIONAL ENGINEERING SERVICES FOR THE SANITARY LANDFILL INITIAL SITE DEVELOPMENT; AND PROVIDING FOR AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION I. That the Mayor is authorized to execute Amendment Number Two to the Agreement between the City of Denton and HDR Engineering, Inc. for professional engineering services for the City's Sanitary Landfill Initial Site Development, a copy of which is attached hereto. SECTION II. That the City Council is hereby authorized to expend funds in the amount of Six Hundred Twenty-eight Thousand Three Hundred Forty-five Dollars ($628,345.00) as specified in the amended Agreement. SECTION III. That this ordinance shall become effective immed- iately upon its passage and approval. PASSED AND APPROVED this the day of 1995. ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: MICHAEL A. BUCEK, ACTING CITY ATTORNEY BY: AMENDMENT NO. 2 TO AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES BETWEEN THE CITY OF DENTON, TEXAS AND HDR ENGINEERING, INC. DATED JUNE 15, 1993 WHEREAS, on June 15, 1993 the City of Denton ("City") and HDR Engineering, Inc. ("HDR") entered into an Agreement for Profession- al Engineering Services for the Sanitary Landfill Initial Site Development, which was amended by Amendment No. 1, (the Agreement for Professional Engineering Services for the Sanitary Landfill Initial Site Development as amended by Amendment No. 1 are hereinafter called the "Agreement"); and WHEREAS, Exhibit A to the Agreement provides that Phase I is to be completed as additional services with the Scope of Services and Fee Basis to be mutually agreed upon at a later date; and WHEREAS, City and HDR desire to define the Scope of Services for Phase I and Designate Fees for Phase I in the amount of $12,000; and WHEREAS, Phase II is approaching completion and City and HDR desire to replace the Preliminary Man-hour and Fee Estimates and Estimated Man-hours and Fees for Phase II with Final Anticipated Fees; and WHEREAS, City and HDR desire to add additional services to the Scope of Services for Phase II for Final Anticipated Fees of $32,485; and WHEREAS, City and HDR desire to delete Geotechnical Investiga- tion from the Scope of Services for Phase III resulting in a reduction of fees for Phase III in the amount of $27,500; and WHEREAS, City and HDR desire to add an additional 12 months of project management and administration to Phase III for fees of $19,150; NOW, THEREFORE, W I T N E S S E T H: Pursuant to Section 7.12 (Changes and Modification) of the Agree- ment, City and HDR hereby agree: 1. The Scope of Services for Phase I is hereby and herewith defined as solid waste master planning. City shall pay HDR $12,000 for Phase I. 2. The Scope of Services for Phase II is hereby and herewith amended to include the following services in addition to those listed in Exhibit A to the Agreement in exchange for the following Final Anticipated Fees: 2.20 Methane Precautions $ 1,100 2.21 Groundwater Certification $20,000 2.22 Height Increase $ 5,000 2.23 Project Management $ 885 2.24 Gas Monitoring Training $ 500 2.25 Groundwater Sampling Analysis Plan $ 5,000 3. The Preliminary Man-hour and Fee Estimates and Estimated Man- hours and Fees for Phase II Contained in Exhibit A of the Agreement are hereby and herewith deleted from the Agreement and replaced with the following Final Anticipated Fees: 2.1 Site Operating Plan $15,000 2.2 Site Development Plan $ 3,000 2.3 Site Layout Plan $ 2,500 2.4 Fill-Cross Sections $ -0- 2.6 Geology Report $ 4,600 2.7 Groundwater Protection & Drainage Plan $13,600 2.9 Cost Estimates for Closure and Post-Closure Care $ 4,600 2.11 Final Closure Plan $ 7,000 2.12 Post-Closure Plan $ 4,000 2.13 Landfill Gas Management Plan $22,000 2.14 Applicant's Statement $ 130 2.15 Certification of Groundwater Monitoring System $ 890 2.16 Certification of Compliance with Location Restrictions $20,080 2.17 Maximizing Remaining Site Life $ -0- 2.18 Regulatory Meetings $ 6,540 2.19 Phase II Project Management and Administration $15,000 Additions to Phase II Scope of Services (Paragraph 2 above) 2.20 Methane Precautions $ 1,100 2.21 Groundwater Certification $20,000 2.22 Height Increase $ 5,000 2.23 Project Management $ 885 2.24 Gas Monitoring Training $ 500 2.25 Groundwater Sampling & Analysis Plan $ 5,000 Total Final Anticipated Fees for Phase II $151,425 4. Exhibit A , Task 3.4.3 Geotechnical Investigation of the Agreement is hereby and herewith amended to delete Geotechnical Investigation from the Scope of Services for Phase III. Fees for Phase III shall be reduced by $27,500 as a result of the deletion of said Geotechnical Investigation from the Scope of Services. PAGE 2 5. Exhibit A, Task 3.8, Phase III Project Management and Adminis- tration of the Agreement is hereby and herewith amended to include an additional 12 months of project management and administration. Estimated fees for said additional 12 months of project management and administration shall be $19,150. 6. Total Estimated Fees and Preliminary Fee Estimates for Phase III shall be $464,920. 