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HomeMy WebLinkAbout2.c. Consider proposal to renew WSB Engineering AgreementAGENDA ITEM: Consider proposal to renew WSB Engineering Agreement 15grA71-01°1: PREPARED BY: Dwight Johnson, City Administrator AGENDA NO. 2 -C ATTACHMENTS: Current contract; Draft Proposal APPROVED BY: 0.6l RECOMMENDED ACTION: Consider the draft proposal for continued engineering services from WSB, Inc. for 2010 through 2012. 4 ROSEMOUNT CITY COUNCIL City Council Workshop Meeting May 13, 2009 EXECUTIVE SUMMARY RECOMMENDATION: Pending any new information and discussion with the Council, staff plans to recommend renewing the contract with WSB Engineering under the terms proposed with a six month termination clause provided that there is an exception for termination of the contract for cause. ISSUE: The current three year contract with WSB Associates, Inc. for engineering services expires on December 31, 2009. The Council should consider either renewing the contract or choosing an alternative method for delivery of engineering service. BACKGROUND: The City has contracted with WSB since 2002. We are currently in the last year of a three year contract. An essential aspect of the current agreement is that WSB provides a full-time engineer on site at City Hall for the current sum of $30,000 annually with the consideration that WSB expects that it will provide engineering services for City projects. The current three year contract, approved in 2006, provided for an initial fee of $15,000 per year in 2007, $30,000 in 2008, and $45,000 in 2009. However, the contract provided that the 2009 fee would be held to $30,000 if state mandated levy limits were implemented. Since levy limits were imposed by the State for 2009, the current fee is still $30,000. Also, while WSB bills the City at normal rates for reimbursable development reviews, Andy's time is billed at a reduced rate for non reimbursable projects. Another WSB engineer, currently Morgan Dawley, is also located in City Hall and primarily does project management and development review. The proposed contract would keep the fee at $30,000 for 2010, and increase it to $35,000 in 2011 and $40,000 in 2012. WSB also proposes to have at least a six month notice of termination of the contract and preferably one year. The current contract has a 30 day termination notice. Since the original contract in 2002, Andy's role has expanded in the organization so that in some respects, he acts as a department director for both engineering and public works maintenance. This is seen quantitatively in WSB's statement that Andy currently bills out only 25% of his time on various projects and that the amount billed originally was 64 For example, Andy has helped public works maintenance develop work and cost accounting standards and acquire software to assist with this. Staff is giving consideration to designating Andy as Public Works Director /City Engineer if the contract is extended by the City Council. No change in the contract would be required by this designation; it would be largely formalizing the current situation. DISCUSSION: The City has several alternatives that could be considered: 1. Approve a new contract with WSB and include any desired modifications. This option generally continues the status quo. PROS: We get an experienced, proven engineer for $30,000 $40,000 per year who operates as an in -house engineer. We do not lose his institutional knowledge. CONS: We might get a better proposal from another firm STAFF COMMENT: While it is common for consulting engineers to be designated as the City Engineer for a city, the current condition whereby we get a full -time City Engineer in house for $30,000 annually ($12,000 from General Fund) is a unique arrangement not duplicated by any other firm to our knowledge. This arrangement saves money in the General Fund, where savings are most needed to meet the Council's budget and levy goals. Fees related to projects would occur regardless of who we hire as out engineering consultant. 2. Go out for proposals from other engineering companies for the same or similar services. PROS: We would see if we can get a better proposal. CONS: It would be time consuming to develop an RFP, interview other firms, etc. We would also lose continuity with a new firm. STAFF COMMENT: We might get a better overall proposal, but we rather doubt it. 3. Decide to budget for an in -house Public Works Director /City Engineer PROS: We would have an Engineer completely accountable to the City. CONS: This option could add more than $100,000 to our General Fund operating budget in a year where money is unusually limited. Also, there is no certainty that we could attract a well qualified candidate to Rosemount. STAFF COMMENT: This might be a good option at some future date, but it would be hard to find an extra $100,000 to $125,000 in the General Fund to implement this option. SUMMARY: Staff believes that option 1 is the best alternative. Option 2 would require substantial time commitments from both the staff and