R-68-00 07/24/00RESOLUTION g - 6 00
RESOLUTION AUTHORIZING APPROVAL OF
AN ENGINEERING AGREEMENT WITH TRANSYSTEMS CORPORATION
IN CONJUNCTION WITH THE
METRA COMMUTER PARKING LOT EXPANSION PROJECT
(ED BOSSERT DRIVE — NORTH OF CANAL)
WHEREAS, the Village of Lemont requires engineering services related to the METRA
Commuter Parking Lot Expansion Project (Ed Bossert Drive — North of Canal); and
WHEREAS, the Village of Lemont seeks to utilize the firm of TranSystems Corporation; and
WHEREAS, the Village and TranSystems Corporation. have negotiated an agreement to
identify the terms and conditions of the services to be provided.
NOW, THEREFORE, BE IT RESOLVED, by the President and Board of Trustees that the
supplemental agreement attached hereto as Exhibit A is hereby approved.
PASSED AND APPROVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF
THE VILLAGE OF LEMONT, COUNTIES OF COOK, WILL AND DUPAGE,
ILLINOIS, on this 24th day of July , 2000.
John Benik
Debby Blatzer
Keith Latz
Connie Markiewicz
Rick Rimbo
Mary Studebaker
AYES NAYS PASSED ABSENT
v
HARLENE SMOLLEN, Village Clerk
Approved by me this 24th day of
Attest:
uZ
4;\,
CHARLENE SMOLLEN, Village Clerk
Approved to fo
, 2000.
KWASNESKI, Village President
1
JOHN ANTONOP S, Village Attorney
June 20, 2000
Mr. Stephen May, P.E.
Village Engineer
Village of Lemont
418 Main Street
Lemont, IL 60439 -3788
Reference: Commuter Parking Expansion
Heritage Corridor Line
Village of Lemont
Phase II Engineering
Dear Mr. May:
T 7Ems.
cam► ?FA Y 77cN
We are pleased to submit herein two (2) originals of the Letter Agreement for Professional
Engineering Services for the referenced project.
PROJECT SCOPE
In connection with the above referenced Project, TranSystems shall perform the Scope of Services
described in Exhibit A for the Village.
SCHEDULE
TranSystems anticipates that the Services can be by July 28, 2000, which will allow for an August
22, 2000 contract letting, assuming a June 30, 2000 notice to proceed.
COMPENSATION
As compensation for the performance of the above described Services, TranSystems will be
reimbursed by the Village by payment on a cost - plus -fixed -fee basis with an upper limit of
compensation of $14,946, as detailed in the Cost Estimate of Consultant Services (Exhibit B).
Invoices will be sent monthly and will be based on TranSystems' actual work completed.
GENERAL PROVISIONS
Attached to and made a part of his Letter Agreement is a copy of TranSystems' General Provisions.
The Village and TranSystems understand and agree that the General Provisions are a part of this
Letter Agreement and that each are bound by terms and conditions set forth in the General
Provisions. In the event that there is any inconsistency or conflict between the terms and conditions
set forth in this Letter Agreement and the General Provisions, the terms and conditions set forth in
this Letter Agreement shall control.
G.\BUSDE V\LEMONTmetro pk lot \May0620. doe
105 i Perimeter Drive, Suite 1025 • Schaumburg, Illinois 60173 -5058 • Phone: (847) 605 -9600 Fax: (847) 605 -9610
Mr. Stephen May, P.E.
June 20, 2000
Page 2
We sincerely appreciate the opportunity to work with you on this Project. If you concur with the
proposal outlined in this Letter Agreement, please execute the enclosed extra copy and return it to
TranSystems. Unless otherwise instructed by you in writing at the time that you return the executed
copy of this Letter Agreement, TranSystems will consider the executed Letter Agreement as our
notice to proceed.
Thank you for the opportunity to submit our Proposal for this project. If you have any questions,
please call.
Very truly yours,
Tran tems Co.'or. on
Charles J. "enzel, ' .E.
ACCEPTANCE:
I hereby accept the proposal outlined above and do hereby engage TranSystems to perform the
Services described above, on the terms and conditions set forth in the forgoing Letter Agreement. I
accept and agree o he terms and conditions of the foregoing Letter Agreement (including the terms
and conditions -'-t orth the General Provisions attached hereto.)
