Agreement - Wilson Engineers

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City of Chandler Professional Services Agreement  
Public Works & Utilities Department, Capital Projects Division  
Project Name: RECLAIMED WATER INTERCONNECT FACILITY 
Project No.: WW1901.203
 
 Rev. 3/2/2021 
PROFESSIONAL SERVICES AGREEMENT 
Design Services 
RECLAIMED WATER INTERCONNECT FACILITY 
Project No. WW1901.203 
Council Date: April 22, 2021    Item No. 
THIS AGREEMENT (“Agreement”) is made and entered into on the ______ day of_________________, 
2021 (“Effective Date”), by and between City of Chandler, an Arizona municipal corporation, 
("City''), and Wilson Engineers, LLC, an Arizona limited liability company, ("Consultant") (City 
and Consultant may individually be referred to as “Party” and collectively referred to as 
“Parties”). 
RECITALS 
A. City proposes to engage Consultant to provide Design Services for RECLAIMED WATER 
INTERCONNECT FACILITY project as more fully described in Exhibit "A", which is 
attached to and made a part of this Agreement by this reference.
B. Consultant is ready, willing, and able to provide the services described in Exhibit “A” for 
the compensation and fees set forth and as described in Exhibit ”B”, which is attached to 
and made a part of this Agreement by this reference.
C. City desires to contract with Consultant to provide these services under the terms and 
conditions set forth in this Agreement. 
AGREEMENT 
NOW, THEREFORE, in consideration of the premises and the mutual promises contained in this 
Agreement, City and Consultant agree as follows: 
SECTION I--CONSULTANT’S SERVICES 
Consultant must perform the services described in Exhibit “A” to City’s satisfaction within 
the terms and conditions of this Agreement and within the care and skill that a person who 
provides similar services in Chandler, Arizona exercises under similar conditions. All work or 
services furnished by Consultant under this Agreement must be performed in a skilled and 
workmanlike manner.  All fixtures, furnishings, and equipment furnished by Consultant as 
part of the work or services under this Agreement must be new, or the latest model, and of 
the most suitable grade and quality for the intended purpose of the work or service.

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City of Chandler Professional Services Agreement  
Public Works & Utilities Department, Capital Projects Division  
Project Name: RECLAIMED WATER INTERCONNECT FACILITY 
Project No.: WW1901.203
 
 Rev. 3/2/2021 
SECTION II--PERIOD OF SERVICE 
Consultant must perform the services described in Exhibit “A” for the term of this 
Agreement.  Unless amended in writing by the Parties, the Agreement term expires 400 
calendar days after the Notice to Proceed (NTP) Date. 
SECTION III--PAYMENT OF COMPENSATION AND FEES 
Unless amended in writing by the Parties, Consultant’s compensation and fees as more fully 
described in Exhibit “B” for performance of the services approved and accepted by City 
under this Agreement must not exceed $1,809,660 for the full term of the Agreement. 
Consultant may not increase any compensation or fees under this Agreement without the 
City’s prior written consent. Consultant must submit monthly requests for payment of 
services approved and accepted during the previous billing period and must include, as 
applicable, detailed invoices and receipts, a narrative description of the tasks accomplished 
during the billing period, a list of any deliverables submitted, and any subconsultant’s or 
supplier’s actual requests for payment plus similar narrative and listing of their work. 
Consultant must submit an Application and Certification for Payment Sheet with the 
monthly request for payment to: CapitalProjects.Payables@chandleraz.gov. Payment for 
those services negotiated as a lump sum will be made in accordance with the percentage of 
the work completed during the preceding billing period. Services negotiated as a not-to-
exceed fee will be paid in accordance with the work effort expended on the service during 
the preceding month. All requests for payment must be submitted to City for review and 
approval. City will make payment for approved and accepted services within 30 calendar 
days of City’s receipt of the request for payment. Consultant bears all responsibility and 
liability for any and all tax obligations that result from Consultant’s performance under this 
Agreement.  
SECTION IV--CITY'S OBLIGATIONS 
As part of Consultant’s services under this Agreement, City will provide furnished items, 
services, or obligations as detailed in Exhibit “D”. 
SECTION V--GENERAL CONDITIONS 
5.1 Notices. Unless otherwise provided herein, demands under this Agreement must be in 
writing and will be deemed to have been duly given and received either (a) on the date of 
service if personally served on the party to whom notice is to be given, or (b) on the third 
day after the date of the postmark of deposit by first class United States mail, registered or 
certified, postage prepaid and properly addressed as follows: 
To City: 
City of Chandler 
Public Works & Utilities Department 
Attn:  CIP City Engineer 
P.O. Box 4008, Mail Stop 407 
Chandler, AZ 85244-4008

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City of Chandler Professional Services Agreement  
Public Works & Utilities Department, Capital Projects Division  
Project Name: RECLAIMED WATER INTERCONNECT FACILITY 
Project No.: WW1901.203
 
 Rev. 3/2/2021 
With a Copy to: 
Project Manager 
City of Chandler 
Public Works & Utilities Department 
P.O. Box 4008, Mail Stop 407 
Chandler, AZ 85244-4008 
To Consultant: 
Mr. Uday Gandhe 
Wilson Engineers, LLC 
1620 W. Fountainhead Pkwy., Ste. 501 
Tempe, AZ  85282 
5.2 Records/Audit. Records of Consultant’s direct personnel payroll, reimbursable expenses 
pertaining to this Agreement and records of accounts between City and Consultant must be 
kept on the basis of generally accepted accounting principles and must be made available 
to City and its auditors for up to three years following City’s final acceptance of the services 
under this Agreement (this requirement is increased to five years if construction of this 
project is federally funded). City, its authorized representative, or any federal agency, 
reserves the right to audit Consultant’s records to verify the accuracy and appropriateness 
of all cost and pricing data, including data used to negotiate this Agreement and any 
amendments. City reserves the right to decrease the total amount of Agreement price or 
payments made under this Agreement or request reimbursement from Consultant 
following final contract payment on this Agreement if, upon audit of Consultant’s records, 
the audit discloses Consultant has provided false, misleading, or inaccurate cost and pricing 
data. Consultant will include a similar provision in all of its contracts with subconsultants 
who provide services under the Agreement to ensure that City, its authorized 
representative, or the appropriate federal agency, has access to the subconsultants’ records 
to verify the accuracy of all cost and pricing data. City reserves the right to decrease 
Contract price or payments made on this Agreement or request reimbursement from 
Consultant following final payment on this Agreement if the above provision is not included 
in subconsultant agreements, and one or more subconsultants refuse to allow City to audit 
their records to verify the accuracy and appropriateness of all cost and pricing data. If, 
following an audit of this Agreement, the audit discloses Consultant has provided false, 
misleading, or inaccurate cost and pricing data, and the cost discrepancies exceed 1% of the 
total Agreement billings, Consultant will be liable for reimbursement of the reasonable, 
actual cost of the audit. 
5.3 Alteration in Character of Work. Whenever an alteration in the character of work results 
in a substantial change in this Agreement, thereby materially increasing or decreasing the 
scope of services, cost of performance, or Project schedule, the work will be performed as 
directed by City. However, before any modified work is started, a written amendment must 
be approved and executed by City and Consultant. Such amendment must not be effective 
until approved by City. Additions to, modifications, or deletions from this Agreement as 
provided herein may be made, and the compensation to be paid to Consultant may 
accordingly be adjusted by mutual agreement of the Parties. It is distinctly understood and 
agreed that no claim for extra services or materials furnished by Consultant will be allowed 
by City except as provided herein, nor must Consultant do any work or furnish any 
materials not covered by this Agreement unless such work is first authorized in writing. Any

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City of Chandler Professional Services Agreement  
Public Works & Utilities Department, Capital Projects Division  
Project Name: RECLAIMED WATER INTERCONNECT FACILITY 
Project No.: WW1901.203
 
