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ST0102-CN020815t)1 KI( RI.L~.I.'I'~ COI~.I)OR.VI'I(IX Fax Ng,'rnbe~ of Pages Attached (incIuding cover) 20 To: Name Fax: From: Phone; Fax: Message: Date; 8/15/2002 Ken Griffin Director of Engineering & Public Works City of Coppell (972)304-3679 (972)304-3570 B-ook Barefoot Development Services manager Duke Realty Corporation (972)361-6714 (972)361-6800 Ken, Please find attached our contract and two change orders for Ruby Road Design with Pacheco Koch. The initial contract was for preliminary engineering, and we then expanded the scope to full design with the first change order. The second change order was issued when the decision was made to add a sanitary sewer line to the project. As 1 mentioned in a voice mail message today, Jim Koch is open to either having this contract assigned to ti~e City otto terminating it and striking a new agreement between Pacheco Koch and the City after we settle the charges for work done to date. dim Koch also said that he sees no problem in addin9 the appropriate specifications required to prepare the plans for the public bid process. Please call with your comments or questions. Sincerely, Brook Barefoal o~, 13 o2 15:o8 I.'\~, 97:Z 361 ~O(I I)IKI( RI(\I,'I'Y C[)RI'OR:VI'Ii)N [~O(h3 Pacheco Koch Consulting Engineers Subcontract No, CDDAIN-0OC-01 Page 1 of t2 AGREEMENT BETWEEN OWNER AND ENGINEER Project No.: Subcontractor No. Ver]dor ID: Cost Codes: CDDAIN-006 CDDAIN-006-01 VPACHKO00 01-60-036 Agreement made this 4th day of between the "Owner": March, 2002 Texas Dugan Limited Partnerst~ip 600 E.. 96th Street indianapolis, IN 46240 and the "Engineer": Pacheco Koch Consulting Engineers, Inc. 8350 North Central Expressway Suite 1000 Dallas, TX 75206 for the following "Project": Ruby Road Realignment the "Construction Manager": Duke Realty Services L. P. 5495 Belttine Road, Suite 360 Dallas, TX 75254 The Owner and the Engineer agree as set forth below. FORM CM-I? (TX ) (REV 6/1'4/01) Pacheco Koch Consulting Engineers Subcontract No. CDDAIN~006-01 Page 2 of 12 ARTICLE 1 THE ENGINEER'S RESPONSIBILITIES 1.1 13asic Services. The Owner hereby employs and retains the Engineer to perform and famish certain engineering and administration services in connection with the Project, and the Engineer hereby accepts such employment and agrees to perform such services on the terms and for the consideration hereinafter more particularly set forth. Such services shall be performed in coordination with the sen,ices to be rendered by the Construction Manager. Basic Services include normal engineering, design and planning services, and the foltowing: Specific Scope of Work The Design Professional shall perform in connection with the Project design and administration services, described generally as follows: I. Surveying Services The Engineer will pedorm an on-the-ground survey of the property under the direct supervision of a Registered Professional Land Surveyor and will prepare a cedified survey plat and written property description of said tract. The survey will be prepared in accordance with the published "Minimum Standard Detail Requirements for ALTA/ACSM Land Title Surveys" jointly established and adopted by the American Land Title Association, American Congress on Surveying & Mapping and National Society of Professional Surveyors as revised in 1999. The topographic portion of the survey will include spot elevations on a 50-foot grid, contours on one-foot intervals, top of curb and gutter elevations for paving on and adjacent to the site, locations of trees over 6-inches in caliper or the outline of heavily wooded areas, and the location and sizes of underground utilities based on available record information. The survey will incorporate the certificate and the list of additional items labeled respectively as Attachments 13 and C to this agreement. Data collected as part of the survey si~alt be sufficient to prepare metes-and-bounds legal descriptions for portions of the property that may be transferred in the future from other parties to the Owner. In accordance with House Bill 61, second called session of the 70TM Texas State Legislature, a sales tax of 8.25% will be applied to the boundary survey, platting and improvement survey fees stated above. ~ his fee is included in base bid. Civil Engineering Services The Engineer shall prepare a Conceptual Roadway Plan for the proposed Ruby Road Realignment. This plan will include a horizontal layout of the road along with the proposed utilities and storm sewer systems. Information provided on the plan will be adequate for contractors who may prepare cost estimates to determine approximate excavation quantities needed for the proposed paving, utility, and storm sewer construction. This plan will be reviewed and approved by the City of Coppell and will be used as the basis for the final design of the roadway. Basic Services shall consist of four phases; the Preliminary Engineering Phase, the Construction Documents Phase, the Construction Phase, and the Post-Construction Phase. 'The Basic Services included in this agreement are only those for the Preliminary Engineering Phase as described in the preceding Spec;ifc Scope of Work. Tasks described in Sections 1.2, 1.3, and 1.4 may be added to this agreement in the fu*,ure via change order. The required amount of professional liability FORM CM-t2 (TX.) (REV ~, 13 02 13:o,q I,',\\ 97'2 3~t 6800 PINK RK-\I.'I'~, CORPOR.,YI'ION [~]007 Pacheco Koch Consulting Engineers Subcontract No. CDDAIN-006-01 Page 3 of 12 insurance indicated in Section 5.3 has been reduced to $2,000,000 for the Preliminary Er~gineering Phase. This requirement will increase to $3,000,000 if some or all of the additional work descrLbed in Sections 1.2, ~.3, and 1.4 is added to this agreement in the future. !.2 Construction Documents Phase. Based upon the reformation, constraints and criteria for the Project supplied by the Owner, the Engineer shall prepare and submit to the Owner, for its approval, the following: (a) Design Deve opment Documents consisting of preliminary design drawings, outline specifications, and o~[her documents that fix and describe the size, quality and character of the entire Project. (b) Once the Design Development Documents have been approved by the Owner, the Engineer shall prepare and submit to the Owner, for its approval, Construction Documents consisting of working drawings and specifications prescribing and setting forth in detail the Work to be done in constructing the Project, the materials, workmanship, finishes and equipment required to complete the engineering Work for the Project, the relationship of all Project components (including the relationship of electrical, civil, structural and mechanical components to other Project components), and all related and necessary design documents. The Construction Documents shall be on at "fast-tracked" or pt~ased construction basis in that the Engineer shall assist the Construction Manager in preparing separate Contract Documents packages as required by the Owner or the Construction Manager. The Construction Documents shall set fodh, in detail, all requirements for the construction of the Project and shall be in accordance with all codes, laws, and regulations in effect at the time such documents are submitted to the Owner for its approval. When the Construction Documents have been approved for construction, they shall be incorporated as a part of the Contract Documents. 