Geologic Associates DBA Clear Creek ARRF Contract Hydrologic Study Permit

PROFESSIONAL SERVICES AGREEMENT
Project 212262.1-Arrowhead Ranch Recharge Facility (ARRF)

Hydrologic Study & Underground Storage Facility Permit Renewal

This Professional Services Agreement ("Agreement") is entered into and effective between CITY OF GLENDALE,
an Arizona municipal corporation ("City") and Clear Creek Associates, LLC, a subsidiary of Geologic Associates,
Inc., an Arizona limited liability company, ("Consultant") as of the day of 2023
(“Effective Date”’).

RECITALS
A. City intends to undertake a project for the benefit of the public and with public funds that is more fully set
forth in Exhibit A, Project (the "Project";
B. City desires to retain the professional services of Consultant to perform certain specific duties and produce
the specific work as set forth in the attached Exhibit B, Project Scope of Work (“Scope”);
G Consultant desires to provide City with professional services (“Services”) consistent with best consulting or
architectural practices and the standards set forth in this Agreement, in order to complete the Project; and
D. City and Consultant desite to memorialize theit agreement with this document.
AGREEMENT

The parties hereby agrce as follows:
1. Key Personnel; Other Consultants and Subcontractors.

1.1 Professional Services. Consultant will provide all Services necessary to assure the Project is
completed timely and efficiently consistent within Project requirements, including, but not limited
to, working in close interaction and interfacing with City and its designated employees, and working
closely with others, including other consultants or contractors, retained by City.

1.2 Project Team.
a. Project Manager.

(1) Consultant will designate an employee as Project Manager with sufficient training,
knowledge, and experience to, in the City's opinion, complete the project and
handle all aspects of the Project such that the work produced by Consultant is
consistent with applicable standards as detailed in this Agreement; and

(2) The City must approve the designated Project Manager.
b. Project Team.

(1) The Project Manager and all other employees assigned to the Project by
Consultant will comprise the "Project Team."

(2) Project Manager will have responsibility for and will supervise all othet employees
assigned to the Project by Consultant.
c. Discharge, Reassign, Replacement.
(1) Consultant acknowledges the Project Team is comprised of the same persons and

roles for each as may have been identified in Exhibit A.

(2) Consultant will not discharge, reassign, replace or diminish the responsibilities of
any of the employees assigned to the Project who have been approved by City

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without City's prior written consent unless that person Icaves the employment of
Consultant, in which event the substitute must first be approved in writing by City.

(3) Consultant will change any of the members of the Project Team at the City's
request if an employee's performance does not equal or excced the level of
competence that the City may reasonably expect of a person performing those
duties, or if the acts or omissions of that petson are detrimental to the
development of the Project.

Subcontractors.

(1) Consultant may engage specific technical contractors (each a Subcontractor") to
furnish certain service functions.

(2) Consultant will remain fully responsible for Subcontractor's services.
(3) Subcontractors must be approved by the City.

(4) Consultant will certify by letter that all contracts with Subcontractors have been
executed incorporating requirements and standards as set forth in this Agreement.

Schedule. The Services will be undertaken in a mannet that ensures the Project is completed timely and
efficiently in accordance with the Project.

Consultant’s Work.
3.1 Standard. Consultant must perform Services in accordance with the standards of due diligence,

3.2

3.3

3.4

care, and quality prevailing among consultants having substantial experience with the successful
furnishing of Setvices for projects that are equivalent in size, scope, quality, and other criteria under
the Project and identified in this Agreement.

Licensing. Consultant warrants that:

a.

Consultant and its Subconsultants or Subcontractors will hold all appropriate and requited
licenses, registrations and other approvals necessary for the lawful furnishing of Services
("Approvals"); and

Neither Consultant nor any Subconsultant or Subcontractor has been debarred or
otherwise legally excluded from contracting with any federal, state, or local governmental
entity ("Debarment").

(1) City is under no obligation to ascertain or confirm the existence or issuance of any
Approvals or Debatments, or to examine Consultant's contracting ability.

(2) Consultant must notify City immediately if any Approvals or Debarment changes
during the Agreement's duration. The failure of the Consultant to notify City as
required will constitute a material default under the Agreement.

Compliance.

a.

