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7.5. HRSR 05-03-2021
Request for Action Cir•ci Elk - River= To Item Number Housing and Redevelo ment Authority7.5 Agenda Section Meeting Date Prepared by General Business May 3, 2021 Colleen Eddy, Economic Development Specialist Item Description Reviewed by Main and Gates Redevelopment Update Cal Portner, City Administrator Reviewed by Action Requested Item is presented for informational purposes. Background/Discussion Staff received a proposal to conduct soil borings on the Main and Gates property, as a developer asked if any were completed on this site. Tonight, staff is asking for direction on the soil boring proposal. Staff has been in contact with the last homeowner and is working on scheduling a meeting with him soon. A proposal for grass and stump removal has been received from the city's public works department. The total for materials and equipment came in around$3,800 which is under the $4,000 allocated in the building repair and maintenance budget. The scope of work ensures the HRA is in compliance with state and local ordinances. Financial Impact N/A Mission/Policy/Goal The goal of the HRA is to improve existing housing stock by offering incentives or programs to repair and maintain residential properties. Attachments • Soil Borings Proposal The Elk River Vision P I I E R E o R Y A welcoming community avith revolutionary and spirited resourcefulness, exceptional [NAWR service, and community engagement that encourages and inspires prosperity. Updated.August 2020 April 12, 2021 City of Elk River – Housing and Redevelopment Authority Attn: Colleen Eddy 13065 Orono Parkway Elk River, Minnesota 55330 Re: Proposal for Geotechnical Exploration Main and Gates Redevelopment Elk River, Minnesota AET Proposal No. P-0001445 Dear Ms. Eddy: American Engineering Testing (AET) is pleased to submit a proposal for this project. In this proposal, we present our understanding of the project, an outline of the scope of services we are to provide, a fee schedule, and an estimate of charges for our services. Project Information: We understand that the City of Elk River - Housing and Redevelopment Authority is proposing to perform some preliminary geotechnical exploration at the location of the proposed Main and Gate Redevelopment property in Elk River, Minnesota. Please contact us if the proposed construction is different than our understanding. Scope of Services: Field Exploration Per the request for proposal, we are submitting our fee proposal for the following scope. This proposal is based on the requested number of borings, boring locations and depth as indicated in the RFP. We will: Arrange clearance of underground public utilities through the Gopher State One Call System. Perform 4 standard penetration test borings (ASTM: D1586) to a depth of 14½ feet each within the proposed redevelopment area. Seal the borehole per Minnesota Department of Health requirements. We will drill the borings using hollow stem augers or by rotary mud drilling, and sampling by the split-barrel method in general accordance with ASTM D1586. Our crew will keep field logs noting the methods of drilling and sampling, the Standard Penetration Values (N-values, “blows per foot”), preliminary soil classification, and observed groundwater levels. Representative portions of recovered samples will be sealed in jars to prevent moisture loss and submitted to our laboratory for review, geotechnical testing and final classification. This proposal is for geotechnical purposes and does not include environmental sampling or field screening. We will, however, note any odors or obvious signs of contamination if they are observed. We will backfill the boreholes to comply with the Minnesota Department of Health Regulations. Even after backfilling, some sloughing of the backfill may occur, resulting in a potential tripping hazard to pedestrians. 5548 Barthel Industrial Drive, Suite 500 | Albertville, MN 55301 Phone (763) 428-5573 | (800) 972-6364 | Fax (651) 659-1379 | www.amengtest.com | AA/EEO This document shall not be reproduced, except in full, without written approval from American Engineering Testing, Inc. CONSULTANTS · ENVIRONMENTAL · GEOTECHNICAL · MATERIALS · FORENSICS City of Elk River -HRA – Main and Gates Redevelopment; Elk River, Minnesota AET Proposal No. P-0001445 April 12, 2021 Page 2 of 4 American Engineering Testing, Inc. We assume that the Client will backfill and repair any boreholes that may slough after our exploration is complete. AET cannot accept any liability associated with pedestrian injury after we leave the site. Based on our knowledge of the site we plan to drill the borings with a truck mounted drill vehicle. Accessing the boring locations may leave ruts in the ground. We assume that the Client will perform any site restoration work. We have not included a fee for site restoration in our cost estimate. Underground Utilities Before we drill, we will contact Gopher State One Call to locate public underground utilities. Gopher State One Call does not currently charge for this service, but they will not locate private underground utilities or structures. Examples of private utilities include, but are not