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P.O. Box 52025
Mail Station: SSW303
Phoenix, Arizona 85072-2025
(602) 236-5900
www.srpnet.com
File: 2200531
Coord: 25.00 E 4.00 S
June 4, 2024
City of Chandler
Attn: Mr. Ivan Magana
P. O. Box 4008
Chandler, AZ 85244-4008
RE:
Ray Road & Dobson Road Improvements
RAY ROAD AND DOBSON ROAD
Dear Mr. Magana:
As discussed at our Pre-Design Meeting (PDM) on 5/1/2024, we are providing you with an Engineering
Services Agreement (ESA) for your review and signature. An engineering cost estimate summary is
included as Exhibit A. Note that underground utility locating is not included and will need to be
provided by you or your engineer.
Please return a signed original copy of the ESA to my attention at the address above within two weeks
of receipt of this letter. We will begin our design process upon receipt of the signed copy of the ESA
and any required information identified at the PDM and provide our design schedule once we receive
underground utility location information.
After our design is completed, we will submit a construction agreement for our associated construction
costs, including construction engineering services, for your review and approval prior to construction of
SRP facilities.
We appreciate the opportunity to provide engineering services for your project. If you have any questions,
contact
our
assigned
Project
Leader,
Victor
Lucero,
at
(602)
236-5586
or
email
at
Victor.Lucero@srpnet.com. Please reference our file number 2200531 on any correspondence regarding
this project.
Sincerely,
Christian Andrews
Manager, Water Engineering
CA:cg
Enclosures: Engineering Services Agreement
Exhibit A – Engineering Cost Summary
City of Chandler Project No. ST2103.501
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File: 2200531
ENGINEERING SERVICES AGREEMENT
(Municipal)
This Engineering Services Agreement for engineering of SRP irrigation facilities (“Agreement”)
is entered into by and between the Salt River Project Agricultural Improvement and Power District
(“District”) and Salt River Valley Water Users’ Association (“Association”; collectively, “SRP”)
and City of Chandler (“Municipality”) as of this ____ day of____, 202__. SRP and Municipality
may be referred to as “Party” or “Parties.”
RECITALS
A. SRP manages certain irrigation facilities (the “Facilities”), including certain irrigation
facilities owned by the United States of America (“USA”), on behalf of the Association
and/or SRP;
B. Municipality has requested that SRP Facilities be modified or relocated to accommodate
Ray Road & Dobson Road Improvements (“the Project”); certain improvements or other
development needs of Municipality’s project known as
C. The Facilities to be modified or relocated in accordance with this Agreement are located at
RAY ROAD AND DOBSON ROAD (the “Specified Facilities”); and
D. SRP is willing to provide design engineering for the Specified Facilities to be modified or
relocated for the Project.
TERMS AND CONDITIONS
THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are
acknowledged, the Parties agree as follows:
1) Contract Documents. This Agreement incorporates by reference the Cost Estimate
Summary together with all other documents, exhibits, specifications and plans referred to
therein (collectively, the “Contract Documents”).
2) Municipality’s Acknowledgement. Municipality acknowledges that Municipality has
received and reviewed the Contract Documents and specifically agrees that the Contract
Documents meet all of Municipality’s requirements.
3) Scope of Work. The scope of work and estimated cost for design engineering and
administrative services (“the Services”) associated with the Project is $97,550.00. The
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Services are further detailed in the Engineering Cost Estimate Summary, attached hereto
as Exhibit A.
4) Deliverables. SRP will commence the Services upon receipt of the signed Agreement.
Upon completion of design, SRP shall provide to Municipality a set of design drawings,
specifications and an Agreement for Construction of SRP Facilities (“Construction
Services Agreement”) for construction of the Project.
5) Construction Services Agreement. If Municipality desires to proceed with construction of
the Project in accordance with the design drawings, Municipality shall execute and return
the Construction Services Agreement and pay SRP the specified fees associated with
construction of the Project, in accordance with the terms of that agreement.