Services will be furnished in compliance with applicable federal, state, county and local
statutes, rules, regulations, ordinances, building codes, life safety codes, and other
standards and criteria designated by City.

Consultant must not disctiminate against any employee or applicant for employment on
the basis of race, color, religion, sex, national origin, age, marital status, sexual orientation,
gender identity or expression, genetic characteristics, familial status, U.S. military veteran
status or any disability. Consultant will require any Sub-contractor to be bound to the
same requirements as stated within this section. Consultant, and on behalf of any
subcontractors, warrants compliance with this section.

Coordination; Interaction.

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4.

3.5

For projects that the City believes requires the coordination of various professional
services, Consultant will work in close consultation with City to proactively interact with
any other professionals retained by City on the Project ("Coordinating Project
Professionals").

Consultant will meet to review the Project, Schedule and in-progress work with
Coordinating Project Professionals and City as often and for durations as City reasonably
considers necessary in order to ensure the timely work delivery and Project completion.

For projects not involving Coordinating Project Professionals, Consultant will proactively
interact with any other contractors when directed by City to obtain or disseminate timely
information for the proper execution of the Project.

Work Product.

a.

Ownership. Upon receipt of payment for Services furnished, Consultant grants to City,
and will cause its Subconsultants or Subcontractors to grant to the City, the exclusive
ownership of and all copyrights, if any, to evaluations, reports, drawings, specifications,
project manuals, surveys, estimates, reviews, minutes, all "architectural work" as defined in
the United States Copyright Act, 17 U.S.C § 101, ef seg., and other intellectual work product
as may be applicable ("Work Product").

(1) This grant is effective whether the Work Product is on paper (¢.g., a "hatd copy"),
in electronic format, or in some other form.

(2) Consultant warrants, and agrees to indemnify, hold harmless and defend City for,
from and against any claim that any Work Product infringes on third-party
proprietary interests.

Delivery. Consultant will deliver to City copies of the preliminary and completed Work
Product promptly as they are prepared.

City Use.
(1) City may reuse the Work Product at its sole discretion.
(2) In the event the Work Product is used for another project without further

consultations with Consultant, the City agrees to indemnify and hold Consultant
harmless from any claim arising out of the Work Product.

(3) In such case, City will also remove any seal and title block from the Work Product.

Compensation for the Project.

Compensation. Consultant's compensation for the Project, including those furnished by its
Subconsultants or Subcontractors will not exceed $67,500 as specifically detailed in Exhibit D
("Compensation").

Change in Scope of Project. The Compensation may be equitably adjusted if the originally
contemplated Scope as outlined in the Project is significantly modified.

4.1

4.2

a.

Adjustments to Compensation require a written amendment to this Agreement and may
require City Council approval.

Additional services which are outside the Scope of the Project contained in this Agreement
may not be performed by the Consultant without prior written authorization from the City.

Notwithstanding the incorporation of the Exhibits to this Agreement by reference, should
any conflict arise between the provisions of this Agreement and the provisions found in
the Exhibits and accompanying attachments, the provisions of this Agreement shall take
ptiority and govern the conduct of the patties.

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43 Allowances. An “Allowance” may be identified in Exhibit D only for work that is required by the
Scope and the value of which cannot reasonably be quantified at the time of this Agreement.

a.

As stated in Sec. 4.1 above, the Compensation must incorporate all Allowance amounts
identified in Exhibit D and any unused allowance at the completion of the Project will
remain with City.

Consultant may not add any mark-up for work identified as an Allowance and which is to
be performed by a Subconsultant.

Consultant will not use any portion of an Allowance without prior written authorization
from the City.

Examples of Allowance items include, but are not limited to, subsurface pothole
investigations, survey, geotechnical investigations, public participation, radio path studies
and material testing.

4.4 Expenses, City will reimburse Consultant for certain out-of-pocket expenses necessarily incurred
by Consultant in connection with this Agreement, without mark-up (the “Reimbursable
Expenses”), including, but not limited to, document reproduction, materials for book preparation,
postage, courier and overnight delivery costs incurred with Federal Express or similar carriers,
travel and car mileage, subject to the following:

a.

