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1995-39 \',' .. . '.... . . HARTMAN & ASSOCIATES, INC. PRINCIPALS ASSOCIATES James E ChrIstopher, P E Charles W Drake, PG Gerald C Hartman, P E Mark I Luke, PL S Mark A Rynnmg, P E Harold E Schmldt,Jr, PE engineers, hydrogeologists, surveyors & management consultants Wilham D Musser, P E Scott C Quinlan, P E Timothy A Hochuh, PE \Iarco H Rocca, C M C Regmald L TISdale, P E John W Vogt PE September 8, 1995 HAl #95-338.00 Mr. Wayne Saunders City Manager City of Clermont P.O. Box 120219 Clermont, Florida 34712-0219 Subject: Letter Agreement for a Wastewater Rate Study and Feasibility Study Relative to the City of Clermont's Water and Wastewater Utility Dear Mr. Saunders: Hartman & Associates, Inc. (HAl) is pleased to submit the following proposal for professional services in connection with conducting a wastewater rate study and preparing a feasibility study for the City of Clermont (the "City"). Included in Attachment A are our General Provisions as amended and supplemented in Exhibit A attached thereto. Exhibit A describes the scope of services and schedule for preparing the Wastewater Rate Study and Feasibility Study for the City. Our estimated not-to-exceed fee is twenty two thousand six hundred dollars ($22,600), summarized as: For Scope of Services, Items 1-1 through 1-5, HAl will be paid a lump sum fee of six thousand nine hundred dollars ($6,900), which includes normal Reimbursable Expenses. A draft report will be completed within 30 days of execution of this document. The final report date is subject to review time and scheduling an appropriate public hearing. For Scope of Service, Items 2-1 through 2-6, HAl will be paid a lump sum fee of fifteen thousand seven hundred dollars ($15,700), which includes normal Reimbursable Expenses but does not include any per diem, travel costs or other expenses associated with bond rating, insurance, closing and/or associated activities. This fee is due with the final Engineer's Report for the Official Statement which will be completed within 90 days. For Task 3, HAl will be paid a fee based upon the attached Exhibit B "Hourly Rate Schedule", plus Reimbursable Expenses. 201 EAST PINE STREET. SUITE 1000 . ORLANDO, FL 32801 TELEPHONE (407) 839,3955 . FAX (407) 839'3790 ORLANDO FORT MYERS JACKSONVILLE TALLAHASSEE . '. ,. , . 8 Mr. Wayne Saunders September 8, 1995 Page Two 8 Our services are outlined in Exhibit A "Scope of Services and Schedule". If the above and attachments satisfactorily set forth your understanding of our agreement, we would appreciate your signing one (1) copy of this agreement and returning it to our offices. If you have any questions regarding this agreement or the attachments, please do not hesitate to contact me. ú~~ ~J~ Witness ~es~ Enclosures GCH/MHR/khI Agreement/Clenn ontltr Very truly yours, Hartman & Associates, Inc. Gerald C. Hartman, P.E. President City of Clermont Æ- (1. p~ Authorized Signature Cf/, LI9~- Me ( '. '" 8 ATTACHMENT A 8 GENERAL PROVISIONS Attached to and made a part of LETTER AGREE- MENT, dated September 8, 1995, between the City of Clennont (OWNER) and Hartman & Associates, Inc. (ENGINEER) in respect of the Project described therein. SECTION I - BASIC SERVICES OF ENGINEER 1,1 After written authorization to proceed, ENGINEER shall perfonn the following professional services: 1.1.1. Consult with OWNER to clarify and define OWNER's requirements for the Assignment and review available data; 1.1.2, Advise OWNER as to the necessity of OWNER's providing or obtaining from others special services and data required in connection with the Assignment and assist OWNER in obtaIning such data and services; 1.1.3. Provide analyses of OWNER's needs with evaluations and comparative studies of prospective solutions; 1.1.4. Prepare a Report of ENGINEER's findings and recommendations and furnish five copies of the Report and review it in person with OWNER. 