the council to create an RFP, screen the responses, interview firms, check references, etc. This is time we should be spending on the budget and CIP this summer. And if we change firms, there would be a significant break in time for a new firm to get up to speed with our engineering policies and projects such as UMore. Option 3 would add too much cost to our General Fund at this time, and would make meeting the Council's budget and levy goals significantly more difficult. Finally, it is hard to measure the real value that Andy adds to the organization in helping the City with non engineering questions and problems at no extra cost. 2 Dg9FT WSB Infrastructure Engineering Planning Construction 701 Xenia Avenue South Associates, Inc: Suite #300 Minneapolis, MN 55416 Tel: 763 541 -4800 Fax: 763 541 -1700 April 14, 2009 Mr. Dwight Johnson City Administrator City of Rosemount 2875 -145th Street West Rosemount, MN 55068 -4997 Re: Contract for City Engineering Services WSB Project #1005 -00 Dear Mr. Johnson: Thank you for meeting with me last week to discuss WSB's upcoming contract for providing city engineer services to the City of Rosemount. We are very proud of the relationship we have formed with the city, its residents and businesses while serving as your city engineer since 2002. While utilizing a consulting city engineer in this fashion is regularly done by other communities, the manner which our agreement was originally structured is somewhat unique in the industry. WSB provides all design related services and other engineering related activities to the city and in turn we provide experienced city staff in your office five days a week for a cost substantially less than can be provided by an in house city engineer. Since we provide all of your design services it is important that the rates for which we provide services to your community are extremely competitive while providing strong expertise and outstanding customer service. Our firm was selected as the American Council of Engineering Companies (ACEC) Minnesota firms of the year. We were selected for our commitment to our clients, staff and industry. Our Mn /DOT audited overhead rate regularly ranks at or near the lowest of firms providing service to Mn /DOT. This provides information related to the cost of doing business according to federal accounting standards. Maintaining a low overhead rate is a good indicator of how we choose to do business at WSB and the philosophy we carry through on our project work for our clients on a daily basis. The work that we perform outside of our city engineering function allows us to maintain this relationship with you, but is also work that you would need to have completed by a consultant in any situation. Our relationship allows you to use those projects to leverage a lower cost of city engineering services for your residents. That combined with the strength of an entire multi discipline firm at your service provides for a very positive, productive and effective engineering department. The developers that we have designed public improvement projects for as city engineer have also realized a significant benefit associated with not only the cost of the improvements but the quality and long term maintenance aspects of the designs we have provided. The consistent approach to quality design has shown to provide lower construction costs while minimizing long term maintenance. Letter to City of Rosemount Page 2 of 2 In these challenging economic times, more cities are looking for ways to contract for services to reduce overall costs or to improve the services that are being provided. It is our opinion that the arrangement we have with the City of Rosemount to serve as your city engineer has proven to be a very successful example of reducing costs to the city while still providing top quality engineering services that compare with any city in the state of Minnesota. Some ways we provide cost reductions have to do with providing miscellaneous services such as traffic, storm water, and water resource functions on an as needed basis, thereby reducing the need for additional in -house staff to provide similar services. Because we are able to provide services for multiple clients with the same person, it leads to efficiency. We regularly share ideas from all of our clients to come up with the best solution for the city. We are always working on your behalf. It is important to note that since we started providing services to the City of Rosemount, our retainer has been lowered from $65,000 to an average of $30,000 per year. During that time the amount of billable hours outside of the retainer that Andy Brotzler has been able to bill has reduced from 64% of his time to less than 25 Much of this is due to Andy's increased assistance with public works and related to the development and implementation of new programs such as asset management, GIS and public works quality standards. We have not billed any time to the development of city planning documents as was originally intended, nor have we currently been