1.2.1 Cost Estimates. The Construction Documents prepared by the Engineer shall be based on the Construction Manager's estimate of Project construction costs and the Owner's information, constraints and criteria. As the Engineer develops working drawings and specifications and other Construction Documents, the Engineer shall provide written notice to the Owner and the Construction Manager of such developments and any specific factors or items which may affect the Construction Manager's estimate of Project construction costs. 1.2.2 Contractor Desicln Work. The Owner may, by separate agreements, retain the services of Contractor~ for the design work not within the scope of this Agreement. If required, the Contractors shall submit to the Construction Manager and the Engineer design documents consisting of technical drawings, schedules, Giagrams, and specifications sexing forth in detail the requirements for the Contractor's respective Work, for approval by the Engineer. The Engineer and the Contractor shall work closely together to assure that the Contractors' design documents are consistent, compatible, and coordinated with the Construction Documents and shall meet the Owner's constraints and criteria as to the purpose, nature, and scope of the Project. 1.23 Coordination of Design Work. The Engineer shall be responsible for the coordination of all drawings and design documents relating to the Project, regardless of whether such dr~,wings and documents are prepared by the Engineer or its consultants, Contractors, or others. If preiiminary or design development Work has been pedormed by ethers, t~e Engineer is nevertheless fully responsible for and accepts full responsibility for such earlier Work when the Engineer performs subsequent phases ol the Basic Services called for under this Agreement, as fully as if the preliminary and design deveiopment Work had been performed by the Engineer itself. The Engineer shall be responsible for the coordination and internal checking of all drawings and tor the accuracy of all dimenstonal and ia,/out information contained therein. FC)t~t'~~, CM-12 (TX.}, (REV. 6/14/01) 361 6,~00 I)[KI'i t'~I,?,I.I'Y CORI'OI'L"~TION !~00~ Pacheco Koch Consulting Engineers Subcontract No. CDDAIN-006-01 Page 4 of 12 1.2.4 Tests. ~e Engineer shall advise the Owner and the Construction Manager of any need or advisability of securing any tests, analyses, studies, repods, or consultants' services in connection with the development of the Construction Documents. 1.2.5 Meetinqs and Biddinq. During the Construction Documents Phase, and if required by the Construction Manager, the Engineer shall actively participate in periodic 0rogress meetings with the Construction Manager in the preparation of the necessary bidding information and bidding forms, and shall assist the Construction Manager in connection with obtaining all necessary governmental approvals. If requested by the Construction Manager, the Engineer shall assist the Construction Manager in obtaining bids or negotiated proposals by rendering interpretations and clarifications of the drawings and specifications by addenda or other appropriate written form. The Engineer shall assist the Contractor in conducting pre-award conferences with successful bidders when requested by the Construction Manager. 1.2.6 Sufficiency of Contract Documents. The Construction Documents and other Contract Documents submitted by the Engineer to the Owner for approval or fo the Contractors shall be in compliance with all applicable codes, ordinances, statutes, regulations, and laws. 1.3 The Construction Phase. The Construction Phase shall commence with ti~e award of the initial Contract and, together wit~ the Engineer's obligation to provide Basic Services under this Agreement, shall end when final payment to all Contractors is due or, in the absence of a final Project Cedificate for Payment, sixty (60) days after the Date of Substantial Completion of the Project, whichever occurs first. 1.3.1 Basic Servfces. The Engineer shall perform the fotlowing Design Services during the Construction Phase: .1 Technical Assistance. Provide technical assistance to the Contractors and the Construction Manager with respect to any questions about, interpretations of, or any problems concerning the Contract Documents. .2 Shop Drswinqs and Submittals. Determine which aspects of the Work shali be the subject of shop drawings and submittals. The Engineer shall promptly review and approve or disapprove shop drawings and submittals in strict accordance with the Contract Documents and promptly forward same to the Contractors though the Construction Manager. The Engineer shall not knowingly permit such aspects of the Work to proceed in the absence of approved shop drawings and submittals. .3 Marked Prints. If requested by the Construction Manager, assist the Contractors in preparing a marked set of prints indicating dimensional locations of buried utility lines, which set of prints shall be delivered to the Owner and the Construction Manager upon the completion of the Project. .4 Progress Meetinqs.. Actively participate in periodic progress meetings with the Construction Manager, the Contractors and Subcontractors and prepare and publish minutes of such meetings. .5 Interpretations. Interpret the requirements of the Contract Documents. The Engineer shall render interpretations necessary for the proper execution or progress of the Work with reasonable promptness. All interpretations of the Engineer shall be consistent with the intent of the Contract Documents and shall be in written or graphic form. .6 Report,% Make such reports as may be reasonably required by the Owner for the use of any public agency, lender or tenant on the progress of the Work. .7 Substitutions. Review and approve as appropriate, subject to writ:eh concurrency the Construction Manager, the substitution of any materials or equipment required by the Contract FORM CM-12 (TX.) (REV. 6/14/01) Pacneco Koch Consulting Engineers Subcontract No. CDDAIN-006-01 Page 5 of 12 Documents and review and consult with the Construction Manager with respect to the laboratory reports on such substituted materials or equipment. .8 Chanqe Orders. Assist the ConsTruction Manager in the preparation of Change Orders. ,9 Hazardous Material. The Engineer shall report to the Owner the presence and location of any hazardous material which it notices. 