 Rev. 3/2/2021 
such work or materials furnished by Consultant without prior written authorization will be 
at Consultant’s own risk, cost, and expense, and Consultant hereby agrees that without 
written authorization Consultant will make no claim for compensation for such work or 
materials furnished. 
5.4 Termination. City and Consultant hereby agree to the full performance of the covenants 
contained herein, except that City reserves the right, at its discretion and without cause, to 
terminate or abandon any service provided for in this Agreement, or abandon any portion 
of the Project for which services have been performed by Consultant. In the event City 
abandons or suspends the services, or any part of the services as provided in this 
Agreement, City will notify Consultant in writing and immediately after receiving such notice, 
Consultant must discontinue advancing the work specified under this Agreement. Upon 
such termination, abandonment, or suspension, Consultant must deliver to City all 
drawings, plans, specifications, special provisions, estimates and other work entirely or 
partially completed, together with all unused materials supplied by City. Consultant must 
appraise the work Consultant has completed and submit Consultant’s appraisal to City for 
evaluation. City may inspect Consultant’s work to appraise the work completed. Consultant 
will receive compensation in full for services performed to the date of such termination. The 
fee will be paid in accordance with Section Ill of this Agreement, and as mutually agreed 
upon by Consultant and City. If there is no mutual agreement on payment, the final 
determination will be made in accordance with the "Disputes" provision in this Agreement. 
However, in no event may the fee exceed the fee set forth in Section Ill of this Agreement 
nor as amended in accordance with Section "Alteration in Character of Work." City will make 
the final payment within 60 days after Consultant has delivered the last of the partially 
completed items and the Parties agree on the final fee. If City is found to have improperly 
terminated the Agreement for cause or default, the termination will be converted to a 
termination for convenience in accordance with the provisions of this Agreement. 
5.5 Indemnification. To the extent permitted by law, the Consultant ("lndemnitor") must 
indemnify, save and hold harmless City and its officers, officials, agents and employees 
("lndemnitee") from any and all claims, actions, liabilities, damages, losses or expenses 
(including court costs, attorneys' fees and costs of claim processing, investigation and 
litigation) ("Claims") caused or alleged to be caused, in whole or in part, by the wrongful, 
negligent or willful acts, or errors or omissions of Consultant or any of its owners, officers, 
directors, agents, employees, or subconsultants in connection with this Agreement. This 
indemnity includes any claim or amount arising out of or recovered under workers' 
compensation law or on account of the failure of Consultant to conform to any federal, 
state or local law, statute, ordinance, rule, regulation or court decree. Consultant must 
indemnify lndemnitee from and against any and all Claims, except those arising solely from 
lndemnitee's own negligent or willful acts or omissions. Consultant is responsible for 
primary loss investigation, defense and judgment costs where this indemnification applies. 
In consideration of the award of this Agreement, Consultant agrees to waive all rights of 
subrogation against lndemnitee for losses arising from or related to this Agreement. The 
obligations of Consultant under this provision survive the termination or expiration of this 
Agreement. 
5.6 Insurance Requirements. Consultant must procure insurance under the terms and

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City of Chandler Professional Services Agreement  
Public Works & Utilities Department, Capital Projects Division  
Project Name: RECLAIMED WATER INTERCONNECT FACILITY 
Project No.: WW1901.203
 
 Rev. 3/2/2021 
conditions and for the amounts of coverage set forth in Exhibit “C” against claims that may 
arise from or relate to performance of the work under this Agreement by Consultant and its 
agents, representatives, employees, and subconsultants. Consultant and any subconsultant 
must maintain this insurance until all of their obligations have been discharged, including 
any warranty periods under this Agreement. These insurance requirements are minimum 
requirements for this Agreement and in no way limit the indemnity covenants contained in 
this Agreement. City in no way warrants that the minimum limits stated in Exhibit “C” are 
sufficient to protect Consultant from liabilities that might arise out of the performance of 
the work under this Agreement by Consultant, Consultant’s agents, representatives, 
employees, or subconsultants. Consultant is free to purchase such additional insurance as 
may be determined necessary. 
5.7 Cooperation and Further Documentation. Consultant agrees to provide City such other 
duly executed documents as may be reasonably requested by City to implement the intent 
of this Agreement. 
5.8 Successors and Assigns. City and Consultant each bind itself, its partners, successors, 
assigns, and legal representatives to the other party to this Agreement and to the partners, 
successors, assigns, and legal representatives of such other party in respect to all covenants 
of this Agreement. Neither City nor Consultant may assign, sublet, or transfer its interest in 
this Agreement without the written consent of the other party. In no event may any 
contractual relation be created between any third party and City. 
5.9 Disputes. In any dispute arising out of an interpretation of this Agreement or the duties 
required not disposed of by agreement between Consultant and City, the final 
determination at the administrative level will be made by City Engineer. 
5.10 Completeness and Accuracy of Consultant’s Work. Consultant must be responsible for 
the completeness and accuracy of Consultant’s services, data, and other work prepared or 
compiled under Consultant’s obligation under this Agreement and must correct, at 
Consultant’s expense, all willful or negligent errors, omissions, or acts that may be 
discovered.  Correction of errors disclosed and determined to exist during any construction of 
the project on architectural or engineering drawings and specifications must be accomplished by 
Consultant.  The cost of the design necessary to correct those errors attributable to Consultant 
and any damage incurred by City as a result of additional construction costs caused by such 
engineering or architectural errors will be chargeable to Consultant and will not be considered a 
cost of the Work.  The fact that City has accepted or approved Consultant’s work will in no 
way relieve Consultant of any of Consultant’s responsibilities. 
5.11 Reporting. Written monthly reports, along with updated work schedules, will be made by 
Consultant in the format prescribed by City.  These reports will be delivered to City per schedule. 
When requested by City, Consultant will attend Council meetings and provide finished 
documents including correspondence for Council action, supporting charts, graphs, drawings 
and colored slides of same. 
5.12 Withholding Payment. City reserves the right to withhold funds from Consultant’s 
payments up to the amount equal to the claims City may have against Consultant until such

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City of Chandler Professional Services Agreement  
Public Works & Utilities Department, Capital Projects Division  
Project Name: RECLAIMED WATER INTERCONNECT FACILITY 
Project No.: WW1901.203
 
 Rev. 3/2/2021 
time that a settlement on those claims has been reached. 
5.13 City's Right of Cancellation. The Parties acknowledge that this Agreement is subject to 
cancellation by City under the provisions of Section 38-511, Arizona Revised Statutes (A.R.S.). 
5.14 Independent Consultant. For this Agreement Consultant constitutes an independent 
contractor. Any provisions in this Agreement that may appear to give City the right to direct 
Consultant as to the details of accomplishing the work or to exercise a measure of control 
over the work means that Consultant must follow the wishes of City as to the results of the 
work only. These results must comply with all applicable laws and ordinances. 
5.15 Project Staffing. Prior to the start of any work under this Agreement, Consultant must 
submit to City detailed resumes of key personnel that will be involved in performing 
services prescribed in the Agreement. City hereby acknowledges its acceptance of such 
personnel to perform services under this Agreement. At any time hereafter that Consultant 
desires to change key personnel while performing under the Agreement, Consultant must 
submit the qualifications of the new personnel to City for prior approval. Key personnel 
include, but are not limited to, principals-in-charge, project manager, and project 
Consultant. Consultant will maintain an adequate and competent staff of qualified persons, 
as may be determined by City, throughout the performance of this Agreement to ensure 
acceptable and timely completion of the Scope of Services. If City objects, with reasonable 
cause, to any of Consultant’s staff, Consultant must take prompt corrective action 
acceptable to City and, if required, remove such personnel from the Project and replace 
with new personnel agreed to by City. 
5.16 Consultants or Subconsultants. Prior to beginning the work, Consultant must furnish 
City for approval the names of consultants or subconsultants to be used under this 
Agreement. Any subsequent changes are subject to City’s written prior approval. 
5.17 Force Majeure. If either party is delayed or prevented from the performance of any act 
required under this Agreement by reason of acts of God or other cause beyond the control 
and without fault of the Party (financial inability excepted), performance of that act may be 
excused, but only for the period of the delay, if the Party provides written notice to the 
other Party within ten days of such act. The time for performance of the act may be 
extended for a period equivalent to the period of delay from the date written notice is 
received by the other Party. 
5.18 Compliance with Federal Laws. Consultant understands and acknowledges the 
applicability of the Americans with Disabilities Act, the Immigration Reform and Control Act 
of 1986 and the Drug Free Workplace Act of 1989 to it. Consultant agrees to comply with 
these laws in performing this Agreement and to permit City to verify such compliance. 
5.19 No Israel Boycott. By entering into this Agreement, Consultant certifies that Consultant 
is not currently engaged in, and agrees for the duration of the Agreement, not to engage in 
a boycott of Israel as defined by state statute. 
5.20 Legal Worker Requirements. A.R.S. § 41-4401 prohibits City from awarding a contract to

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City of Chandler Professional Services Agreement  
Public Works & Utilities Department, Capital Projects Division  
Project Name: RECLAIMED WATER INTERCONNECT FACILITY 
Project No.: WW1901.203
 