billing any time to the UMore project that would typically be billed for Andy's time. A further testament to our commitment to you is that we held our billing rates for 2009 at the 2008 level in support of the city's budget. When the contract was renewed in 2006 our contract called for fees of $15,000, $30,000 and $45,000 unless levy limits were in place which would lower our final year fee to $30,000, which is where we are at this year. In the current and past contracts, we have not requested any modifications to the contract,. even though the terms and requirements of our role have changed over time. We have always felt that our arrangement has been fair to both parties. We are very interested and excited for the opportunity to continue to serve this role, but feel that we need to adjust the contract slightly to address the additional administrative workload. We would like to propose a new three year contract starting at $30,000 per year, increasing to $35,000 in 2011 and $40,000 in 2012 to help us account for salary increases and additional responsibilities. We would also like to modify the termination clause to provide us a minimum of six months notice and preferably one year to allow for the planning of staff changes in the event the contract is terminated. We would like to sincerely thank you, your staff, the city council and all the residents of Rosemount for embracing WSB in this role and realizing that we can work together to create a great partnership. Please call me at any time at 763 287 -7190 to discuss the contents of this letter in greater detail. Thank you for your consideration. Sincerely, Bret A. Weiss, PE President BAW /ad cc: Andy Brotzler WSB Associates, Inc. November 16, 2006 Infrastructure 1 Engineering 1 Planning 1 Construction Mr. Jamie Verbrugge City Administrator City' of Rosemount 2875 145th Street West Rosemount, MN 55068 -4997 Re: Contract for City Engineering Services WSB Project #1005 -00 Minneapolis 1 St Cloud Equal Opportunity Employer 701 Xenia Avenue South Suite 300 Minneapolis, MN 55416 Tel: 763-541-4800 Fax: 763-541-1700 Dear Mr. Verbrugge: WSB Associates, Inc. is pleased to provide this letter regarding renewing our contract to provide city engineering services to the City of Rosemount. We have very much appreciated the partnership that has been created between our two organizations and believe that this public private partnership has been beneficial to both of our organizations. As per our discussion, we will propose to renew our contract in the same manner as we did previously, which consists of a three year contract with annual retainers of $15,000, $30,000 and $45,000 for 2007, 2008 and 2009. Our staff will remain as currently assigned, however, it is likely that Andy Brotzler will continue to expand his role to assist the city with public works issues as necessary in that area. For your information, WSB Associates, Inc. continues to maintain cost effective services in this era of rising expenses. I have attached a copy of the Mn/DOT audited overhead rates for companies doing business with Mn/DOT. While Mn/DOT would not disclose any of the names of the firms with the audited overhead rates, I'd like to point out that WSB's rate is currently 121.74 but on Mn/DOT's attached list we are at 117.71. This is the cost per dollar of salary for all other expenses it takes to operate each company. Therefore, for each dollar of salary, we have $1.21 in expenses or overhead. These audited overhead rates are from very small companies to very large companies, all doing business with Mn/DOT. I hope this information provides you some background as to our efforts to keep costs in line and our fees low. It should be noted that many of these firms mark up'subconsultants services, charge mileage to their clients and have other miscellaneous charges that WSB continues to avoid. All of those items are included in our overhead at this time which, if we would charge for those, it would lower our overhead even further in comparison to our competitors. I have included the signature block below to acknowledge the modifications made to the contract. Please sign both copies, keep one for your files and return the other copy to me. We would like to sincerely thank you, your staff, the city council and all of the residents of Rosemount for embracing WSB in this role and realizing that we can work together to create a great partnership. Please call me anytime at 763 287 -7190 if I can be of any assistance. Rosemount Contact Letter Page 2 of 2 Sincerely, frd-AtiL Bret A. Weiss, PE President cc: Andy Brotzler ACCEPTED BY: City of Rosemo Name: /_0 4l it: Title: Ma\ibr Date: bwrnxr 1 w Section 1. Scope of Work. Engineer will provide services as described on Exhibit 1, attached hereto and hereby made a part hereof (hereinafter generally referred to as the "Project on a fixed retainer of $1,250 per month for 2007, $2,500 per month for 2008, and $3,750 per month for 2008 (unless legislative levy limits are in place in which case it would be $2,500 per month) payable in the month