Accepted By:
Printed Name:
Title:
Village of Lemont
Date:
CJS:mlb
Enclosures
G. \BUSDEV\LEMONTmctn pk lot \May06 ?0. doc
GENERAL PROVISIONS
These General Provisions are attached to and made a part of the LETTER AGREEMENT, dated
, 2000 between Village of Lemont ( "CLIENT ") and TRANSYSTEMS CORPORATION
("TRANSYSTEMS") in respect of the Project described in the Letter Agreement. For purposes hereof, the
Letter Agreement, these General Provisions and any attachments to the Letter Agreement or these General
Provisions shall sometimes be collectively referred to as the "Agreement". In consideration of the mutual
covenants contained in the Letter Agreement and these General Provisions, CLIENT and TRANSYSTEMS
herein agree with respect of the performance of the Services (as described in the foregoing by Letter
Agreement), as follows:
SECTION 1: BASIC SERVICES OF TRANSYSTEMS
TRANSYSTEMS shall provide CLIENT the professional services described in the Scope of Services section of
the Letter Agreement ( "Basic Services "). TRANSYSTEMS shall not be obligated to perform any work or services which
are not part of, or are in addition to, the Basic Services ( "Additional Services "). TRANSYSTEMS shall be entitled to
receive compensation for any Additional Services which it performs for CLIENT and unless otherwise agreed by
TRANSYSTEMS and CLIENT, CLIENT shall pay for Additional Services by reimbursing TRANSYSTEMS for the
expenses it incurs in performing the Additional Services and for the time spent in performing the Additional Services on
the basis of TRANSYSTEMS Schedule of Rates and Expenses in effect at the time the Additional Services are provided.
TRANSYSTEMS shall not be obligated to perform, provide, fumish or obtain any Additional Services without the prior
written authorization of CLIENT. "Basic Services" and "Additional Services" are sometimes collectively referred to herein
as "Services ".
SECTION 2: CLIENT'S RESPONSIBILITIES
CLIENT will perform the duties identified in the Letter Agreement, if any, and in addition will at all times
cooperate with TRANSYSTEMS in the performance of the Services and CLIENT shall perform such other duties as are
reasonable requested by TRANSYSTEMS, from time to time, to assist in the timely and efficient performance by
TRANSYSTEMS of the Services.
SECTION 3: PERIODS OF SERVICE
3.1 Completion Date. If an anticipated date for the completion of the Basic Services is set forth
in the Schedule section of the Letter Agreement (the "Completion Date "), such a Completion Date is estimated, but not
guaranteed, to be the date that the Basic Services will be completed. If the Completion Date is exceeded through no
fault of TRANSYSTEMS, all rates, measures and compensation provided for under the Agreement shall be subject to
equitable adjustment. The Completion Date (and TRANSYSTEMS' obligation to complete the Basic Services by such
date) is subject to reasonable extensions for the performance of Additional Services, constructive changes or other extra
work and is subject to reasonable extensions for a Force Majeure Event.
3.2 Force Majeure. For purposes hereof, a "Force Majeure Event" shall mean the occurrence of a
failure or delay due to circumstances beyond TRANSYSTEMS' control including, without limitation, acts of God, acts of a
public enemy, fires, floods, earthquakes, wars, civil disturbances, sabotage, accidents, insurrection, blockages,
embargoes, storms, explosions, catastrophes, epidemics, damage to the Project, lack of access to Project, unavailable
utilities and power, water, labor disputes, CLIENT's failure to timely perform its obligations under this Agreement or other
causes beyond TRANSYSTEMS' control.
SECTION 4: PAYMENTS TO TRANSYSTEMS
4.1 Monthly Invoices. TRANSYSTEMS shall submit monthly statements for Basic and Additional
Services rendered and for reimbursable expenses incurred. CLIENT shall make prompt monthly payments in response
to TRANSYSTEMS monthly statements.
4.2 Payments after Termination. In the event of termination by CLIENT to TRANSYSTEMS under
paragraph 5.1, TRANSYSTEMS will be paid for Services rendered and expenses incurred through the date of
termination and TRANSYSTEMS shall also be reimbursed for the charges of independent professional associates and
consultants employed by TRANSYSTEMS to render Basic Services or Additional Services and all reasonable
demobilization costs incurred by TRANSYSTEMS, including any cancellation charges by independent professional
associates, consultants and others performing or fumishing Services on the Project through TRANSYSTEMS, and
TRANSYSTEMS shall be paid for all Additional Services performed and unpaid reimbursable expenses incurred through
the date of the termination.
G: \BUSDEV \LEMONT \metra pk lot \May0620.doe
SECTION 5: GENERAL CONSIDERATIONS
SECTION 5.1. Termination. The obligation to provide further services under this Agreement may be terminated by
either party upon seven (7) days' written notice to the other party in the event of substantial failure by the other party to
perform in accordance with the terms hereof through no fault of the terminating party.