 Rev. 3/2/2021 
any consultant who fails, or whose subconsultants fail, to comply with A.R.S. § 23-214(A). 
Therefore, Consultant agrees Consultant and each subconsultant it uses warrants their 
compliance with all federal immigration laws and regulations that relate to their employees 
and their compliance with § 23-214, subsection A. A breach of this warranty will be deemed 
a material breach of the Agreement and may be subject to penalties up to and including 
termination of the Agreement. City retains the legal right to inspect the papers of any 
Consultant’s or subconsultant’s employee who provides services under this Agreement to 
ensure that Consultant and subconsultants comply with the warranty under this provision. 
5.21 Lawful Presence Requirement. A.R.S. §§ 1-501 and 1-502 prohibit City from awarding a 
contract to any natural person who cannot establish that such person is lawfully present in 
the United States. To establish lawful presence, a person must produce qualifying 
identification and sign a City-provided affidavit affirming that the identification provided is 
genuine. This requirement will be imposed at the time of contract award. This requirement 
does not apply to business organizations such as corporations, partnerships, or limited 
liability companies. 
5.22 Covenant Against Contingent Fees. Consultant warrants that no person has been 
employed or retained to solicit or secure this Agreement upon an agreement or 
understanding for a commission, percentage, brokerage, or contingent fee, and that no 
member of the Chandler City Council, or any City employee has any interest, financially, or 
otherwise, in Consultant’s firm. For breach or violation of this warrant, City may annul this 
Agreement without liability or, at its discretion, to deduct from the Agreement price or 
consideration, the full amount of such commission, percentage, brokerage, or contingent 
fee. 
5.23 Non-Waiver Provision. The failure of either Party to enforce any of the provisions of 
this Agreement or to require performance of the other Party of any of the provisions hereof 
must not be construed to be a waiver of such provisions, nor must it affect the validity of 
this Agreement or any part thereof, or the right of either Party to thereafter enforce each 
and every provision. 
5.24 Disclosure of Information Adverse to City’s Interests. To evaluate and avoid potential 
conflicts of interest, Consultant must provide written notice to City, as set forth in this 
Section, of any work or services performed by Consultant for third parties that may involve 
or be associated with any real property or personal property owned or leased by City. Such 
notice must be given 7 business days prior to commencement of the services by Consultant 
for a third party, or 7 business days prior to an adverse action as defined below. Written 
notice and disclosure must be sent in accordance with Section 6.7 above.  An adverse action 
under this Agreement includes, but is not limited to: (a) using data as defined in the 
Agreement acquired in connection with this Agreement to assist a third party in pursuing 
administrative or judicial action against City; or (b) testifying or providing evidence on behalf 
of any person in connection with an administrative or judicial action against City; or (c) using 
data to produce income for Consultant or its employees independently of performing the 
services under this Agreement, without the prior written consent of City. Consultant 
represents that except for those persons, entities, and projects identified to City, the 
services performed by Consultant under this Agreement are not expected to create an

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City of Chandler Professional Services Agreement  
Public Works & Utilities Department, Capital Projects Division  
Project Name: RECLAIMED WATER INTERCONNECT FACILITY 
Project No.: WW1901.203
 
 Rev. 3/2/2021 
interest with any person, entity, or third party project that is or may be adverse to City’s 
interests. Consultant’s failure to provide a written notice and disclosure of the information 
as set forth in this Section constitute a material breach of this Agreement. 
5.25 Data Confidentiality and Data Security. As used in the Agreement, "data" means all 
information, 
whether 
written 
or 
verbal, 
including 
plans, 
photographs, 
studies, 
investigations, audits, analyses, samples, reports, calculations, internal memos, meeting 
minutes, data field notes, work product, proposals, correspondence and any other similar 
documents or information prepared by, obtained by, or transmitted to Consultant or its 
subconsultants in the performance of this Agreement. The Parties agree that all data, 
regardless of form, including originals, images, and reproductions, prepared by, obtained 
by, or transmitted to Consultant or its subconsultants in connection with Consultant’s or its 
subconsultant’s performance of this Agreement is confidential and proprietary information 
belonging to City. Except as specifically provided in this Agreement, Consultant or its 
subconsultants must not divulge data to any third party without City’s prior written consent. 
Consultant or its subconsultants must not use the data for any purposes except to perform 
the services required under this Agreement. These prohibitions do not apply to the 
following data provided to Consultant or its subconsultants have first given the required 
notice to City: (a) data which was known to Consultant or its subconsultants prior to its 
performance under this Consultant or its subconsultants by a third party, who to the best of 
Consultant’s or its subconsultants’ knowledge and belief, had the legal right to make such 
disclosure and Consultant or its subconsultants are not otherwise required to hold such 
data in confidence; or (c) data which is required to be disclosed by virtue of law, regulation, 
or court order, to which Consultant or its subconsultants are subject. In the event 
Consultant or its subconsultants are required or requested to disclose data to a third party, 
or any other information to which Consultant or its subconsultants became privy as a result 
of any other contract with City, Consultant must first notify City as set forth in this Section of 
the request or demand for the data. Consultant or its subconsultants must give City 
sufficient facts so that City can be given an opportunity to first give its consent or take such 
action that City may deem appropriate to protect such data or other information from 
disclosure. All data must continue to be subject to the confidentiality agreements of this 
Agreement. Consultant or its subconsultants assume all liability to maintain the 
confidentiality of the data in its possession and agrees to compensate City if any of the 
provisions of this Section are violated by Consultant, its employees, agents or 
subconsultants. Solely for the purposes of seeking injunctive relief, it is agreed that a breach 
of this Section must be deemed to cause irreparable harm that justifies injunctive relief in 
court. Consultant agrees that the requirements of this Section must be incorporated into all 
subagreements entered into by Consultant. A violation of this Section may result in 
immediate termination of this Agreement without notice. 
5.26 Personal Identifying Information-Data Security. Personal identifying information, 
financial account information, or restricted City information, whether electronic format or 
hard copy, must be secured and protected at all times by Consultant or its subconsultants. 
At a minimum, Consultant or its subconsultants must encrypt or password-protect 
electronic files. This includes data saved to laptop computers, computerized devices, or 
removable storage devices. When personal identifying information, financial account 
information, or restricted City information, regardless of its format, is no longer necessary,

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City of Chandler Professional Services Agreement  
Public Works & Utilities Department, Capital Projects Division  
Project Name: RECLAIMED WATER INTERCONNECT FACILITY 
Project No.: WW1901.203
 
 Rev. 3/2/2021 
the information must be redacted or destroyed through appropriate and secure methods 
that ensure the information cannot be viewed, accessed, or reconstructed. In the event that 
data collected or obtained by Consultant or its subconsultants in connection with this 
Agreement is believed to have been compromised, Consultant or its subconsultants must 
immediately notify City contact. Consultant agrees to reimburse City for any costs incurred 
by City to investigate potential breaches of this data and, where applicable, the cost of 
notifying individuals who may be impacted by the breach. Consultant agrees that the 
requirements of this Section must be incorporated into all subcontracts entered into by 
Consultant. It is further agreed that a violation of this Section must be deemed to cause 
irreparable harm that justifies injunctive relief in court. A violation of this Section may result 
in immediate termination of this Agreement without notice. The obligations of Consultant 
or its subconsultants under this Section must survive the termination of this Agreement. 
5.27 Jurisdiction and Venue. This Agreement is made under, and must be construed in 
accordance with and governed by the laws of the State of Arizona without regard to the 
conflicts or choice of law provisions thereof. Any action to enforce any provision of this 
Agreement or to obtain any remedy with respect hereto must be brought in the courts 
located in Maricopa County, Arizona, and for this purpose, each Party hereby expressly and 
irrevocably consents to the jurisdiction and venue of such court. 
5.28 Survival. All warranties, representations, and indemnifications by Consultant must 
survive the completion or termination of this Agreement. 
5.29 Modification. Except as expressly provided herein to the contrary, no supplement, 
modification, or amendment of any term of this Agreement will be deemed binding or 
effective unless in writing and signed by the Parties.  
5.30 Severability. If any provision of this Agreement or the application to any person or 
circumstance may be invalid, illegal or unenforceable to any extent, the remainder of this 
Agreement and the application will not be affected and will be enforceable to the fullest 
extent permitted by law. 
5.31 Integration. This Agreement contains the full agreement of the Parties. Any prior or 
contemporaneous written or oral agreement between the Parties regarding the subject 
matter is merged and superseded. 
5.32 Time is of the Essence. Time of each of the terms, covenants, and conditions of this 
Agreement is hereby expressly made of the essence. 
5.33 Date of Performance. If the date of performance of any obligation or the last day of any 
time period provided for should fall on a Saturday, Sunday, or holiday for City, the 
obligation will be due and owing, and the time period will expire, on the first day after which 
is not a Saturday, Sunday or legal City holiday. Except as may otherwise be set forth in this 
Agreement, any performance provided for herein will be timely made if completed no later 
than 5:00 p.m. (Chandler time) on the day of performance. 
5.34 Third Party Beneficiary. Nothing under this Agreement will be construed to give any

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City of Chandler Professional Services Agreement  
Public Works & Utilities Department, Capital Projects Division  
Project Name: RECLAIMED WATER INTERCONNECT FACILITY 
Project No.: WW1901.203
 