1.2. The duties and responsibilities of ENGINEER described above are supplemented and amended as indicated in paragraph I of Exhibit A "Scope of Services and Schedule" which is attached to and made a part of the Agreement. SECTION 2 - ADDITIONAL SERVICES 2.1. If authorized in writing by OWNER, Additional Services related to the Assignment will be perfonned by ENGINEER for an additional professional fee. SECTION 3 - OWNER'S RESPONSIBILITIES OWNER shall do the following in a timely manner so as not to delay the services of ENGINEER: GCH/MHR/khI AgreementJClennontAtt HAl #95-338.00 3.1. Provide all criteria and full infonnation as to OWNER's requirements for the Assignment and designate in writing a person with authority to act on OWNER's behalf on all matters concerning the Assignment; 3.2. Furnish to ENGINEER all existing studies, reports and other available data pertinent to the Assignment, obtain or authorize ENGINEER to obtain or provide additional reports and data as required, and furnish to ENGINEER services of others required for the perfonnance of ENGINEER's services hereunder, and ENGINEER shall be entitled to use and rely upon all such infonnation and services provided by OWNER or others in perfonning ENGINEER's services under this Agreement; 3.3. AlTange for access to and make all provisions for ENGINEER to enter upon public and private property as required for ENGINEER to perfonn services hereunder; 3.4 Perfonn such other functions as are indi- cated in Exhibit A "Scope of Services and Schedule"; and 3.5. Bear all costs incident to compliance with the requirements of this Section 3. SECTION 4 - PERIOD OF SERVICE 4.1. ENGINEER's Basic Services will be perfonned and the Report submitted within the time period or by the date stipulated in Exhibit A "Scope of Services and Schedule." 4.2. ENGINEER's Basic Services under this Agreement will be considered complete at the earlier of (1) the date when the Report is accepted by OWNER or (2) thirty days after the date when the Report is submitted for final acceptance, plus in each case, if applicable, such additional time as may be considered reasonable for obtaining approval of governmental authorities having jurisdiction to approve the Report. 4.3 ENGINEER's Additional Services will be perfonned and completed within the time period agreed to in writing by the parties at the time such services are authorized, - 1 - 090895 , . '. . .. 8 4.4. If any time period within or date by which any of ENGINEER's services are to be completed is exceeded through no fault of ENGINEER, all rates, measures and amounts of compensation and the time for completion of performance shall be subject to equitable adjustment. SECTION 5 - PAYMENTS TO ENGINEER 5.1. Methods of Payment for Services of ENGINEER. 5.1.1 For Basic Services. OWNER shall pay ENGINEER for all Basic Services rendered under Section 1 (as amended and supplemented by Exhibit A "Scope of Services and Schedule") as follows: 5.1.1.1. On the basis set forth in the LEITER AGREEMENT dated September 8, 1995. 5.1.2. For AddItional Services, OWNER shall pay ENGINEER for all Additional Services rendered under Section 2 on the basis set forth in Exhibit B "Hourly Rate Schedule". 5.1.3. ReImbursable Expenses, In addition to the payments provided for in paragraphs 5.1.1. and 5.1.2, OWNER shall pay ENGINEER the actual costs (except where specifically provided otherwise) of all Reimbursable Expenses incurred in connection with all Basic Services and Additional Services. Reimbursable expenses mean the actual expenses incurred by ENGINEER or ENGINEER's indepen- dent professional associates or consultants directly or indirectly in connection with the Project, such as expenses for: transportation, and subsistence incidental thereto, reproduction of reports, toll telephone calls and postage, subject to the limitations contained in Chapter 112, Florida Statutes. 5.2. ENGINEER shall submit monthly statements for Basic and Additional Services rendered and for Reimbursable Expenses incurred. OWNER shall make prompt monthly payments in response to ENGINEER's monthly statements. 5.3. ENGINEER's above charges are on the basis of prompt payment of bills rendered and continuous progress of the work on the Assignment until submission of the Report, GCH/MHRJkhJ AgreementJClermontAtt HAl #95-338.00 8 5.4. If OWNER fails to make any payment due ENGINEER for services and expenses within thirty days after receipt of ENGINEER's statement therefor, the amounts due ENGINEER will be increased at the rate of 1 % per month from said thirtieth day, and in addition, ENGINEER may, after giving seven day's written notice to OWNER, suspend services under this Agreement until ENGINEER has been paid in full all amounts due for services, expenses and charges. SECTION 6 - COST CONTROL 6.1. OWNER's budgetary requirements and considerations in respect of the Assignment are set forth in the LEITER AGREEMENT. 