7. In all other respects, the terms and conditions of the Agree- ment, as executed by the parties on the June 15, 1993 as amended by Amendment No. 1 remain in full force and effect. Executed this Ajrl~r"'_ day of / /4~ , 1995. CITY OF DENTON, TEXAS ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: MICHAEL A. BUCEK, ACTING CITY ATTORNEY BY: HDR ENGINEERS, INC. BY.. TITLE: a:\hdramend.k PAGE 3 C:\WPDOCS\ORD\HDR.ORD ORDINANCE NO. 01(0 - 010 AN ORDINANCE APPROVING AMENDMENT NUMBER THREE TO THE AGREEMENT BETWEEN THE CITY OF DENTON AND HDR ENGINEERING, INC. FOR PROFESSIONAL ENGINEERING SERVICES; AND PROVIDING FOR AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION I. That the Mayor is hereby authorized to execute Amendment No. 3 to the Agreement for Professional Engineering Services between the City of Denton, Texas and HDR Engineering, Inc., attached hereto and incorporated herein as if set forth at length. SECTION II. That the expenditure of funds in an amount not to exceed six hundred sixty-three thousand, five hundred and forty- five dollaras ($663,545.00) is hereby authorized as specified by the amended Agreement. SECTION III. That this ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the p?D r day of 199. BOB CASTLEBERRY, ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: HERBERT L. PROUTY, CITY ATTORNEY BY: ~Ir P ~ncw >L- AMENDMENT NO. 3 TO AGREEMENT BETWEEN THE CITY OF DENTON, TEXAS AND HDR ENGINEERING, INC. FOR PROFESSIONAL ENGINEERING SERVICES DATED JUNE 15, 1993 WHEREAS, on June 15, 1993, the City of Denton ("City") and HDR Engineering, Inc. ("HDR") entered into an Agreement Between the City of Denton, Texas and HDR Engineering, Inc. for Professional Engineering Services for the sanitary landfill initial site development, which was amended by Amendment No. 1 and Amendment No. 2, (the Agreement between the City of Denton, Texas and HDR Engineering, Inc. for Professional Engineering Services as amended by Amendment No. 1 and Amendment No. 2 are herein referred to as "Agreement"); and WHEREAS, City and HDR desire to add additional services to the Scope of Services for Phase III for additional fees not to exceed $23,200.00; and WHEREAS, City and HDR desire to add 12 months of project management for additional fees not to exceed $12,000.00; NOW, THEREFORE, WITNESSETH: Pursuant to Section 7.12 (Changes and Modification) of the Agreement, City and HDR hereby agree: 1. The Scope of Services for Phase III is hereby and herewith amended to include the following services in addition to those listed in Exhibit A to the Agreement in exchange for the following Final Anticipated Fees: 3.9 Redesign of final landfill configuration to include an area originally determined to be a wetland - $4,500.00 3.10 Modeling of drainage from mobile home park to determine impact on flood plain - $4,000.00 3.11 Preparation of information and mapping for annexation and zoning of landfill site - $1,700.00 3.12 PUB Workshop development sequence - $ -0- 3.13 Revise landfill footprint to accommodate the landscaping plan - $5,000.00 3.14 Revise FEMA flood plain map - $8,000.00 2. Exhibit A, Task 3.8, Phase III Project Management and Administration of the Agreement is hereby and herewith amended to include an additional 12 months of project management and administration. Fees for said additional 12 months of project management and adminis- tration shall not exceed $12,000. 3. In all other respects, the terms and conditions of the Agreement, as executed by the parties on June 15, 1993 and amended by Amendment No. 1 and Amendment No. 2 remain in full force and effect. PASSED AND APPROVED this the day of 199b CASTLEBERRY, MA ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: HERBERT L. PROUTY, CITY ATTORNEY J a ~r e pa ~n c~ ~ti BY: L J CAWPD0CSVCwDR3.AMD A:\HDR4.ORD ORDINANCE NO. % / -~D / AN ORDINANCE AUTHORIZING THE MAYOR TO EXECUTE AMENDMENT NUMBER FOUR TO THE AGREEMENT BETWEEN THE CITY OF DENTON AND HDR ENGINEERING, INC. FOR PROFESSIONAL ENGINEERING SERVICES FOR THE CITY OF DENTON SANITARY LANDFILL DEVELOPMENT RELATING TO PHASE III AND PHASE IV THEREOF; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING FOR AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION I. That the Mayor is authorized to execute Amendment Number Four to the Agreement between the City of Denton and HDR Engineering, Inc. for professional engineering services for the City of Denton Sanitary Landfill Development relating to Phase III and Phase IV thereof, a copy of which Amended Agreement Number Four ; is attached hereto and made a part hereof. SECTION II. That the expenditure of funds in an amount not to exceed Two Hundred Ninety Eight Thousand Dollars ($298,000) is hereby authorized as specified by Amendment Number Four to the Agreement. SECTION III. That this ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the J /0 day of 1997. J C MILLER,, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: HERBERT L. PROUTY, CITY ATTORNEY II~ BY: AMENDMENT NO. 4 TO AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES BETWEEN THE CITY OF DENTON, TEXAS AND HDR ENGINEERING, INC. DATED JUNE 15, 1993 WHEREAS, on June 15, 1993 the City of Denton ("City") and HDR Engineering, Inc. ("HDR") entered into an Agreement for Profession- al Engineering Services for the City of Denton Sanitary Landfill Initial Site Development ("Project") which was amended by Amendment No. 1, dated March 18, 1994; which was further amended by Amendment No. 2, dated May 16, 1995; and which was further amended by Amendment No. 3, dated February 22, 1996, (the Agreement for Professional Engineering Services for the Sanitary Landfill Initial Site Development as amended by Amendments Numbers 1, 2 and 3 are hereinafter collectively called the "Agreement"); and WHEREAS, Sections 1 and 2 of the Agreement dated June 15, 1993 provide that Phase IV of the Project is to be completed as additional services incident to the