 Rev. 3/2/2021 
rights or benefits in the Agreement to anyone other than City and Consultant, and all duties 
and responsibilities undertaken pursuant to this Agreement will be for the sole and 
exclusive benefit of City and Consultant and not for the benefit of any other party. 
5.35 Conflict in Language. All work performed must conform to all applicable City of 
Chandler codes, ordinances, and requirements as outlined in this Agreement. If there is a 
conflict in interpretation between provisions in this Agreement and those in Exhibit "A", the 
provisions in this Agreement prevail. 
5.36 Document/Information Release. Documents and materials released to Consultant, 
which are identified by City as sensitive and confidential, are City’s property. The 
document/material must be issued by and returned to City upon completion of the services 
under this Agreement. Consultant secondary distribution, disclosure, copying, or 
duplication in any manner is prohibited without City’s prior written approval. The 
document/material must be kept secure at all times. This directive applies to all City 
documents, whether in photographic, printed, or electronic data format.  
5.37 Exhibits. The following exhibits are made a part of this Agreement and are 
incorporated by reference: 
Exhibit A - Scope of Services / Schedule 
Exhibit B - Compensation and Fees 
Exhibit C - Insurance Requirements 
Exhibit D - Special Conditions 
Exhibit E – Federal Requirements (if applicable) 
5.38 Special Conditions. As part of the services Consultant provides under this Agreement, 
Consultant agrees to comply with and fully perform the special terms and conditions set 
forth in Exhibit “D”, which is attached to and made a part of this Agreement. 
5.39 Non-Discrimination and Anti-Harassment Laws. Consultant must comply with all 
applicable City, state, and federal non-discrimination and anti-harassment laws, rules, and 
regulations. 
5.40 Licenses and Permits. Beginning with the Effective Date and for the full term of this 
Agreement, Consultant must maintain all applicable City, state, and federal licenses and 
permits required to fully perform Consultant’s services under this Agreement. 
5.41 Warranties. Consultant must furnish a one-year warranty on all work and services 
performed under this Agreement. Consultant must furnish, or cause to be furnished, a two-
year warranty on all fixtures, furnishings, and equipment furnished by Consultant, 
subconsultants or suppliers under this Agreement. Any defects in design, workmanship, or 
materials that do not comply with this Agreement must be corrected by Consultant 
(including, but not limited to, all parts and labor) at Consultant’s sole cost and expense. All 
written warranties and redlines for as-built conditions must be delivered to City on or 
before City’s final acceptance of Consultant’s services under this Agreement.

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City of Chandler Professional Services Agreement  
Public Works & Utilities Department, Capital Projects Division  
Project Name: RECLAIMED WATER INTERCONNECT FACILITY 
Project No.: WW1901.203
 
 Rev. 3/2/2021 
5.42 Cooperative Purchasing Agreement (S.A.V.E. – Strategic Alliance for Volume 
Expenditures).  In addition to City of Chandler and with the approval of Consultant, this 
Agreement may be extended for use by other municipalities, school districts, and 
government agencies of the State.  Any such usage by other entities must be in accordance 
with the ordinance, charter, or procurement rules and regulations of the respective political 
entity.   
5.43 Budget Approval into Next Fiscal Year.  This Agreement will commence on the Effective 
Date and continue in full force and effect until it is terminated or expires in accordance with 
the provisions of this Agreement.  The Parties recognize that the continuation of this 
Agreement after the close of the City's fiscal year, which ends on June 30 of each year, is 
subject to the City Council's approval of a budget that includes an appropriation for this 
item as an expenditure.  The City does not represent that this budget item will be actually 
adopted. This determination is solely made by the City Council. 
SIGNATURE PAGE TO FOLLOW

This Agreement will be in full force and effect only when it has been approved and executed 
by the duly authorized City officials. 
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date. 
"CITY" 
CITY OF CHANDLER 
Recommended By: 
Andrew Goh, P.E. 
CIP City Engineer 
MAYOR 
APPROVED AS TO FORM: 
City Attorney 
ATTEST: 
City Clerk 
"CONSUL TANT" 
LC 
Signature 
PrinFW,(.AG 
Title 
City of Chandler Professional Services Agreement 
Public Works & Utilities Department, Capital Projects Division 
Project Name: RECLAIMED WATER INTERCONNECT  FACILITY 
Project No.: WW1901.203 
Rev. 3/2/2021 
Seal 
Page 12

Page A-1 
City of Chandler Professional Services Agreement – Exhibit “A” 
Public Works & Utilities Department, Capital Projects Division  
Project Name: RECLAIMED WATER INTERCONNECT FACILITY 
Project No.: WW1901.203 
 Rev. 3/2/2021 
EXHIBIT “A” 
SCOPE OF SERVICES/SCHEDULE

CITY OF CHANDLER 
WATER RECLAMATION INTERCONNECT FACILITY (WRSF) 
DETAILED DESIGN SERVICES 
EXHIBIT A – SCOPE OF SERVICES 
CITY PROJECT NUMBER: WW 1903.203 
March 15, 2021 
TASK 100- PROJECT MANAGEMENT 
The ENGINEER will perform various project management and monitoring activities throughout the 
project, as delineated in the following tasks and sub-tasks.  The ENGINEER shall prepare and submit 
regular monthly invoices and shall include a summary of the work completed for each billing cycle.  The 
ENGINEER shall prepare authorization for Use of Allowance and obtain CITY’s approval prior to 
beginning of any allowance work. 
Prepare and distribute agenda and minutes for each meeting. Agenda will be submitted to the CITY at 
least two (2) days prior to the meeting. Minutes will be submitted to the CITY no more than five (5) days 
following each meeting. 
Task 101 - Project Kickoff Meeting: Conduct a project kickoff meeting approximately two (2) weeks 
following receipt of written NTP from the CITY. Meeting objectives will be to review the various draft 
submittals (including the project schedule and Project milestones); and coordinate the schedule of project 
meetings anticipated throughout the Project. 
Task 102 - Project Meetings:  Conduct monthly project meetings with CITY representatives throughout 
the Project to keep the CITY informed of the project progress and obtain input and direction as required. 
The monthly meeting objectives will include the presentation of alternative evaluations for CITY review 
and approval; results from data collection, and other outstanding project issues. Conduct project meetings 
with other project stakeholders to discuss project progress and obtain input. It is anticipated that intake 
structure coordination would be required with the Salt River Project (SRP) and is included in this task. 
The anticipated number of planned monthly meetings during this phase shall be fifteen and number of 
anticipated meetings with SRP is three, exclusive of the project kickoff meeting.

Task 103 - Project Workshops: Conduct additional coordination meetings and workshops with CITY 
and other project stakeholders as necessary to obtain timely input and feedback on the progression of the 
Project, including key interaction with CITY operations and maintenance (O&M) staff regarding process 
alternative evaluations.  A total of three Project Workshops are anticipated for the project. 
Deliverables:  Meeting Agenda and Summary Notes (electronic copies) 
Task 104 - Project Schedule: Develop and maintain a project progress schedule during the Project. The 
schedule will be developed in MS Project format. Project timelines, along with Identification of task 
inter-relationships, will be included. Schedule will include both original baseline and actual progress. A 
draft baseline project schedule will be submitted to the CITY for review and approval.  The project 
schedule will be updated monthly to be reviewed at project meetings. 
Deliverables:   Draft and Final Baseline Project Schedule and Monthly Updates (electronic copies) 
TASK 200- PRELIMINARY DESIGN 
The Preliminary Design Report (PDR) developed under this Task will include preliminary design of items 
for the WRSF to proceed with detailed design on this project.  The preliminary design will include 
development of process and equipment sizing, review of any alternatives; review applicable codes, 
standards, design criteria; and the capital and annual O&M cost estimates for each item selected for the 
project. The preliminary design will be the basis for the preparation of detailed design plans and 
specifications (Task 300). It is anticipated that the treatment process will include a Raw Water Pump 
Station, Raw Water Force main, Membrane Pre-treatment Facilities, Membrane Treatment and all 
membrane ancillary facilities such as chemical storage and feed facilities, blowers air supply system, 
associated electrical and controls, and disinfection a system.  Other improvements will include yard 
piping, electrical and instrumentation infrastructure for the Facility and other miscellaneous 
improvements such as pavement, grading and drainage design.  The following tasks describe the specific 
efforts associated with the Preliminary Design development. 
Task 201 – Preliminary Design Report: The ENGINEER will provide summary description for new 
facilities that have been determined to be included in this project. The ENGINEER shall advance the 
design concepts and provide preliminary design criteria, document the preliminary alternatives, 
schematics, layouts, and criteria developed and evaluated in previous tasks into an overall combined 
Preliminary Design Report for both facilities.  The PDR shall include the following elements:


Executive summary that briefly summarizes the project elements identifying the reasons for
decisions that were made (for project elements) to be included as part of this project.

Process flow diagrams and schematics for the treatment processes, including preliminary
hydraulic profile.

Compilation of the anticipated preliminary design criteria for the treatment process and ancillary
facilities, compiled from the preliminary criteria developed under previous tasks.