SECTION 5.2. Reuse of Documents. All documents, drawings, sketches, studies, analysis, information, schedules,
estimates, reports and other items prepared or fumished by TRANSYSTEMS (or TRANSYSTEMS' independent
professional associates and consultants) pursuant to this Agreement, including, but not limited to Drawings and
Specifications, are instruments of service in respect of the Project and TRANSYSTEMS shall retain an ownership and
property interest therein whether or not the Project is completed. Provided, however, that such documents, drawings,
sketches, studies, analysis, information, schedules, estimates, reports and other items are not intended or represented
to be suitable for reuse by CLIENT or others on extensions of the Project or on any other project. Any reuse without
written verification or adaptation by TRANSYSTEMS for the specific purpose intended will be at CLIENT's sole risk and
without liability or legal exposure to TRANSYSTEMS, or to TRANSYSTEMS' independent professional associates or
consultants, and CLIENT does hereby, to the fullest extent permitted by law, indemnify and hold harmless
TRANSYSTEMS, TRANSYSTEMS' officer, employees and agents and TRANSYSTEMS' independent professional
associates and consultants from all claims, suits, demands, damages, liabilities, losses, expenses and costs, including
but not limited to reasonable attomey's fees and other costs of defense, arising out of or resulting therefrom.
SECTION 5.3. Standard of Practice, Warranties. Services performed by the TRANSYSTEMS under this
Agreement will be conducted in a manner consistent with the level of care, diligence and skill ordinarily possessed and
exercised by members of the profession currently practicing in the same locality under similar conditions. Except as
expressly set forth above, no other representations, expressed or implied, and no warranty or guarantee is included in
this Agreement, or in any document, drawing, sketch, study, analysis, schedule, estimate, report, opinion, specification
and other item prepared or fumished by TRANSYSTEMS (or TRANSYSTEMS' independent professional associates and
consultants) pursuant to this Agreement. TRANSYSTEMS makes no representations, covenants, warranties or
guarantees, express or implied, other than those expressly set forth herein. IMPLIED WARRANTIES OF
MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE SPECIFICALLY EXCLUDED. The parties'
rights, liabilities, responsibilities and remedies with respect to the Services, whether in contract or otherwise, shall be
exclusively those expressly set forth in this Agreement.
SECTION 5.4. Opinions of Cost and Schedule. Since TRANSYSTEMS has no control over the cost of labor,
materials, equipment or services fumished by others, or over the resources provided by others to meet construction or
other Project schedules, or over the methods of others in determining prices, or over competitive bidding or market
conditions, TRANSYSTEMS' opinions of probable costs (including probable Total Project Costs and Construction Cost)
and of Project schedules shall be made on the basis of TRANSYSTEMS' experience and qualifications and represent
TRANSYSTEMS' best judgment as an experienced and qualified professional engineer, familiar with the construction
industry; but TRANSYSTEMS cannot and does not guarantee that proposals, bids or actual Project costs (including
Total Project Costs or Construction Costs) will not vary from opinions of probable cost prepared by TRANSYSTEMS or
that actual schedules will not vary from the projected schedules prepared by TRANSYSTEMS.
SECTION 5.5. Limitation of Responsibility, Jobsite SafetylTechniques. TRANSYSTEMS shall not have control
over or charge of and shall not be responsible for construction means, methods, techniques, sequences or procedures,
or for safety precautions and programs in connection with the Project or any contractor, subcontractor, vendor or other
Project participant, not under contract to TRANSYSTEMS (collectively the "Other Project Parties "). In addition,
TRANSYSTEMS shall not be responsible for: i) the failure of any of the Other Project Parties to fulfill their respective
contractual responsibilities and obligations to CLIENT or to comply with federal, state or local laws, rules, regulations or
codes; ii) for the schedules of any of the Other Project Parties or the failure of any of the Other Project Parties to carry
out their work in accordance with their respective agreements. TRANSYSTEMS shall not have control over or charge of
and shall not be responsible for acts or omissions of the Other Project Parties, or their agents or employees, or of any
other persons performing portions of the work on the Project.
5.6. Consequential Damages. To the fullest extent permitted by law, TRANSYSTEMS shall not, in any
event, be liable to CLIENT for any special, indirect, incidental or consequential damages, including, but not limited to,
damages from delay, distribution, loss of product, loss of use, loss of profits or revenue or increased cost of operation,
the cost of capital or the cost of purchased or replacement equipment, systems or power.