Mileage, airfare, lodging and other travel expenses will be reimbursable only to the extent
these would, if incurred, be reimbursed to City of Glendale personnel under its policies
and procedures for business travel expense reimbursement made available to Consultant
for review prior to the Agreement’s execution, and which policies and procedures will be
furnished to Consultant;

The Reimbursable Expenses in this section are approved in advance by City in writing; and

The total of all Reimbursable Expenscs paid to Consultant in connection with this
Agreement will not exceed the “not to exceed” amount identified for Reimbursable
Services in the Compensation.

Billings and Payment.
5.1 Applications.

a. Consultant will submit monthly invoices (each, a "Payment Application") to City's Project
Manager and City will remit payments based upon the Payment Application as stated
below.

b. The period covered by cach Payment Application will be one calendar month ending on
the last day of the month.

5.2 Payment.

a. After a full and complete Payment Application is received, City will process and remit
payment within 30 days.

b. Payment may be subject to or conditioned upon City's receipt of:

(1) Completed work generated by Consultant and its Subconsultants and
Subcontractors; and

(2) Unconditional waivers and releases on final payment from all Subconsultants and
Subcontractors as City may reasonably request to assure the Project will be free of
claims arising from requited performances under this Agreement.

5.3 Review and Withholding. City's Project Manager will timely review and certify Payment
Applications.

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Termination.

Tf the Payment Application is rejected, the Project Manager will issue a written listing of
the items not approved for payment.

City may withhold an amount sufficient to pay expenses that City reasonably expects to
incur in correcting the deficiency or deficiencies rejected for payment.

6.1 For Convenience. City may terminate this Agreement for convenience, without cause, by
delivering a written termination notice stating the effective termination date, which may not be less
than 15 days following the date of delivery.

Consultant will be equitably compensated for Services furnished prior to receipt of the

a.
termination notice and for reasonable costs incurred.

b. Consultant will also be similarly compensated for any approved effort expended, and
approved costs incurred, that are directly associated with Project closeout and delivery of
the required items to the City.

6.2 For Cause. City may terminate this Agreement for cause if Consultant fails to cure any breach of

this Agreement within seven days after receipt of written notice specifying the breach.

a.

Consultant will not be entitled to further payment until after City has determined its
damages. If City's damages resulting from the breach, as determined by City, are less than
the equitable amount due but not paid Consultant for Services furnished, City will pay the
amount due to Consultant, less City's damages, in accordance with the provision of Sec. 5.

Tf City's direct damages exceed amounts otherwise due to Consultant, Consultant must pay
the difference to City immediately upon demand; however, Consultant will not be subject
to consequential damages more than $1,000,000 or the amount of this Agreement,
whichever is greater.

Conflict. Consultant acknowledges this Agreement is subject to A.R.S. § 38-511, which allows for
cancellation of this Agreement in the event any person who is significantly involved in initiating,
negotiating, securing, drafting, or creating the Agreement on City's behalf is also an employee, agent, or
consultant of any other party to this Agreement.

Insurance. For the duration of the term of this Agreement, Consultant shall procure and maintain
insurance against claims for injuries to persons or damages to property which may arise from ot in
connection with the performance of all tasks or work necessary to complete the Project as herein defined.
Such insurance shall covet Consultant, its agent(s), representative(s), employee(s) and any subcontractors.

8.1 Minimum Scope and Limit of Insurance. Coverage must be at least as broad as:

a.

Commercial General Liability (CGL): Insurance Services Office Form CG 00 01,
including products and completed operations, with limits of no less than $1,000,000 per
occurrence for bodily injury, personal injury, and property damage. If a general aggregate
limit applies, either the general aggregate limit shall apply separately to this project/ location
or the general aggregate limit shall be twice the required occurrence limit.

Automobile Liability: Insurance Services Office Form Number CA 0001 covering Code 1
(any auto), with limits no less than $1,000,000 per accident for bodily injury and property
damage.

Professional Liability. Consultant must maintain a Professional Liability insurance
covering errors and omissions arising out of the work or services performed by Consultant,
of anyone employed by Consultant, or anyone for whose acts, mistakes, errors and
omissions Consultant is legally liability, with a liability insurance limit of $1,000,000 for
each claim and a $2,000,000 annual aggregate limit.

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8.2

8.3

8.4

8.5

d.