following the month in which services are rendered. These services generally include administrative and staff duties as acting city engineer for the City. Work on the Project will generally be performed by Andy Brotzler or another mutually agreeable employee of the Engineer (the "Acting City Engineer In addition, the Engineer will provide a staff engineer for duties as assigned by the Acting City Engineer on an as needed basis. The cost of the work for development related projects is to be passed through to a developer or other private party at a billing rate which shall be as specified on Exhibit 2. Work requested by the City and performed by other employees of Engineer that does not fall within the scope of services described on Exhibit 1 will be compensated on a hourly basis on the fee schedule attached hereto as Exhibit 2, or will be made the subject of a separate contract for services. CADocamenâ–şr and SedngtlodehtMoca /SerNngffenporaryInterne Rief1O1XMSASection 1- Scope 100606.doe Company Name All companies with Companies we audit 9/15/2005 2002 and newer rates Current Mn/DOT Current Mn/DOT Year Overhead Rate Overhead Rate 84.25 Proposed for CY 2003 112.24 112.24 CY 2004 117.71 117.71 Draft audited rate for CY 2004 121.40 Mn/DOT rate for CY 2004 122.67 122.67 Proposed for CY 2002 125.53 FYE 10 -31 -04 provisional rate 127.54 Mn/DOT rate for FYE 9 -30-02 127.94 FYE 9 -30 -03 130.25 Proposed rate for CY 2004 132.88 Mn/DOT rate for FYE 4 -30 -03 134.01 Mn/DOT rate for CY 2003 135.66 135.66 Proposed rate for CY 2004 135.72 Mn/DOT rate for CY 2004 136.15 Proposed for CY 2003 136.44 Mn/DOT rate for FYE 6 -30 -04 137.62 137.62 CY 2004 139.58 139.58 FYE 9 -30-04 141.70 CY 2003 145.25 CY 2003 148.14 146.14 Proposed rate for FYE 4 -30-04 146.17 146.17 CY 2003 148.00 FYE 3/31/04 provisional rate 148.50 Mn/DOT rate for FYE 2 -28 -03 148.79 CY 2004 149.30 Mn/DOT rate for CY 2003 151.15 Mn/DOT rate for FYE 05 -01 -04 152.54 Mn/DOT rate for CY 2003 154.00 154.00 CY 2004 155.31 Mn/DOT rate for FYE 9 -17-04 155.76 155.76 Proposed rate for FYE 11 -30-04 156.57 Proposed for FYE 10 -29 -04 158.43 Proposed rate for CY 2004 158.89 158.89 Proposed for FYE 6 -30-04 159.55 CY 2003 160.3 Proposed rate for CY 2002 160.76 Proposed for FYE 4-2 -05 161.11 161.11 CY 2003 162.59 162.59 CY 2003 163.75 Mn/DOT rate for FYE 3 -31 -04 164.34 Mn/DOT rate for FYE 11 -30 -03 164.38 Proposed rate for CY 2004 164.90 Mn/DOT rate for CY 2002 165.28 165.28 Proposed rate for CY 2003 166.99 CY 2003 167.04 Proposed rate for CY 2004 167.06 Mn/DOT rate for FYE 3 -31 -04 169.20 Mn/DOT rate for CY 2004 169.56 169.56 Proposed rate for CY 2004 171.29 CY 2003 171.97 Proposed for CY 2003 172.59 CY 2002 173.03 Mn/DOT rate for CY 2004 173.18 Mn/DOT rate for FYE 10 -31 -04 175.22 175.22 Proposed rate for CY 2004 179.59 179.59 CY 2003 180.19 Mn/DOT rate for FYE 9 -30-03 186.75 186.75 Proposed for CY 2003 189.63 Proposed for CY 2002 195.08 Proposed rate for CY 2004 199.70 Proposed rate for CY 2003 9,124.87 2,726.54 Avg 153.49 Avg 151.47% Witnesseth: PROFESSIONAL SERVICES AGREEMENT This Agreement is made as of the 1st day of January, 2002 by and between the City of Rosemount, Minnesota, a Minnesota municipal corporation (hereinafter referred to as "City") and WSB Associates, Inc., a Minnesota corporation (hereinafter referred to as "Engineer") with offices located at 4150 Olson Memorial Highway, Suite 300, Minneapolis, Minnesota 55422. That the City and Engineer, for the consideration herein named, agree as follows: Section 1. Scope of Work. Engineer will provide services as described on Exhibit 1, attached hereto and hereby made a part hereof (hereinafter generally referred to as the "Project on a fixed retainer of $5,416.67 per month payable in the month following the month in which services are rendered. These services generally include administrative and staff duties as acting city engineer for the City. Work on the Project will generally be performed by Andy Brotzler or another mutually agreeable employee of Engineer (the "Acting City Engineer"). Whenever the Acting City Engineer is performing services not included in the Project, his rate shall be $60.00 per hour unless the cost of the work is to be passed through to a developer or other private party, in which case his rate shall be as specified on Exhibit 2. Work requested by the City and performed by other employees of Engineer that does not fall within the scope of services described on Exhibit 1 will be compensated on a hourly basis on the fee schedule attached hereto as Exhibit 2, or will be made the subject of a separate contract for services. Section 2. Changed Conditions. If the Engineer determines that any services it has been directed or requested to perform are beyond the scope of services as set forth in Exhibit 1, Engineer shall promptly notify the City of that fact. Additional work and additional compensation for such work must have the prior approval of City. Section 3. Termination. This Agreement may be terminated by either party upon thirty days' written notice