1.4 Post-Construction Phase. After Final Completion of the Project, the Engineer shall visit and inspect the Project at least once nine (9} months after its completion and (i} advise the Owner of any evidence of faulty materials or workmanship used in constructing the Project observed on such inspection and visits and (ii) furnish the Owner with the CAD disc and original tracings or other Owner-approved equivalent drawings capable of reproduction by direct printing process, of the final plans and drawings, inctuding such revisions as may have been made in the course of construction of the Project, each such plan or drawing conspicuously noted as "record drawings," Such "record drawings" shall be based on marked-up prints maintained by the Owner or Construction Manager, supplemental and clarification documents issued by the Engineer, and Change Orders of record, and the Engineer shall make regular, periodic reviews of such marked-up prints during the construction of the Project. 1.5 Schedule of Work. Promptly after execution of this Agreement and after receipt of written authorization from the Owner to proceed with the Work covered by this Agreement, the Engineer shall prepare and submit to the Owner for its' approval a sct~edule showing the order in which the Engineer proposes to carry on its Work, with dates on which it will commence each phase of such Work as detailed in this Agreement and the contemplated dates when it will complete each such phase. Such schedule shall provide for the completion of all services listed in this Agreement within the times contemplated by the Owner and the Construction Manager and the Engineer shall comply with such approved schedule. The Engineer shall, at the end of each month, notify the Owner and the Construction Manager of the percentage of work completed, 1.6 Additional Services. The following Additional Services are not included in Basic Services. They shall be provided if authorized in writing by the Owner, and shall be 0aid for by the Owner as provided in this Agreement in addition to the comper~sation for Basic Services: .1 Providing services relative to future facilities, systems, and equipment which are not intended to be constructed during the Construction Phase. .2 Providing services after issuance of the final Project Certificate for Payment, or in the absence of a final Project Certificate for Payment, more than sixty (60) days after the Date of Substantial Completion of the Project, other than services Io be rendered by the Engineer during the Post- Construction Phase. .3 Preparing to serve or serving as a witness in connection with any public hearing, arbitration proceeding or legal proceeding. .4 Other Additional Services: N/A 1.6.1 Limitation on Additional Services. Notwithstanding anything to the contrary expressed elsewhere in this Agreement, no services made necessary, in whole or in part, by any fault or omission of the Engineer to pedorm its duties, responsibilities or obligations under this Agreement shall be compensated as an Additiona! Service under this Agreement. 1.7 Modification of Duties. The duties, responsibilities, and limitations of authority of the Engineer may be reasonably restricted, modified, or extended by the Owner after the date FORM CM-t2 (TX i (REV. 6/14/0') 15:1(I F\X .q72 361 6,S00 DIKE RI,L\I.'I'Y CORI:'ORATION [~]010 P3checo Koch Consulting Engineers Sdbc0ntract No. CDDAIN-006*01 Page § of 12 of this Agreement, and if they are substantially restricted, modified, or extended the Engineer's compensation shall be equitably adjusted. 1.8 Pro~qress Prints. Upon the Owner's request at any time during the Construction Documents or Construction Phases of this Agreement and as often as so requested, the Engineer shall promptly provide the Owner and the Construction Manager with progress prints. The Owner or the Construction Manager shall at all times have reasonable access ~o the files and personnel of the Engineer relating to the Project in order to answer any reasonable questions the Owner may have relating to the Engineer's pedormanoe on the Project. 1.9 Certificates. To the extent that forms of certificates or certifications have not been agreed upon, the proposed language of certificates or certifications which are requested of the Engineer or the Engineer's consultants shall be submitted to the Owner and the Construction Manager for review and approval at least iourteen (14) days prior to the requested or required execution date. 'fha Owner may require and the Engineer shall execule, as part of its Basic Services hereunder, any certificates or oertifications customarily, commonly, or reasonably required on projects of this type. 1.10 Representations. The Engineer hereby represents, promises, and warrants to the Owner ~at the Engineer is financially solvent and possesses sufficient experience, licenses, authority, personnel, and working capital to complete the services required hereunder; that the Engineer has visited the site for the Project and thoroughly familiarized itself with the local conditions under which the services required hereunder are to be performed; and that the Engineer shall correlate its observations of same with all of the requirements o! this Agreement and of the Contract Documents. 1.11 Standard of Care. All services provided by the Engineer hereunder shall be pedorrned in a reasonably prompt manner and shall be in accordance with the professional standards applicable to such services on the type of Project contemplated by this Agreement, and the Engineer shall be responsible for all services provided hereunder whether such services are provided directly by the Engineer or by any consultants hired by the Engineer. The Engineer will perform all duties and services and make all decisions called for hereunder promptly and without unreasonable delay and will give this Project such priority in its office as is necessary to cause the EngineeCs services hereunder to be timely and properly performed. ARTICLE 2 THE OWNER'S RESPONSIBILITIES 2.1 Full Information. The Owner shall provide full information which sh~ll set forth the Owner's design objectives, budget limitations, constraints and criteria. The Owner shall furnish requested inlormatior~ reasonably necessary for the Engineer's performance of services pursuant to this Agreement and shall render approvals and decisions as expeditiously as is reasonably necessary for the orderly progress et the Engineer's services and of the Work. Notwithstanding anything to the contrary in this Adicle, the Owner shall be required to furnish inforrnatior~ or services described in this Article only to the extent that such information or services are both reasonably required and actually requested by the Em;ir~eer in order to perform the Engineer's services under this Agreement. 