Workcr’s Compensation: Insurance as required by the State of Arizona, with Statutory
Limits, and Employers’ Liability insurance with a limit of no less than $1,000,000 per
accident for bodily injury or disease.

Indemnification.

a.

To the fullest extent permitted by law, Consultant must defend, indemnify, and hold
harmless City and its elected officials, officers, employees and agents (each, an
"Indemnified Party," collectively, the "Indemnified Parties") for, from, and against any and
all claims, demands, actions, damages, judgments, settlements, personal injury (including
sickness, disease, death, and bodily harm), property damage (including loss of use),
infringement, governmental action and all other losses and expenses, including attorneys!
fees and litigation expenses (cach, a "Demand or Expense" collectively "Demands or
Expenses") asserted by a third-party (i.c. a person or entity other than City or Consultant)
and that arises out of or results from the breach of this Agreement by the Consultant or
the Consultant’s negligent actions, errors or omissions (including any Subconsultant or
Subcontractor or other person or firm employed by Consultant), whether sustained before
or after completion of the Project.

This indemnity and hold harmless provision applies even if a Demand or Expense is in
part due to the Indemnified Party's negligence or breach of a responsibility under this
Agreement, but in that event, Consultant will be liable only to the extent the Demand or
Expense results from the negligence or breach of a responsibility of Consultant or of any
person or entity for whom Consultant is responsible.

Consultant is not required to indemnify any Indemnified Parties for, from, or against any
Demand or Expense resulting from the Indemnified Party's sole negligence or other fault
solely attributable to the Indemnified Party.

Other Insurance Provisions. The insurance policies required by the Section above must contain,
or be endorsed to contain the following insurance provisions:

a.

The City, its officers, officials, employees and volunteers are to be covered as
additional insureds of the CGL and automobile policies for any liability arising from or
in connection with the petformance of all tasks or work necessary to complete the Project
as herein defined. Such liability may arise, but is not limited to, liability for materials, parts
or equipment furnished in connection with any tasks, or work petformed by Consultant or
on its behalf and for liability arising from automobiles owned, leased, hired or borrowed
on behalf of the Consultant. General liability coverage can be provided in the form of an
endorsement to the Consultant’s existing insurance policies, provided such endorsement is
at least as broad as ISO Form CG 20 10, 11 85 or both CG 20 10 and CG 23 37, if later
revisions atc used.

For any claims related to this Project, the Consultant’s insurance coverage shall be
primary insurance with respect to the City, its officers, officials, employees, and
volunteers. Any insurance or self-insurance maintained by the City, its officers, officials,
employees or volunteers shall be in excess of the Consultant’s insurance and shall not
contribute with it.

Each insurance policy required by this Section shall provide that coverage shall not be
canceled, except after providing notice to the City.

Acceptability of Insurets. Insurance is to be placed with insurers with a current A.M. Best rating of
no less than A: VIL, unless the Consultant has obtained prior approval from the City stating that a
non-conforming insurer is acceptable to the City.

Waiver of Subrogation. Consultant hereby agrees to waive its rights of subrogation which
any insurer may acquire from Consultant by virtue of the payment of any loss. Consultant agrees
to obtain any endorsement that may be necessary to effect this waiver of subrogation. The

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10.

11.

12.

Workers’ Compensation Policy shall be endorsed with a waiver of subrogation in favor of the City
for all work performed by the Consultant, its employees, agent(s) and subcontractor(s).

8.6 Verification of Coverage. Within 15 days of the Effective Date of this Agreement, Consultant shall
furnish the City with original certificates and amendatory endorsements, or copies of any applicable
insurance language making the coverage required by this Agreement effective. All certificates and
endorsements must be received and approved by the City before work commences. Failure to
obtain, submit or secure the City’s approval of the requited insurance policies, certificates or
endorsements prior to the City’s agreement that work may commence shall not waive the
Consultant’s obligations to obtain and verify insurance coverage as otherwise provided in this
Section. The City reserves the right to require complete, certified copies of all required insurance
policies, including any endorsements or amendments, required by this Agreement at any time
during the Term stated herein.

Consultant’s failure to obtain, submit or secure the City’s approval of the required insurance
policies, certificates or endorsements shall not be considered a Force Majeure or defense for any
failure by the Consultant to comply with the terms and conditions of the Agreement, including any
schedule for performance or completion of the Project.