5.7 Limitation of Liability. To the fullest extent permitted by law, TRANSYSTEMS' total liability to
CLIENT for all claims, losses, damages and expenses resulting or arising in any way from the performance of the
Services (including TRANSYSTEMS' indemnity obligations hereunder) shall not exceed the total compensation received
by TRANSYSTEMS under this Agreement or the limits of any professional liability insurance maintained by
TRANSYSTEMS, whichever is less.
G: \BUSDEV \LEMONT \mecra pk lot \May0620.doc
5.8 Survival. The terms and conditions of this Section 5 shall survive the termination of this Agreement
and /or the completion of the Services.
SECTION 6: SPECIAL PROVISIONS
SECTION 6.1. Contract Documents. The Letter Agreement, together with these General Provisions and with the
Exhibits, schedules and other attachments identified in the Letter Agreement constitute the entire agreement between
CLIENT and TRANSYSTEMS and supersede all prior written or oral understandings. The Letter Agreement, these
General Provisions and said Exhibits, schedules and attachments may only be amended, supplemented, modified, or
canceled by a duly executed written instrument.
SECTION 6.2. Hazardous Materials. Unless otherwise provided in this Agreement, TRANSYSTEMS shall have no
responsibility for the discovery, presence, handling, removal or disposal of or exposure of persons to hazardous
materials in any form at the Project site. However, TRANSYSTEMS shall report to CLIENT the presence and location of
any hazardous material which it notices or which an engineer of similar skill and experience should have noticed.
Accepted:
G: \BUSDEV \LEMONT \metra pk Lot \May0620.doe
CLIENT's Initials TRANSYSTEMS' Initials
EXHIBIT A
SCOPE OF ENGINEERING SERVICES
SCOPE OF ENGINEERING SERVICES
Commuter Parking Expansion
Phase II Engineering
1. Project Coordination
a. Conduct a preliminary conference with the Village staff to discuss goals, objectives,
and schedule for the project.
b. Meet with the Village, the Illinois Department of Transportation (DOT), Division
of Public Transportation, and Metra to discuss the prefinal plans, cost estimates, and
schedule.
c. Obtain information from private utility companies and identify potential conflicts
with the proposed work.
2. Field Survey
a. Conduct full topographic design survey within the project limits based on the
English system.
b. Download topographic survey and cross sections for use in the Phase II plans.
3. Prefinal Contract Plans and Documents
a. It is anticipated that the following sheets would be included in English format in the
contract plans:
No. of
Sheets
1. Title Sheet 1
2. Highway Standards, General Notes, and Typical Section 1
3. Summary of Quantities 1
4. Layout and Grading Plan 1
5. Signing, Striping, and Landscaping Plan 1
6. Lighting Plan and Details 1
7. Standard Details 3
TOTAL 9
Page 1
,a►r� /`_
SCOPE OF ENGINEERING SERVICES
Commuter Parking Expansion
Continued...
b. Prepare summary of quantities, estimate of construction cost, estimate of
construction time, and construction schedule.
c. Prepare special provisions, supplemental specifications, and check sheets of
recurring special provisions.
d. Submit prefinal plans and specifications to the Village, IDOT, Division of Public
Transportation, Metra, and utility companies for review.
4. Final Contract Plans and Documents
a. Based on pre -final review comments received, prepare final contract plans.
b. Prepare final summary of quantities, estimate of construction cost, estimate of
construction time, and construction schedule.
c. Prepare final special provisions, supplemental specifications, and check sheets of
recurring special provisions.
d. Submit 25 copies of the plans and specifications to the Village for contract letting.
e. Submit final mylars and specifications to the Village for their files.
Page 2
TZAINASYSnatilS v A
ra r r
EXHIBIT B
COST ESTIMATE OF CONSULTANT SERVICES
ROUTE Commuter Parkin, Expansion
PROJECT Heritage Corridor Line -- Phase 11
SECTION
COUNTY Cook County
J013 NO.
O 0
SHEET I OF 3
FIRM TRANSYSTEMS CORPORATION
OVERHEAD RATE 146.02%
TSER'CTCE
DATE June 20 ,2000
COMPLEXfrY FACTOR 0
ITEM
MANHOURS
(A)
PAYROLL
(4)
OVERIEAD
&
FRINGE BENT
(C)
IN- IIOUSE
DIRECT
COSTS
(9 -1)
OUTSIDE
DIRECT
COSTS
(D-2)
FIXED
FEE
(E)
SERVICES
BY
OTIII RS
Cr)
TOTAL
(G)
%
GRAND
"TOTAL
(II)