6) Compensation. Municipality shall pay SRP for the actual cost of the Services, including
the Services performed pursuant to any approved changes to the Project. The initial invoice
is provided concurrently with this Agreement. If applicable, SRP will provide additional
invoices for subsequent changes to the Engineering Cost Estimate Summary. All invoices
are due no later than within one hundred and twenty (120) days after completion of the
Services.
a. Any bills not paid when due shall be delinquent and shall bear interest at the Wall
Street Journal Prime Rate, on the date the bill was due plus 2% (Wall Street Journal
Prime Rate plus 2%) per annum from the date when the bill was due until the bill
is paid (including any accrued interest) is paid in full.
b. In the event any portion of any bill is disputed, the disputed amount shall be paid
under protest when due and shall be accompanied by a written statement indicating
the basis for the protest. If the protest is found to be valid, Municipality shall be
refunded any overpayment plus interest, accrued at the rate set forth in Paragraph
7(a), prorated by days from the date payment was credited to Municipality to the
date the refund check is mailed.
c. Nothing herein shall limit the rights of SRP to use any other available legal remedy
to effect collection of said amounts.
d. Municipality’s payment obligation hereunder shall not be conditioned upon
reimbursement to Municipality by any third-party funding source.
e. Following Municipality’s receipt of invoice for any subsequent changes to the
Engineering Cost Estimate Summary, Municipality shall have five business days
to notify SRP in writing of any disputed amount contained in the invoice.
f. Municipality’s failure to render timely payment in accordance with this paragraph
shall be considered a material breach of this Agreement.
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7) Indemnification. Municipality shall indemnify, hold harmless, release and defend SRP,
the United States of America (USA), the Salt River Valley Water Users’ Association
(Association) and each and every one of the members of their respective governing bodies,
their officers, agents and employees (the “Indemnified Parties”) for, from and against any
and all claims, demands, suits, costs of defense, reasonable attorneys’ fees, witness fees of
any type, losses, damages, expenses, fines, penalties, and liabilities (collectively, “Losses”)
for injury to or death of any person or persons, including employees of SRP or of
Municipality or its subcontractors, or damage to property, including property of SRP or of
Municipality or its subcontractors, to which the Indemnified Parties may be put or
subjected by reason of any act or omission on the part of Municipality, any subcontractor
or supplier of Municipality, or any of the directors, officers, partners, members, managers,
agents, servants or employees of Municipality, or of its subcontractors or suppliers.
Municipality’s obligations under this Section shall extend to Losses resulting from or
arising out of the inability of any irrigation structure designed or modified pursuant to this
Agreement to contain or dispose of water entering the structure from a drainage facility
owned, designed, maintained or operated by the Municipality. Municipality shall further
release SRP from any claim or demand for incidental or consequential damages
Municipality incurs as a result of, or arising out of, SRP’s performance hereunder.
Municipality’s obligations under this Section shall extend to the Indemnified Parties where
they, or any one of them, are allegedly concurrently negligent with Municipality, any
subcontractor or supplier of Municipality, or any of the directors, officers, partners,
members, managers, agents, servants or employees of Municipality, or of its subcontractors
or suppliers, in causing or contributing to the liability causing event. Municipality shall
also indemnify and hold harmless (and, upon notice so requiring from SRP, also defend)
the Indemnified Parties for, from and against any and all Losses for contractual claims
arising out of Municipality’s agreements with third parties. Further, Municipality releases
SRP from and waives any claims it may have, now or in the future, related to SRP’s
performance hereunder, unless such claim results from SRP’s sole, exclusive negligence
or willful action. Municipality understands and agrees that Municipality enters upon the
property of the USA, Association and/or SRP at Municipality’s own risk.
8) Changes. If Municipality requests and receives approval from SRP for changes to the
Project, or if there is any change to the information regarding the Project provided by
Municipality and relied upon by SRP, SRP will charge Municipality and Municipality shall
pay for any additional costs incurred by SRP, including but not limited to redesign
engineering costs.
9) Termination. Municipality may terminate this Agreement at any time by providing thirty
(30) days’ written notice to SRP. Municipality shall pay SRP for work completed and
reasonable expenses incurred to the date of termination.
10) No Waiver. The failure of SRP to insist upon strict performance of any of the terms and
conditions hereof, or its delay or failure to exercise any rights or remedies provided herein
by law, or its failure to properly notify Municipality in the event of breach, shall not release
Municipality from any of the obligations of this Agreement and shall not be deemed a
waiver of any rights of SRP to insist upon strict performance hereof.
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11) Transactional Conflict of Interest. This Agreement is subject to the provisions of ARIZ.
REV. STAT. § 38-511.
12) Expenditures and Transfer of Monies. This Agreement is subject to the provisions of
ARIZ. REV. STAT. § 42-17106.