6.2. Opinions of probable construction cost, fmancial evaluations, feasibility studies, economic analyses of alternate solutions and utilitarian consid- erations of operations and maintenance costs prepared by ENGINEER hereunder will be made on the basis of ENGINEER's experience and qualifica- tions and represent ENGINEER's best judgment as an experienced and qualified design professional. It is recognized, however, that ENGINEER does not have control over the cost of labor, material, equipment or services furnished by others or over market conditions or OWNER's methods of determining their prices, and that any utilitarian evaluation of any facility to be constructed or work to be performed on the basis of the Report must of necessity be speculative until completion of its detailed design. Accordingly, ENGINEER does not guarantee that proposals, bids or actual costs will not vary from opinions, evaluations or studies submitted by ENGINEER to OWNER hereunder. SECTION 7 - GENERAL CONSIDERATIONS 7.1. All documents prepared or furnished by ENGINEER (and ENGINEER's independent professional associates and consultants) pursuant to this Agreement are instruments of service and ENGINEER shall retain an ownership and property interest therein. OWNER may make and retain copies for information and reference; however, such documents are not intended or represented to be sUItable for reuse by OWNER or others. Any reuse without written verification or adaptation by ENGINEER for the specific purpose intended will be - 2 - 090895 , , '. . r 8 at OWNER's sole risk and without liability or legal exposure to ENGINEER, or the ENGINEER's independent professional associates or consultants, and OWNER shall indemnify and hold hannless ENGINEER and ENGINEER's independent professional associates and consultants 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. 7.2 The obligation to provide further services under this Agreement may be terminated by either party upon thirty days' written notice in the event of substantial failure by the other party to perform in accordance with the terms thereof through no fault of the terminating party. In the event of any termi- nation, ENGINEER will be paid for all services rendered and Reimbursable Expenses incurred to the date of termination and, in addition, all Reimbursable Expenses directly attributable to termination. 7.3,1. OWNER and ENGINEER each is hereby bound and the partners, successors, executors, administrators and legal representatives of OWNER and ENGINEER (and to the extent permitted by paragraph 7.3.2 the assigns of OWNER and ENGINEER) are hereby bound to the other party to this Agreement and to the partners, successors, executors, administrators and legal representatives 8 (and said assigns) of each party, in respect of all covenants, agreements and obligations of the Agreement. 7.3.2. Neither OWNER nor ENGINEER shall assign, sublet or transfer any rights under or interest in (including, but without limitation, moneys that may become due or moneys that are due) this Agreement 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. 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 associated and consultants as ENGINEER may deem appropriate to assist in the performance of services hereunder. 7.4 Nothing under the Agreement shall be construed to give any rights or benefits in the 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. [The Remainder of This Page is Left Intentionally Blank] GCHIMHR/khI Agreement/Clermont.Att HAl #95-338.00 - 3 - 090895 " . .. , ) 8 8 EXHIBIT A SCOPE OF SERVICES AND SCHEDULE Scope Of Services: Task 1 Wastewater Rate Study 1-1 1-2 1-3 1-4 1-5 Data Acquisition -- Coordinate with City staff to obtain historic and projected data regarding, utility customers, operations, revenues, expenses, funding and other relevant items required for the study. Data Analysis -- Analyze the data to determine and identify customer categories, usage, demand characteristics, system operating flows, functional operating and maintenance expenses, debt structure and other relevant issues concerning the wastewater system. Rate Structure and Rates -- Based on the requirements of the wastewater system, the customer base, operating conditions and other relevant factors select an appropriate rate structure or modify the existing rate structure to meet the needs of the utility. Additionally, based on a test year of fiscal year 1995/96 develop a schedule of user rates and charges which will generate revenues sufficient to meet the fiscal requirements and covenants of the wastewater system. Within this subtask, if appropriate, identify other alternatives and provide recommendations which may be beneficial to the City such as