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HomeMy WebLinkAbout2022-220WORK ORDER NUMBER 2 IRC -1707 Indian River Boulevard Resurfacing from 53rd Street to Merrill Barber Bridge This Work Order Number 2 is entered into as of this 1st day November , 2022 pursuant to that certain Continuing Contract Agreement for Continuing Geotechnical Engineering dated December 4, 2018, renewed and amended as of December 7, 2021, collectively referred to as the "Agreement", by and between INDIAN RIVER COUNTY, a political subdivision of the State of Florida ("COUNTY") and GFA INTERNATIONAL, INC. ("CONSULTANT"). The COUNTY has selected the CONSULTANT to perform the professional services set forth on Exhibit A (Scope of Services), attached to this Work Order No. 2 and made part hereof by this reference. The professional services will be performed by the CONSULTANT for the fee schedule set forth in Exhibit A (Fee Schedule), attached to this Work Order and made a part hereof by this reference. The Consultant will perform the professional services within the timeframes more particularly set forth in Exhibit A, attached to this Work Order and made a part hereof by this reference all in accordance with the terms and provisions set forth in the Agreement. Nothing contained in any Work Order shall conflict with the terms of the Agreement and the terms of the Agreement shall be deemed to be incorporated in each individual Work Order as if fully set forth herein. IN WITNESS WHEREOF, the parties hereto have executed this Work Order as of the date first written above. CONSULTANT: BOARD OF COUNTY COMMISSIONERS ,........-•.. MESOso;; GFA INTERNATIONAL, INC. OF INDIAN RIVER COUNTY ,�J��t.. • •• • -• By: By: t Peter D. O'Bryan, Chairman �v��l 1�, • .oQ�°'' Title: n Vk V\w\a ' i F� couiin � BCC Approved Date: November 1, 2022 Attest: Jeffrey q, mith, Clerk of Court and Comptroller By: De uty Clerk „ Approved: Approved as to form and legal sufficiency: Jason E.jBroJlvn, County Administrator William K. DeBraal, Deputy Co Attorney EXHIBIT A A Universal Engineering Sciences Company Geotechnical Engineering I Construction Materials Testing and Inspections Building Code Compliance I Environmental, Health & Safety I Facilities Consulting LOCATIONS Atlanta, GA Hagerstown, MD Pensacola, FL Buford, GA Irvine. CA Port St. Lucie, FL Chamllly, VA Jacksonville, FL Rem, NV Charlotte, NC Kennesaw. GA Rockledge, FL Clewiston, FL Las Vegas. NV Sarasota, FL Daytona, FL Miami, FL St. Petersburg. FL Delray Beach, FL Ocala. FL Tampa. FL Douglasville. GA Orlando. FL Tifton. GA Fort Myers. FL Palm Coast, FL Nest Palm Beach. FL Fort Pierce. FL Panama City, FL Gainesville, FL Pelham. AL October 24, 2022 Richard Reichenbach, P.E. Indian River County 1801 27th Street, Building 'A' Vero Beach, Florida 32960 Phone: (772) 226-4340 Email: rreichenbachCcDircgov.com RE: Proposal for Testing Services Indian River Boulevard Resurfacing - IRC -1707 FM No. 441919-1-54-01 53rd Street to The Merrill Barber Bridge, Vero Beach, FL 32967 Proposal No. 18-7910.02 REVISED 3 Dear Richard: GFA International, Inc. (GFA) appreciates the opportunity to become a part of your project team. Our team of professionals are dedicated to making this project a success, both on schedule and within budget. We are proud of our commitment to maintaining the highest levels of customer service and client satisfaction, and respectfully submit the following for your consideration. PROJECT DESCRIPTION GFA understands that the project will consist of approximately 16,300 linear feet of roadway resurfacing along Indian River Boulevard, located in Vero Beach, Indian River County, Florida. Documents provided to UES were civil plans by Indian River County Department of Public Works, sealed May 13, 2022. SCOPE OF SERVICES GFA anticipates that the following services will be required for this project: Construction Materials Testing Indian River Boulevard Resurfacing October 24, 2022 Proposal No. 18-7910.02 REVISED 3 1. CONSTRUCTION MATERIALS TESTING The services described herein will be performed as required by the construction documents and local jurisdictions. Please note that the overall cost of construction quality control programs is dependent upon the contractor's scheduling, weather and other factors beyond our control. In general, the scope of services will consist of the following: 1.1 Laboratory Soil Testing Laboratory soil testing will be required to identify the properties and suitability of the soil to be used at the site. Proctor tests will be required to obtain material's maximum density and optimum moisture content, which would be used to verify that the degree of compaction in the field is achieved. 1.2 Field Density/Moisture Testing GFA will provide a field technician to test the in-place density of the compacted fills. For this testing, GFA will use the Nuclear Method (ASTM D6938) in the field, which will be correlated with the corresponding laboratory proctor compaction tests. 