limited to, propane lines, sewer laterals, sprinkler systems, site lighting, and electric and data lines between buildings. Gopher State One Call indicates that the property owner is responsible for locating all private underground utilities and structures. We request that you please coordinate this activity with the owner and AET prior to AET beginning any subsurface exploration. Also, please provide us with any maps, plans and records showing the location of all private utilities and structures. We can provide you with names and contact information for private utility locators. These companies usually charge a fee for their services. Also, please note that private locators cannot guarantee that all private utilities will be located. For the private locator to be accurate and effective, the property owner must provide maps, plans and records showing the location of all private utilities and structures. The property owner must also provide a knowledgeable site representative to meet with the private locator and AET personnel. AET shall be entitled to rely upon the accuracy of all location information supplied by any source. We will not be responsible for any damages to underground utilities or structures not located or incorrectly identified by the property owner, any maps, plans or records, or public or private utility locator providers. Laboratory Testing We will initiate routine laboratory testing by reviewing each recovered soil sample to assess the major and minor soil components, while also noting the color, degree of saturation, and lenses or seams in the samples. If we encounter cohesive soil, we will test selected samples for moisture content. On completion of testing, we will visually/manually classify each sample on the basis of texture and plasticity in accordance with the Unified Soil Classification System and prepare the boring logs. Report Following the field and laboratory services, the logs of the test borings, the laboratory test results will be provided. Fees: For the scope of services described above, our charges will be as follows: 1. Utility Clearance & Boring Layout $ 300.00 2. Drilling and Sampling – 2 borings; 30 feet $ 1,900.00 3. Laboratory testing, classification, and boring logs $ 400.00 4. Report $ 400.00 TOTAL ESTIMATE $ 3,000.00 City of Elk River -HRA – Main and Gates Redevelopment; Elk River, Minnesota AET Proposal No. P-0001445 April 12, 2021 Page 3 of 4 American Engineering Testing, Inc. We will establish $3,000.00 as a not-to-exceed lump sum fee for the geotechnical services outlined above. In the event the scope of our services needs to be revised (for example, additional or deeper borings/soundings, or additional field or laboratory testing), we will review such scope adjustments and the associated fees with you and receive your approval before proceeding. Our fees will be in effect until April 30, 2021, after which they will be subjected to review and possible escalation. Minnesota Department of Health Fees Effective July 1, 2019, the Minnesota Department of Health (MDH) has changed the borehole sealing and notification requirements. For sites where borings are drilled to a depth of 15 feet or deeper, all licensed drilling companies are required by law to grout the boreholes upon completion. For borings 25 feet in depth or deeper all licensed drilling companies must submit written notification to the MDH prior to drilling along with a fee of $75. Projects that span multiple properties will require multiple notifications. The MDH also requires that a Sealing Record be submitted to the MDH, with a copy to you, after the borings are completed. The above fee estimate for our geotechnical services includes the MDH fee for the proposed scope of drilling; however, because subsurface conditions can change between borings, the final MDH fee (including an administrative charge of $65 per notification) will be added, if necessary, to our final invoice to you. The MDH Notification and Sealing Record requires the Property Owner name and mailing address (the Property Owner will also receive a copy of the Sealing Record). Please verify this information below. Property Owner’s name/company name: _______________________________________________ Property Owner’s mailing address: ___________________________________________________ Environmental Concerns: This proposal is presented for engineering services to evaluate the structural properties of the soil at the specified site. This proposal does not cover an environmental assessment of the site or environmental testing of the soil or groundwater. If you wish to have us provide these additional services, please contact us. Terms and Conditions: All AET Services are provided subject to the Terms and Conditions set forth in the enclosed “Environmental/Geotechnical Service Agreement—Terms and Conditions,” which, upon acceptance of this proposal, are binding upon you as the Client requesting Services, and your successors, assignees, joint venturers and third-party beneficiaries. Please be advised that additional insured status is granted upon acceptance of the proposal. By authorizing this proposal, we will proceed with the understanding that permission has been given by the