2019-10-21 - Ordinance 2019-053 - AUTHORIZING AN ENGINEERING AGREEMENT WITH ENGINEERING RESOURCE ASSOCIATES (ERA) ORDINANCE 2014 - 053
AN ORDINANCE AUTHORIZING AN ENGINEERING AGREEMENT WITH
ENGINEERING RESOURCE ASSOCIATES ERA
WHEREAS,the Village of Buffalo is a home rule unit pursuant to the Illinois Constitution
of 1970; and
WHEREAS, the Village seeks to enter into an Engineering Agreement with Engineering
Resource Associates (ERA)for the development of a Stormwater Master Plan for the Village,
NOW THEREFORE, BE IT ORDAINED BY THE PRESIDENT AND BOARD OF
TRUSTEES OF THE VILLAGE OF BUFFALO GROVE, COOK AND LAKE COUNTIES,
ILLINOIS, as follows:
SECTION 1. The foregoing recitals are hereby adopted and incorporated and made a part of this
Ordinance as if fully set forth herein.
SECTION 2. The Village Manager is authorized to enter into an Engineering Agreement with
Engineering Resource Associates(ERA)for the development of a Stormwater master Plan for the
Village at a price not to exceed $170,000.
SECTION 3. If any section,paragraph,clause or provision of this Ordinance shall be held invalid,
the invalidity thereof shall not affect any other provision of this Ordinance.
SECTION 4. This Ordinance shall be in full force and effect from and after its passage and
approval and shall not be codified.
AYES: 6—Stein Ottenheimer, Weidenfeld Johnson, Smith, Pike
NAYS: 0 - None
ABSENT: 0 - None
PASSED: October 21,2019
APPROVED: October 21,2019
APPROVED:
Beverly Suss an, Village President
ATTEST:
. �:-Sitab_, n`, `Tillag.ee.,ClerkWM1
VILLAGE OF BUFFALO GROVE
PROFESSIONAL SERVICES AGREEMENT
THIS AGREEMENT is dated as of the 21st day of October, 2019 ("Agreement")
and is by and between the VILLAGE OF BUFFALO GROVE,an Illinois home rule municipal corporation
("Village")and the Consultant identified in Subsection 1A below.
IN CONSIDERATION OF the recitals and the mutual covenants and agreements set forth in this
Agreement,and pursuant to the Village's statutory and home rule powers,the parties agree as follows:
SECTION 1. CONSULTANT.
A. Engagement of Consultant.The Village desires to engage the Consultant
Identified below to provide all necessary professional consulting services and to perform the work in
connection with the project identified below:
Company. ("Consultant") Engineering Resource Associates(ERA)
Street 3s701 West Avenue,Suite 150
City,State,Zip Warrenville, IL 60555
Telephone: (630)393-3060
Email: mmichalisko@eraconsultants.com
B. Project Description. The Consultant shall provide Engineering Services for Buffalo Grove
stormwater infrastructure and planning projects.
C. Representations of Consultant.The Consultant has submitted to the Village a description of the
services to be provided by the Consultant, a copy of which is attached as Exhibit B to this Agreement
("Services"). The Consultant represents that it is financially solvent, has the necessary financial resources,
and is sufficiently experienced and competent to perform and complete the professional consulting
services set forth in Exhibit B in a manner consistent with the standards of professional practice by
recognized consulting firms providing services of a similar nature.
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SECTION 2. SCOPE OF SERVICES.
A. Retention of the Consultant.The Village retains the Consultant to perform, and the Consultant agrees to
perform,the Services.
B. Services.The Consultant shall provide the Services pursuant to the terms and conditions of this Agreement.
C. Commencement.Time of Performance.The Consultant shall commence the Services immediately upon
receipt of written notice from the Village that this Agreement has been fully executed by the Parties (the
"Commencement Date").The Consultant shall diligently and continuously prosecute the Services until the
completion of the Work.,
D. Reporting.The Consultant shall regularly report to the Public Works Director("Director"),or his/her
designee, regarding the progress of the Services during the term of this Agreement.