automatic annual rate indexing for inflation. Preliminary Letter Report -- Prepare a preliminary rate report including recommendations and present to City staff for review and comments. Final Letter Report Based on comments from City staff prepare 15 copies of a final letter report and present at one public hearing at City's request. Task 2. Feasibility Study for Revenue Bond Funding 2-1 2-2 Data Acquisition -- In addition to the data acquired in subtask 1-1 assist the City in obtaining historical and projected data concerning customer absorption's, future development trends, existing facility plans, project costs and other relevant data concerning the wastewater system. Revenue Bond Document Assistance -- Pursuant to the proposed funding program assist the "financing team" with reviews of the bond resolutions, preliminary official statement and other relevant funding documents. GCWMHR/kh/ Agreement/ClermontSOS HAl #95-338.00 - 1 - 090895 . ~ 8 8 Exhibit A Scope of Services and Schedule Page Two 2-3 2-4 2-5 2-6 Operating Projections -- Based on the acquired data, the proposed wastewater rates, projected levels of operations, bond resolution and other relevant factors prepare a five year pro-fonna operating statement identifying the combined utility revenues, operating & maintenance expenses, projected debt service, coverages and other revenues and expenses. Additionally, identify and suggest alternative approaches to accomplish the goals and enhance the feasibility of the proposed project. Draft Feasibility Study -- Prepare a draft feasibility study including a brief description of the project, estimated project cost summary, customer statistics, historic financial data, five year pro-fonna statement and other items generally required in a feasibility study for revenue bond funding. Assist in reviews and comments concerning the Draft Feasibility Study for inclusion in the Official Statement. Bond Rating and Issuance Support -- Assist in discussions with bond rating and insurance agencies, underwriters, and others regarding the findings and, disclosures contained in the Draft Feasibility Study Final Feasibility Study -- Based on reviews and discussions prepared a final Feasibility Study for inclusion in the Official Statement. Task 3 Additional Services Provide additional services as requested by the City. Schedule b'1 Oc.::tobCJ- (1ø,IÇ.qS- t Items 1-1 though 1-4 of the Scope Of Services will be completed within thirty (30) calet:l.d"r ð~ aftel It;\,;t;iVl ofNotiec 16 Praeeøe. except for delays beyond the reasonable control of HAL Items 2-1 through 2-6 of the Scope Of Services will be completed within thirty (90) calendar days after receipt of Notice to Proceed except for delays beyond the reasonable control of HAL Items relating to Task 3 will be completed as mutually agreed. GCH/MHR/kh/ Agreement/C lermont. SOS HAl #95-338.00 - 2 - 090895 . . ,', ' ..~- 8 8 EXHIBIT B HARTMAN & ASSOCIATES, INC. HOURLY RATE SCHEDULE Gerald C. Hartman, P.E. PartnerslPrincipals (p.E.! P.G.! P.L.S.) Senior Manager/Senior Engineer Division Manager/Chief Engineer (P.E.!C.M.C.) Engineer VIII (P.E.) Senior Project Manager Engineer VII (P.E,) Engineer VI (P.E.) Engineer V (P.E.) Engineer IV Engineer III Engineer I/II Senior Scientist Senior Inspector Inspector Junior Inspector Senior Planner/Designer Hydrogeologist VIII (P.G.) Hydrogeologist VII (P,G.) Hydrogeologist VI (P.G.) Hydrogeologist V (P.G.) Hydrogeologist IV Hydrogeologist III Hydrogeologist I/II Hydro Technician II Hydro Technician I Engineering Designer III Engineering Designer II Engineering Technician IV Engineering Technician III (CADD) Engineering Technician II (CADD) Engineering Technician I (CADD) Land Surveyor Survey Crew Chief Survey Technician III Survey Technician II Survey Technician I Graphics Manager Graphics Technician Senior Rate Analyst (M.B.A.) Senior Rate Analyst Rate Analyst Secretarial Support Reproduction/Courier Support Administrative Assistant Senior Word Processor Word Processor Rod-man $125.00 $99.00 $99.00 $80.00 $70,00 $65.00 $65.00 $60.00 $55.00 $50.00 $45.00 $40.00 $55.00 $48.00 $40.00 $32.00 $46.00 $75.00 $65,00 $60.00 $55.00 $50,00 $45.00 $40.00 $35,00 $25.00 $50.00 $45.00 $45.00 $40.00 $35.00 $30.00 $45.00 $40.00 $40.00 $35.00 $25.00 $45.00 $35.00 $60.00 $50.00 $45.00 $20.00 $25,00 $50.00 $37.00 $30.00 $20.00 Effective Date: August 10, 1995 (Hourly rates are reviewed annually and may be adjusted to reflect changes in the various elements that comprise them.) at/Misc5/4HrlyRte. Sch 8/10/95