current property owner to enter the site and perform our field services. Acceptance: This proposal is presented in electronic (PDF) form; hard copies can be prepared and mailed to your office upon request. AET requests written acceptance of this proposal in the Proposal Acceptance box below, but the following actions shall constitute your acceptance of this proposal together with the Terms and Conditions and Amendments: 1) issuing an authorizing purchase order for any of the Services described above, 2) authorizing AET’s presence on site, or 3) written or electronic notification for AET to proceed with any of the Services described in this proposal. Please indicate your acceptance of this City of Elk River -HRA – Main and Gates Redevelopment; Elk River, Minnesota AET Proposal No. P-0001445 April 12, 2021 Page 4 of 4 American Engineering Testing, Inc. proposal by signing below and returning a copy to us. When you accept this proposal, you represent that you are authorized to accept on behalf of the Client. If you have questions regarding this proposal, please contact us. Sincerely, American Engineering Testing, Inc. Robert J. Olson, PE Albertville Branch Manager Phone: (763) 742-8651 Email: rolson@amengtest.com Attachments: Environmental/Geotechnical Service Agreement —Terms and Conditions AET PROPOSAL No. P-0001445 ACCEPTANCE AND AUTHORIZATION Signature: __________________________________________ Date: ______________________ Printed Name:____________________________________________________________________ Title: ___________________________________________________________________________ Representing: ____________________________________________________________________ ENVIRONMENTAL / GEOTECHNICAL SERVICE AGREEMENT - TERMS AND CONDITIONS Page 1 of 4 ACS417EG (01/21) AMERICAN ENGINEERING TESTING, INC. SECTION 1 - RESPONSIBILITIES 1.1 - This Service Agreement – Terms and Conditions (“terms and conditions”) is applicable to all services ("Services") provided by American Engineering Testing, Inc. (AET). As used herein “Services” refer s to the scope of services described in the proposal submitted by AET to Client. The proposal, these terms and conditions and any appendices attached hereto shall comprise the agreement ("Agreement") between AET and Client for Services described in the proposal and are bindi ng upon the Client, its successors, assignees, joint ventures and third-party beneficiaries. AET requests written acceptance of the Agreement, but the following actions shall also constitute Client’s acceptance of the Agreement: 1) issuing an authorizing purchase order, task order or service order for any of the Services, 2) authorizing AET’s presence on site, or 3) written or electronic notification for AET to proceed with any of the Services. Issuance of a purchase order, task order or service order by Client which contains separate terms and conditions will not take precedence or modify the terms and conditions contained in this Service Agreement. 1.2 – Prior to AET performing Services, Client will provide AET with all information that may affect the cost, progress, safety and performance of the Services. This includes, but is not limited to, information on proposed and existing construction, all pertinent sections of contracts between Client and their Client and/or Owner which contain flow-down provisions to AET, if they are provided, site safety plans or other documents which may control or affect AET's Services. If new information becomes available during AET's Services, Client will provide such information to AET in a timely manner. Failure of Client to timely notify AET of changes to the project including, but not limited to, location, elevation, loading, or configuration of the structure or improvement will constitute a release of any liability or indemnity obligations of AET for loss or damages related to such changes. Client will provide a representative for timely answers to project-related questions by AET. 1.3 - AET is responsible only for performance of the Services. AET will not be held responsible for work or omissions by Client or any other party working on the project. The Services do not include construction management, general contracting or surveying services. AET w ill not be responsible for directing or supervising the work of other parties, unless specifically authorized and agreed to in writing. 1.4 – Client acknowledges the limitations inherent in sampling to characterize buried subsurface conditions. Variations in soil conditions occur between and beyond sampled/tested locations. The passage of time, natural occurrences and direct or indirect human activities at the site or distant from it may alter the actual conditions. Client assumes all risks associated with such variations in soil and subsurface conditions. 1.5 - AET is not responsible for interpretations or modifications of AET's recommendations by other persons. 1.6 - Should changed conditions be alleged, Client agrees to notify AET before evidence of alleged change is no longer accessible for evaluation. 