without cause. In the event of termination, copies of plans, reports, specifications, electronic drawing/data files (CADD), field data, notes, and other documents whether written, printed or recorded on any medium whatsoever, fmished or unfinished, prepared by the Engineer pursuant to this Agreement and pertaining to the Project (hereinafter "Instruments of Service shall be made available to the City subject to Section 4. All provisions of this Agreement allocating responsibility or liability between the City and Engineer shall survive the completion of the services hereunder and/or the termination of this Agreement. Section 4. Reuse and Disposition of Instruments of Service. During the course of the work, the Engineer shall, if requested, make available to the City copies of the Instruments of Service. At the time of completion or termination of the work, the Engineer may make available to the City copies of Instruments of Service upon (i) payment of amounts due and owing for work performed and expense incurred to the date and time of termination, and (ii) fulfillment of the City's obligation under this Agreement. Any use or re -use of such Instruments of Service by the City or others CLL-206477v1 RS215 -3 1 without written verification or adaptation by the Engineer except for the specific purpose intended will be at the City's risk and full legal responsibility. Section 5. Agreement. The Agreement constitutes the entire understanding between the Engineer and City. The Agreement supersedes all prior written or oral understanding and may only be amended, supplemented, modified or canceled by a duly executed written instrument. Section 6. Responsibilities. In order to permit the Engineer to perform the services required under this Agreement, the City shall, in proper time and sequence and where appropriate to the Project, at no expense to the Engineer: CLL-206477v1 RS215 -3 1. Provide available information as to its requirements for the Project. 2. Guarantee access to and make all provisions for the Engineer to enter upon public and private lands to enable the Engineer to perform its work under this Agreement. 3. Provide such legal, accounting and insurance counseling services as may be required for this Project (such as review of insurance certificates, bonding clarifications and legal questions regarding property acquisition or assessment). 4. Notify the Engineer whenever the City observes or otherwise becomes aware of any defect in the Project. 5. Designate a person to act as City's representative with respect to the services to be rendered under this Agreement. The City's representative shall have the authority to transmit and receive instruction and information and to interpret and define the City's policies with respect to services rendered by the Engineer. 6. Furnish data (and professional interpretations thereof) prepared by or services performed by others, including where applicable, but not limited to, previous reports, core borings, probings and sub surface explorations, hydrographic and hydro geologic surveys, laboratory tests and inspection of samples, materials and equipment; appropriate professional interpretations of the foregoing data; environmental assessment and impact statements; property, boundary, easement, right -of -way, topographic and utility surveys; property description; zoning, deed and other land use restrictions; and other special data. 7. Review all reports, sketches, drawings, specifications and other documents prepared and presented by the Engineer, obtain advice of legal, accounting and insurance counselors or others as City deems necessary for such examinations and render in writing decisions pertaining thereto within reasonable times so as not to delay the performance by the Engineer of the services to be rendered pursuant to this Agreement. 8. Where appropriate, endeavor to identify, remove and/or encapsulate asbestos products or materials or pollutants located in the project area prior to accomplishment by the Engineer of any work on the Project. 2 9. Provide record drawings and specifications for all existing physical plants of facilities that are pertinent to the Project. 10. Where available provide other services, materials, or data. 11. Bear all costs incidental to compliance with the requirements of this Section. 