SECTION 3.COMPENSATION AND METHOD OF PAYMENT,
A. Agreement Amount.The total amount billed for the Services during the term of this Agreement shall not
exceed the amount identified in the Schedule of Prices section in Exhibit B, unless amended pursuant to
Subsection 8A of this Agreement.
B. Invoices and Payment.The Consultant shall be paid as provided in Exhibit B.The Consultant shall submit
invoices to the Village in a Village approved format for those portions of the Services performed and
completed by the Consultant.The amount billed in any such invoice shall be based on the method of
payment set forth in Exhibit B.The Village shall pay to the Consultant the amount billed pursuant to the
Illinois Local Government Prompt Payment Act(50 ILCS 505/1 et seq.)
C. Records.The Consultant shall maintain records showing actual time devoted and costs incurred,and shall
permit the authorized representative of the Village to inspect and audit all data and records of the
Consultant for work done under the Agreement.The records shall be made available to the Village at
reasonable times during the Agreement period, and for three years after the termination of the
Agreement.
D. Claim In Addition To Agreement Amount. if the Consultant wishes to make a claim for additional
compensation as a result of action taken by the Village,the Consultant shall provide written notice to the
Village of such claim within 7 calendar days after occurrence of such action as provided by Subsection 8.D.
of this Agreement,and no claim for additional compensation shall be valid unless made in accordance with
this Subsection.Any changes in this Agreement Amount shall be valid only upon written amendment
pursuant to Subsection 8.A. of this Agreement. Regardless of the decision of the Village relative to a claim
submitted by the Consultant,the Consultant shall proceed with all of the Services required to complete the
project under this Agreement as determined by the Village without interruption.
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SECTION 3.COMPENSATION AND METHOD OF PAYMENT[cont.l
E. Taxes,Benefits and Royalties.The Agreement Amount includes all applicable federal,state, and local
taxes of every kind and nature applicable to the Services as well as all taxes,contributions, and
premiums for unemployment insurance,old age or retirement benefits, pensions,annuities,or similar
benefits and all costs, royalties and fees arising from the use on,or the incorporation into,the Services,
of patented or copyrighted equipment, materials,supplies,tools, appliances, devices, processes,or
inventions.All claim or right to claim additional compensation by reason of the payment of any such
tax, contribution, premium, costs, royalties,or fees is hereby waived and released by Consultant.
F. Final Acceptance.The Services,or, if the Services are to be performed in separate phases, each phase
of the Services,shall be considered complete on the date of final written acceptance by the Village of
the Services or each phase of the Services,as the case may be,which acceptance shall not be
unreasonably withheld or delayed.
SECTION 4.PERSONNEL SUBCONTRACTORS.
A. Key Project Personnel.The Key Project Personnel identified in Exhibit B shall be primarily responsible
for carrying out the Services on behalf of the Consultant.The Key Project Personnel shall not be
changed without the Village's prior written approval.
B. Availability of Personnel.The Consultant shall provide all personnel necessary to complete the Services
including,without limitation, any Key Project Personnel identified in this Agreement.The Consultant
shall notify the Village as soon as practicable prior to terminating the employment of, reassigning, or
receiving notice of the resignation of, any Key Project Personnel.The Consultant shall have no claim for
damages and shall not bill the Village for additional time and materials charges as the result of any
portion of the Services which must be duplicated or redone due to such termination or for any delay or
extension of the Time of Performance as a result of any such termination, reassigning,or resignation.
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C. Approval and Use of Subcontractors.The Consultant shall perform the Services with its own personnel
and under the management,supervision, and control of its own organization unless otherwise
approved by the Village in writing.All subcontractors and subcontracts used by the Consultant shall be
acceptable to,and approved in advance by,the Village.The Village's approval of any subcontractor or
subcontract shall not relieve the Consultant of full responsibility and liability for the provision,
performance,and completion of the Services as required by the Agreement.All Services performed
under any subcontract shall be subject to all of the provisions of this Agreement in the same manner as
if performed by employees of the Consultant. For purposes of this Agreement,the term "Consultant"
shall be deemed also to refer to all subcontractors of the Consultant, and every subcontract shall
include a provision binding the subcontractor to all provisions of this Agreement.