1.7 – Pricing in the proposal assumes use of these terms and conditions. AET reserves the right to amend pricing if Client requests modifications to the Agreement or use of Client’s alternate contract format. Any contract amendments made after Client has authorized the Services shall be applicable only to Services performed after the effective date of such amendment. The proposal and these terms and conditions, including terms of payment, shall apply to all Services performed prior to the effective date of such amendment. 1.8 - The AET proposal accompanying these terms and conditions is valid for ninety (90) days after the proposal issuance date to the Client. Any attempt to authorize Services after the expiration date is subject to AET’s right to revise the proposal as necessary. SECTION 2 - SITE ACCESS AND RESTORATION 2.1 - Client will furnish AET safe and legal site access. 2.2 Client acknowledges that in the normal course of its Services, AET may unavoidably alter existing site conditions or affect the environment in the area being studied. AET will take reasonable precautions to minimize alterations to the site or existing materials. Restoration of the site is the responsibility of the Client. SECTION 3 - UNDERGROUND UTILITIES AND STRUCTURES (FACILITIES) 3.1 - AET’s sole responsibility under this section will be to contact the state “call before you dig” notification center (e.g. Gop her State One Call in Minnesota), if such an entity exists, for location information of public utilities only. AET shall have no obligation to proceed with the work until Client has fully complied with all the requirements of this Section 3. 3.2 - Client will mark or cause to be marked the location of all other Facilities that service or are located on the site. AET shall be entitled to rely upon the accuracy of all location information supplied by any source. 3.3 - Client acknowledges that location data may be incorrect or that some Facilities may not be capable of location and Client fully accepts this risk and waives any claims against AET for incorrect locations or Facilities incapable of location. 3.4 - Client shall hold harmless, indemnify and defend AET from all claims, damages, losses, fines, penalties and expenses (including attorney’s fees) arising out of or related to the following: a) Facilities that are not shown or vary from the locations shown on any pl ans or drawings, b) Facilities that are not located by or vary from the locations marked by Client, governmental or quasi-governmental locator programs, or private utility locating services, or c) any other Facilities that are not disclosed or vary from locations provided by the Client. T he obligation to defend AET shall be independent of the obligation to indemnify and hold harmless AET and shall be with independent counsel acceptable to AET. SECTION 4 - CONTAMINATION 4.1 - Client acknowledges and accepts all contamination risks which may be associated with the Services. Risks include, but are not limited to, cross contamination created by linking contaminated zones to uncontaminated zones during the drilling process; containment an d proper disposal of known or suspected hazardous materials, drill cuttings and drill fluids; and decontamination of equipment and disposal and replacement of contaminated consumables. Discovery of actual or suspected hazardous materials shall entitle AET to take immediate measures it deems necessary in its sole discretion, including regulatory notification, to protect human health and safety, and/or the environment. Further, discovery of such materials constitutes a changed condition for which Client agrees to pay associated additional cost. 4.2 - Client shall indemnify and hold AET harmless from all liability, damages, claims or costs resulting from contaminants on the site. SECTION 5 - SAFETY 5.1 - Client shall inform AET of any known or suspected hazardous materials or unsafe conditions at the site. If, during the course of AET's Services, such materials or conditions are discovered, AET reserves the right to take measures to protect AET personnel and equipment o r to immediately terminate Services. Client shall be responsible for payment of such additional protection costs. 5.2 - AET shall only be responsible for safety of AET employees at the site; the safety of all others shall be Client's or other persons' responsibility. ENVIRONMENTAL / GEOTECHNICAL SERVICE AGREEMENT - TERMS AND CONDITIONS Page 2 of 4 ACS417EG (01/21) AMERICAN ENGINEERING TESTING, INC. SECTION 6 – SAMPLES 6.1 - Client shall inform AET of any known or suspected hazardous materials prior to submittal to AET. All samples obtained by or s ubmitted to AET remain the property of the Client during and after the Services. Any known or suspected hazardous material samples will be returned to the Client at AET's discretion. 