12. Provide the foregoing in a manner sufficiently timely so as not to delay the performance by the Engineer of the services in accordance with this Agreement. Engineer shall be entitled to rely on the accuracy and completeness of information or services furnished by the City or others employed by the City. Engineer shall endeavor to verify the information provided and shall promptly notify the City if the Engineer discovers that any information or services furnished by the City is in error or is inadequate for its purpose. Section 7. Options of Cost. Opinion, if any, of probable cost, construction cost, financial evaluations, feasibility studies, economic analyses of alternate solutions and utilitarian considerations of operations and maintenance costs are made or to be made on the basis of the Engineer's experience and qualifications and represent the Engineer's best judgment as an experienced and qualified professional design firm. The parties acknowledge, however, that the Engineer does not have control over the cost of labor, material, equipment or services furnished by others or over market conditions or contractor's methods of determining their prices, and any evaluation of any facility to be constructed or acquired, or work of necessity must be speculative until completion of construction or acquisition. Accordingly, the Engineer does not guarantee that proposals, bids or actual costs will not vary from opinions, evaluations or studies submitted by the Engineer. Section 8. Hold Harmless and Insurance. Engineer has procured insurance in the types and amounts set forth in Exhibit 3. The Contractor agrees to defend, indemnify and hold harmless the City, its officers and employees, from any liabilities, claims, damages, costs, judgments, and expenses, including attorney's fees, resulting directly or indirectly from an act of omission of the contractor, its employees, agents or employees of subcontractors, in the performance of this contract of by reason of the failure of the contractor to fully perform, in any respect, all of its obligations under this contract. The City acknowledges that professional liability (errors and omissions) insurance is unavailable to cover claims arising out of the performance or failure to perform professional services, including, but not limited to, the preparation of reports, designs, drawings and specifications related to the investigation, detection, abatement, replacement, modification, removal or disposal of: CLL-206477v1 RS215 -3 1. Hazardous or toxic materials; or 2. Materials or processes containing asbestos. 3 As used herein, hazardous or toxic materials shall include but not be limited to any solid, liquid, gaseous or thermal irritant, contaminant, or hazardous waste as defined by Federal and State Law and cases construing such definition. Waste includes materials to be recycled, reconditioned or reclaimed. It is acknowledged by both parties that Engineer's scope of services does not include any services related to asbestos or hazardous or toxic materials. In the event the Engineer or any other party encounters asbestos or hazardous or toxic materials at the job site, or should it become known in any way that such materials may be present at the job site or any adjacent areas that may affect the performance of the Engineer's services, the Engineer may, at its option and without liability for consequential or any other damages, suspend performance of services on the project until the City retains appropriate specialist consultant(s) or contractor(s) to identify, abate and/or remove the asbestos or hazardous or toxic materials, and warrant the job site is in full compliance with applicable laws and regulations. Section 9. Assignment. This Agreement, intended to secure the service of individuals employed by and through the Engineer, shall not be assigned or transferred without written consent of the City. Section 10. Controlling Law. This Agreement is to be governed by the laws of the State of Minnesota. Section 11. Non Discrimination. Engineer will comply with the provisions of applicable Federal, State and Local Statutes, Ordinances and Regulations pertaining to human rights and non- discrimination. Section 12. Conflict Resolution. In an effort to resolve any conflicts that arise during the design or construction of the project or following the completion of the project, the City and Engineer agree that all disputes between them arising out of or relating to this Agreement shall be submitted to nonbinding mediation unless the parties mutually agree otherwise. Section 13. Attorney's Fees. In the event of any litigation arising from or related to the services provided under this Agreement, the prevailing party will be entitled to recovery of all reasonable costs incurred, including staff time, court costs, attorneys' fees and other related expenses. Section 14. Confidentiality. The Engineer agrees to keep confidential and not to disclose to any person or entity, other than the Engineer's employees, subconsultants and the general contractor and subcontractors, if appropriate, any data and information not previously known to and generated by the Engineer or furnished to the Engineer and marked CONFIDENTIAL by the City and to comply with the provisions of the Minnesota Government Data Practices Act, Minn Stat. Ch. 15. These provisions shall not apply to information in whatever form that comes into the public domain, nor shall it restrict the Engineer from giving notices required by law or complying with an order to provide information or data when such order is issued by a court, administrative agency or other authority with proper jurisdiction, or if it is reasonably necessary for the Engineer to defend itself from any suit or claim. CLL-206477v1 RS215 -3 4 General City Engineering Including: 2. Evaluates public works needs and formulates short and long range plans to meet needs in all areas of responsibility, including streets, water, sewer, drainage, light, park maintenance, building maintenance, vehicle and equipment for the City. 3. Meets with developer and members of the public on proposed development projects in order to relate the processes and procedures involved with engineering and infrastructure development; 4. Determines the need for preliminary studies; reviews all preliminary studies for compliance with ordinances, comprehensive plans, engineering standards and financial guidelines. 