Agreement when requested and authorized by the City; and Section 5.2.2 thereof provides that the Compensation to HDR respecting its services performed under Phase IV is to be determined and be mutually agreed upon at a later date; and WHEREAS, the City and HDR desire to define the Scope of Services for Phase IV and designate fees for professional engineer- ing services for Phase IV in the amount not to exceed $205,400.00; and WHEREAS, the City and HDR are ready to proceed with Phase IV of the City of Denton Sanitary Landfill Initial Site Development; and WHEREAS, the Project has progressed to the stage that a public administrative law hearing will be held before the Texas Natural Resource Conservation Commission ("TNRCC") in the near future relating to the approval of the City's landfill permit. The Agreement provides that HDR's participation in the public hearing stage pertaining to the City's landfill permit will be allowable as Additional services under the provisions of Section 2.1 and 2.3.9 of the Agreement, relating to Task 3.7, under Phase III of the Scope of Services appended to the original Agreement dated June 15, 1993; and WHEREAS, the City and HDR have determined that it is necessary and appropriate for HDR to perform additional engineering services for the City relating to the preparation and support for and participation in all TNRCC hearings relating to the approval of the City's landfill permit; and that HDR has proposed, and City believes that a total estimated daily services fee, not to exceed $92,600.00 including expenses, is a reasonable fee, considering all relevant factors; and WHEREAS, the City and HDR, pursuant to the provisions of Section 7.12 of the Agreement, providing for changes and mod- ifications, desire to Amend their agreement to provide for the completion of Phase IV of the Project and to provide for an agreement for HDR to perform additional professional engineering services relating to the public administrative law hearing under Phase III of the Project; NOW THEREFORE, W I T N E S S E T H: Pursuant to Section 7.12 (Changes and Modification) of the Agreement, the City and HDR do hereby AGREE as follows: 1. The Scope of Services for Phase IV is for construction plans, bid administration, and construction quality assurance associated with Phase IV of the City of Denton Sanitary Landfill Site Development expansion. This Amended Agreement provides for an estimated fee for providing these Phase IV services. HDR repre- sents that estimates for construction quality assurance, including laboratory testing and survey are based upon recent costs of such subcontracted services for similar projects. After plans and specifications are completed, HDR will obtain final estimates of fees for these services from qualified subcontractors. 2. The Scope of Services for Phase IV of the Project is hereby established as follows: Construction Plans and Specifications for Phase One Task One - Construction Plans HDR will begin immediately upon notice to proceed to prepare construction plans for Phase One of the landfill expansion area. Construction plans will include the following eight drawings which will be produced in draft form for City review. * Cover Sheet * Base Grade, Sequence of Fill, Access to Cell, and Dewatering Slurry Wall Alignment * Liner and Leachate Collection System Plan * Liner, Sump and Leachate Collection System Details * Access Road Plan, Profile, and Typical Cross-section * North Ditch and Pond, Plan, Profile, and Cross-sections * Dewatering Plan * Erosion Control Plan A meeting will be held with the City at the 80% completion stage to review and discuss the City's written comments on the draft construction-level plans. Task Two - Construction Specifications HDR will prepare construction specifications (Special Condi- Page 2 tions) for construction of Phase One. Construction specifica- tions will reflect excavation to be performed by the contrac- tor, installation and testing of the liner system in confor- mance with the Soil and Liner Quality Control Plan as approved by TNRCC, leachate collection and removal system, protective cover/ballast, access road, and north drainage ditch and pond. Using General Conditions and other standard bid documents provided by the City, HDR will assemble a complete set of bid documents. Task Three - Plans and Specifications Revisions, and TNRCC Submittal A total of five copies of the contract documents, plans, and specifications will be prepared and submitted to the City for review and approval at the 100% completion stage. Following the review, HDR will incorporate revisions to the plans, specifications, and contract documents requested by the City. The plans and specifications will be submitted to TNRCC. No meeting with TNRCC is anticipated regarding plans and spec- ifications. Bid Administration Task Four - Construction Cost Estimate Within approximately two weeks of finalizing plans and specifi- cations, HDR will prepare an estimate of probable cost of construction based on the construction plans and specifications described above. The Construction Specification Institute, Inc. (CSI) format will be used and will include a breakdown of material quantities, unit costs, and totals. Unit costs will be based on recent bids received on similar projects that have been made available, as well as any similar projects in the area. Task Five - Prequalification of Bidders HDR will provide the City a list of construction contractors with known Subtitle D landfill