1.3 Cast -in -Place Concrete GFA will provide testing of the concrete delivered to the site. In accordance with the project specifications, the technician will mold a set of five compression cylinders per ASTM C-31 for every 50 cubic yards or fraction thereof placed per day. GFA will also determine the slump and temperature of the concrete each time a set of cylinders are cast The cylinders will be cured in the laboratory, with one cylinder tested at seven days and three at 28 days. GFA can also assist in evaluating mix submittals and provide laboratory verifications, if necessary, although fees for this service are not included herein. 1.4 Schedule of Fees The actual cost of our services will be highly dependent on the construction schedule. As we have not been provided with a precise construction schedule, it is not possible to make a precise estimate of the manpower and testing requirements. Therefore, GFA proposes to provide its services on a unit cost basis; based on the actual work performed and the unit fees shown on the attached Schedule of Fees. For your budget purposes, GFA has estimated quantities for these services based upon the anticipated scope of work. 2020 GFA International, Inc. All Rights Reserved. SAL -000025R9 Page 3 of 7 Indian River Boulevard Resurfacing Proposal No. 18-7910.02 REVISED 3 GFA proposes the following estimated budget: October 24, 2022 Description Pavement Area Soils Qty. Total Stabilized Subgrade Density - Pavement* $25.00 Each 56 $1,400.00 Base Density* $25.00 Each 56 $1,400.00 Back Scatter Asphalt Density* $25.00 Each 56 $1,400.00 Asphalt Testing Box Samples Extraction Gradation Test $200.00 Each 16 $3,200.00 Asphalt Cores for Density and Thickness $85.00 Each 16 $1,360.00 Sampling Hot Asphalt At time Of Placement 16 Visits/2 hrs/Visit $63.00 Hour 32 $2,016.00 Asphalt Lab Monitoring - Plant One Inspector $70.00 Hour 10 $700.00 Laboratory Testing Stabilized Subgrade Limerock Bearing Ratio (LBR) $320.00 Each 28 $8,960.00 Underground Utilities Below Pavement Fiber Optic Cable Backfill Density* $25.00 Each 160 $4,000.00 Engineering Review of Test Results Review of Test Results by Professional Engineer $150.00 Hour 10 $1,500.00 Technician Time Technician Time $63.00 Hour 52 $3,276.00 Technician Time for Asphalt Temperature Monitoring $63.00 Hour 40 $2,520.00 Project Manager / Quality Control Manager $130.00 Hour 6 $780.00 Clerical $50.00 Hour 4 $200.00 Full -Time Monitoring of Backfill (If Needed) $63.00 Hour TBD ESTIMATED TOTAL: $32,712.00 Minimum 4 tests per trip and/or hour " Minimum 1 set per trip and/or hour GFA International will only invoice for actual services performed, potentially resulting in a lower final cost. Billing will be for actual tests performed per the unit fee schedules presented above. The above unit rates and/or hourly rates do not include any overtime work. Overtime work (scheduled for before 7:00am or going past 4:00pm Monday through Friday, more than 8 hours in one day, more than 40 hours in one week, or anytime on Saturdays, Sundays, or Holidays), will be charged at the standard rate times 1.5. Technician Time will be charged in the event that the Contractor's work is not ready for testing/inspection upon arrival of GFA's representative, or if our minimum testing frequencies specified herein cannot be achieved. A typed report signed and sealed by a State of Florida Registered Professional Engineer will be provided. In accordance with Florida Statues Chapter 471 and the rules of the Florida Board of Professional Engineers (Chapter 61 G15), a Professional Engineer is required to perform a thorough review of each report before affixing his/her seal and signing for certification for each report's validity. 2020 GFA International, Inc. All Rights Reserved. SAL -000025R9 Page 4 of 7 Indian River Boulevard Resurfacing October 24, 2022 Proposal No. 18-7910.02 REVISED 3 CONDITIONS AND QUALIFICATIONS Please note that GFA's services do not include supervision or direction of the actual work. Also, be aware that neither the presence of our field representative nor the observation and testing by our firm shall imply GFA's responsibility for defects discovered in the construction work. It is understood that GFA will not be responsible for job or site safety on this project. Job site safety will be the sole responsibility of the contractor. In this proposal the words "inspection" and "verify" are used to mean observation of the work and the conducting of tests by GFA to determine substantial compliance with plans, specifications and design concepts. These services include an engineering technician or inspector, field sampling, travel, test equipment and a typed report signed and sealed by a State of Florida Registered Professional Engineer. The rates for professional engineering services apply to report review, site visits and meetings, consultations, engineering letters, and letters of intent and certification. The overall cost of construction quality control programs is dependent upon the contractor's scheduling, weather and other factors beyond our control. However, you will only be invoiced for services rendered. Hourly rates will be charged in whole hour increments with fractions of an hour rounded up to the next full hour. All hourly labor rates are portal to portal. 