Preparation  of a budgetary-level preliminary opinion of probable construction cost with project-
related administrative, general conditions, bonds, insurance and other indirect costs (including
design and construction management related fees) will be included to determine a total project
cost estimate.
Overall purpose of the Preliminary Design Report is to identify and finalize key design decisions to 
transition into detailed design.  The draft PDR will be submitted to CITY for review. Along with the 
PDR, a 30% level design drawings will also be submitted for City’s review (30% Progress Submittal are 
discussed below). Upon receipt of comments, the ENGINEER will make appropriate revisions and submit 
a final PDR to the CITY. 
Deliverables:  Draft and Final Preliminary Design Report (6 copies each and electronic copy) 
Task 202 Drainage Report:  The ENGINEER will update the current Drainage Report and preliminary 
Grading and Drainage Plan to document the site drainage conditions for any new structures or facilities 
that will be built as part of this project. The Drainage Report will be submitted to the CITY along with the 
Agency Review submittal.  
Deliverables:  Draft and Final Drainage Report (electronic copies) 
TASK 300 DETAILED DESIGN 
The ENGINEER will prepare detailed construction documents for the Project.  In the event the City 
determines to select a CMAR for the project, the documents will be used by the CMAR to prepare the 
construction cost model and corresponding GMP, project schedule, equipment and subcontractor 
procurement; as well as by the regulatory agencies to issues applicable permits for the construction and

operation of the Project.  Alternatively, the detailed design documents can be used for procuring the 
contractor using the bid method. 
Preparation of construction drawings and technical specifications will be as follows: 
1.
Drafting and CADD Standards:  The organization and preparation of construction drawings shall
be in accordance with the City drafting guidelines.
3.
Technical Specifications:  Technical specifications shall be prepared using the City’s Standard
Specifications Guide Documents, Divisions 1 through 17.
The Engineer will prepare progress submittal packages when the design, drawings, and specifications are 
considered 30, 60, and 90 percent (%) complete as described in this scope of services.  Two (2) copies of 
the progress submittal packages will be included with each submittal for City review.  The level of detail 
on the drawings in each progress submittal should be as given below. 
Task 301 - Thirty Percent (30%) Progress Submittal 
The design scheme is decided and working drawings are prepared.  These drawings are used to convey 
information about the Project’s overall appearance and configuration to the City and other Project 
stakeholders.  These drawings are not intended for construction.  The lists of drawings and specifications 
for each discipline are ready for City review. 
1.
Process and hydraulic design:

Hydraulics:  Hydraulic analysis required for design (e.g., pipeline hydraulics, pump selection, etc)
is complete and calculations are checked.

Process:  wastewater process design (e.g., chemical dosage, specialty equipment selection, etc) all
process calculations are completed and checked.
2.
Civil:

Existing utilities are plotted; existing facility horizontal controls and elevations are confirmed
with current survey.

All unit treatment process structures, as required in design, are located.

Preliminary drawings include overall site layout, large diameter pipe, yard piping and major
grading elements.

Demolition plans, as applicable, are prepared.

Conceptual drawings showing drainage patterns and means for control and disposal.

3.
Structural/Architectural:

The detailed design approach for each structural component is established.

Layout plan drawings and principal sections are started.

Architectural concepts defined.

Preliminary architectural plans and sections are prepared.
4.
Electrical:

Preliminary single line diagrams of major distribution system and MCCs are prepared.

Preliminary electrical room arrangements are prepared.

Partial equipment control schematic diagrams are prepared.

Preliminary electrical plans showing locations of switch gear, conduit runs and main motor
control centers are prepared.
6.
Instrumentation:
Process and Instrumentation Devices (P&ID) should be developed to a degree which depicts the
following:

General instrumentation and control philosophy.

Type of instrumentation.

All primary and secondary control devices.

Process area designation, drawing and equipment numbering system identified.
Preliminary Process Control strategies should be complete.  Process control strategies shall be discussed 
and reviewed with the plant personnel at a project workshop prior to the 30% submittal.  The draft 
process control strategies shall be submitted to the City prior to the meeting to provide sufficient time for 
City staff review. 
No specification submittal will be required at this time.  The 30% Progress Submittal will be made along 
with the PDR discussed in Task 200 above. 
Deliverables: Half size drawings (6 copies and a pdf copy).  General instrumentation philosophy 
document and conceptual process overview schematic. 
Task 302 - Sixty Percent (60%) Progress Submittal 
The drawings and specifications for each discipline are coordinated and have progressed where the design 
intent is established and must show the work in sufficient detail that a contractor can recognize elements

and requirements for construction.  All comments from the 30% submittal are satisfactorily addressed.  
The set of drawings will include a cover sheet and an index sheet. 
1.
Civil:

All facilities are shown and located.

Grading plans and demolition plans are substantially complete.

Plan sheets are substantially complete.

Design calculations are complete.

Draft specifications are assembled.
3.
Architectural:

Floor, roof, and ceiling plans are near complete.

Elevations and sections are essentially complete.

Door, window, and finish schedules are partially complete.

Architectural detailing is partially complete.

Draft specifications are assembled.
4.
Structural:

Foundation plans are essentially complete.

Other plans and sections are partially complete.

Design calculations are complete.

Structural detailing is partially complete.

Draft specifications are assembled.
5.
Mechanical (includes process equipment, plumbing, HVAC, and fire suppression):

Mechanical plans and sections are essentially complete.

Mechanical details are partially complete.

Equipment and valves are included in equipment schedules.  Piping schedules are complete.

Specifications for the major equipment items are essentially complete.

Design calculations are complete.
6.
Electrical:

Single line diagrams and motor control diagrams are partially complete.

Power and control plans are partially complete.


Panel, light fixtures schedules are complete.

Duct bank and pull box details are partially complete.

Lighting and receptacle plans are partially complete.

Specifications for major equipment items have been drafted.

Design calculations are complete.

Control schematic diagrams are partially complete.
7.
Instrumentation:

P&IDs are essentially complete.

Process Control Strategies are essentially complete.

I & C details are partially complete.

Specifications for instrumentation devices are started.
The ENGINEER shall finalize the process control narratives for the Water Reclamation Interconnect 
Facility (RWIF), prior to completion of the 60% detailed design documents and after a detailed review of 
the narratives with the City staff. 
Deliverables: Half size drawings (6 copies and a pdf copy). Draft specifications for major equipment for 
the project along with a list of equipment vendors for City’s review.  Process Control Descriptions for all 
processes that are included in the project including descriptions for any new processes that are added. 
Task 303 - Ninety Percent (90%) (Agency Review) Progress Submittal 
Drawings and details in all disciplines should be complete.  Specifications should be essentially complete.  
Design calculations in all disciplines shall be essentially complete and checked.  Comments on design, 
drawings and specifications from previous reviews must have appropriate responses before the 90% 
progress submittal is submitted.  Comments from both the 30 and 60 percent reviews by City staff, any 
constructability reviews, and review comments from regulatory agencies must have appropriate responses 
or actions. 
Deliverables: Half size drawings (6 copies and a pdf copy), 3 full-size copies to be submitted to agencies 
for review. 
Task 304 - Final (100%) Submittal

Drawings and specifications should be complete and accepted by the City.  All construction documents 
should be complete and ready for construction pricing of the work.   
Deliverables: Half size drawings (6 copies, 1 full size copy and pdf and AutoCAD files), 1 full-size copy. 
Task 305 – Maintenance of Plant Operations (MOPO) 
The Maintenance of Plant Operations is a plan or series of plans that describe how to maintain operation 
of the existing facility when it is time to bring a newly constructed facility on line.  The Engineer will 
prepare a draft MOPO list during preliminary design and follow up and assist the CMAR during detailed 
design to develop specific MOPO activities.  The CMAR contractor will take lead on this task and with 
assistance from the ENGINEER. 
The preliminary MOPO list will identify areas of construction of the proposed facility that interfaces with 
the existing facilities.  The preliminary MOPO list will be prepared with the 30% Submittal and included 
in the preliminary design report.  The preliminary MOPO list will be used as the basis for development of 
the MOPO activities during the detailed design phase. 
MOPO development will occur during preparation of drawings and specifications and the ENGINEER’s 
will include the following: 

Identification of construction interfaces with the existing facilities that affect existing operations.

Assist CMAR in developing draft MOPOs with input from City operation and maintenance staff.

Consider possible effects on design from the draft MOPO.

Incorporate MOPO requirements into the drawings and specifications.

Participate in a site walk-through with CMAR and the City operation and maintenance staff.
Assist the CMAR in determining the MOPO durations, constraints, and shared responsibilities for
MOPOs.