2.2 S;~rvev. The Owner shall furnish a certified !and survey of the site. 2.3 Representative. Yhe Owner shall designate a representative authorized to act in the Owne?'s behalf with respect to the Proiect. The Owner, or such authorized representative, shall examice FORM CM-12 (TX.) (REV. 6/14/'0',) 972 361 6~00 1)1 KI,] RI.]\I.'I'Y COI(I~OI(A'I'IOx [~]01 I Pacheco Koch Consulting Engineers Subcontract No. CDDAIN-006-01 Page 7 of 12 the Contract and Construction Documents submitted by the Engineer and shall render decisions promptly to avoid unreasonable delay in the progress of the Engineer's services. 2~4 Approvals. The Owner snail have the right to disapprove any podion of the Engineer's Work on the Proiect, including, but not limited to, the Construction Documents Phase, the Construction Phase, and the Post-Construction P~ase and any other design work or documents, on any reasonable basis, including but not limited to aesthetics, or because, in the Owner's or the Construction Manager's reasonable opinion, the Project construction cost is likely to render such Work or the Project infeasible. In the event that any phase of the Engineer's Work is not approved by the Owner, the Engineer shall proceed, when requested by the Owner, with revisions to the Construction Documents to satisfy the Owner's concerns. These revisions will be made without adjustments to the compensation provided for hereunder, unless revisions are made to drawings previously approved, in which case such revisions shall be paid as an Additional Service. ARTICLE 3 PAYMENTS TO THE ENGINEER 3.1 Generally. The Owner shall pay to the Engineer as full compensation for services rendered in connection with the Project tlqe aggregate sum due for Basic Services, Reimbursable Expenses, and Additional Services as set forth in this Article. 3.2 Basic Services. For Basic Services actually rendered by the Engineer as required by the terms of this Agreement, the Owner shall pay the Engineer a fixed fee of $11,000.00. 3,3 Reimbursable Expenses. For Reimbursable Expenses, as described below, the Owner shall pay the Engineer One Hundred Five Percent (105%) of the amounts actually expended by the Engineer in connection with, and which are reasonably necessary to, the Project. "Reimbursable Expenses" shall be limited to the following: .! of bid packages, consultants. The cost of reproduction of the Drawings and the Specifications for the issuance excluding reproductions for the office use of the Engineer and the Engineer's .2 Long distance teiephone calls and telegrams. .3 Fees or expenses required to be paid by the Owner and permit fees to obtain any necessary government approvals. .4 Any other expenses approved in writing by the Owner. 3.4 Additional Services. For Additional Services as described in Article 1.6 of this Agreement, the Owner shall pay tr~e Engineer the fees set fodh in Exhibit "A," attached hereto and incorporated herein by reference. 3.5 Manner of Payment. Payments for Basic Services shall be made monthly and shall be ir~ proport, ion to services performed within each phase, but the lotal payment to the Engineer in any one phase sharl not exceed the following percentages of tile fixed fee set fo~i~ in Article 3.2: Preliminary Engineering Phase: 100% Construction Documents Phase: 0% Construction Phase: 0% Post-Corqstr uct',on Phase: 0% FORM CM 12 (%X,.) (REV. 6/!4/'01) 0'%_~_.3 0_2._ 1~: I I I::X.\ 972 3~31 6800 1)~ Kt,: I.~l*:.'xL'l'¥ CORI'OI~.VI'IO:~ [~012 Pacheco Koch Consulting Engineers Subcontrac[ No. CDDAIN-O06-01 Page 8 of 3.6 Statement. The rendered and Reimbursable Exp Services and for Reimbursable E Engineer's statement and any sup the Owner. The Engineer expres the Engineer does not give written twenty {20) days of rendering the., sixty (60) days following their rendi 3.7 Project Suspensi( more th~n six (6) months, the Eng written notice from the Owner of s suspended for more than six (6) m 3.8 Other Document.' Engineer has provided lien waiv~ description of services, and a s, ngineer shall present each month a statement of Additiona~ Services ~nses incurred for the preceding month. Payments for AdditLonal ,(penses shall be made monthly following the Owner's receipt of the porting documentation and explanation or either of them requested by sly waives any right to payment for any Additional Services rendered if notice of its claim that the services constitute Additional Services witi~[n ervices and if such services are not bLIled as Additional Services within ion. ~... If the Project is suspended or abandoned in whole or in part for neer shall be compensated for all services performed prior to receipt of bJch suspension or abandonment. If the Proiect is resumed after being 3nths, the Engineer's compensation shall be equitably adjusted. · The Engineer shall not be entitled to receive payment until the rs, including lien waivers from the Engineer's consultants, a detailed vorn statement of certificates regarding the Engineer's services and )f this Agreement as the Owner may reasonably require. compliance with the requirements 3.9 Records. The !ngineer shall maintain all records under this Agreement, including records of Reimbursable Expens~es, in accordance with generally accepted accounting practices and make them available for inspectio ~ by the Owner or its authorized representative at all reasonable times. These records shall be preserved :y the Engineer for a period of three (3) years after final payment. ARTICLE 4 DOCUMENTS 4.1 Ownership. All < esigns, drawings, specifications, technical data, and other instruments produced by the Engineer in the ~edormance of this Agreement shall be the sole property of the Owner, and the Owner is vested with all ghts therein of whatever kind and however created, whether created by common law, statute, or by equity,i 4.2 Access. The En lineer agrees that the Owner and the Construction Manager si~all have access at all reasonable times to Inspect and make copies of all notes, designs, drawings, specifications, and other teci~nical data pertainin¢ to the Work to be performed under this Agreement. 43 Reuse. It is understood that the documents and instruments prepared by the Engineer under this Agree-m--~- are intended only for the Project, and in the event of any reuse by the Owner, the Owner agrees to indemnify, hold I~.armless, and defend the Engineer from any and all claims of any nature whatsoever which may arise out oil or in connect[on with such reuse. 