8.7 Subcontractors. Consultant shall require and shall verify that all subcontractors maintain insurance
meeting all requirements of this Agreement.

8.8 Special Risk or Circumstances. The City reserves the right to modify these insurance requirements,
including any limits of coverage, based on the nature of the tisk, prior experience, insurer, coverage
or other circumstances unique to the Consultant, the Project or the insurer.

E-verify, Records and Audits. To the extent applicable under A.R.S. § 41-4401, the Consultant warrant
their compliance and that of its subconsultants with all federal immigration laws and regulations that relate
to their employees and compliance with the E-verify requirements under A.R.S. § 23-214(A). The
Consultant or subconsultant’s breach of this warranty shall be deemed a material breach of the Agreement
and may result in the termination of the Agreement by the City under the terms of this Agreement. The City
retains the legal right to randomly inspect the papers and records of the other party to cnsurc that the other
party is complying with the above-mentioned warranty. The Consultant and subconsultant warrant to keep
their respective papers and records open for random inspection during normal business hours by the other
party. The parties shall cooperate with the City’s random inspections, including granting the inspecting party
entry rights onto their respective properties to perform the random inspections and waiving their respective
tights to keep such papers and records confidential.

No Boycott of Israel. To the extent A.R.S § 35-393 through § 35-393.03 are applicable, the parties hereby
certify that they are not currently engaged in, and agree for the duration of the Agreement to not engage in,
a boycott of goods or services ftom Israel, as that term is defined in A.R.S § 35-393.

Attestation of PCI Compliance. When applicable, the Consultant will provide the City annually with a
Payment Card Industry Data Security Standard (PCI DSS) attestation of compliance certificate signed by an
officer of Consultant with oversight responsibility.

Notices.

12.1 A notice, request or other communication that is required or permitted under this Agreement (each
a"Notice") will be effective only if:

faz The Notice is in writing; and

b. Delivered in person or by overnight courier service (delivery charges prepaid), certified or
registered mail (return receipt requested).

c. Notice will be deemed to have been delivered to the person to whom it is addressed as of
the date of receipt, if:

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13.

14,

(1) Received on a business day before 5:00 p.m. at the address for Notices identified
for the Party in this Agreement by U.S. Mail, hand delivery, or overnight courier
service; or

(2) As of the next business day after receipt, if received after 5:00 p.m.
The burden of proof of the place and time of delivery is upon the Party giving the Notice.

Digitalized signatures and copies of signatures will have the same effect as original
signatures.

12.2 Representatives.

a.

Consultant. Consultant's representative (the "Consultant's Representative") authorized to
act on Consultant's behalf with respect to the Project, and his or her address for Notice
delivery is:

Donald P. Hanson

Clear Creek Associates, LLC

8777 N. Gainey Center Drive, Ste. 250
Scottsdale, AZ 85258

City. City's representative ("City's Representative") authorized to act on City's behalf, and
his or her address for Notice delivery is:

City of Glendale

c/o Martin A. Soma PE

5850 W Glendale Avenue, Suite 315
Glendale, Arizona 85301

ith requir 2py to:
City Manager City Attorney
City of Glendale City of Glendale
5850 West Glendale Avenue 5850 West Glendale Avenue
Glendale, Arizona 85301 Glendale, Arizona 85301
Concurrent Notices.
(1) All notices to City's representative must be given concurrently to City Manager
and City Attorney.
(2) A notice will not be deemed to have been received by City's representative until

the time that it has also been received by the City Manager and the City Attorney.

(3) City may appoint one or morc designees for the purpose of receiving notice by
delivery of a written notice to Consultant identifying the designee(s) and their
respective addresses for notices.

Changes. Consultant or City may change its representative or information on Notice, by
giving Notice of the change in accordance with this section at least ten days prior to the
change.

Financing Assignment. City may assign this Agreement to any City-affiliated entity, including a non-
profit corporation or other entity whose primary purpose is to own or manage the Project.

Entire Agreement; Survival; Counterparts; Signatures.

14.1 Integration. This Agreement contains, except as stated below, the entire agreement between City
and Consultant and supersedes all prior conversations and negotiations between the parties
regarding the Project or this Agreement.