PHASE II ENGINEERING SERVICES
1. Project Coordination
16
395
577
-
-
132
-
1,104
7.4%
2. Supplemental Field Survey
36
687
1,003
64
-
238
-
1,992
13.3%
3. Prefinal Contract Plans and Documents
144
2,959
4,321
-
97
987
-
8,364
56.0%
4. Final Contract Plans and Documents
44
1,001
1,462
-
690
334
-
3,486
23.3%
TOTALS
240
5,042
7,363
64
787
1,691
-
14,946
100.0%
ROUTE Commuter Parking Expansion
PROJECT Heritage Corridor Line -- Phase 1I
SECTION
COUNTY Cook County
3013 NO.
ROJEC'
SHEET 2 OF 3
TRANSYSTEMS CORPORATION
Phase II Engineering Services
DATE June 20 ,2000
PAYROLL
CLASSIFICATION
AVG
IROURLY
RATES
ITEM I
Project Coordination
ITEM 2
Supplementa Field
Survey
ITEM 3
Prefinal Contract Plans
and Documents
I I EM 4
Final Contract Plans
and Documents
TOTAL
IIOURS
..
PART.
WGTI)
RATE
I [OURS
r
PART
WG'lu
RATE
110IIRS
PART
WGTL
RATE
HOURS
%
PAR I.
WGTD
RA1 L'
IIUIIKS
PART
wGTD
RATE
Principal in Charge
60.00
40.00
0
2
0.0
12.5
$0.00
$5.00
0
0
0.0
0.0
$0.00
$0.00
0
4
0.0
2.8
$0.00
$1.11
0
2
0.0
4.6
$0.00
$1.82
0
8
0.0
$0.00
~$1.33
Project Manager
3.3
Chief Structural Engineer
46.00
0
0.0
$0.00
0
0.0
$0.00
0
0.0
$0.00
0
0.0
$0.00
0
0.0
$0.00
Senior Project Engineer
36.55
0
0.0
$0.00
0
0.0
$0.00
0
0.0
$0.00
0
0.0
$0.00
0
0.0
$0.00
--$0.73
Project Engineer
29.03
0
0.0
$0.00
0
0.0
$0.00
4
2.8
$0.81
2
4.6
$1.32
6
2.5
Design Engineer III
23.78
10
62.5
$14.86
0
0.0
$0.00
40
27.8
$6.61
20
45.5
$10.81
70
29.2
$6.94
Design Engineer II
21.19
0
0.0
$0.00
0
0.0
$0.00
12
8.3
$1.77
0
0.0
$0.00
12
5.0
$1.06
Design Engineer I
19.25
0
0.0
$0.00
0
0.0
$0.00
16
11.1
$2.14
4
9.1
$1.75
20
8.3
$1.60
Survey Crew Chief
23.46
0
0.0
$0.00
16
44.4
$10.43
0
0.0
$0.00
0
0.0
$0.00
16
6.7
$1.56
Senior Engineering Tech.
24.50
0
0.0
$0.00
4
11.1
$2.72
4
2.8
$0.68
0
0.0
$0.00
8
3.3
$0.82
CADD Technician II
19.40
4
25.0
$4.85
0
0.0
$0.00
36
25.0
$4.85
16
36.4
$7.05
56
23.3
$4.53
CADD Technician I
13.33
0
0.0
$0.00
16
44.4
$5.92
24
16.7
$2.22
0
0.0
$0.00
40
16.7
$2.22
Word Processor/ Admin.
12.87
0
0.0
$0.00
0
0.0
$0.00
4
2.8
$0.36
0
0.0
$0.00
4
1.7
$0.21
TOTALS
16
100.0
$24.71
36
100.0
$19.07
144
100.0
$20.55
44
100.0
$22.75
240
100.0
$21.00
Commuter Parking Expansion
Heritage Corridor Line
Village of Lemont
Sheet 3 of 3
Direct Cost Summary
Phase II Engineering Services
2. Supplemental Field Survey
Vehicle expense
2 days @ $
3. Prefinal Contract Plans and Documents
32 /day $ 64 *
Subtotal $ 64
Xerox Copies
25 sheets @ 10 copies @ $ 0.10 /sheet $ 25
Blueline Copies
9 sheets @ 10 copies @ $ 0.80 /sheet
Subtotal
4. Final Contract Plans and Documents
$ 72
$ 97
Xerox Copies
125 sheets @ 35 copies @ $ 0.10 /sheet $ 438
Blueline Copies
9 sheets @ 35 copies @ $ 0.80 /sheet
Subtotal
$ 252
$ 690
TOTAL DIRECT COSTS $ 851
Note: " *" Signifies In -House Direct Cost.