4.4 Approvals. Th~ Engineer shall assist the Owner in connection with the Owner's responsibility for filing document~ required to obtain necessary approvals of governmental authorities having jurisdiction over the Project, including but not limited to responding to and ultimately complybng with permit review letters and reports a~nd preparing documents and assisting the Owner in obtaining approvals lot zoning, land use, and permits. 4.5 L_Eender Requiren~ents. The Engineer understands that the Owner may finance the development or construction of tile Project with lenders or other third parties. The Engineer also agrees as pad of its Basic Services hereunder to follow any administration or reporting procedures reasonably required by such lenders or thirc~ parties and to cooperate with the Owner in satisfying the reasonable requests and requirements of such lenders and t~ird parties. FORM CM-13 (TX) (REV. 6/14/0!) ~1,% 115.o~. I~:.!_~ t.'~.=\ §72 301 6800 1)IKK RI'i:kl.TY COt/I'OR:VI'ION ~]01a Pacheco Koch Consulting Engineers Subcontract No, CDDAIN-006-01 Page 9 of 12 ARTICLE 5 INSURANCE 5.1 Required Insurance. The Engineer shall purchase and maintain insurance for protection against the claims set fodh in this Article which may arise out of or result from the Engineer's services under this Agreement, whether performed by the Engineer or by any of its' consultants or by anyone employed by them or for whose acts any o4 them may be liable: .1 Claims under workmen's compensation, disability benefit and other similar employee benefit statutes applicable to the Work. .2 Claims for damages because of bodily injury, occupational sickness or disease, or death of its employees under applicable employer's liability law. .3 Claims for damages because of bodily injury or death of any person other than the Engineer's employees. .4 Claims for damages covered by usual personal injury liability ~nsurance and which are sustained by any person as a result of an act or omission related to the employment of such person by the Engineer. .5 Claims for damages because of injury to or destruction o4 tangible property, including loss of use therefrom. .6 Claims for damages because of bodily injury or death of any person or property damage arising out of the ownership, maintenance or use of any motor vehicle. 5.2 The Architect shall furnish to the Construction Manager copfes of any endorsements that are subsequently issued amending coverage or limits. Such policies, other than Workers Compensation, Professional Liability and Employers Liability policies, shall name the Owner, and the Construction Manager as additional named insureds. Limits. The insurance required by paragraph 5.1 shall be written for not less than the 5.3 following limits: Worker's Compensation Employer's Liability Comprehensive General Liability, including and Personal Injury, Premises Operations, Completed Operations and Products coverages (for a minimum period of two (2) years after Substantial Completion), and deletion of any exclusions pertaining to explosion, collapse or underground properly damage hazards coverage. Comprehensive Automobile Liability, including Owned, Non Owned end Hired Car coverages. Professional Liability Statutory S1,000,000 $3,000,000 Combined Single Limit for Bodily Injury and Property Damage $1,000,000 Combined Single Limit for Bodily Injury and Property Damage. $2,000,000 with not more than a $50,000 deductfble. FORM CM-12 (TX.) (REV. 6/14/01 Pacheco Koch Consulting Engineers SubcontraCt No. CDDAIN-006-01 Page 10 of 12 5.4 Professional Liability insurance. The Engineer shall furnish to the Owner a Certificate of Insurance and an endorsement directly relating to the Project for the Engineer's Professional Liability Policy and confirming that the annual aggregate limit of liability has not been depleted. The effective date of the Policy shall be amended by an endorsement allowing retroactive coverage for att prior acts. The Pof;cy shall contain a provision that (1) coverage will not be canceled or not renewed without at Ieast thidy (30) days' prior written notice to the Owner. The Policy shall be amended by an endorsement deleting exclusions relating to (1) failure to complete drawings or schedules on time, (2) failure to act in a timely fashion upon the project specifications, and (3) faulty construction costs estimates. The Engineer's professional liability and responsibility shall survive the termination of this Agreement. In addition, the Contractor shall furnish to Duke a Certificate of Insurance and an endorsement directly relating to the Project for the Professional Liability Policy and confirming that the annual aggregate limit of liability has not been depleted. The effective date of the Policy shall be amended by an endorsement allowing retroactive coverage for all prior acts. 5.5 Indemnification. The Engineer agrees to indemnify, hold harmless, protect and defend the Owner, the Construction Manager and their agents, representatives, and any affiliated or related entities against any and all claims, loss, liability, damage, costs and expenses, including reasonable attorneys' fees, that occur, or in the case of the duty to defend, are alleged to have occurred as a result of or due to the negligence or fault of the Engineer, its agents, consultants, employees, or representatives. Provided, however, that the Owner and the Construction Manager shall only be entitled to indemnification under the preceding sentence to the extent the liability, loss, damages or expense (including attorney's fees), was caused by the negligence, recklessness or intemional wrongful misconduct of the Engineer and persons employed or utilized by the Engineer in the performance of the Contract (e.g., agents, consultants, employees, subcontractors or representatives). 5.6 Consultants. The Engineer shall assure that its consultants maintain similar insurance with reasonably prudent limits and coverages in light of the services to be rendered. The Engineer shall submit to the Owner proof of such insurance. ARTICLE 6 TERMINATION 6.1 Generally. If either party should fail substantially to perform in accordance with tl~e terms of this Agreement, the other pady may terminate this Agreement and the Engineer's services hereunder by giving two (2) days' notice of such termination to the defauLtTng party. 6.2 Suspension and Abandonment. This Agreement may be terminated by the Owner upon two (2) days' written notice to the Engineer in the event that the Project is abandoned by the Owner or will be suspended by the Owner for more than six (6) months for any reason. 