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14.2

14.3

14.4

14.5

14.6

14.7

15. Term.
15.1

15.2

a. Ncither Party has made any representations, warranties or agreements as to any matters
concerning the Agreement's subject matter.

b. Representations, statements, conditions, or wattanties not contained in this Agreement will
not be binding on the parties.

c. Inconsistencies between the solicitation, any addenda attached to the solicitation, the
response of any excerpts attached as Exhibit A, and this Agreement, will be resolved by
the terms and conditions stated in this Agreement.

Interpretation.

a. The parties fairly negotiated the Agreements provisions to the extent they believed
necessary and with the legal representation they deemed appropriate.

b. The parties are of equal bargaining position and this Agreement must be construed equally
between the parties without consideration of which of the patties may have drafted this
Agreement.

c. The Agreement will be interpreted in accordance with the laws of the State of Arizona.

Survival. Except as specifically provided otherwise in this Agreement, each warranty,
representation, indemnification and hold harmless provision, insurance requirement, and every
other right, remedy and responsibility of a Party, will survive completion of the Project, or the
earlier termination of this Agreement.

Amendment. No amendment to this Agreement will be binding unless in writing and executed by
the parties. Electronic signature blocks do not constitute execution for purposes of this Agreement.
Any amendment may be subject to City Council approval.

Remedies. All rights and remedies provided in this Agreement are cumulative and the exercise of
any one or more right or remedy will not affect any other rights or remedies under this Agreement
ot applicable law.

Severability. If any provision of this Agreement is voided or found unenforceable, that
determination will not affect the validity of the other provisions, and the voided or unenforceable
provision will be reformed to conform with applicable law.

Counterparts. This Agreement may be executed in counterparts, and all counterparts will together
comprise one instrument.

Renewals. The term of this Agreement commences upon the effective date and continues for a
two (2) year initial period. The City may, at its option and with the approval of the Consultant,
extend the term of this Agreement an additional one (1), renewable on an annual basis. Consultant
will be notified in writing by the City of its intent to extend the Agreement period at least thirty (30)
calendar days prior to the expiration of the original or any tenewal Agreement period. Price
adjustments will only be reviewed during the Agreement renewal petiod and will be a determining
factor for any renewal. There are no automatic renewals of this Agreement.

Extension for Procurement Process. Upon the expiration of the Term of this Agreement,

including the initial term and any renewals, at the City’s sole discretion, this Agreement may be
extended on a month-to-month basis for a maximum of six (6) months to allow for the City to
complete its procurement process to sclect a vendor to provide the services/materials similar to
those provided under this Agreement. The City will notify the Contractor in writing of its intent to
extend the Agreement at least thirty (30) calendar days priot to the expiration of the Term. Any
extension provided under this subsection will continue under the same terms and conditions as in
effect immediately prior to the expiration of the then-current term.

16. Dispute Resolution. Any controversy ot claim arising out of or relating to this contract, or the breach
thereof, shall be settled by arbitration administered according to the American Arbitration Association’s

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17.

Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any
court having jurisdiction thereof.

Exhibits. The following exhibits, with reference to the term in which they are first referenced, are
incorporated by this reference.

Exhibit A Project
Exhibit B Scope of Work
Exhibit C Schedule
Exhibit D Compensation

The parties enter into this Agreement effective as of the date shown above.

City of Glendale,

an Arizona municipal corporation

By: Kevin R. Phelps
Its: City Manager

ATTEST:

Julie KX. Bower (SEAL)
City Clerk

APPROVED AS TO FORM:

Michael D. Bailey
City Attorney

Clear Creek Associates, LLC,
an Arizona limited liability company

By: Donald P. Hanson
Its: Principal

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EXHIBIT A
Professional Services Agreement

PROJECT

Arrowhead Ranch Recharge Facility (ARRF)
Hydrologic Study & Underground Storage Facility Permit Renewal

EXHIBIT B
Professional Services Agreement

SCOPE OF WORK

Task 1.0 - Project Startup, Management, and Mectings

Clear Creek will provide overall technical and financial management of the project. This task includes financial
tracking by the project manager, project schedule and updates, preparation of monthly invoices and billing letters,
and overall project coordination for the duration of the project which is assumed at 12 months. In addition, Clear
Creek has included costs for up to 12 project status mectings. The meetings will be attended by Mr. Steven Corel,
R.G. (Senior Modelet) and/or Mr. Don Hanson (Principal) unless otherwise directed by the City or if scheduling
conflicts cannot be resolved. Formal meeting minutes will not be prepared unless requested by the City.