liner construction experience. This list will be designed to identify experienced landfill cell construction contractors who have demonstrated ability to complete similar projects within the estimated construction period. The list will include contractors who have successful- ly constructed landfill cell designed by HDR in the past. This is not intended to be a comprehensive list of all qualified bidders, but rather a list of contractors with successful experience on HDR projects, for the City's use. Task Six - Bid Services HOR will assist the City during the bid process for Phase One Page 3 by performing the following tasks. * Prepare a notice to bidders for advertisement. * Issue for bid the drawings, specifications, and contract documents and addenda. * Respond to questions from bidders for a 30-day period regarding the plans and specification (up to 60 manhours). Assist the City in one pre-bid conference attended by the Chief Design Engineer and Project Manager to respond to technical questions. * Consult with and advise the City as to the acceptability of substitute materials and equipment proposed by the contrac- tor(s). * Consult with and advise the City as to the acceptability of contractors proposed by the prime contractor. * Assist the City in evaluating bids and in assembling and awarding the contract. The City will be responsible for final contractor and subcontractor selection. Plans and specifications will be provided to all interested contractors. A non-refundable fee will be charged each contractor to cover reproduction and handling costs for each set of bidding documents. Technical memoranda will be prepared evaluating the acceptability of each contractor bid. For cost estimating purposes, it is assumed that up to five bids will be evaluated. HDR will assist the City during three meetings including the pre-bid conference, bid opening, and award of contract. The bid opening and award of contract will be attended by one HDR representative. Construction-Related Services For purposes of cost estimated, it is assumed that the duration for the construction of the dewatering slurry wall will be three weeks. It is assumed that construction of the clay liner, HDPE liner, leachate collection system, protective cover, entrance road, and north ditch and pond will be six weeks. These estimates are based on construction taking place five days per week and ten hours per day. Task Seven - Soil and Liner Evaluation Report Through the use of qualified subcontractor and laboratory, HDR will perform testing and certification of the liner system in conformance with the requirements of the approved site Soil and Liner Quality Control Plan. This includes full-time on-site observation as required, and preparation of a Soil and Liner Evaluation Report (SLER). The SLER will be submitted to TNRCC approximately two weeks after completion of the last clay fit in the liner area. A revised estimate of the cost of this task will be prepared after completion of the design and selection of a qualified subconsultant. Page 4 Task Eight - Construction Coordination In addition to liner inspection and testing activities, an HDR representative will visit the site approximately once per week during the entire construction period to observe general compliance with the design plans and specifications and facilitate the smooth progress of the work. During these visits, the representative will meet with the City to discuss pertinent observations. Project Management and Administration In addition to meetings and reports discussed above, monthly progress reports will be provided to the City which address progress to date, budget and schedule status, and any other construction-related concerns. A project kickoff meeting at the City and a site tour, attended by representatives of the City, HDR, the Construction Quality Control subconsultant, and the surveyor will be held to discuss the design and construction of the cell and any historical facts of the site. Key project issues will be discussed and pertinent maps, drawings, surveys, files, and reports will be transmitted at that time. The cost of this ongoing activity is integrated into the costs of the previous tasks. 3. The following are the anticipated deliverables associated with the Scope of Services for Phase IV of the Project are: * Three sets of draft construction Plans, consisting of the following eight drawings. 1. Cover Sheet 2. Base Grade, Sequence of Fill, Access to Cell, and Dewatering Slurry Wall Alignment 3. Liner and Leachate Collection System Plan 4. Liner, Sump, and Leachate Collection System Details 5. Access Road Plan, Profile, and Typical Cross-sec- tions 6. North Ditch and Pond Plan, Profile, and Cross- sections 7. Dewatering Plan 8. Erosion Control Plan * one set of draft bid documents * Five sets of final plans and bid documents * Estimate of Probable Construction Cost * List of construction contractors Page 5 * Notice to Bidders * Addenda if required * Bid Evaluations for up to five bidders * Soil and Liner Evaluation Report * Weekly construction quality assurance budget reports * Contractor pay estimates verifications * As-built documentation * Monthly Progress Reports * Project Kickoff Meeting Notes 4. The total estimated professional fees for services provided under Phase IV of this Amended Agreement are in an amount not to exceed $205,400.00. The foregoing estimated fee is based on the formula for calculation of compensation on a per-diem basis provided in HDR's