6.3 Convenience. T~is Agreement may be terminated by the Owner upon two (2) days' written notice, without regard to any fault or failure to perform by any party, solely for the Owner's COT~Ven ierlce, 64 Termination Payments. In the event of termination due to no fault of the Engineer, the Owner shall pay the Engineer all sums then actually due and owing to the Engineer from the Owner under this Agreement as of the date of notice of termination, and the Owner shall not be responsible for any other ¢~amages, costs or expenses. 6.5 Use of Plans. Upon the termination of this Agreement, the Owner shall be entitled to use any drawings, plans, specifications, estimates, or other instruments prepared pursuant to this Agreement by the Engineer as the Owner shall see fit on this Project without the payment of additional compensation to the Engineer. FORMCM 12(TX)(REV 6/14/0~) Pacheco Koch Consulting Engineers Subcontract No. CDDAIN-0136-O1 Page 11 of 12 ARTICLE 7 MISCELLANEOUS PROVISIONS 7.1 Notice. Any and all notices or other communications required or permitted by this Agreement or by law to be served on or given or delivered to the Owner or the Engineer shall be in writing and shall be deemed duly served and given when personally delivered to the party to whom it is directed, or in lieu of such personal service, when deposited in the United States mail, first-class postage prepaid, to the address of the party set forth on the first (title) page of this AGreement. Either party may change its address for the purposes of this paragraph by giving written not[ce of such change to the other party in the mat'.her provided in this paragraph. 7.2 Successors and Assiqns. The Owner and the Engineer, respectively, bind themselves, their partners, successors, assigns and legal representatives to the other party to this Agreement, and to the partners, successors, assigns and legal representatives of suct~ other party with respect to all covenants of this Agreement. Neither the Owner nor the Engineer shall assign, sublet, or transfer any interest in this Agreement without the written consent of the other, except as otherwise stated herein. 7.3 No Third-Party Beneficiary Riqhts. Nothing contained herein shall be deemed to create any contractual relationship between the Engineer and the Construction Manager or any of the Contractors or Subcontractors on the Project; nor shall anything contained in this Agreement be deemed to give any third party any claim or right of action against tt~e Owner or the Engineer which does not otherwise exist without regar0 to this Agreement. Time limits set out in or under this Agreement are solely for the protection and benefit of the Owner and create no third-party beneficiary rights in any other party. 7.4 No Waiver. No approval or concurrence by the Owner or the Construction Manager shall in any way be deemed or interpreted to relieve the Engineer of any of its obligations or responsibilities under this Agreement or as a matter of law. 7.5 Entire Aqreement. This Agreement represents the entire and integrated agreement between the Owner and the Engineer and supersedes all prior negotiations, representations, or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both the Owner and the Engineer. 7.6 A~epticable Law. This Agreement shall be governed by the laws of the State in which the Project is located FORM OM-12 (TX,) (REV, 6/14/01) Pacheco Koch Consulting Engineers Subcontract No. CDDAIN-006-01 Page 12 of t2 This Agreement is entered into as of the day and year first written above. "DUKE" DUKE REALTY SERVICES, L.P. By: By: Duke Services, Inc. its general partner (Signature) Brook Barefoot, Development Services Manaqer (Printed Name and Title) Date: "ENG~ PA~ECO K/OC~CONSULTING ENGINEERS By' "-- ~/----,^ ~ ~ (Pr~ Name and Title) Date: ~,% FORMCM-12(TX.)(REV 6/14/0!) 0,'~, 13~02 13:13 FAX 972 361 (~800 I)IKE ]d-:AI.'I'Y COI~,I~O[~,',.'I~ION [~017 EXHIBIT A FEES FOR REIMBURSABLES AND ADDITIONAL SERVICES Reproduction: Black Line Bond Prints Black Line Vellum Prints Black; Line Mylar Prints Co!or Bond Prints Photocopies (8 ~/b x 11; 1 lxl 7) $ 0.65/sf S 1.50/sf $ 2.00/sf $ 3.00/sf S 0.10/ea Mounting: Foam-core (3/16") $ 4.00/sf Binding Services: Punch & Bind $ 2.00/ea Storage Media: Floppy (1.44 Mb) $1.00/ea Zip Disk (10 Mb) $10.00/ea CD S10.00/ea SCHEDULE OF STANDARD HOURLY BILLING RATES - ADDITIONAL SERVICES Civil Engineering Services: Principal ................................................................................... $150.00/Hr. Associate ................................................................................. $125.00/Hr. Registered Professional Engineer ............................................ $125.00/Hr. Civil Engineer ................................................... S75.00/Hr. - $100.00/Hr. CAD Technician ..................................................... S55.00/Hr. - $75.00 Hr. Administrative ......................................................................... $50.00/Hr. Expert Witness Testimony ....................................................... S250.00/Hr. Land Su,~/eying Services: Registered Professional Land Surveyor ..................................... $90.00/Hr. Sum, ey Fiebd Crew (2-person) ................................................... $120.00/Hr. Survey Field Crew (3-person) ................................................... $145.00/Hr. Survey Technician .................................................. $60.00/Hr. - $70.00/Hr. Expert Witness Testimony ........................................................ S250.00/Hr. 1.3 02 1~3:14 t:'..\ ,(t7'2 361 6500 DIKE RI{",I,T'~ COI.~I'OR.&TIt)N Attachment 'B' SURVEYOR'S CERTIFICATE 1, the undersigned, being a duly licensed and qualified surveyor in and for the State of ___ , do hereby certify to Duke Realty Limited Parlnership, [seller/buyer], [lender~, [our counsel], [lender's counsel], and [Title Insurance Company] that I made a survey of the above described land and improvements on the day of __ , 199 _, in accordance with the Minimum Standard Detail Requirements for ALTA/ACSM Land Title Surveys as adopted by the American Land Title Association & American Congress on Surveying & Mapping, 1997, and that this survey fully and correctly represents the property owned by ___ at ...... including all buildings, structures and improvements thereon. I have shown ali recorded easements and rights-of-way as described in copies of recorded instruments furnished to me by the _ Title Insurance Company (with reference to recording data) and, unless otherwis~shown, the physical evidence and recorded description of such easements conform. Ail of said buildings, structures and improvements, including location and dimensions, are correctly depicted and are fully completed, except as shown hereon. I further certify that there are no (i) easements, (ii) rights-of-way across said prope~y, (iii) party walls, (iv) encroachments on adjoining