Review MOPOs prepared by the CMAR, incorporate the MOPOs in the specifications.
The MOPO list for City review will be included in the 60% and 90% Submittals.  The final MOPOs 
developed by the CMAR must have City approval and will be included in the construction documents 
with the final submittal. 
TASK 400- PERMITTING ASSISTANCE

The ENGINEER will perform permitting coordination activities throughout the Design Phase, as 
delineated in the following tasks and sub-tasks. Specific permits, plans and reviews anticipated under this 
Project include: 

City of Chandler- Building Permit (and Building Plan Review)

City of Chandler- Civil Plan Review

MCESD- Approval to Construct

ADEQ Minor Amendment Application

ADWR Permitting
401 - City of Chandler Coordination: The ENGINEER shall develop applicable permit applications and 
submit preliminary supporting documents as part of the CITY's Pre-Tech Review process (at the 30 or 60 
percent design stage).  Submit applicable Interim Submittal Review and Agency Review documents and 
associated reports, plans and supporting information to the CITY's Development Services and Fire 
Departments for Building, Site, Civil and Fire plan review approvals accordingly. Provide additional 
information as requested from CITY plan review staff, as appropriate. 
NOTE: It is assumed that all CITY permit fees for the Project will be paid directly by the CITY, and 
therefore, are not included within this scope of services. 
Deliverables:  Draft and Final Permit Applications and Supporting Documentation 
402 - MCESD Coordination: Develop the Agency Review document set(s) and associated permit 
application in accordance with the Permitting Assistance Plan and submit to MCESD for non-expedited 
review to obtain the Approval to Construct (ATC). It is assumed that one (1) review meeting will be 
conducted with MCESD to discuss any comments received from the County accordingly. 
NOTE: The subsequent Approval of Construction (AOC) submission is not included within this scope of 
services, but will be included under a subsequent Construction Phase Services contract (if desired by the 
CITY). 
Deliverables:  Draft and Final Permit Applications and Supporting Documentation 
403 - ADEQ APP Coordination:  The City intends to permit this facility as a new facility from the 
Airport WRF.  It is anticipated that a new APP permit will need to be prepared and submitted for review 
by the ADEQ.  In addition to the new facility permit, five existing APP permits will need to be amended 
to include flows from the new facility.  All five Minor Amendments applications will be prepared and

submitted for review by ADEQ.  The ENGINEER will support and address any questions or comments 
received from the application process and will revise applications as necessary to obtain permits from the 
ADEQ.  
NOTE: It is assumed that applicable permit application review fees will be paid by the ENGINEER. 
Deliverables:  Draft and Final Permit Applications and Supporting Documentation 
403 - ADWR Coordination:  Assist the City coordinate with the ADWR and support the City with any 
paperwork and permitting work necessary for the (WRSF).   
TASK 500- CMAR COORDINATION 
The ENGINEER will continue to assist the CITY with CMAR coordination for this project.The scope of 
work for this task.  The City wants to incorporate a contractor’s perspective and input to the Project 
planning and design decisions and have the ability to select certain components of the Project for 
construction prior to full completion of design. 
Design Phase services by the CM at Risk may include: 

Provide a conceptual and progressively more detailed cost model to confirm budgets and guide
design decisions;

Provide detailed independent cost estimating and knowledge of market conditions;

Provide alternate systems evaluation and constructability studies;

Provide long-lead procurement studies and possibly initiate procurement of long-lead items;

Provide procurement services for selection of subcontractors and suppliers;

Prepare the Guaranteed Maximum Price (GMP) for construction;
The Engineer’s effort to coordinate with the CM at Risk will consist of: 

Solicit CM at Risk input during design development as appropriate;

Provide information for cost estimating;

Provide assistance with long-lead procurement activities;

Evaluate alternative systems suggested by CM at Risk;

Respond to constructability review comments;

Attend subcontractor pre-selection meetings conduct by CM at Risk;

Assist and review during GMP development;


Perform GMP proposal review and prepare recommendation to City;

Assist City with review of the subcontractor/supplier bid and selection process.
The City may request the CM at Risk to proceed with early construction of certain Project features before 
full Project design is complete and request a GMP for that portion of the work.  The Engineer will prepare 
the appropriate construction documents for such work.  This may include; 

Early Procurement of Long-Lead Equipment Items that will be included consists of Membrane
Equipment and ancillary equipment for the project

Balance of Work
In addition to coordination with the CMAR, attend meetings with the third party cost consultant and 
provide them with the project submittals to facilitate their review of CMAR’s GMP.  The ENGINEER 
will attend up to a total of four meetings with the cost consultant for two separate GMP packages. 
NOTE: A parallel cost estimate will not be performed as the CITY intends to hire a third-party cost 
estimator for additional cost model and GMP validation. 
TASK 600 ALLOWANCES 
Task 601 Geotechnical Investigation: The ENGINEER will perform a geotechnical investigation with 
assistance from sub-consultant, which will include the drilling and sampling of up to four (4) test borings 
to determine subsoil conditions and provide samples for laboratory testing. The ENGINEER will submit 
draft Geotechnical Investigation Report to the CITY for review.  The ENGINEER will further coordinate 
and consult with geotechnical sub-consultant to obtain geotechnical design data for construction any new 
facilities.  The geotechnical investigation will be limited to the improvements identified for the WRSF at 
the Airport WRF. 
The CMAR shall review the Geotechnical Investigation Report and supporting data, and coordinate any 
additional investigations that they may determine to be necessary to be borne directly by the CMAR. 
Deliverables:  Draft and Final Geotechnical Investigation Report (electronic copies) 
Task 602 Topographical Site Survey: The ENGINEER with assistance from a sub-consultant will 
perform a site topographical survey to document the current conditions and surface features of the area 
proposed for the new WRSF. Site survey will be based on City of Chandler datum and will include

existing spot elevations for use in developing new contours; location and establishment of perimeter 
property lines based on existing legal descriptions, available survey reviews, and existing and future right-
of-ways; and identification of above-ground structures, other identified facilities, and existing trees. Site 
survey will also include identification of staked geotechnical borings and horizontal grid development for 
design. 
Deliverables:  Draft Site Topographical Maps (electronic copies) 
Task 603 – Structural Engineering Services: The ENGINEER will provide structural engineering 
services including structural drawings and specifications as required to support the preliminary and 
detailed design services for the WRSF at the Airport WRF. 
Deliverables: Structural Drawings and Specifications (electronic copies) 
Task 604 - Architectural and HVAC Services: The ENGINEER will provide architectural services via 
a sub-consultant to that includes architectural drawings and specifications as required to support the 
premanufactured buildings that are proposed for the project.  The ENGINEER will provide HVAC 
engineering services including HVAC / Plumbing drawings and specifications as required for detailed 
design services for the project. 
Deliverables: Structural Drawings and Specifications (electronic copies) 
Task 605 – Additional Engineering Services: The ENGINEER will require assistance from the 
membrane vendors to provide detailed engineering drawings as well as the details of the membrane 
system elements that will determine the final vendor selection and preparation of the specifications for the 
selected vendor.  This allowance will be used to obtain additional information which will be used for the 
purposes of finalizing the procurement documents. 
END OF SCOPE OF WORK

Page B-1 
City of Chandler Professional Services Agreement – Exhibit “B” 
Public Works & Utilities Department, Capital Projects Division  
Project Name: RECLAIMED WATER INTERCONNECT FACILITY 
Project No.: WW1901.203 
 Rev. 3/2/2021 
EXHIBIT “B” 
COMPENSATION AND FEES

109,280.00
$        
Kick off Meeting
4,590.00
$         
Project Meetings
80,160.00
$       
Project Workshops
22,260.00
$       
Project Schedule
2,270.00
$         
138,630.00
$        
Preliminary Design Report
111,320.00
$     
Drainage Reports
27,310.00
$       
1,007,640.00
$     
30% Progress Submittal 
162,640.00
$     
60% Progress Submittal 
250,180.00
$     
90% Progress Submittal (Agency Review Set)
391,340.00
$     
Final (100%) Contract Documents
165,680.00
$     
MOPOs
37,800.00
$       
132,970.00
$        
City Permitting
2,230.00
$         
MCESD Permitting
25,840.00
$       
ADEQ APP Coordination
75,060.00
$       
ADWR Coordination
29,840.00
$       
46,140.00
$          
Coordination with CMAR
46,140.00
$       
210,000.00
$        
Geotechnical Investigation
10,000.00
$       
Topographical Site Survey
20,000.00
$       
Structural Engineering Services
105,000.00
$     
Architectural Services
15,000.00
$       
HVAC and Plumbing Services
10,000.00
$       
Additional Engineering Allowance
50,000.00
$       
165,000.00
$        
TOTAL COST:
1,809,660.00
$     
4. Permitting
5. Project Delivery Method Assistance
7. Owner's Allowance
 SUBTOTAL 
1. Project Management
6. Other Direct Costs
EXHIBIT "B-1"
TASK DESCRIPTION
2. Preliminary Design Development
Lump Sum Cost Per Task
3. Detailed Design Development