6.2 - Non-hazardous samples will be held for thirty (30) days and then discarded unless, within thirty (30) days of the report date, the Client requests in writing that AET store or ship the samples. Storage and shipping costs shall be borne solely by Client. SECTION 7 - PROJECT RECORDS The original project records prepared by AET will remain the property of AET. AET shall retain these original records for a minimum of three years following submission of the report, during which period the project records can be made available to Client at AET's office at reasonable times. SECTION 8 - STANDARD OF CARE AET performs its Services consistent with the level of care and skill normally performed by other firms in the profession at the time of this service and in this geographic area, under similar budgetary constraints. SECTION 9 - INSURANCE AET maintains insurance with coverage and limits shown below. AET will furnish certificates of insurance to Client upon reque st. 9.1 – Workers’ Compensation Statutory Limits Employer’s Liability $100,000 each accident $500,000 disease policy limit $100,000 disease each employee Commercial General Liability $1,000,000 each occurrence $1,000,000 aggregate Automobile Liability $1,000,000 each accident Professional/Pollution Liability Insurance $1,000,000 per claim $1,000,000 aggregate 9.2 - Commercial General Liability insurance will include coverage for Products/Completed Operations extending one (1) year after completion of AET’s Services as outlined in our proposal, Property Damage , Personal Injury, and Contractual Liability coverage applicable to AET's indemnity obligations under this Agreement. 9.3 - Automobile Liability insurance shall include coverage for all owned, hired and non-owned automobiles. 9.4 - Professional/Pollution Liability Insurance is written on a claims-made basis and coverage will be maintained for one (1) year after completion of AET’s Services as outlined in our proposal. Renewal policies during this period shall maintain the same retroactive date. 9.5 - To the extent permitted by applicable state law, and upon Client’s signing of the proposal, which includes these Terms and Conditions, and return of the same to AET, or Client provided forms of acceptance as defined in Section 1.1; Client and Owner shall be named an “additional insured” on AET’s Commercial General Liability Policy (Form CG D4 14 , which includes blanket coverage for the Additional Insured on a Primary and Non-Contributory basis). Client and Owner shall also be named an "additional insured" on a Primary and Non-contributory basis on AET's Automobile Liability Policy (Form CA T4 74 ). Any other endorsement, coverage or policy requirement may result in additional charges. 9.6 - AET will maintain insurance coverage required by this Agreement at its sole expense, provided such insurance is reasonably available, with insurance carriers licensed to do business in the state in which the project is located and having a current A.M. Best rating of no less than A minus (A-). Such insurance shall provide for thirty (30) days prior written notice to Client for notice of cancellation or material limitations for the policy or ten (10) days' notice for non-payment of premium. 9.7 - AET reserves the right to charge Client for AET’s costs for additional coverage requirements unknown on the date of the propo sal, e.g., coverage limits or policy modification including waiver of subrogation, additional insured endorsements and other project spe cific requirements. SECTION 10 - DELAYS If delays to AET's Services are caused by Client or Owner, other parties, strikes, natural causes, pandemic, weather, or other items beyond AET's control, a reasonable time extension for performance of the Services shall be granted, and AET shall receive an equitable fee adjustment. SECTION 11 - PAYMENT, INTEREST, AND BREACH 11.1 - Invoices are due net thirty (30) days from the date of receipt of an undisputed invoice, but not greater than 45 days from the da te of the invoice. Client will inform AET of invoice questions or disagreements within fifteen (15) days of invoice date; unless so informed, invoices are deemed correct. 11.2 – Invoices remaining unpaid for sixty (60) days shall constitute a material breach of this Agreement, permitting AET, in its sole discretion and without limiting any other legal or equitable remedies for such breach, to terminate performance of this Agreement and be relieved of any associated duties to the Client or other persons. Further, AET may withhold from Client data and reports in AET’s possession. If Client fails to cure such breach, all reports associated with the unpaid invoices shall immediately upon demand be returned to AET and Client may neither use nor rely upon such reports or the Services. ENVIRONMENTAL / GEOTECHNICAL SERVICE AGREEMENT - TERMS AND CONDITIONS Page 3 of 4 ACS417EG (01/21) AMERICAN ENGINEERING TESTING, INC. 11.3 – AET reserves the right to pursue any unpaid invoice utilizing available remedies at law. AET explicitly reserves its Mechanic Lien or Bond Claim rights for nonpayment of an undisputed invoice. Client is responsible for paying AET expenses and attorney fees related to collection of past due invoices. SECTION 12 - CHANGE ORDERS AET's proposal associated with this project provides an estimated cost for the work. If the proposal amount is a time and material estimate, or if changes occur affecting the project scope, estimated quantities, project schedule or other unforeseen conditi ons, AET will communicate with Client if AET’s fees are approaching the proposal amount and request a change order. However, nothing in this agreement shall be construed in any way as a waiver of payment by Client to AET for Services authorized