D. Removal of Personnel and Subcontractors. If any personnel or subcontractor fails to perform the
Services in a manner satisfactory to the Village,the Consultant shall immediately upon notice from the
Village remove and replace such personnel or subcontractor.The Consultant shall have no claim for
damages,for compensation in excess of the amount contained in this Agreement of for a delay or
extension of the Time of Performance as a result of any such removal or replacement.
SECTION 5.CONFIDENTIAL INFORMATION.
A. Confidential Information.The term "Confidential Information" shall mean information in the
possession or under the control of the Village relating to the technical, business or corporate affairs of
the Village;Village property; user information, including,without limitation,any information pertaining
to usage of the Village's computer system, including and without limitation, any information obtained
from server logs or other records of electronic or machine readable form; and the existence of, and
terms and conditions of,this Agreement.Village Confidential Information shall not include information
that can be demonstrated:(i)to have been rightfully in the possession of the Consultant from a source
other than the Village prior to the time of disclosure of said information to the Consultant under this
Agreement ("Time of Disclosure");(ii)to have been in the public domain prior to the Time of
Disclosure;(iii)to have become part of the public domain after the Time of Disclosure by a publication
or by any other means except an unauthorized act or omission or breach of this Agreement on the part
of the Consultant or the Village; or(iv)to have been supplied to the Consultant after the Time of
Disclosure without restriction by a third party who is under no obligation to the Village to maintain
such information in confidence.
B. No Disclosure of Confidential Information by the Consultant. The Consultant acknowledges that it
shall, in performing the Services for the Village under this Agreement, have access to or be directly or
indirectly exposed to Confidential Information.The Consultant shall hold confidential all Confidential
Information and shall not disclose or use such Confidential Information without express prior written
consent of the Village.The Consultant shall use reasonable measures at least as strict as those the
Consultant uses to protect its own confidential information.Such measures shall include,without
limitation, requiring employees and subcontractors of the Consultant to execute a non-disclosure
agreement before obtaining access to Confidential Information.
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SECTION 6.WARRANTY: INDEMNIFICATION: INSURANCE
A. Warranty of Services.The Consultant warrants that the Services shall be performed in accordance with
the highest standards of professional practice,care,and diligence practiced by recognized consulting
firms in performing services of a similar nature in existence at the Time of Performance,The warranty
expressed shall be in addition to any other warranties expressed in this Agreement,or expressed or
implied by law,which are hereby reserved unto the Village.
B. Indemnification.The Consultant shall,without regard to the availability or unavailability of any
insurance,either of the Village or the Consultant, indemnify,save harmless,and defend the Village,and
its officials,employees,agents, and attorneys against any and all lawsuits, claims,demands, damages,
liabilities, losses, and expenses, including attorneys'fees and administrative expenses,that arise,or
may be alleged to have arisen, out of or in connection with,the Consultant's performance of,or failure
to perform,the Services or any part thereof,whether or not due or claimed to be due in whole or in
part to the active, passive,or concurrent negligence or fault of the Consultant, except to the extent
caused by the sole negligence of the Village.
C. Insurance.Contemporaneous with the Consultant's execution of this Agreement,the Consultant shall
provide certificates and policies of insurance,all with coverages and limits acceptable to the Village,
and evidencing at least the minimum insurance coverages and limits as set forth in Exhibit A to this
Agreement. For good cause shown,the Public Works Director("Director") may extend the time for
submission of the required policies of insurance upon such terms, and with such assurances of
complete and prompt performance,as the Director may impose in the exercise of his sole discretion.
Such certificates and policies shall be in a form acceptable to the Village and from companies with a
general rating of A minus,and a financial size category of Class X or better, in Best's Insurance Guide.