Principal
Sr. PM
Sr. PM 
(E/I&C)
Sr. Engr.
Project Engineer / 
Proj. Prof
Lead EI&C
CADD 
Technicians
Admin
Uday 
Gandhe
Sreeram 
Rengaraj, 
Lopez, G.
Mike C., 
Joe S.
Damien 
T., Sri Y., 
Ashish A
Kyleigh P.,
Sean Z., Megan S., 
 Jeff J.,
Elvin R., Phani P.
John S., 
Dave D.
Kam C., 
Jeremy J., 
Julius C.
Mani S.,
Monica F.,
Shey A.
 $   215.00  $   195.00  $   195.00  $   170.00  $                  145.00  $   160.00  $         115.00  $     95.00 
36
128
32
128
216
8
96
52
696
Kickoff Meeting
2
4
0
4
16
0
0
4
30
Project Meetings
24
80
24
96
160
8
88
40
520
Project Workshops
8
40
8
24
40
0
8
4
132
Project Schedule
2
4
0
4
0
0
0
4
14
18
120
24
128
320
40
200
96
946
Preliminary Design Report
16
80
24
120
240
40
160
80
760
Drainage Report
2
40
0
8
80
0
40
16
186
40
592
388
800
2600
692
1288
380
6780
30% Progress Submittal
4
80
60
120
480
120
200
24
1088
60% Progress Submittal
8
160
88
200
600
200
360
60
1676
90% Progress Submittal (Agency Review Set)
16
240
160
320
980
240
520
160
2636
Final (100%) Contract Documents
4
88
80
120
420
108
192
120
1132
MOPOs
8
24
0
40
120
24
16
16
248
32
100
0
164
336
0
160
122
914
City Permitting
0
4
0
4
4
0
0
2
14
MCESD Permitting
8
24
0
40
64
0
16
16
168
ADEQ APP Coordination
16
48
0
80
188
0
120
80
532
ADWR Coordination
8
24
0
40
80
0
24
24
200
4
40
8
80
80
24
40
24
300
Coordination with CMAR
4
40
8
80
80
24
40
24
300
0
0
0
0
0
0
0
0
0
130
980
452
1300
3552
764
1784
674
9636
6. Other Direct Costs
5. Project Delivery Method Assistance
TOTAL HOURS:
TASK DESCRIPTION
EXHIBIT "B‐2"
1. Project Management
2. Preliminary Design Report
TOTAL HOURS       
PER TASK
< PROJECT ROLE
< NAME OF PERSON
 < HOURLY RATES 
Hours and Rates
3. Detailed Design Development
4. Permitting
7. Owner's Allowance

Page C-1 
City of Chandler Professional Services Agreement – Exhibit “C” 
Public Works & Utilities Department, Capital Projects Division  
Project Name: RECLAIMED WATER INTERCONNECT FACILITY 
Project No.: WW1901.203 
 Rev. 3/2/2021 
EXHIBIT “C” 
INSURANCE REQUIREMENTS 
1.
General.
1.1 At the same time as execution of this Agreement, Consultant must furnish City a certificate 
of insurance on a standard insurance industry ACORD form.  The ACORD form must be 
issued by an insurance company authorized to transact business in the State of Arizona 
possessing a current A.M. Best, Inc. rating of A-7, or better and legally authorized to do 
business in the State of Arizona with policies and forms satisfactory to City.  Provided, 
however, the A.M. Best rating requirement will not be deemed to apply to required 
Workers’ Compensation coverage.  
1.2 Consultant and any of its subconsultants must procure and maintain, until all of their 
obligations have been discharged, including any warranty periods under this Agreement 
are satisfied, the insurances set forth below. 
1.3 The insurance requirements set forth below are minimum requirements for this 
Agreement and in no way limit the indemnity covenants contained in this Agreement. 
1.4 City in no way warrants that the minimum insurance limits contained in this Agreement are 
sufficient to protect Consultant from liabilities that might arise out of the performance of 
the Agreement services under this Agreement by Consultant, its agents, representatives, 
employees, subconsultants, and Consultant is free to purchase any additional insurance as 
may be determined necessary. 
1.5 Failure to demand evidence of full compliance with the insurance requirements in this 
Agreement or failure to identify any insurance deficiency will not relieve Consultant from, 
nor will it be considered a waiver of its obligation to maintain the required insurance at all 
times during the performance of this Agreement. 
1.6 Use of subconsultants:  If any work is subcontracted in any way, Consultant must execute a 
written contract with subconsultant containing the same Indemnification Clause and 
Insurance Requirements as City requires of Consultant in this Agreement. Consultant is 
responsible for executing the Agreement with the subconsultant and obtaining Certificates 
of Insurance and verifying the insurance requirements. 
2.
Minimum Scope and Limits of Insurance.  Consultant must provide coverage with limits of
liability not less than those stated below. 
2.1 Professional Liability.  If the Agreement is the subject of any professional services or work 
performed by Consultant, or if Consultant engages in any professional services or work 
adjunct or residual to performing the work under this Agreement, Consultant must 
maintain Professional Liability insurance covering errors and omissions arising out of the 
work or services performed by Consultant, or anyone employed by Consultant, or anyone 
whose acts, mistakes, errors and omissions Consultant is legally liable, with a liability limit 
of $1,000,000 each claim and $2,000,000 all claims.  In the event the Professional Liability

Page C-2 
City of Chandler Professional Services Agreement – Exhibit “C” 
Public Works & Utilities Department, Capital Projects Division  
Project Name: RECLAIMED WATER INTERCONNECT FACILITY 
Project No.: WW1901.203 
 Rev. 3/2/2021 
insurance policy is written on a “claims made” basis, coverage must extend for 3 years past 
completion and acceptance of the work or services, and Consultant, or its selected Design 
Professional will submit Certificates of Insurance as evidence the required coverage is in 
effect.  The Design Professional must annually submit Certificates of Insurance citing that 
the applicable coverage is in force and contains the required provisions for a 3 year period. 
2.2 Commercial General Liability-Occurrence Form.  Consultant must maintain “occurrence” form 
Commercial General Liability insurance with a limit of not less than $2,000,000 for each 
occurrence, $4,000,000 aggregate.   Said insurance must also include coverage for products 
and completed operations, independent contractors, personal injury and advertising injury. 
If any Excess insurance is utilized to fulfill the requirements of this paragraph, the Excess 
insurance must be “follow form” equal or broader in coverage scope than underlying 
insurance. 
2.3 Automobile Liability-Any Auto or Owned, Hired and Non-Owned Vehicles 
Vehicle Liability:  Consultant must maintain Business/Automobile Liability insurance with a 
limit of $1,000,000 each accident on Consultant owned, hired, and non-owned vehicles 
assigned to or used in the performance of Consultant’s work or services under this 
Agreement.  If any Excess or Umbrella insurance is utilized to fulfill the requirements of this 
paragraph, the Excess  or Umbrella insurance must be “follow form” equal or broader in 
coverage scope than underlying insurance. 
2.4 Workers Compensation and Employers Liability Insurance:  Consultant must maintain Workers 
Compensation insurance to cover obligations imposed by federal and state statutes having 
jurisdiction of Consultant employees engaged in the performance of work or services 
under this Agreement and must also maintain Employers’ Liability insurance of not less 
than $1,000,000 for each accident and $1,000,000 disease for each employee. 
3.
Additional Policy Provisions Required.
3.1 Self-Insured Retentions or Deductibles.  Any self-insured retentions and deductibles must be 
declared and approved by City.  If not approved, City may require that the insurer reduce 
or eliminate any deductible or self-insured retentions with respect to City, its officers, 
officials, agents, employees, and volunteers. 
3.1.1. Consultant’s insurance must contain broad form contractual liability coverage. 
3.1.2. Consultant’s insurance coverage must be primary insurance with respect to City, its 
officers, officials, agents, and employees.  Any insurance or self-insurance 
maintained by City, its officers, officials, agents, and employees will be in excess of 
the coverage provided by Consultant and must not contribute to it. 
3.1.3. Consultant’s insurance must apply separately to each insured against whom claim is 
made or suit is brought, except with respect to the limits of the insurer's liability.

Page C-3 
City of Chandler Professional Services Agreement – Exhibit “C” 
Public Works & Utilities Department, Capital Projects Division  
Project Name: RECLAIMED WATER INTERCONNECT FACILITY 
Project No.: WW1901.203 
 Rev. 3/2/2021 
3.1.4. Coverage provided by Consultant must not be limited to the liability assumed under 
the indemnification provisions of this Agreement. 
3.1.5. The policies must contain a severability of interest clause and waiver of subrogation 
against City, its officers, officials, agents, and employees, for losses arising from 
Work performed by Consultant for City. 
3.1.6. Consultant, its successors and or assigns, are required to maintain Commercial 
General Liability insurance as specified in this Agreement for a minimum period of 3 
years following completion and acceptance of the Work.  Consultant must submit a 
Certificate of Insurance evidencing Commercial General Liability insurance during 
this 3 year period containing all the Agreement insurance requirements, including 
naming City of Chandler, its agents, representatives, officers, directors, officials and 
employees as Additional Insured as required. 
3.1.7. If a Certificate of Insurance is submitted as verification of coverage, City will 
reasonably rely upon the Certificate of Insurance as evidence of coverage but this 
acceptance and reliance will not waive or alter in any way the insurance 
requirements or obligations of this Agreement.   
3.2.  Insurance Cancellation During Term of Contract/Agreement. 
3.2.1. If any of the required policies expire during the life of this Agreement, Consultant 
must forward renewal or replacement Certificates to City within 10 days after the 
renewal date containing all the required insurance provisions. 
3.2.2. Each insurance policy required by the insurance provisions of this Agreement must 
provide the required coverage and must not be suspended, voided or canceled 
except after thirty (30) days prior written notice has been given to City, except when 
cancellation is for non-payment of premium, then ten (10) days prior notice may be 
given.  Such notice must be sent directly to Chandler Law-Risk Management 
Department, Post Office Box 4008, Mailstop 628, Chandler, Arizona  85225. If any 
insurance company refuses to provide the required notice, Consultant or its 
insurance broker must notify City of any cancellation, suspension, non-renewal of 
any insurance within seven (7) days of receipt of insurers’ notification to that effect.  
3.3 
City as Additional Insured.  The policies are to contain, or be endorsed to contain, the 
following provisions: 
3.3.1. The Commercial General Liability and Automobile Liability policies are to contain, or 
be endorsed to contain, the following provisions:  City, its officers, officials, agents, 
and employees are additional insureds with respect to liability arising out of 
activities performed by, or on behalf of, Consultant including City's general 
supervision of Consultant; Products and Completed operations of Consultant; and 
automobiles owned, leased, hired, or borrowed by Consultant.