5. Directs engineering activities on projects and assigns consulting engineers; oversees project management for the construction of the municipal public works projects. 6. Reviews plans and specifications, makes presentations to the City Council and members of the public on improvement projects, monitors the construction process for compliance with codes, regulations, standards and with approved plans; assures financial accountability of private projects as they relate to escrows and letters of credit. Regularly attends City meetings including City Council and Planning Commission meetings, and on an as- needed basis, Committee of the Whole meetings. 7. Directs the assessment process for recovery of municipal costs incurred on improvement projects. 8. Develops systems to monitor sewer and water usage; compiles data designed to annually update the sewer and water rate study; directs the preparation of reports for the Metropolitan Waste Control Commission. 9. Ensures that costs and fees are charged back to development projects; works with the Finance Department to monitor charges and revenues associated with development projects. 10. Attends meetings and acts as staff liaison to the Utilities Commission including preparing reports and agendas, conducting research, answering questions, providing advice and suggestions. CLL-206477v1 RS215 -3 EXHIBIT 1 RETAINER SERVICES THE PROJECT 1. Acts in a department head capacity for the Engineering division of the Public Works Department including planning, coordinating, supervising and evaluating programs, plans, services, staffing, equipment and infrastructure. 1 -1 Section 15. Location of Underground Improvements. The Engineer will conduct the research that in its professional opinion is necessary and will prepare a plan indicating the locations intended for subsurface penetrations with respect to assumed locations of underground improvements. Such services by the Engineer will be performed in a manner consistent with the ordinary standard of care. The City recognizes that the research may not identify all underground improvements and that the information upon which the Engineer relies may contain errors or may not be completed. Section 16. Betterment. If, due to the Engineer's error, any required item or component of the project is omitted from the Engineer's construction documents, the Engineer shall not be responsible for paying the cost to add such item or component to the extent that such item or component would have been otherwise necessary to the project or otherwise adds value or betterment to the project. The Engineer shall be responsible for the difference between the construction cost arrived at through the bid process and the construction cost actually negotiated, if there is a difference. This amount will be negotiated between the City and Engineer. Section 17. Independent Contractor. In the performance of all services under this Agreement, Engineer shall be an independent contractor and not an employee of the City and neither the Acting City Engineer or any other officer, employee or agent of Engineer shall be an employee of the City for any purpose whatsoever. CLL-206477v1 RS215 -3 5 WSB ASSOCIATES, INC. By CITY OF ROSEMOUNT By Its Clerk //..01L4, LA ..i Its Mayor/ 11. Prepares annual departmental budgets and monitors expenditures. 12. Acts as city liaison and city representative with other communities and county, state and federal agencies. 13. Provides advice and recommendations to the City Administrator and other city department heads and staff; reviews proposals submitted by management staff and makes appropriate comments and suggestions; and assists city staff with any engineering needs. 14. Works with consultants and other outside individuals/groups involved in studies affecting city services and coordinates special projects and studies. 15. Develops and implements policies and procedures for effective operation of the department consistent with city policies and relevant laws, rules and regulations and ensures council actions are implemented. 16. Oversees the preparation and updating of the city's plans such as the Storm Water Management Plan, Water Supply Distribution Plan, Wetland Management Plan, etc; develops, updates and oversees the public works capital improvement plan; develops and revises city policies for storm water, assessments and other areas as required. 