Such insurance policies shall provide that no change, modification in, or cancellation of, any insurance
shall become effective until the expiration of 30 calendar days after written notice thereof shall have
been given by the insurance company to the Village.The Consultant shall, at all times during the term
of this Agreement, maintain and keep in force,at the Consultant's expense,the insurance coverages
provided above, including,without limitation,at all times while correcting any failure to meet the
warranty requirements of Subsection 6.A.,Warranty of Services,of this Agreement.
D. No Personal Liability. No elected or appointed official,agent,or employee of the Village shall be
personally liable, in law or in contract,to the Consultant as the result of the execution of this
Agreement.
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SECTION 7.CONSULTANT AGREEMENT GENERAL PROVISIONS.
A. RPlationshig of the Parties,.The Consultant shall act as an independent contractor in providing and
performing the Services. Nothing in, nor done pursuant to,this Agreement shall be construed (i)to
create the relationship of principal and agent,employer and employee, partners,orjoint ventures
between the Village and Consultant;or(ii)to create any relationship between the Village and any
subcontractor of the Consultant.
B. Conflict of Interest.The Consultant represents and certifies that,to the best of its knowledge,(1) no
Village employee or agent is interested in the business of the Consultant or this Agreement; (2) as of
the date of this Agreement neither the Consultant nor any person employed or associated with the
Consultant has any interest that would conflict in any manner or degree with the performance of the
obligations under this Agreement;and (3) neither the Consultant nor any person employed by or
associated with the Consultant shall at any time during the term of this Agreement obtain or acquire
any interest that would conflict in any manner or degree with the performance of the obligations under
this Agreement.
C. No Collusion.The Consultant represents and certifies that the Consultant is not barred from
contracting with a unit of state or local government as a result of(i)a delinquency in the payment of
any tax administered by the Illinois Department of Revenue unless the Consultant is contesting, in
accordance with the procedures established by the appropriate revenue act, its liability for the tax or
the amount of the tax, as set forth in Section11-42.1-1 et seq. of the Illinois Municipal Code, 65 ILCS
5/11-42.1-1 et seq.; or(ii)a violation of either Section 33E-3 or Section 33E-4 of Article 33E of the
Criminal Code of 1961, 720 ILCS 5/33E-1 et seq.The Consultant represents that the only persons,firms,
or corporations interested in this Agreement as principals are those disclosed to the Village prior to the
execution of this Agreement, and that this Agreement is made without collusion with any other person,
firm,or corporation. If at any time it shall be found that the Consultant has, in procuring this
Agreement,colluded with any other person,firm,or corporation,then the Consultant shall be liable to
the Village for all loss or damage that the Village may suffer, and this Agreement shall,at the Village's
option, be null and void.
D. Sexual Harassment Policy,.The Consultant certifies that it has a written sexual harassment policy in full
compliance with Section 2-105(A)(4)of the Illinois Human Rights Act,775 ILCS 512-105(A)(4).
E. Termination. Notwithstanding any other provision hereof,the Village may terminate this Agreement,
without cause,at any time upon 15 calendar days prior written notice to the Consultant. In the event
that this Agreement is so terminated,the Consultant shall be paid for Services actually performed and
reimbursable expenses actually incurred, if any, prior to termination, not exceeding the value of the
Services completed as determined as provided in Exhibit B.
F. Term.The Time of Performance of this Agreement, unless terminated pursuant to the terms of this
Agreement,shall be for 18 months.
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SECTION 7.CONSULTANT AGREEMENT GENERAL PROVISIONS (cont.)
G. Compliance with Laws and Grants.Consultant shall give all notices, pay all fees,and take all other
action that may be necessary to ensure that the Services are provided, performed, and completed in
accordance with all required governmental permits, licenses,or other approvals and authorizations
that may be required in connection with providing, performing, and completing the Services, and with
all applicable statutes,ordinances, rules,and regulations, including without limitation the Fair Labor
Standards Act;any statutes regarding qualification to do business;any statutes prohibiting
discrimination because of, or requiring affirmative action based on, race,creed,color, national origin,
age,sex,or other prohibited classification, including,without limitation,the Americans with Disabilities
Act of 1990,42 U.S.C. §§ 12101 et seq., and the Illinois Human Rights Act, 775 ILCS 5/1-101 et seq.