properties or streets by any of said buildings, structures or -nprovements, or (v) encroachments on said property by buildings, structures or other improvements situated on adjoining property, except as shown hereon; all easements are shown in their entirety, the locations thereof are correct as shown and no improvements are located within the easements areas except utility lines permitted by the terms of such easements; there are no streams, rivers, springs, ponds, lakes, ditches or drains located or bordering on or running through said property, except as shown; there ate no gaps, gores or overlaps between parcels or roads, highways, streets or alleys and all parcels which comprise the whole propeC~y are contiguous. All private and public roads, highways, streets and alleys running adjacent to or upon the property and all public roads to which the property has indirect access over connecting easements affecting private property are shown; the property has vehicular and pedestrian access to open, pubLicly dedicated and accepted roads, highways and streets at drives and through curb cuts as shown hereon and commonly known as __, without intervening strips, gaps or gores, either directly or indirectly over and through access easements shown hereon. The publicly dedicated roads and the access easements shown are contiguous with each ether and the property without strips, gaps or gores at points shown hereon; no barriers except for paving and curb cuts are located within the access easements shown hereon; all physical evidence of boundary lines and lines of possession or occupancy have been shown and proper notification made where in conflict with the lega] description; there are no boundary line discrepancies and no deficiencies in the quantity of the land described in the legal description and the acreage shown hereon is correct; the survey was actually made on the ground as per record description furnished by the title insurance company and is true and correct. A physical examination of the property reveals no evidence of cemeteries. Also, tl~is certifies that there are handicapped spaces. The property is zoned __ parking spaces on said property, including ..... No portion of the property lies within a National Wetland Inventory area as determined by the maps of the United States Fish and Wildlife Service. The within described real estate lies within Hazard Flood Zone as shown on Panel Number __ of the Federal Emergency Management Agency's flood insurance 'ate map, dated . The real estate has not been designated a flood hazard area or simik~r area by any other federal, state or local government entity. CenJfied tins .. _ day of .... 199_ ATTACHMENT C If checked, the iollowing 10. ADDITIONAL SURVEY REQUIREMENTS additional items shall be shown on the ALTA/ACSM Land Title Survey: Monuments placed (or a reference monument or witness to the corner) at all major corners of the boundary of the property, unless already marked or referenced by an existing monument or witness to the corner. Vicin:ty map showing the property surveyed in reference to nearby highway(s) or major street intersection(s). Flood zone designation (with proper annotation based on Federal Flood Insurance Rate Maps or ~he state or local equivalent, by scaled map location and graphic plotting only). Land area as specified by the client. Contours and the datum of the elevations. Identify, and show building and parking setback lines, height and bulk restrictions of record or disclosed by applicable zoning or building codes (in addition to those recorded in subdivision maps). If none, so state. (a) Exterior dimensions of all buildings at ground level. Square footage of: (1) (2) Exterior footprint of all buildings, or gross floor area of all buildings, at ground level; Other areas to be defined by the client. (c) Height of ail bt~ildings above grade at a defined location. Ail improvements (in addition to buildings) such as signs, parking areas or structures, swimming pools, etc. Parking areas and, if stripped, the stripping and the type (e.g. handicapped, rnoto~*oycle, regular, etc.) and number of parking spaces. Indication of access to a public way such as curb cuts, driveways marked. Location of all utilities serving or existing on the property as evidenced by on-site observation or as determined by records provided by client, utility companies and other appropriate sources (with reference as to the source of information) (including without limitation): a) b) c) d) all railroad tracks and sidings; all manholes, catch basins, valve vaults or other surface indications of subterranean uses; all wires and cables (inc!uding their function) crossing the surveyed premises, all poles on or within ten feet of the surveyed premises, and the dimensions of ali cross wires or overhangs affecting the surveyed 0remises; and atl utility company instaJlations on the surveyed premises, o~ 13 02 I,i: 15 I'.\X 9?2 361 6800 I)lKli I~I,L&I.T\' COI~,I'OtL¥1'IO~ [~]0~0 12 13. q 1 7. _'~ 18. ~;' __ 1 9. ~' 20. '," 21 N" Observable evidence of earth moving work, building construction or budding additions within recent months. Governmental Agency survey-related requirements as specified by the client: Department of Housing and Urban Development Veteran's Administration Other Significant observations not otherwise disclosed. Any changes in street right of way lines either completed or proposed, and available from the controlling jurisdiction. Observable evidence of recent street or sidewalk construction or repairs. Observable evidence of site use as a solid waste dump, sump or sanitary landfill. Observable evidence of cemeteries. The Right-of-way line. Computer disk in Auto-Cad Format (Release 14). Legend of all symbols and abbreviations used. Zoning classification and district. 0,'.; 1:3 1~2 13:07 I \\ !t72 361 USOO I,',lKl.: RI,:\I.T; CORF't)R¥1'IO~ [~003 CHANGE ORDER JOB NO: PR().I ECT: TO: CDDAIN-006 Ruby Road Realignment Coppell, TX 75019 Pachcco Koch Cunsuking Engineers 8350 N. Central Expressway Stfite 1000 Dallas. Texas 75206 DATE OF CHANGE ORDER: CHANGE ORDER NO.: (_;eST CODE: CONTRACT FOR: CONTRACT DATE: 05/17/{)2 One (1) 01-60-036 Surveying and Civil Engiaeering 03/4/02 Yeti are directed to make II~e I'ollowing changes in this Contract: ~?)ESCRIP't ION- I) Re'~ise contract lo include Sections 1.2, 1 3, and 1.4. Revise comracl Section I ~-, subsection (ii) to add: Engineer shall provide record ~awiag electronic CADD files ~r the Duke CADD Stand.ds dated 7/1/2001 ~md 30" x 42" myla reproducible Record I)rawings, Ret~nage will be released upon receipt of Record I)ra~ ings by l)oke (?unstrLa:t~on. Revise Section 32 lo iiole the fixed fcc Ior Ihe contract as 859.000. Rexi~e Section 3 5 :':>r Pa2, mcnl to be made per phase as: I'relimmz~ Engineenng Phase -19~'~: Construction Documents C~stmctJon Phase 5t¢; and Posl-Ccmsnx~ction Ph~sc--2%. Revi~e required amouut~ t~l gcnc~a] liabiliT m~d protbssional habili~ insorance described m Section 5 3 Io $4.000.000 and $2,000,000, rcspeclivcl5. Add ~e fid[owing iten~ to the Specific Sc.