17. Maintains the city's Municipal State Aid Road System. 18. Makes public presentations and deals with the public on an individual basis. 19. Supervises staff either directly or through subordinate supervisors and oversees operations to assure the desired level and quality of service is being provided. Supervision of staff includes: assignments, direction, discipline, suspension, reward, adjust grievances, transfer of employees and recommends the hiring, discharge or promotion of employees in the Engineering Division of the Public Works Department. CLL- 206477v l RS215 -3 1 -2 EXHIBIT 3 INSURANCE This contract shall be effective only upon the approval by the City of acceptable evidence of the insurance detailed below. Such insurance secured by the Contractor shall be issued by insurance companies acceptable to the City and admitted in Minnesota. The insurance specified may be in a policy or policies of insurance, primary or excess. Such insurance shall be in force on the date of execution of the contract and shall remain continuously in force for the duration of the contract. The Contractor and its contractors shall secure and maintain the following insurance: a. Worker's Compensation insurance that meets the statutory obligations with Coverage B Employer's Liability limits of at least $100,000 each accident, $500,000 disease policy limit and $100,000 disease each employee. b. Commercial General Liability insurance with limits of at least $1,000,000 general aggregate, $1,000,000 products completed operations $1,000,000 personal and advertising injury, $1,000,000 each occurrence $50,000 fire damage, and $5,000 medical expense any one person. The policy shall be on an "occurrence" basis, shall include contractual liability coverage and the City shall be named an additional insured. c. Commercial Automobile Liability insurance covering all owned, non -owned and hired automobiles with limits of at least $1,000,000 per accident. d. Professional Liability. Professional (or "errors Omissions Liability Insurance in the amount of at least $1,000,000 Each Occurrence (or "wrongful Act" or equivalent) and, if applicable, aggregate, covering contractor's liability for negligent acts, errors or omissions in the performance of professional services in connection with the work. Contractor's Professional Liability Insurance may afford coverage on an occurrence basis or on a claims made basis. It is, however, acknowledged and agreed to by the contractor that claims -made coverage changes in insurers or the liability insurance protection intended for the City. Therefore, contractor agrees that it will not seek or voluntarily accept any such change in its Professional Liability Insurance coverage if such impairment of the protection for the City could result; and further, that it will exercise its rights under any "extended Reporting Period" "tail coverage or similar claims -made policy option if necessary or appropriate to avoiding impairment of such protection. Contractor further agrees that it will, throughout the entire period of required coverage and for an additional period of two (2) years following final acceptance of the work, immediately: (a) advise the City of any intended or pending change in Professional Liability insurers or in policy forms, and provide the City with all pertinent information that the City may responsibly request to determine compliance with this subsection, and (b) advise the City of any claims or threats of claims that might reasonably be expected to reduce the amount of such insurance remaining available for the protection of the City. CLL-206477v1 RS215.3 3 -1 Acceptance of the insurance by the City shall not relieve, limit or decrease the liability of the contractor. Any policy deductibles or retention shall be the responsibility of the contractor. The contractor shall control any special or unusual hazards and be responsible for any damages that result from those hazards. The City does not represent that the insurance requirements are sufficient to protect the contractor's interest or provide adequate coverage. Evidence of coverage is to be provided on a City provided Certificate of Insurance. A thirty (30) day written notice is required if the policy is canceled, not renewed or materially changed. The contractor shall require any of its subcontractors, if allowable under this contract, to comply with these provisions. Acceptance of the insurance by the City shall not relieve, limit or decrease the liability of the Contractor. Any policy deductibles or retention shall be the responsibility of the Contractor. The Contractor shall control any special or unusual hazards and be responsible for any damages that result from those hazards. The City does not represent that the insurance requirements are sufficient to protect the Contractor's interest or provide adequate coverage. Evidence of coverage is to be provided on a City provided Certificate of Insurance. A thirty (30) day written notice is required if the policy is canceled, not renewed or materially changed. CLL- 206477v1 RS215 -3 3 -2