13) Notices:
If to Municipality:
City of Chandler
Mr. Ivan Magana
P. O. Box 4008
Chandler, AZ 85244-4008
If to SRP:
SRP
Attn: Christian Andrews, Manager
Water Engineering and Transmission, MS SSW 303
P.O. Box 52025
Phoenix, Arizona 85072-2025
14) Binding Agreement. This Agreement is binding upon the Parties hereto, and their
respective successors and assigns.
15) Data Protection. All data, regardless of form, including originals, images and
reproductions, prepared by, obtained by, or transmitted to SRP in connection with this
Agreement is confidential, proprietary information owned by the Municipality. Except as
specifically provided in this Agreement, SRP shall not disclose data generated in the
performance of the services to any third person without the prior written consent of the
Municipality, or its designee.
16) Force Majeure. No Party shall be considered to be in default in the performance of any
of its obligations hereunder if failure of performance is due to an uncontrollable force.
The term “uncontrollable force” shall mean any cause beyond the control of the Party
affected, including but not limited to failure of facilities, flood, earthquake, tornado,
storm, fire, lightning, pandemic, epidemic, war, riot, civil disturbance or disobedience,
labor dispute, action or nonaction by or failure to obtain the necessary authorizations or
approvals from any governmental agency or authority or the electorate, labor or material
shortage, unusual delays in delivery, supply interruptions, delay attributable to the actions
of any governmental or regulatory agency having jurisdiction over the project, sabotage,
restraint by Court order or public authority, or any other factor beyond the reasonable
control of a Party, and which by the exercise of commercially reasonable due diligence
such Party shall be unable to overcome. Nothing herein shall be construed so as to
require either Party to settle any strike or labor dispute in which it is involved. Either
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Party rendered unable to fulfill any obligation hereunder by reason of an uncontrollable
force shall exercise due diligence to remove such inability.
17) Governing Law and Venue. The Contract Documents shall be governed by and construed
in accordance with the laws of the State of Arizona, without regard to conflict of law
principles. SRP and Municipality agree that any action, suit or proceeding arising out of
or relating to the Contract Documents shall be initiated and prosecuted in a federal or state
court of competent jurisdiction located in Maricopa County, Arizona, and the parties
irrevocably submit to the jurisdiction and venue of such court.
18) Waiver of Jury Trial. In the event of a dispute involving the terms of this Agreement or an
allegation of material breach by either Party, the Parties reserve all rights and remedies,
arising by law or equity, but shall waive any right to demand a trial by jury in an action
commenced in court with respect to any legal proceeding arising out of or relating to this
Agreement.
19) Attorney’s Fees. Should either party sue to enforce its rights herein, the prevailing party
to litigation shall be entitled to reimbursement from the other party of its reasonable
attorney’s fees and litigation costs and expenses, including witness fees of any kind, in an
amount to be determined by the court, by arbitration if required by the court, or by
agreement between the parties.
20) Complete Agreement. This Agreement (encompassing all Contract Documents referenced
herein) represents the entire agreement of the Parties and supersedes all negotiations,
representations, prior discussions or preliminary agreements between the Parties. No
statements, warranties or representations of any kind not created in this Agreement shall in
any way bind the Parties. This Agreement can only be changed or modified by a writing
signed by all of the Parties hereto.
21) Amendment. The Contract Documents may not be amended except by a written instrument
executed by each party to this Agreement.
22) Severability. No term or provision of this Agreement that is determined by a court of
competent jurisdiction to be invalid or unenforceable shall affect the validity or
enforceability of the remaining terms and provisions of this Agreement. Any term found
to be invalid or unenforceable shall be deemed as severable from the remainder of the
Agreement.
23) No Joint Venture, Partnership or Business Association. This Agreement is not intended
to constitute, create, give rise to, or otherwise recognize a joint venture, partnership or
formal business association or organization of any kind, and the rights and obligations of
the Parties shall be only those expressly set forth in this Agreement. The Parties agree
that no individual performing under this Agreement on behalf of SRP will be considered
a Municipality employee, and that no rights of Municipality civil service, Municipality
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retirement or Municipality personnel rules shall accrue to such individual. SRP shall
have total responsibility for all salaries, wages, bonuses, retirement, withholdings,
workers’ compensation, other employee benefits, and all taxes and premiums appurtenant
thereto concerning such individuals and shall save and hold harmless the Municipality
with respect thereto
24) SRP’s Compliance. SRP shall comply with all existing and subsequently enacted
federal, state and local laws, ordinances, codes, and regulations that are, or become
applicable to this Agreement. If a subsequently enacted law imposes substantial
additional costs on SRP, a request for an amendment may be submitted.