current contract for permitting. Costs associated with subconsultant services, including liner testing and certifica- tion and surveying, are estimates subject to revision. Plans and Specifications $ 61,740 Bid Administration $ 13,830 Construction Phase (HDR) $ 19,830 Construction Phase (SLER) $110,000 TOTAL $205,400 5. The Scope of Services for Phase III of the Project, relating to Task 3.7 of the Scope of Services of the original June 15, 1993 Agreement, is hereby amended by adding the following services as Additional Services to the Agreement: Services relating to the administrative hearing before TNRCC respecting the City's landfill expansion permit will involve tasks which will require approximately 860 man-hours for HDR personnel, resulting in an estimated total daily services fee not to exceed $92,600.00, including expenses. HDR expects to perform the following tasks incident to the above hearing before the TNRCC: A. Document collection and review; B. Preparation for and attendance at a preliminary hearing; C. Preparation for and attendance at an evidentiary hearing; D. Expert testimony at the hearings; E. Assistance to the City regarding post-hearing matters; F. Travel to Austin, Texas (assuming two days of hearings in Austin, Texas); G. Travel to Denton, Texas; H. Assistance and support respecting the preparation of exhibits, graphic materials and displays for the prelimi- nary and evidentiary hearings; Page 6 I. Printing expenses; and J. Miscellaneous direct expenses relating to the above tasks. 6. The total estimated professional fees for Additional services provided under Phase III of this Amended Agreement are in an amount not to exceed $92,600.00. 7. The total estimated professional fees for services provided by HDR to City under Phase IV and Phase III under this Amended Agreement are in the aggregate, in an amount not to exceed $298,000.00. 8. In all other respects, the terms and conditions of the Agreement, as executed by the City and HDR on June 15, 1993, as amended by Amendments Number 1, 2 and 3 thereto, shall remain in full force and effect. EXECUTED this the day of j~ 1997. CITY OF DENTON, TEXAS BY: JACK I LER, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: HERBERT L. PROUTY, CITY ATTORNEY .r BY: l: Page 7 ORDINANCE NO. `7 - l % I AN ORDINANCE AUTHORIZING THE MAYOR TO EXECUTE AMENDMENT NUMBER FIVE TO THE AGREEMENT BETWEEN THE CITY OF DENTON AND HDR ENGINEERING, INC. FOR PROFESSIONAL ENGINEERING SERVICES FOR THE CITY OF DENTON SANITARY LANDFILL DEVELOPMENT AND EXPANSION, RELATING TO PHASE IV AND PHASE V THEREOF; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING FOR AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION I: That the Mayor is authorized to execute Amendment Number Five to the Agreement between the City of Denton and HDR Engineering, Inc. for further professional engineering services for the City of Denton Sanitary Landfill development and expansion, as provided for in said Agreement, relating to Phase IV and Phase V thereof, a copy of which Amended Agreement Number Five is attached hereto and made a part hereof. SECTION II: That the expenditure of additional funds in an amount not to exceed Fifty Three Thousand Dollars ($53,000.00) is hereby authorized as provided for in the said Amendment Number Five to the Agreement. SECTION III: That this ordinance shall become effective immediately upon its passage and approval. ~h- PASSED AND APPROVED this the /6 day of 0=2 _'1998. MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: 71-1 APPROVED AS TO LEGAL FORM: HERBERT L. PROUTY, CITY ATTORNEY BY: S:1Our Documents\0rdmances\98\HDR Amend 5 Ord.doc AMENDMENT NUMBER FIVE TO AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES BETWEEN THE CITY OF DENTON, TEXAS AND HDR ENGINEERING, INC. DATED JUNE 159 1993 WHEREAS, on June 15, 1993, the City of Denton, Texas ("City") and HDR Engineering, Inc. ("HDR") entered into an Agreement for Professional Engineering Services respecting the City of Denton Sanitary Landfill initial site development ("Project") which was amended by Amendment No. 1 dated March 18, 1994; which was further amended by Amendment No. 2, dated May 16, 1995; which was further amended by Amendment No. 3, dated February 22, 1996; and which was further amended by Amendment No. 4, dated April 18, 1997 wherein the Agreement for Professional Engineering Services for the sanitary landfill initial site development, as amended by Amendments No. 1, 2, 3 and 4, are hereinafter collectively referred to as the "Agreement"; and WHEREAS, Sections 1 and 2 of the Agreement dated June 15, 1993 provide that Phase IV of the Project is to be completed as additional services incident to the Agreement, when requested and authorized by the City; and Section 5.2.2 thereof provides that the compensation to HDR respecting its services performed under Phase IV of the Project is to be determined and be mutually agreed upon by the parties at a later date; and WHEREAS, the City and HDR provided in Amendment No. 3 of the Agreement for the definition of the Scope of Services for Phase IV, and designated fees for professional engineering services for Phase IV in the amount not to exceed $205,400.00. Thereafter, pursuant to Purchase Order No. 40978RR, the City authorized the expenditure of an additional $17,000.00 in payment of additional professional services associated with breaking the Project into two bids and accomplishing the designs on a fast-track basis; and WHEREAS, the City and HDR have