02020 GFA International, Inc. All Rights Reserved. SAL -000025R9 Page 5 of 7 Indian River Boulevard Resurfacing Proposal No. 18-7910.02 REVISED 3 AUTHORIZATION October 24, 2022 All services will be conducted in accordance with this proposal and attached Terms and Conditions. To initiate services, please complete and return the included Proposal Acceptance Agreement form. The Terms and Conditions are part of this agreement. The signed proposal acceptance agreement form must be received by GFA via fax or email prior to any work being performed, and an original copy must be received before completed reports can be distributed. CLOSING GFA appreciates the opportunity to submit this proposal and looks forward to working with you as a member of the project team. Please contact the undersigned at 561.347.0070 if you have any questions or comments. From our team to yours, GFA International, Inc. CA#4930 .071 - , 4!�� Antonio Torres Karla Gabay Business Development Business Manager Thomas Montano, P.E. Branch Manager Attachments: Exhibit °A" — GFA International Inc.'s Standard Terms & Conditions Exhibit "B" — Report Distribution Information Request Form 2020 GFA International, Inc. All Rights Reserved. SAL -000025R9 Page 6 of 7 Geotechnical Engineering I Construction Materials Testing and Inspections Fort Pierce, FL Panarna City. FL Building Code Compliance I Environmental. Health & Safety I Facilities Consulting Gainesville, FL Pelham. AL Description of Services: Testing Services Project Name: Indian River Boulevard Resurfacing Project Location: 53rd Street to The Merrill Barber Bridge, Vero Beach, FL 32967 GFA Proposal No.: 18-7910.02 REVISED 3 Proposal Date: October 24, 2022 APPROVAL & PAYMENT OF CHARGES 0 1 CERTIFY THAT THE CLIENT BILLING INFORMATION LISTED ON PAGE 2 OF THIS DOCUMENT IS ACCURATE CLIENT BILLING INFORMATION: (if different from page 2 of this document) Company: Attention: Address: City, State, Zip: Phone: Email: Permit No.: (please fill PROPERTY OWNER IDENTIFICATION: (If other than above) Name: Address: Title: Fax: Telephone: Fax: GFA terms are C.O.D. unless prior credit history has been established with GFA. All GFA services must be PAID IN FULL prior to receipt of any Letters, Reports or Results. PAYMENT METHOD: (Note: Credit card charges will include a 2.5% administrative fee) ❑ Check payable to GFA International, Inc. / Check Number: ❑ Visa ❑ Master Card ❑ Discover ❑ American Express Credit Card Number Card Holder Name CVV Code Exp. Date Card Holder Signature GFA International (GFA) reserves the right to withhold all reports until such time as we receive a signed Proposal Acceptance Agreement or other written authorization referencing this in its entirety. This AGREEMENT, the proposal and terms and conditions constitute the entire agreement between the client and GFA, and supersede all prior written or oral understanding. Please note that pricing is valid for a period of ninety (90) days from proposal date. The below signed, having full legal authority to bind the Client identified in the foregoing Proposal Agreement, has read the foregoing Proposal Agreement and hereby agrees to all of the terms and conditions contained in GFA's Standard Terms and Conditions attached hereto as Exhibit "A" which are incorporated herein by reference as a fundamental and material pert of the Proposal Agreement. The Client agrees and understands that GFA's Standard Terms and Conditions have been established in a large measure to allocate certain risks between Client and GFA, and GFA will not initiate services without Client's execution of agreement to the terms of the Proposal Agreement and the Standard Terms and Conditions and other terms and conditions set forth in this Agreement. PURSUANT TO FLORIDA STATUTE 558.0035, A DESIGN PROFESSIONAL, AS DEFINED IN FLORIDA STATUTE 558.002, ACTING AS AN INDIVIDUAL EMPLOYEE OR AGENT OF GFA INTERNATIONAL, INC. MAY NOT BE HELD INDIVIDUALLY LIABLE FOR NEGLIGENCE. AUTHORIZED SIGNATURE: PRINTED NAME 8r TITLE: DATE ACCEPTED: (See below for service line acceptance) SERVICES ACCEPTED: TESTING (Check accepted service line{s). If none are selected, GFA assumes all services have been accepted.) LOCATIONS A Universal Atlanta, GA Buford, GA Hagerstown, MD Irvine. CA Pensacola. FL Port St Lucie. FL En ineerin 9 9 Chantilly. VA Charfoti , NC Jacksonville, FL Kennesaw, GA Reno, NV Rockledge, FL Sciences am an Company FL Daytona, FL Daytona, Delray Beach, R Las Vegas, NV Miami. FL Ocala. FL Sarasota FL