Page C-4 
City of Chandler Professional Services Agreement – Exhibit “C” 
Public Works & Utilities Department, Capital Projects Division  
Project Name: RECLAIMED WATER INTERCONNECT FACILITY 
Project No.: WW1901.203 
 Rev. 3/2/2021 
3.3.2. City, its officers, officials, agents, and employees must be additional insureds to the 
full limits of liability purchased by Consultant even if those limits of liability are in 
excess of those required by this Agreement.

Page AFF-1 
City of Chandler Professional Services Agreement – Affidavit of Lawful Presence 
Public Works & Utilities Department, Capital Projects Division  
Project Name: RECLAIMED WATER INTERCONNECT FACILITY 
Project No.: WW1901.203 
 Rev. 11/1/19 
EXHIBIT “D” 
SPECIAL CONDITIONS 
Standard Details and Specifications. Consultant must be familiar with City’s latest revision of 
the MAG Specifications and MAG Standard Details as amended by City.  City’s current 
amendment to the MAG Specifications, part of City’s Unified Development Manual, may be found 
and downloaded from City’s website at http://www.chandleraz.gov/udm.   
City Ownership of Project Documents. All work products (electronically or manually 
generated) including, but not limited to: plans, specifications, cost estimates, field notes, 
tracings, studies, investigations, design analyses, original drawings, original mylars, 
Computer Aided Drafting and Design (CADD) file diskettes which reflect all final drawings, 
and other related documents which are prepared in the performance of this Agreement 
(collectively referred to as "Documents") are to be and remain the property of City and are 
to be delivered to the Project Manager before the final payment is made to Consultant. In 
the event these Documents are altered, modified or adapted without the written consent of 
Consultant, which consent Consultant must not unreasonably withhold, City agrees to hold 
Consultant harmless to the extent permitted by law from the legal liability arising out of 
City's alteration, modification or adaptation of the Documents. 
Re-use of Documents. The parties agree the documents, drawings, specifications and 
designs, although the property of City,  are prepared for this specific project and are not 
intended nor represented by Consultant to be suitable for re-use for any other project.  Any 
re-use without written verification or adaptation by Consultant for the specific purpose 
intended will be at City’s sole risk and without liability or legal exposure to Consultant. 
Patent Fees and Royalties. Consultant must pay all license fees and royalties and assume all 
costs incidental to the use, in the performance of the work or the incorporation in the work 
of any invention, design, process, product, or device which is the subject of patent rights or 
copyrights held by others.  If a particular invention, design, process, product, or device is 
specified in the Agreement for use in the performance of the work and if, to the actual 
knowledge of City, its use is subject to patent rights or copyrights calling for the payment of 
any license fee or royalty to others, the existence of such rights will be disclosed by City in 
the Agreement.  Consultant must defend, indemnify and hold harmless City and anyone 
directly or indirectly employed by City from and against all claims, damages, losses, and 
expenses (including attorneys’ fees) arising out of any infringement of patent rights or 
copyrights incidental to the use in the performance of the work, or resulting from the 
incorporation in the work of any invention, design, process, product, or device not specified 
in the Agreement, and must defend all such claims in connection with any alleged 
infringement of such rights.  
License to City for Reasonable Use. With this Agreement, Consultant and its subconsultants 
hereby grant a license to City, its agents, employees, and representatives for an indefinite 
period of time to reasonably use, make copies, and distribute as appropriate the 
Documents, works or deliverables developed or created as a result of the Project and this

Page AFF-2 
City of Chandler Professional Services Agreement – Affidavit of Lawful Presence 
Public Works & Utilities Department, Capital Projects Division  
Project Name: RECLAIMED WATER INTERCONNECT FACILITY 
Project No.: WW1901.203 
 Rev. 11/1/19 
Agreement. This license also includes the making of derivative works. 
Documents to Bear Seal. Consultant and its subconsultants must endorse by professional 
seal all plans, works, and deliverables prepared by each for this Agreement as required by 
state law. 
1. Contract Worker Access Controls, Badge and Key Access Requirements. A Contract
Worker from Consultant’s firm must not be allowed to begin work in any City facility
without: (A) The prior completion and City's acceptance of the required background
screening; and (8) when required, the Contract Worker's receipt of a City issued badge. A
badge will be issued to a Contract Worker solely for access to City facility(s) to which the
Contract Worker is assigned. Each Contract Worker who enters a City facility must use
the badge issued to the Contract Worker.
2. Badges. After receipt of the badge application, the Contract Worker will proceed to the
Badging Office for processing of the badge application and issuance of the badge. City
will not process the badge application until the Contract Worker satisfies the required
Background Screening (as defined herein). The Contract Worker must comply with all
requirements and furnish all requested information as requested by the Badging Office.
Any and all fees associated with security badging will be assessed in compliance with
Chandler City Code §4-22.
3. Key Access Procedures. If the Contract Worker's services require keyed access to enter a
City facility(s), a separate key issue/return form must be completed and submitted by
Consultant for each key issued.
4. Stolen or Lost Badges or Keys. Consultant must report lost or stolen badges or keys to
City immediately. A new badge application or key issue form must be completed and
submitted along with payment of the applicable fees prior to issuance of a new badge or
key.
5. Return of Badges or Keys. All badges and keys are the property of City and must be
returned to City at the Badging Office within one (1) business day of when the Contract
Worker's access to a City facility is no longer required to furnish the services under this
Agreement. Consultant must collect a Contract Worker's badge and key(s) upon the
termination of the Contract Worker's employment; when the Contract Worker's services
are no longer required at the particular City facility(s); or upon termination, cancellation
or expiration of this Agreement.
6. Consultant’s default under this Section must include, but is not limited to the following:
(1) Contract Worker gains access to a City facility(s) without the proper badge or key; (2)
Contract Worker uses a badge or key of another to gain access to a City facility; (3)
Contract Worker commences services under this Agreement without the proper badge,
key or Background Screening; (4) Contract Worker or Consultant submits false
information or negligently submits wrong information to City to obtain a badge, key or
applicable Background Screening; or (5) Consultant fails to collect and timely return

Page AFF-3 
City of Chandler Professional Services Agreement – Affidavit of Lawful Presence 
Public Works & Utilities Department, Capital Projects Division  
Project Name: RECLAIMED WATER INTERCONNECT  FACILITY 
Project No.: WW1901.203 
 Rev. 11/1/19 
Contract Worker's badge or key upon termination of Contract Worker's employment, 
reassignment of Contract Worker to another City facility or upon the expiration, 
cancellation or termination of this Agreement. Consultant acknowledges and agrees that 
the access control, badge and key requirements in this Section are necessary to preserve 
and protect public health, safety and welfare. Accordingly, Consultant agrees to properly 
cure any default under this Section within three (3) business days from the date notice of 
default is sent by City. The parties agree that Consultant’s failure to properly cure any 
default under this Section must constitute a breach of this Section. In addition to any 
other remedy available to City at law or in equity, Consultant must be liable for and must 
pay to City the sum of one thousand dollars ($1,000.00) for each breach by Consultant of 
this Section. The parties further agree that the sum fixed above is reasonable and 
approximates the actual or anticipated loss to City at the time and making of this 
Agreement in the event that Consultant breaches this Section. Further, the parties 
expressly acknowledge and agree to the fixed sum set forth above because of the 
difficulty of proving City's actual damages in the event that Consultant breaches this 
Section. The parties further agree that three (3) breaches by Consultant of this Section 
arising out of any default within a consecutive period of three (3) months or three (3) 
breaches by Consultant of this Section arising out of the same default within a period of 
twelve (12) consecutive months will constitute a material breach of this Agreement by 
Consultant and City expressly reserves all of its rights, remedies and interests under this 
Agreement, at law and in equity including, but not limited to, termination of this 
Agreement.