proceeded with implementation of Phase IV of the City of Denton Sanitary Landfill site development and expansion, and the Texas Natural Resource Conservation Commission ("TNRCC") has approved the City's landfill permit; and WHEREAS, the City and HDR have determined that it is necessary and appropriate for HDR to perform additional engineering services for the City relating to Phase IV of the Project regarding an additional nineteen (19) week period of on-site construction observation and liner inspection and testing, to be performed by HDR during construction and installation of the landfill liner, in order to comply with TNRCC third-party review requirements, for the period of time after the six (6) week construction period provided by the original scope of services ended on February 20, 1998; and WHEREAS, the City and HDR have determined that it is necessary and appropriate for HDR and its subcontractor to perform additional services in connection with the landfill during the time that liner construction is to take place, and to maintain full-time on-site observers during all liner construction activities, which subcontracting expense is attributable to the additional construction days and longer working hours per work day, necessitating the incurring of overtime charges on the Project. HDR has proposed, and the City believes that an additional fee not to exceed $53,500.00, including expenses, is a reasonable fee, for such professional engineering services, considering all relevant factors; and WHEREAS, the City and HDR have determined that it is necessary and appropriate for HDR to perform additional services to the City relating to Phase V of the Project regarding the preparation of three additional landfill permit modification packages. HDR has proposed, and the City believes that an additional fee of not to exceed $4,500.00, including expenses, is a reasonable fee, for such additional professional engineering expenses, considering the relevant factors; and WHEREAS, the City and HDR have determined that additional services to be provided to the City respecting the landfill expansion Project, as set forth in the preceding paragraphs hereinabove, total $78,000.00; and the City and HDR have further determined that $25,000.00 of the contractual amount previously provided for, and set forth in Amendment Number Four to the Agreement respecting services relating to the administrative hearing before TNRCC respecting the City's landfill expansion permit, is unspent and shall be re-allocated and spent for the professional engineering services provided for in this Amendment Number Five to the Agreement, thus reducing the total amount of additional professional fees to be approved by the City Council respecting this Amendment Number Five to the Agreement to the amount of $53,000.00; and WHEREAS, the City and HDR, pursuant to the provisions of 7.12 of the Agreement, providing for changes and modifications, desire to amend their Agreement to provide for the completion of Phase IV of the Project, as well as to provide for an Agreement for HDR to perform additional professional engineering services relating to the preparation of three additional landfill permit modifications packages under Phase V of the Project; NOW, THEREFORE, WITNESSETH Pursuant to Section 7.12 (Changes and Modifications) of the Agreement, the City and HDR do hereby AGREE as follows: 1. The Scope Of Services for Phase IV of the Project is hereby amended to add the following additional professional engineering services: A. The Construction Phase fee for HDR to conduct periodic observations and inspections throughout the entire construction period at the site was based upon the assumption of a six (6) week construction period, with one (1) visit to the site per week. The fee previously set forth in the Agreement was based upon the assumption that the construction of the Project would be accomplished under one bid rather than under two bids, and that cell construction would take place concurrently with other construction at the site. Paee 2 of 5 As the construction schedule, as presently bid, currently encompasses a twenty-five (25) week period, beginning with the construction of the slurry wall and dewatering system, which ends on June 30, 1998, with the completion of the cell and other on-site facilities, rather than the original projected six (6) week construction period; the City and HDR agree that additional professional engineering services are necessary for HDR to properly inspect and periodically observe the construction of the liner during the longer construction period. The additional fee to be paid by the City to HDR for the additional nineteen (19) weeks of construction services under Phase IV of the Project for the necessary observation and testing required, shall be in the amount of $1,100.00 per week, and shall not exceed the sum of $20,900.00. B. That the construction phase fee respecting HDR's subcontractor expense was initially estimated at $110,000.00, which contemplated and provided for a thirty (30) day construction period consisting of ten (10) hour days. As construction on the Project has progressed at the site, the City and HDR have determined that it is necessary that the length of the construction period be expanded to a thirty-eight (38) day construction period, consisting of twelve (12) hour work days, in order to properly and timely complete the work. The City and HDR agree that additional subcontractor expense attributable to the longer