St Petersburg. FL Tampa FL 4` p Y Douglasville, GA Orlando, FL Tifton, GA Fort Myers, FL Palm Co". FL West Palen Beach, FL Geotechnical Engineering I Construction Materials Testing and Inspections Fort Pierce, FL Panarna City. FL Building Code Compliance I Environmental. Health & Safety I Facilities Consulting Gainesville, FL Pelham. AL Description of Services: Testing Services Project Name: Indian River Boulevard Resurfacing Project Location: 53rd Street to The Merrill Barber Bridge, Vero Beach, FL 32967 GFA Proposal No.: 18-7910.02 REVISED 3 Proposal Date: October 24, 2022 APPROVAL & PAYMENT OF CHARGES 0 1 CERTIFY THAT THE CLIENT BILLING INFORMATION LISTED ON PAGE 2 OF THIS DOCUMENT IS ACCURATE CLIENT BILLING INFORMATION: (if different from page 2 of this document) Company: Attention: Address: City, State, Zip: Phone: Email: Permit No.: (please fill PROPERTY OWNER IDENTIFICATION: (If other than above) Name: Address: Title: Fax: Telephone: Fax: GFA terms are C.O.D. unless prior credit history has been established with GFA. All GFA services must be PAID IN FULL prior to receipt of any Letters, Reports or Results. PAYMENT METHOD: (Note: Credit card charges will include a 2.5% administrative fee) ❑ Check payable to GFA International, Inc. / Check Number: ❑ Visa ❑ Master Card ❑ Discover ❑ American Express Credit Card Number Card Holder Name CVV Code Exp. Date Card Holder Signature GFA International (GFA) reserves the right to withhold all reports until such time as we receive a signed Proposal Acceptance Agreement or other written authorization referencing this in its entirety. This AGREEMENT, the proposal and terms and conditions constitute the entire agreement between the client and GFA, and supersede all prior written or oral understanding. Please note that pricing is valid for a period of ninety (90) days from proposal date. The below signed, having full legal authority to bind the Client identified in the foregoing Proposal Agreement, has read the foregoing Proposal Agreement and hereby agrees to all of the terms and conditions contained in GFA's Standard Terms and Conditions attached hereto as Exhibit "A" which are incorporated herein by reference as a fundamental and material pert of the Proposal Agreement. The Client agrees and understands that GFA's Standard Terms and Conditions have been established in a large measure to allocate certain risks between Client and GFA, and GFA will not initiate services without Client's execution of agreement to the terms of the Proposal Agreement and the Standard Terms and Conditions and other terms and conditions set forth in this Agreement. PURSUANT TO FLORIDA STATUTE 558.0035, A DESIGN PROFESSIONAL, AS DEFINED IN FLORIDA STATUTE 558.002, ACTING AS AN INDIVIDUAL EMPLOYEE OR AGENT OF GFA INTERNATIONAL, INC. MAY NOT BE HELD INDIVIDUALLY LIABLE FOR NEGLIGENCE. AUTHORIZED SIGNATURE: PRINTED NAME 8r TITLE: DATE ACCEPTED: (See below for service line acceptance) SERVICES ACCEPTED: TESTING (Check accepted service line{s). If none are selected, GFA assumes all services have been accepted.) Universal Engineering Sciences, LLC GENERAL CONDITIONS SECTION 1: RESPONSIBILITIES 1.1 Universal Engineering Sciences, LLC, and its subsidiaries and affiliated companies ("UES"), is responsible for providing the services described under the Scope of Services. The term "UES" as used herein includes all of UES's agents, employees, professional staff, and subcontractors. 1.2 The Client or a duly authorized representative is responsible for providing UES with a clear understanding of the project nature and scope. The Client shall supply UES with sufficient and adequate information, including, but not limited to, maps, site plans, reports, surveys, plans and specifications, and designs, to allow UES to properly complete the specified services. The Client shall also communicate changes in the nature and scope of the project as soon as possible during performance of the work so that the changes can be incorporated into the work product. 1.3 The Client acknowledges that UES's responsibilities in providing the services described under the Scope of Services section is limited to those services described therein, and the Client hereby assumes any collateral or affiliated duties necessitated by or for those services. Such duties may include, but are not limited to, reporting requirements imposed by any third party such as federal, state, or local entities, the provision of any required notices to any third party, or the securing of necessary permits or permissions from any third parties required for UES's provision of the services so described, unless otherwise agreed upon by both parties in writing. SECTION 2: STANDARD OF CARE 2.1 Services performed by UES under this Agreement will be conducted in a manner consistent with the level of care and skill ordinarily exercised by members of UES's profession practicing contemporaneously under