Task 2.0 - USF Pre-Application Meeting

Clear Creek will prepare for and attend an ADWR USF pte-application meeting, which is a requirement for the USF
permit renewal application. This meeting is intended to provide the agency with a summaty of the pertinent features
of the project and proposed method of analysis. The pre-application meeting will be attended by Mr. Steven Corell
(Senior Modeler) and Mr. Don Hanson (Principal) unless othetwise directed by the City or if scheduling conflicts
cannot be resolved.

Task 3.0 - Hydrogeologic Data Review

Clear Creek will review available data on the local hydrogeologic characteristics of the area and the Arrowhead
Ranch RF site. It is expected that most of the information needed for the study will be obtained from Clear Creek
files, published reports, City databases, and groundwater data from databases maintained by the ADWR, and the
US. Geological Survey (USGS). We will prepare regional and site maps, generalized cross-scctions, a map of current
gtoundwater elevations, current POC well hydrographs, a current well inventory map and table, and graphs and
tables of infiltration rate data. The maps, graphs and tables will be used to determine the following:

° Current depth to water, groundwater flow direction(s) and gradients;

Relationship of the current groundwater table to Salt River Valley (SRV) model lithologic units;
Trends in groundwater elevations over the past five (5) years;

Locations of all registered wells within 9 square miles around site;

Short- and long-term recharge rates; and

Water quality trends.

ocooo $c

An Environmental Database Inventory is required for all USF applications. Clear Creck will subcontract the services
of Allands Title (ALT) of Goodyear, Arizona. ALT is a local title company that performs environmental database
searches. ALT’ maintains their databases to be current within 30 days of the latest published information. Typically,
databases are reviewed for listed sites within a three-mile radius of the project.

Task 4.0 — Groundwater Modeling - Maximum AOI & Mounding Analysis

Cleat Creek intends to conduct an impact analysis using an updated version of ADWR’s SRV 3-dimensional
groundwater flow model to simulate recharge at the site to determine the Maximum Arca of Impact (AOD), the
Region of Direct Impact (RODD, and mounding analysis. Aquifer parameters may be adjusted locally where
applicable to improve calibration of the model to site specific monitor well water level data. Clear Creek will
complete any necessary updates to the model including pumpage records, and issued and pending USF applications.
Once the calibration runs are complete, predictive simulations will be completed to assess future water level
conditions. For a USF permit renewal with no modifications the projection run will need to include other USFs
permitted at the time the Arrowhcad Ranch RF permit effective date (September 8, 2010) at their permitted rates.

Other USFs permitted subsequent to the City’s Arrowhead Ranch RF permit will be “backed-out” of the 20-year
projection run. We will review the degree of mounding to ensure that the permitted volume can remain the same. If
changes are necessary, they will be incorporated and the simulation rerun. We will also generate a water level
difference map (plan view) showing the change in water levels over the 20-year simulation. Additional maps will
include initial and ending simulated groundwater elevations and depth to water.

Task 5.0 — Prepare Hydrologic Study

Clear Creek will prepare the Hydrologic Study to support the USF application for the site. The Hydrologic Study
will include a demonstration that recharge from the site will not cause unreasonable harm to groundwater or the
environment. The Hydrologic Study will follow ADWR’s USF Application Report Guidelines (ADWR, 2013). The
Hydrologic Study will reference existing data and will include regional and local site maps, facility layout, current
groundwater elevation contour map, location of known earth fissures surface water features and 100-year floodplain,
maximum AOI map, projected depth to water map, projected groundwater elevation map, projected well
hydrographs, well inventory map, summary table of potentially impacted facilities, and other necessary figures to
support the demonstration. The Hydrologic Study will document the construction and assumptions incorporated in
the numerical model and the results of predictive model simulations used to demonstrate the Maximum AOI and
groundwater mounding. Clear Creek assumes the City will provide additional information to support the application
such as previous consultant’s reports, technical capability, flow metering specifications, financial capability, and title
documents.