construction period and the longer workdays needed to complete the Project are necessary. The additional fee to be paid by the City to HDR for services attributable to the extended thirty-eight (38) day construction period, with twelve (12) hour work days, shall not exceed the sum of $53,500.00. II. The Scope of Services of Phase V of the Project ("Other Permits") hereby provides that: A. HDR shall prepare three additional landfill permit modification packages as follows: (1) Permit modification associated with alteration of the existing Citizen's Drop-Off Facility, to address compatibility with the proposed storm water ditch; (2) Permit modification associated with relocating a groundwater monitoring well; (3) Permit modifications associated with the substitution of geo-composite drainage material for a granular drainage blanket on the bottom of the Phase I cell. B. The City shall pay to HDR an additional fee of not to exceed $3,000.00 for the permit modification described in paragraph II.A.(1) hereinabove; C. The City shall pay to HDR an additional fee of not to exceed $1,000.00 for the permit modification described in paragraph II.A.(2) hereinabove; D. The City shall pay to HDR an additional fee of not to exceed $500.00 for the permit modification described in paragraph II.A.(3) hereinabove. Page 3 of 5 III. The City and HDR agree that $25,000.00 of the unspent contractual amounts as provided for and set forth in paragraph 5 of Amendment Number Four to the Agreement relating to the administrative proceedings before TNRCC respecting the City's landfill expansion permit, shall instead be allocated to pay for the professional services provided for in this Amendment Number Five to the Agreement. IV. The total estimated additional professional fees for services to be provided by HDR to the City under Phase IV and Phase V of the Project, pursuant to this Amended Agreement Number Five, are in the aggregate, an amount not to exceed $53,000.00. V. In all other respects, the terms and conditions of the Agreement, as executed by the City and HDR on June 15, 1993, and as amended by Amendments Number One, Two, Three and Four thereto, shall remain in full force and effect. IN WITNESS WHEREOF, the City of Denton, Texas has executed this Agreement by and through its duly authorized and empowered Mayor; HDR has executed this Agreement by and through its duly authorized and empowered officer. EXECUTED in quadruplicate original counterparts this the ~ - day of 1998. CITY OF DENTON, TEXAS ATTEST: JENNIFER WALTERS, CITY SECRETARY BY:_ _ JA LLER, MAYOR BY:GW ~ APPROVED AS TO LEGAL FORM: HERBERT L. PROUTY, CITY ATTORNEY I n ~ ~ BY: y Page 4 of 5 HDR ENGINEERING, INC. BY: WILLIAM R. HINDMAN, P.E. Senior Vice President ATTEST: BY: ITS: F:\shared\dept\LGL\Our Documents\Contracts\98\HDR Amendment 5.doc Page 5 of 5 ORDINANCENO. ~~-n'9 AN ORDINANCE AUTHORIZING THE MAYOR TO EXECUTE AMENDMENT NUMBER SIX TO THE AGREEMENT BETWEEN THE CITY OF DENTON AND HDR ENGINEERING, INC. FOR PROFESSIONAL ENGINEERING SERVICES FOR THE CITY OF DENTON SANITARY LANDFILL DEVELOPMENT AND EXPANSION, RELATING TO PHASE IV AND PHASE V THEREOF; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING FOR AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION I: That the Mayor is authorized to execute Amendment Number Six to the Agreement between the City of Denton and HDR Engineering, Inc. for further professional engineering services for the City of Denton Sanitary Landfill development and expansion, as provided for in said Agreement, relating to Phase IV and Phase V thereof, a copy of which Amended Agreement Number Six is attached hereto and made a part hereof. SECTION II: That the expenditure of additional funds in an amount not to exceed Twenty Six Thousand Dollars ($26,000.00) is hereby authorized as provided for in the said Amendment Number Six to the Agreement. SECTION III: That this ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the ay of Se~~der , 1998. JAC LLER, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: `M APPROVED AS TO LEGAL FORM: HERBERT L. PROUTY, CITY ATTORNEY BY: 'v \\CH-LGL\VOL I \shared\dept\LGL\Our Documents\0rdmances\98\HDR Amend 6 Ord.doc AMENDMENT NUMBER SIX TO AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES BETWEEN THE CITY OF DENTON, TEXAS AND HDR ENGINEERING, INC. DATED JUNE 159 1993 WHEREAS, on June 15, 1993, the City of Denton, Texas ("City") and HDR Engineering, Inc. ("HDR") entered into an Agreement for Professional Engineering Services respecting the City of Denton Sanitary Landfill initial site development ("Project") which was thereafter amended by Amendment No. 1 dated March 18, 1994; which was further amended by Amendment No. 2, dated May 16, 1995; which was further amended by Amendment No. 3, dated February 22, 1996; which was further amended by Amendment No. 4, dated April 18, 1997; and which was further amended by Amendment No. 5, dated June 16, 1998; wherein such Agreement for Professional Engineering Services for the sanitary landfill initial site development, as amended by Amendments No. 1, 2, 3, 4, and 5 is hereafter referred to as the "Agreement"; and WHEREAS, Sections 1 and 2 of the Agreement dated June 15, 1993 provide that Phase IV of the Project is to be completed as additional services incident to the Agreement, when requested and authorized by the City; and Section 5.2.2 thereof provides that the compensation to HDR respecting the services performed under Phase IV of the Project is to be