25) No Assignment: This Agreement is in the nature of a personal services agreement and
Neither SRP nor Municipality shall have the power to assign its rights and obligations
under this Agreement without the prior written consent of the other Party. Any attempt to
assign without such prior written consent shall be void.
26) Offer to Perform: SRP’s delivery of this Agreement to Municipality constitutes an offer
to perform the Services on the terms and conditions set forth in this Agreement and the
Contract Documents. Municipality may accept this offer by signing this Agreement and
returning it to SRP. This offer shall expire if Municipality has not signed and returned this
Agreement to SRP within 120 days of the date first set forth below.
IN WITNESS HEREOF, each Party has caused the execution of this Agreement by the
undersigned, who is vested with authority to bind such Party to the terms and conditions herein.
“SRP”
Salt River Valley Project Agricultural
Improvement and Power District and
Salt River Valley Water Users’
Association:
“Municipality”
City of Chandler, an Arizona
municipal corporation
________________________
________________________
Christian Andrews
Manager
Water Engineering
________________________
Date Signed
Municipality Representative
________________________
Title of Representative
___________________
Date Signed
6-4-24
see next page
CIP City Engineer
6/18/2024
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J. O. Number: 2200531
Estimate Date:
5/30/2024
Customer: City of Chandler
Estimate Valid To:
8/28/2024
Project Title: Ray Road & Dobson Road Improvements
___________________________________
Location: RAY ROAD AND DOBSON ROAD
Job Scope: 1160' RGRCP, 2 MH
____________________________________________
Hours
Cost
Pre-Design
40
$5,890
Provide information / assist with project planning
Provide copies of facility drawings
Research SRP land rights
1160 LF Pipeline Design
Site review
Obtain operational capacity / level design data
Obtain utility information
Obtain Board approval of facility deactivations
0 EA T.O. Structure (Standard)
Hold PDM (pre-design meeting) to establish scope
0 EA T.O. Structure (Oversize)
Develop engineering cost proposal
0 EA Open Lateral Structure
0 EA Deactivation/Retirement
Design
611
$86,630
Survey
Drafting
2 EA Manholes
Plot utility locations and identify conflicts
0 EA Headwalls
Design coordination with customers and within SRP
0 EA Headwall/Trashracks
Design
0 EA Measuring Item
Project administration
- _____________________
- _____________________
Underground Utility Locating ( potholing )
- _____________________
Pre-Construction
40
$5,030
Estimating
Construction proposal coordination / preparation
Administration
Hours
Cost
691
$97,550
$0
$97,550
BALANCE
Activity
Total
Less Previous Payment
(Not Included)
EXHIBIT A
Other
SRP Engineering Cost Estimate Summary
Design Requirements
Irrigation Pipe:
Delivery Structures:
For Questions Contact: VICTOR LUCERO, (602) 236-5586, victor.lucero@srpnet.com
ANDREW GOH
CHANDLER CITY OF
215 E BUFFALO ST
CHANDLER AZ 85225-5934
USA
CHANDLER CITY OF
215 E BUFFALO ST
CHANDLER AZ 85225-5934
USA
Service Address:
Construction-CIAC - Construction-CIAC
Special Instruction: 2200531 SRP WATER ENGINEERING FOR RAY ROAD & DOBSON ROAD IMPROVEMENTS
Invoice Reference: A.00799.04.77
Itm
Material
Description
Qty
Price Per Unit
UOM
Amount
T
20
CIAC
A.00799.04.77
1
$
97,550.00 EA
$
97,550.00
Subtotal
State Tax
County Tax
City Tax
Freight
Total Due
$
$
$
$
$
$
97,550.00
0.00
0.00
0.00
0.00
97,550.00
Due Date:
10/03/2024
Invoice Date:
06/05/2024
Invoice Number:
6000117794
Customer Number:
100409
Net Amount Due:
$ 97,550.00
TEAR OFF BELOW PORTION AND RETURN WITH CHECK TO Salt River Project
----------------------------------------------------------------------------------------------------------------------------------------------------------------------
Please send checks to:
Salt River Project
PO Box 2953
Phoenix, AZ 85062-2953
Please send Wires/ACH to:
ACH ABA#122100024
Wire ABA#021000021
Account#*****5688
Invoice Number: 6000117794
Customer Number: 100409
Net Amount Paid: $___________________________
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