Consultant shall also comply with all conditions of any federal,state, or local grant received by Owner
or Consultant with respect to this Contract or the Services.
Consultant shall be solely liable for any fines or civil penalties that are imposed by any governmental or
quasi-governmental agency or body that may arise,or be alleged to have arisen,out of or in connection
with Consultant's,or its subcontractors',performance of,or failure to perform,the Services or any part
thereof.
Every provision of law required by law to be inserted into this Contract shall be deemed to be inserted
herein.
H. Default. if it should appear at any time that the Consultant has failed or refused
to prosecute, or has delayed in the prosecution of,the Services with diligence at a rate that assures
completion of the Services in full compliance with the requirements of this Agreement,or has
otherwise failed, refused,or delayed to perform or satisfy the Services or any other requirement of this
Agreement("Event of Default"),and fails to cure any such Event of Default within fourteen (14)
calendar days after the Consultant's receipt of written notice of such Event of Default from the Village,
then the Village shall have the right,without prejudice to any other remedies provided by law or
equity,to pursue any one or more of the following remedies:
1. Cure by Consultant.The Village may require the Consultant,within a reasonable time,to
complete or correct all or any part of the Services that are the subject of the Event of Default;
and to take any or all other action necessary to bring the Consultant and the Services into
compliance with this Agreement.
2. Termination of Agreement by Village.The Village may terminate this Agreement without
liability for further payment of amounts due or to become due under this Agreement.
3. Withholding of Payment by Village.The Village may withhold from any payment, whether or
not previously approved,or may recover from the Consultant, any and all costs, including
attorneys'fees and administrative expenses, incurred by the Village as the result of any Event
of Default by the Consultant or as a result of actions taken by the Village in response to any
Event of Default by the Consultant.
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SECTION 7.CONSULTANT AGREEMENT GENERAL PROVISIONS (cant.)
I. No Additional Obligation.The Parties acknowledge and agree that the Village is under no obligation
under this Agreement or otherwise to negotiate or enter into any other or additional contracts or
agreements with the Consultant or with any vendor solicited or recommended by the Consultant.
J. Village Board Authority. Notwithstanding any provision of this Agreement,any negotiations or
agreements with, or representations by the Consultant to vendors shall be subject to the approval of
the Village Board of Trustees.The Village shall not be liable to any vendor or other third party for any
agreements made by the Consultant, purportedly on behalf of the Village,without the knowledge and
approval of the Village Board of Trustees.
K. Mutual Cooperation.The Village agrees to cooperate with the Consultant in the performance of the
Services, including meeting with the Consultant and providing the Consultant with such non-
confidential information that the Village may have that may be relevant and helpful to the Consultant's
performance of the Services.The Consultant agrees to cooperate with the Village in the performance of
the Services to complete the Work and with any other consultants engaged by the Village.
L. News Releases.The Consultant shall not issue any news releases or other public statements regarding
the Services without prior approval from the Director.
M. Ownership. Designs, drawings,plans,specifications, photos, reports, information, observations,
calculations,notes,and any other documents,data,or information, in any form, prepared,collected,or
received by the Consultant in connection with any or all of the Services to be performed under this
Agreement ("Documents")shall be and remain the exclusive property of the Village.At the Village's
request,or upon termination of this Agreement,the Consultant shall cause the Documents to be
promptly delivered to the Village.
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SECTION 7.CONSULTANT AGREEMENT GENERAL PROVISIONS (cont.)