determined and be mutually agreed upon by the parties at a later date; and WHEREAS, the City and HDR provided in Amendment No. 3 of the Agreement for the definition of the Scope of Services for Phase IV, and designated fees for professional engineering services for Phase IV in the amount not to exceed $205,400.00. Thereafter, pursuant to Purchase Order No. 40978RR, the City authorized the expenditure of an additional $17,000.00 in payment of additional professional services associated with breaking the Project into two bids, utilizing two different contractors, in order to accomplish the design and construction work on the Project on a fast-track basis; and WHEREAS, the City and HDR have proceeded with implementation of Phase IV of the City of Denton Sanitary Landfill site development and expansion, and the Texas Natural Resource Conservation Commission ("TNRCC") has approved the City's landfill permit; and WHEREAS, the City and HDR have determined that it is necessary and appropriate for HDR to perform additional engineering services for the City relating to the proper completion of Phase IV of the Project regarding an additional period of on-site construction observation, liner inspection and testing, as well as Engineer of Record services to be performed by HDR during the construction and installation of the landfill liner, by "RBI", in order to comply with TNRCC third-party review requirements and regulations, for the period of time from June 30, 1998 through August 3, 1998, which is the revised, extended, construction completion period for the landfill liner; and WHEREAS, HDR has proposed, and the City is of the opinion, that an additional fee in an amount not to exceed $25,000.00, including expenses, is a reasonable fee to be paid to HDR, for such additional professional engineering services relating to Phase IV of the Project, considering the relevant circumstances; and WHEREAS, the City and HDR have also determined that it is necessary and appropriate for HDR to perform additional professional engineering services for the City relating to Phase V of the Project regarding additional work related to the completion of the landfill permit modification package pertaining to the change of the landfill "drainage layer" from gravel to geonet material. WHEREAS, HDR has proposed, and the City is of the opinion, that an additional fee in an amount not to exceed $1,000.00, including expenses, is a reasonable fee to be paid to HDR, for such additional professional engineering services relating to Phase V of the Project, considering the relevant circumstances; and WHEREAS, the City and HDR, pursuant to the provisions of 7.12 of the Agreement, providing for changes and modifications thereto, mutually desire to amend their Agreement to provide for the completion of Phase IV of the Project; as well as to provide for an Agreement for HDR to perform additional professional engineering services relating to the completion of the landfill permit modification package pertaining to the drainage layer of the landfill liner, under Phase V of the Project; NOW, THEREFORE, WITNESSETH Pursuant to Section 7.12 (Changes and Modifications) of the Agreement, the City and HDR do hereby AGREE as follows: 1. The Scope of Services for Phase IV of the Project is hereby further amended to add the following additional professional engineering services: A. The Construction Phase periodic observation, inspection, and liner certification services to be performed by HDR respecting the Project, together with the Engineer of Record services to be performed by HDR, heretofore described and provided for in the Agreement, shall be extended for an additional period of time, from June 30, 1998, to August 3, 1998. B. The City shall pay to HDR an additional professional fee, including expenses, of not to exceed $25,000 for the additional professional services described in paragraph I.A. hereinabove. II. The Scope of Services for Phase V of the Project ("Other Permits") is hereby further amended to add the following additional professional engineering services: A. HDR shall complete the following landfill modification package with the TNRCC as follows: Page 2 of 4 (1) Landfill permit modification associated with the substitution of geo-composite drainage material (geonet) for a granular (gravel) drainage blanket located on the bottom of the Phase I cell. B. The City shall pay to HDR an additional professional fee, including expenses, of not to exceed $1,000.00 for the permit modification services described in paragraph II.A.(I) hereinabove. III. The total estimated additional professional fees for services, including expenses, to be provided by HDR to the City under Phase IV and Phase V of the Project, pursuant to this Amended Agreement Number Six, are in the aggregate, an amount not to exceed $26,000.00. IV. In all other respects, the terms and conditions of the Agreement, as executed by the City and HDR on June 15, 1993, and as thereafter amended by Amendments Number One, Two, Three, Four and Five thereto, shall remain in full force and effect. IN WITNESS WHEREOF, the City of Denton, Texas has executed this Agreement by and through its duly authorized and empowered Mayor; HDR has executed this Agreement by and through its duly authorized and empowered officer. EXECUTED in quadruplicate original counterparts this the day of 1998. CITY OF DENTON, TEXAS BY: J C ILLER, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: HERBERT L. PROUTY, CITY ATTORNEY BY: Page 3 of 4