under this agreement. Approval of a change order may be in writing or by electronic communication. SECTION 13 - MEDIATION 13.1 - Except for enforcement of AET’s rights to payment for Services rendered or to assert and/or enforce its lien rights, includin g without limitation assertion and enforcement of mechanic’s lien rights and foreclosure of the same, Client and AET agree that any claim, dispute or other matter in question arising out of or related to this Agreement shall be subject to mediation as a condition pr ecedent to arbitration or the institution of legal or equitable proceedings by either party; provided however that if either party fails to respond to a re quest for mediation within sixty (60) days, the party requesting mediation may without further notice, proceed to arbitration or the institution of legal or equitable proceedings. 13.2 - Mediation shall be in accordance with the Construction Industry Mediation Rules of the American Arbitration Association. Request for mediation shall be in writing and the parties shall share the mediator’s fee and any filing fees equally and each party shall pay their own legal fees. The mediator shall be acceptable to both parties and shall have experience in commercial construction matters. SECTION 14 - LITIGATION REIMBURSEMENT Except for matters relating to non-payment of fees, which is governed by Section 11 hereof, payment of attorney’s fees and costs associated with lawsuits or arbitration of disputes between AET and Client, which are dismissed or are judged substantially in either party's favor, shall be paid by the non-prevailing party. Applicable costs include, but are not limited to, attorney and expert witness fees, court costs, and AET costs. SECTION 15 - MUTUAL INDEMNIFICATION 15.1 - Subject to the limitations contained in Sections 15 and 18, AET agrees to indemnify Client from and against damages and costs to the extent caused by AET's intentional acts or negligent performance of the Services. 15.2 - Client agrees to indemnify AET from and against damages and costs to the extent caused by the intentional acts or negligence of the Client, Owner, Client's contractors and subcontractors or other third parties. 15.3 - If Client has an indemnity agreement with other persons or entities relating to the project for which AET’s Services are performed, the Client shall include AET as an additional insured. 15.4 - AET's indemnification to the Client, including any indemnity required or implied by law, is limited solely to losses or damages caused by its failure to meet the standard of care and only to the extent of its negligence. SECTION 16 - NON-SOLICITATION Each party to this Agreement (a “Party”) agrees that it will not encourage, induce, or actively solicit any employee of the other party to leave their employment for any reason, provided that neither Party is precluded from (a) hiring any such employee who has been terminated by a Party or its subsidiaries prior to commencement of employment discussions between a Party and such employee, or (b) soliciting any such employee by means of a general advertisement or through an employment agency that does not specifically pursue the employee, or (c) hiring employees or former employees of the other Party who contact the Party on its own accord. This Non-Solicitation provision shall be effective and enforceable for six (6) months following termination of this Agreement. SECTION 17 - MUTUAL WAIVER OF CONSEQUENTIAL DAMAGES Except as specifically set forth herein and to the extent permitted by applicable law, Client and AET waive against each other, and each other’s officers, directors, members, subcontractor, agents, assigns, successors, partners, and employees any and all claims for or entitlement to special, incidental, indirect, punitive, or consequential damages arising out of, resulting from, or in any way related to the Services provided by AET under this Agreement. This mutual waiver of consequential damages includes, but is not limited to, the following: loss of profits; loss of revenue; rental costs/expenses incurred; loss of income; loss of use of property, equipment, materials or services; loss of opportunity; loss of rent; loss of good will; loss of financing; loss of credit; diminution of value; loss of business and reputation; loss of management or employee productivity or the services of such persons; increased financing costs; cost of substitute facilities; cost of substitute goods/property/equipment; cost of substitute services; and/or cost of capital. This mutual waiver is applicable, without limitation, to all consequential damages due to either party’s termination of this Agreement in accordance with the provisions of the Agreement and related documents and shall survive any such termination. SECTION 18 - LIMITATION OF LIABILITY To the fullest extent permitted by applicable law, the total aggregate liability of AET and its officers, directors, partners, employees, subcontractors, agents, and sub-consultants, to Client and/or Client’s employees, officers, directors, members, agents, assigns, successors, or partners, or anyone claiming through Client, for any and all injuries, damages, claims, losses, or expenses (including attorney’s fees and costs) arising out of, resulting from or in any way related to Services provided by AET from any cause or causes, including, but not limited to, its negligence, professional errors and omissions, strict liability, breach of contract, or breach of warranty , shall not exceed the total compensation in excess of costs received by AET for Services or $50,000, whichever is greater. The limitation of liability set forth herein does not apply to claims arising solely out of or related to the willful or intentional acts of AET. ENVIRONMENTAL / GEOTECHNICAL SERVICE AGREEMENT - TERMS AND CONDITIONS Page 4 of 4 ACS417EG (01/21) AMERICAN ENGINEERING TESTING, INC. SECTION 19 – UNIONIZATION AET reserves the right to negotiate an appropriate fee increase or to terminate this Agreement on three (3) days written notice to Client without incurring penalties or costs from Client, Owner and their successors, assignees, joint -venturers, contractors and subcontractors, or any other parties involved with the project for claims, liabilities, damages or consequential damages, directly or indirectly related to AET being required to provide unionized personnel on the project. Reservation of this right on the part of AET represents neither approval nor disapproval of unions in general or the use of collective bargaining agreements. SECTION 20 - POSTING OF NOTICES ON EMPLOYEE RIGHTS Effective June 21, 2010, prime contracts with a value of $100,000 or more and signed by federal contractors on projects with any agency of the United States government must comply with 29 CFR Part 471, which requires physical posting of a notice to employe es of their rights under Federal labor laws. The required notice may be found at 29 Code of Federal Regulations Part 471, Appendix A to Subpart A. The regulation also has a "flow-down" requirement for subcontractors under the prime agreement for subcontracts with a value of $10,000 or more. AET requires strict compliance of its subcontractors working on federal contracts subject to this regulation. The regulation has specific requirements for location of posting and language(s) for the poster. SECTION 21 - TERMINATION After 7 days' written notice, either party may elect to terminate this Agreement for justifiable reasons. In this event, the Client shall pay AET for all work performed, including demobilization and reporting costs to complete the file. SECTION 22 - SEVERABILITY Any provisions of this Agreement later held to violate a law or regulation shall be deemed void, and all remaining provisions shall continue in force. However, Client and AET will in good faith attempt to replace an invalid or unenforceable provision with one that is valid and enforceable, and which comes as close as possible to expressing the intent of the original provision. SECTION 23 - GOVERNING LAW This Agreement shall be construed in accordance with the Laws of the State of Minnesota without regard to its conflicts of law provisions. SECTION 24 - ENTIRE AGREEMENT This Agreement, including these terms and conditions and attached proposal and appendices, is the entire agreement between AE T and Client. Regardless of method of acceptance of this Agreement by the Client, this Agreement supersedes any previous written or oral agreements, including purchase/work orders or other Client agreements submitted to AET after the start of our Services. Any modifications to this Agreement must be mutually acceptable to both parties and accepted in writing. No considerations will be given to revisions to AET's term s and conditions or alternate contract format submitted by the Client as a condition for payment of AET's accrued Services. ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? INSR ADDL SUBRLTR INSD WVD PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext): E-MAILADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY) (MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATIONAND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person) $ OWNED SCHEDULED BODILY INJURY (Per accident) $AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH-STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 12/17/2020 License # 20443386 (651) 288-5137 (651) 286-0560 25623 AMERICAN CONSULTING SERVICES INC AMERICAN ENGINEERING TESTING INC AMERICAN PETROGRAPHIC SERVICES INC 550 CLEVELAND AVE N ST PAUL, MN 55114-1804 25666 25674 25658 20443 A 2,000,000 P630539K8896PHX21 1/1/2021 1/1/2022 1,000,000 10,000 2,000,000 4,000,000 4,000,000 2,000,000B 8102L6457122043G 1/1/2021 1/1/2022 10,000,000C CUP3K2260092043 1/1/2021 1/1/2022 10,000,000 0 D UB9H9151012043G 1/1/2021 1/1/2022 1,000,000N1,000,000 1,000,000 E PROF/POLL LIABILITY ECH254066939 1/1/2021 EACH CLAIM 10,000,000 E RETRO 7-2-87 ECH254066939 1/1/2021 1/1/2022 AGGREGATE 15,000,000 RENEWALS: contracts@amengtest.com Illustration Only AMERCON-12 KREYNOLDS1 HUB International Mountain States Limited245 E. Roselawn Avenue Suite 31 Saint Paul, MN 55117-1940 Ann Ross ann.ross@hubinternational.com The Phoenix Insurance Company The Travelers Indemnity Company of America Travelers Property Casualty Company of America The Travelers Indemnity Company Continental Casualty Company X 1/1/2022 X X X X X X X