The Hydrologic Study will be prepared in draft form for review by the City. After comments have been received and
incorporated, the study will be finalized for submittal to ADWR along with the renewal application (Task 6.0). We
have assumed that one original and one copy of the Hydrologic Study will be submitted to ADWR, one copy will be
submitted to the City, and one copy will be prepared for internal files.

Task 6.0 — Prepare USF Renewal Application

Clear Creek will prepare the application and supporting materials for the USF permit renewal. This task assumes a
Water Storage (WS) application will not be required for submittal to ADWR because WS permits do not expite.
Task 6.0 assumes that the City will provide additional items required for the USF permit application, which includes,
but is not limited to the following:

Site layout figures,

As-built diagrams,

Existing monitoring plan,

Existing contingency plan,

The applicant’s financial and technical capability to operate the facility,
Manufacturet’s specifications of flow measurement devices,

Resumes, and

Title documents.

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Once the required documents have been provided, Clear Creek will complete the application and compile
supporting materials for the ADWR USF permit for the site. The permit application will be prepared in draft form
for review by the City. After comments have been received and incorporated, the application form will need to be
signed and notarized by the applicant for submittal to ADWR. We have assumed that one original and one copy of
the USF renewal application and supporting Hydrologic Study will be submitted to ADWR, one copy will be
submitted to the City, and one copy will be prepared for internal files. We have assumed that the initial application
fee of $2,000 payable to ADWR will be paid directly by the City.

Task 7.0 - ADWR Response

Clear Creek will provide additional support after submittal of the application to address administrative or technical
deficiencies in the Hydrologic Report identified by ADWR. Administrative deficiencics are not anticipated; based on

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our experience with ADWR, however, some technical deficiencies are generally inevitable. Establishing and
maintaining open communications with ADWR should assist in minimizing the extent of technical comments. After
comments have been addressed, ADWR will prepare draft permits for review by the applicant. Clear Creek will
assist with review of the draft permits and assist in negotiating any overly burdensome permit conditions. Because
the extent of ADWR’s requests is unknown at this time, we have assumed 32 houts of senior modeling time to
develop the response.

Task 8.0 — Supplemental Technical Consulting (Allowance)
This task has been included as an allowance item in the event that additional technical consulting services beyond

those described above are requested. For costing, we have assumed 6 hours of Principal level time and 12 hours of
Senior Modeler time. This task will only be used on an as-needed basis with prior approval from the City.

4/29/2021

EXHIBIT C
Professional Services Agreement

SCHEDULE

Clear Creek can begin work on this project upon receiving written authorization to proceed. We anticipate four to
five months to prepare the Hydrologic Study and application. We anticipate another six to nine months for ADWR
review and approval and three additional months for ADWR to prepare the new USF permit for a total project
duration of between 10 to 14 months. While this project duration extends beyond the existing permit expiration
date, the City will still be able to recharge and accumulate Long Term Storage Credits so long as the application is
submitted before the existing USF permit expiration date.

EXHIBIT D
Professional Services Agreement

COMPENSATION

METHOD AND AMOUNT OF COMPENSATION
Time and Materials

NOT-TO-EXCEED AMOUNT

The total amount of compensation paid to Consultant for full completion of all work required by the Project during

the entire term of the Project must not exceed $67,500.

DETAILED PROJECT COMPENSATION

Task/Subtask CCA Labor ODCs
1.0 Project Startup, Management, and Mectings $ 6,524 $ 50
2.0 USF Pre-Application Meeting $ 2,244 $ 37
3.0 Hydrologic Data Review $ 7,452 $500
4.0 GW Modeling - Max. AOT & Mounding Analysis $26,548 $ -0-
5.0 Prepare Hydrologic Study $ 9,866 $ -0-
6.0 Prepare USF Application $ 2,329 $100
7.0 ADWR Response $ 7,537 $100
8.0 Supplemental Technical Consulting (Allowance) $ 4,213 $ -0-

PROJECT TOTAL $66,713 $787

Total Cost
$ 6,574
$ 2,281
$ 7,952
$26,548
$ 9,866
$ 2,429
$ 7,637
$ 4,213
$67,500 .