similar conditions in the locality of the project. No other warranty, express or implied, is made. 2.2 Execution of this document by UES is not a representation that UES has visited the site, become generally familiar with local conditions under which the work is to be performed, or correlated personal observations with the requirements of the Scope of Services. It is the Client's responsibility to provide UES with all information necessary for UES to provide the services described under the Scope of Services, and the Client assumes all liability for information not provided to UES that may affect the quality or sufficiency of the services so described. SECTION 3: SITE ACCESS AND SITE CONDITIONS 3.1 Client will grant or obtain free access to the site for all equipment and personnel necessary for UES to perform the work set forth in this Agreement. The Client will notify any possessors of the project site that Client has granted UES free access to the site. UES will take reasonable precautions to minimize damage to the site, but it is understood by Client that, in the normal course of work, some damage may occur, and the correction of such damage is not part of this Agreement unless so specified in the Scope of Services. 3.2 The Client is responsible for the accuracy of locations for all subterranean structures and utilities. UES will take reasonable precautions to avoid known subterranean structures, and the Client waives any claim against UES, and agrees to defend, indemnify, and hold UES harmless from any claim or liability for injury or loss, including costs of defense, arising from damage done to subterranean structures and utilities not identified or accurately located. In addition, Client agrees to compensate UES for any time spent or expenses incurred by UES in defense of any such claim with compensation to be based upon UES's prevailing fee schedule and expense reimbursement policy. SECTION 4: BILLING AND PAYMENT 4.1 UES will submit invoices to Client monthly or upon completion of services. Invoices will show charges for different personnel and expense classifications. 4.2 Payment is due 30 days after presentation of invoice and is past due 31 days from invoice date. Client agrees to pay a finance charge of one and one-half percent (1 V %) per month, or the maximum rate allowed by law, on past due accounts. 4.3 If UES incurs any expenses to collect overdue billings on invoices, the sums paid by UES for reasonable attorneys' fees, court costs, UES's time, UES's expenses, and interest will be due and owing by the Client. SECTION 5: OWNERSHIP AND USE OF DOCUMENTS 5.1 All reports, boring logs, field data, field notes, laboratory test data, calculations, estimates, and other documents prepared by UES, as instruments of service, shall remain the property of UES. Neither Client nor any other entity shall change or modify UES's instruments of service. 5.2 Client agrees that all reports and other work furnished to the Client or his agents, which are not paid for, will be returned upon demand and will not be used by the Client for any purpose. 5.3 UES will retain all pertinent records relating to the services performed for a period of five years following submission of the report or completion of the Scope of Services, during which period the records will be made available to the Client in a reasonable time and manner. 5.4 All reports, boring logs, field data, field notes, laboratory test data, calculations, estimates, and other documents prepared by UES, are prepared for the sole and exclusive use of Client, and may not be given to any other entity, or used or relied upon by any other entity, without the express written consent of UES. Client is the only entity to which UES owes any duty or duties, in contract or tort, pursuant to or under this Agreement. SECTION 6: DISCOVERY OF UNANTICIPATED HAZARDOUS MATERIALS 6.1 Client represents that a reasonable effort has been made to inform UES of known or suspected hazardous materials on or near the project site. 6.2 Under this agreement, the term hazardous materials include hazardous materials, hazardous wastes, hazardous substances (40 CFR 261.31, 261.32, 261.33), petroleum products, polychlorinated biphenyls, asbestos, and any other material defined by the U.S. EPA as a hazardous material. 6.3 Hazardous materials may exist at a site where there is no reason to believe they are present. The discovery of unanticipated hazardous materials constitutes a changed condition mandating a renegotiation of the scope of work. The discovery of unanticipated hazardous materials may make it necessary for UES to take immediate measures to protect health and safety. Client agrees to compensate UES for any equipment decontamination or other costs incident to the discovery of unanticipated hazardous materials. 