~ of Work in SecLi¢m 11: P. EPLAT & 1.EGAL DESCRIPTIONS: Pad~eco Knch will prepare a Replat of the Owner's Freeport Nollh at Freeport P~kway development. This replat will update the existing plat of fine Duke Freeport Addition, wbzch is recorded in Voktme 2001065. Page 37 m the plat lecords of Daila.~, County, tt~ show the addition of Ihe property the Owner will acquire as a resull of the Project 'l he rcplat will also show easements dedications, and olher information rcqtfired by the City. Included in this item is coordination of City rex iow :mci approval el Ibc plat ;md a~tc;ndance at City staff. Planmng mad Zoning Commission and Cib' Council meetings as normally required. Paci~eco Koch ~xil! als0 prepare metes-and-bounds legal descrip[ions as needed for property transfers and aharulonments .(_iRAI)ING & DRAINAGE PLAN: Pacheco Koch will prepz~re a Grading & Drainage plan i'~r the pro~cct It~is plm~ wdl show ex,sting g, ados, proposed c(ulLour5 aid spa{ elevations am required. Included in this item is the preparation of a sike Drainage Area Map tIlat will dcline <total discharges OlilO thc site, the proposed drainage pattern oo ske, and on->ire storm sewer requirements Also included in this item arc thc de~iTn ut- an on site storm sewer, il' require0, and the coordmatJon of City review mad approval S I'ORM WATER POLLUTION PREVENTION PLAN: On September 9, 1992, the United States Environmental Protection Agency (EPA) passed the National Pollutant Discharge Elmfination System (NPDES). 'lhe NPDES provkles fedend guidelines lot the m;L'mgemenl fm storm water rum)fi- The~e regulations will ah%ct storm water discharge assuciated with industrial activities in constl~]ction shes with a distmbcd area greate~ than 5 acres The NPDES is a rclYaclSvc [a~ that aft'eelS z~lI construction projects under constructmn on October 1, [992 ,~d new construction beginning after October t, 1992. On construction sires, tile man objective, of NPDES is to control the di'k:harge of storm water run off from construction site through thc use of erosion / sedimentation controls. Pad,eeo Koch will prepare a Slorm Water Pollution Prevention Plan for the site including lhe actu:d plan, instructions Lo the ('onLractor and Contractor's Checklists. Also included ~s a.ssislance to the owner and contractor in filing the required "Notice of Ilttcoi" R~rm tNOD tut ll~e proposed construction achvilies. Not included in this item is the review and determination of any listed endangered or threatened species or designated critics! habitats in the project arcs. P,(').5_I2Vv;[x~Y_Pj AN: Pacheco Koch will prepare construction plans and details tbr a trow public road as required by this project. The plans ,.vfll include phm and profiles of the proposed imprtB'ements and construction sequencing plans Paving section designs m'e to be based ,m reton~meadations: included th a currem tleotechnical Report to be provided by the Owner or on standard City requirements. I'n~lt~dcd m this item is Ihe coordinatmn of City review and approval of this plan ~'-;__15 o~2. __1.3_:~(~_8 I..kX ':372._.'/~_iI 680o l;,IKl.i RE.\I.T'~ CORI'OltATION [5~1_004 WATER MAIN EX I'ENSION: Pacheco Koch will prepare plm~s and details as required, tor the construction of a water main between Freept,rt Pzu'k~*,a5 and Coppci[ Road. Theae plans will include propnsed meters, fire hydrants, mains and services m~d will be prepared in conforrf'ance witt~ standard Cily requirements Included in this item is coordination of City review and approval of ltm pimps prepared ms part of this item. CONSTRUCTION PllASE SER¥1CES: Pacheco Koch will be perform construction phase services as described in Section 1.3 of the 'l{~e onginz_l (-:mltri~cL StUlq ',~;.k5 ................................................................................................................ $ 11.000.00 Net change by previous Chmtge Orders S N/A The Ctm~r:~ct Sum l~or to rbis Chimge f~der was $ 11,000.00 T!le Conr~ac~ Sum will be increased by ~is Change Order ............................................................................. $ 48,000.00 Iht Contracl Time will be increas~l by (0) DAYS Thc Date of Completion as of nhe date of this Change ~dcr ~erefore is ...................................................................... Unch~ged S [JI~(_'ONTRACTOR Pacheco K.'>ch Consulting Engineers, Inc. S35()~XXe/.~al Expressway. # [001) Lfid~s. Tc.a~'~520 6 C¢)NSTRUCT1ON 5:L~,NAGER (AGENT FOR TIlE O'~qNER) Duke Realty Services Limited Partnership 5495 Belt Linc Road, Suite 3611 Dallas. TX 75254 0s 13 o2 I~:O? 1.\3~ .q72 3t~l ~800 I)IKK RI,i\I;I'Y CORPORATIO~ CHANGE ORDER JOB NO: PR()J E( T CDDAIN-006 Ruby Road Realigmnent Coppell, TX 75(I 19 DATE OF CHANGE ORDER: CHANGE ORDER NO.: Pacheco Koch Consulting Engineers 8350 N. Central Expressway Suite Dallas. Texas 75206 COST CODE: CONTILACT FOR: CONTRACT DATE: You are directed to make the following changes in this Contract: ...... {)7/15/02 Two {2) 01-60~002 Surveying and Civil Engineering 03/4/O2 t )I:SCRIPT[ON- Revise Section 3.2 to note thc fixed lke for the contract as $61,000. Add the ~;ollowing item 1o the Specific Scope of Work in Section 1.1: WATER MAIN EXTENSION: Pacheco Koch will prepare plans and details as required fo]' the replacement of an existing sanitary sex~cr mab) as required These phms will 5ncludc proposed manlmles, cleanouts, mains and services and will be prepared in conformance with standard City requirements. Included in lhis item is coordination of City review and approval of the plans prepared as part oF this item 'lilt origsflal Contract SlIlii wa5 .............................................................................................................................. $ I 1,00000 Net chan~gc by previous Change Orders 5 48,000,00 Ti~e t 'ontracL Sum [hior to dq~ Chmge ~der w~s S 59,0~}.~ The Cor;traci Stzm will be increast~ by this Chm~ge Order ......................................................................................... $ 2.000.~ Th,: n,w Contract S~m including this Change Order will be $ 61,000.00 i tie ('..mi md I'ime tkdll be increased b) ~0) DAYS Ihc Date of Complenon :ts of O~e dale of this Chmxge Order ~erefore is ......................................................................... [hichanged , I [ CONIRACIOR F'a:.Lcc,, K~Jch ('~ ,nsulting Engineers, lac. 535t N. ('eHtral Expressway, #1000 CONSTRUCTION MANAGER (AGENT FOR THE OWNER) Duke Realty Services I.imited Partnership 5,ltJ5 Belt Line Road, Suite 360 Dallas, TX 75254