6.4 UES will notify Client when unanticipated hazardous materials or suspected hazardous materials are encountered. Client will make any disclosures required by law to the appropriate governing agencies. Client will hold UES harmless for all consequences of disclosures made by UES which are required by governing law. In the event the project site is not owned by Client, Client it is the Client's responsibility to inform the property owner of the discovery of unanticipated hazardous materials or suspected hazardous materials. 6.5 Notwithstanding any other provision of the Agreement, Client waives any claim against UES, and to the maximum extent permitted by law, agrees to defend, indemnify, and save UES harmless from any claim, liability, and/or defense costs for injury or loss arising from UES's discovery of unanticipated hazardous materials or suspected hazardous materials including any costs created by delay of the project and any cost associated with possible reduction of the property's value. Client will be responsible for ultimate disposal of any samples secured by UES which are found to be contaminated. SECTION 7: RISK ALLOCATION 7.1 Client agrees that UES's liability for any damage on account of any breach of contract, error, omission, or professional negligence will be limited to a sum not to exceed $50,000 or UES's fee, whichever is greater. If Client prefers to have higher limits on contractual or professional liability, UES agrees to increase the limits up to a maximum of $1,000,000.00 upon Client's written request at the time of accepting UES's proposal provided that Client agrees to pay an additional consideration of four percent of the total fee, or $400.00, whichever is greater. If Client prefers a $2,000,000.00 limit on contractual or professional liability, UES agrees to increase the limits up to a maximum of $2,000,000.00 upon Client's written request at the time of accepting UES's proposal provided that Client agrees to pay an additional consideration of four percent of the total fee, or $800.00, whichever is greater. The additional charge for the higher liability limits is because of the greater risk assumed and is not strictly a charge for additional professional liability insurance. 7.2 Client shall not be liable to UES and UES shall not be liable to Client for any incidental, special, or consequential damages (including lost profits, loss of use, and lost savings) incurred by either party due to the fault of the other, regardless of the nature of the fault, or whether it was committed by Client or UES, their employees, agents, or subcontractors; or whether such liability arises in breach of contract or warranty, tort (including negligence), statutory, or any other cause of action. 7.3 As used in this Agreement, the terms "claim" or "claims" mean any claim in contract, tort, or statute alleging negligence, errors, omissions, strict liability, statutory liability, breach of contract, breach of warranty, negligent misrepresentation, or any other act giving rise to liability. SECTION 8: INSURANCE 8.1 UES represents it and its agents, staff and consultants employed by UES, is and are protected by worker's compensation insurance and that UES has such coverage under public liability and property damage insurance policies which UES deems to be adequate. Certificates for all such policies of insurance shall be provided to Client upon request in writing. Within the limits and conditions of such insurance, UES agrees to indemnify and save Client harmless from and against loss, damage, or liability arising from negligent acts by UES, its agents, staff, and consultants employed by it. UES shall not be responsible for any loss, damage or liability beyond the amounts, limits, and conditions of such insurance or the limits described in Section 7, whichever is less. The Client agrees to defend, indemnify, and save UES harmless for loss, damage or liability arising from acts by Client, Client's agents, staff, and others employed by Client. 8.2 Under no circumstances will UES indemnify Client from or for Client's own actions, negligence, or breaches of contract. 8.3 To the extent damages are covered by property insurance, Client and UES waive all rights against each other and against the contractors, consultants, agents, and employees of the other for damages, except such rights as they may have to the proceeds of such insurance. SECTION 9: DISPUTE RESOLUTION 9.1 All claims, disputes, and other matters in controversy between UES and Client arising out of or in any way related to this Agreement will be submitted to mediation or non-binding arbitration, before and as a condition precedent to other remedies provided by law. 9.2 If a dispute arises and that dispute is not resolved by mediation or non-binding arbitration, then: (a) the claim will be brought in the state or federal courts having jurisdiction where the UES office which provided the service is located; and (b) the prevailing party will be entitled to recovery of all reasonable costs incurred, including staff time, court costs, attorneys' fees, expert witness fees, and other claim related expenses. SECTION 10: TERMINATION 10.1 This agreement may be terminated by either party upon seven (7) days written notice in the event of substantial failure by the other party to perform in accordance with the terms hereof, or in the case of a force majeure event such as terrorism, act of war, public health or other emergency. Such termination shall not be effective if such substantial failure or force majeure has been remedied before expiration of the period specified in the written notice. In the event of termination, UES shall be paid for services performed to the termination notice date plus reasonable termination expenses. 10.2 In the event of termination, or suspension for more than three (3) months, prior to completion of all reports contemplated by the Agreement, UES may complete such analyses and records as are necessary to complete its files and may also complete a report on the services performed to the date of notice of termination or suspension. The expense of termination or suspension shall include all direct costs of UES in completing such analyses, records, and reports. SECTION 11: REVIEWS, INSPECTIONS, TESTING, AND OBSERVATIONS 11.1 Plan review, private provider inspections, and building inspections are performed for the purpose of observing compliance with applicable building codes. Threshold inspections are performed for the purpose of observing compliance with an approved threshold inspection plan. Construction materials testing ("CMT") is performed to document compliance of certain materials or components with applicable testing standards. UES's performance of plan reviews, private provider inspections, building inspections, threshold inspections, or CMT, or UES's presence on the site of Client's project while performing any of the foregoing activities, is not a representation or warranty by UES that Client's project is free of errors in either design or construction. 11.2 If UES is retained to provide construction monitoring or observation, UES will report to Client any observed work which, in UES's opinion, does not conform to the plans and specifications provided to UES. UES shall have no authority to reject or terminate the work of any agent or contractor of Client. No action, statements, or communications of UES, or UES's site representative, can be construed as modifying any agreement between Client and others. UES's performance of construction monitoring or observation is not a representation or warranty by UES that Client's project is free of errors in either design or construction. 11.3 Neither the activities of UES pursuant to this Agreement, nor the presence of UES or its employees, representatives, or subcontractors on the project site, shall be construed to impose upon UES any responsibility for means or methods of work performance, superintendence, sequencing of construction, or safety conditions at the project site. Client acknowledges that Client or its contractor is solely responsible for project jobsite safety. 11.4 Client is responsible for scheduling all inspections and CMT activities of UES. All testing and inspection services will be performed on a will -call basis. UES will not be responsible for tests and inspections that are not performed due to Client's failure to schedule UES's services on the project, or for any claims or damages arising from tests and inspections that are not scheduled or performed. SECTION 12: ENVIRONMENTAL ASSESSMENTS Client acknowledges that an Environmental Site Assessment ("ESA") is conducted solely to permit UES to render a professional opinion about the likelihood or extent of regulated contaminants being present on, in, or beneath the site in question at the time services were conducted. No matter how thorough an ESA study may be, findings derived from the study are limited and UES cannot know or state for a fact that a site is unaffected by reportable quantities of regulated contaminants as a result of conducting the ESA study. Even if UES states that reportable quantities of regulated contaminants are not present, Client still bears the risk that such contaminants may be present or may migrate to the site after the ESA study is complete. SECTION 13: SUBSURFACE EXPLORATIONS 13.1 Client acknowledges that subsurface conditions may vary from those observed at locations where borings, surveys, samples, or other explorations are made, and that site conditions may change with time. Data, interpretations, and recommendations by UES will be based solely on information available to UES at the time of service. UES is responsible for those data, interpretations, and recommendations, but will not be responsible for other parties' interpretations or use of the information developed or provided by UES. 13.2 Subsurface explorations may result in unavoidable cross -contamination of certain subsurface areas, as when a probe or boring device moves through a contaminated zone and links it to an aquifer, underground stream, or other hydrous body not previously contaminated. UES is unable to eliminate totally cross -contamination risk despite use of due care. Since subsurface explorations may be an essential element of UES's services indicated herein, Client shall, to the fullest extent permitted by law, waive any claim against UES, and indemnify, defend, and hold UES harmless from any claim or liability for injury or loss arising from cross -contamination allegedly caused by UES's subsurface explorations. In addition, Client agrees to compensate UES for any time spent or expenses incurred by UES in defense of any such claim with compensation to be based upon UES's prevailing fee schedule and expense reimbursement policy. SECTION 14: SOLICITATION OF EMPLOYEES Client agrees not to hire UES's employees except through UES. In the event Client hires a UES employee within one year following any project through which Client had contact with said employee, Client shall pay UES an amount equal to one-half of the employee's annualized salary, as liquidated damages, without UES waiving other remedies it may have. SECTION 15: ASSIGNS Neither Client nor UES may delegate, assign, sublet, or transfer its duties or interest in this Agreement without the written consent of the other party. SECTION 16: GOVERNING LAW AND SURVIVAL 16.1 This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction in which the UES office performing the services hereunder is located. 16.2 In any of the provisions of this Agreement are held illegal, invalid, or unenforceable, the enforceability of the remaining provisions will not be impaired and will survive. Limitations of liability and indemnities will survive termination of this agreement for any cause. SECTION 17: INTEGRATION CLAUSE 17.1 This Agreement represents and contains the entire and only agreement and understanding among the parties with respect to the subject matter of this Agreement, and supersedes any and all prior and contemporaneous oral and written agreements, understandings, representations, inducements, promises, warranties, and conditions among the parties. No agreement, understanding, representation, inducement, promise, warranty, or condition of any kind with respect to the subject matter of this Agreement shall be relied upon by the parties unless expressly incorporated herein. 17.2 This Agreement may not be amended or modified except by an agreement in writing signed by the party against whom the enforcement of any modification or amendment is sought. SECTION 18: WAIVER OF JURY TRIAL Both Client and UES waive trial by jury in any action arising out of or related to this Agreement. SECTION 19: INDIVIDUAL LIABILTY PURSUANT TO FLORIDA STAT. 558.0035, AN INDIVIDUAL EMPLOYEE OR AGENT OF UES MAY NOT BE HELD INDIVIDUALLY LIABLE FOR NEGLIGENCE. UES DOCS No. 1823094 Revised 12/04/2020 UNIVERSAL ENGINEERING SCIENCES Grounded in Excellence Geotechnical Engineering Construction Materials Testing & Inspection Building Code Compliance Occupational Health & Safety Environmental Building Envelope REPORT DISTRIBUTION INFORMATION REQUEST FORM Date UES Project # Attention Project Fax # Permit # The following Names, Addresses and Permit Numbers need to be supplied in order to assist in the distribution of reports for your project. Your cooperation in quickly responding will assure no delay in the completion of your construction operations and the distribution of all your reports. Note: Reports will be distributed electronically. Hard copies of reports can be provided upon request and will be billed at $75 per physical copy. Hard copies of Blower Door Testing reports will not be distributed unless specifically requested. A field report will be provided upon completion of the test. CLIENT INFORMATION Attention: Address: City: State: Zip: Phone #: Please Choose From the Following Options FlElectronic Copy (via email) Email: GENERAL CONTRACTOR Attention: Address: City: State: Zip: Phone #: Please Choose From the Following Options Electronic Copy (via email) Email: ARCHITECT OF RECORD Attention: Address: City: State: Zip: Phone #: Please Choose From the Following Options F]Electronic Copy (via email) Email: BUILDING DEPARTMENT Attention: Address: City: State: Zip: Phone #: Please Choose From the Following Options ❑ Electronic Copy (via email) Email: ENGINEER OF RECORD Attention.- Address: ttention:Address: City: State: Zip: Phone #: Please Choose From the Following Options F]Electronic Copy (via email) Email: OTHER Attention: Address: City: State: Zip: Phone #: Please Choose From the Following Options F]Electronic Copy (via email) Email: Please remit completed form to your local Team UES Representative. ©2020 Universal Engineering Sciences, LLC All Rights Reserved. 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