N. Joint Purchasing/Purchasing Extension
The purchase of goods and services pursuant to the terms of this Agreement shall also be offered for
purchases to be made by other Village,as authorized by the Governmental Joint Purchasing Act,30 ILCS
525/0.01, et seq. (the"Act"). All purchases and payments made under the Act shall be made directly
by and between each municipality and the Consultant.The Consultant agrees that the Village shall not
be responsible in any way for purchase orders or payments made by the other Village. The Consultant
further agrees that all terms and conditions of this Agreement shall continue in full force and effect as
to other Village during the extended term of this Agreement.
The Consultant and the other Village may negotiate such other and further terms and conditions to this
Agreement("Other Terms") as individual projects may require. In order to be effective,Other Terms
shall be reduced to writing and signed by a duly authorized representative of both the Consultant and
the other municipality.
The Consultant shall provide other Village with all documentation as required in the Request for
Proposals,and as otherwise required by the Village including, but not limited to:
• Certificate of insurance naming each additional municipality as an additional insured
SECTION 8. GENERAL PROVISIONS.
A. Amendment. No amendment or modification to this Agreement shall be effective unless and until such
amendment or modification is in writing, properly approved in accordance with applicable procedures,
and executed.
B. Assignment.This Agreement may not be assigned by the Village or by the Consultant without the prior
written consent of the other party.
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SECTION 8.GENERAL PROVISIONS (cont)
C. Binding Effect.The terms of this Agreement shall bind and inure to the benefit of the Parties hereto
and their agents,successors,and assigns.
D. Notice.Any notice or communication required or permitted to be given under this Agreement shall be
in writing and shall be delivered (i)personally, (ii) by a reputable overnight courier, (iii) by certified mail
and deposited in the U.S. Mail, postage prepaid, (iv) by facsimile,or(v) by electronic Internet mail("e-
mail'). Facsimile notices shall be deemed valid only to the extent that they are (a)actually received by
the individual to whom addressed and (b)followed by delivery of actual notice in the manner described
in either(i),(ii),or(iii)above within three business days thereafter at the appropriate address set forth
below. E-mail notices shall be deemed valid and received by the addressee thereof when delivered by
e-mail and (a)opened by the recipient on a business day at the address set forth below, and (b)
followed by delivery of actual notice in the manner described in either(i), (ii)or(iii)above within three
business days thereafter at the appropriate address set forth below. Unless otherwise expressly
provided in this Agreement, notices shall be deemed received upon the earlier of(a)actual receipt; (b)
one business day after deposit with an overnight courier as evidenced by a receipt of deposit;or(c)
three business days following deposit in the U.S. mail. By notice complying with the requirements of
this Subsection, each Party shall have the right to change the address or the addressee, or both,for all
future notices and communications to such party, but no notice of a change of addressee or address
shall be effective until actually received.
Notices and communications to the Village shall be addressed to,and delivered at,the following
address:
Village of Buffalo Grove. ("Village")
Street 51 Raupp Blvd.
City,State,Zip Buffalo Grove, IL 60089
Attention: Michael Reynolds
Email: MReynolds@vbg.org
With a copy to
Law Firm. Schain Banks
Street 70 W. Madison,Suite 5300
City,State,Zip Chicago, IL 60602
Attention: Patrick Brankin
Email: pbrankin@schainbanks.com
Notices and communications to the Consultant shall be addressed to, and delivered at,the following
address:
Company. ("Consultant") Engineering Resource Associates (ERA)
Street 3s701 West Avenue,Suite 150
City,State,Zip Warrenville, IL 60555
Attention: Marty Michalisko
Email: mmichalisko@eraconsultants.com
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SECTION 8.GENERAL PROVISIONS (cont
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E. Third Party Beneficiary. No claim as a third party beneficiary under this Agreement by any person,firm,
or corporation other than the Consultant shall be made or be valid against the Village.
F. Provisions Severable. If any term,covenant,condition, or provision of this Agreement is held by a court
of competent jurisdiction to be invalid,void,or unenforceable,the remainder of the provisions shall
remain in full force and effect and shall in no way be affected, impaired or invalidated.
G. Time.Time is of the essence in the performance of this Agreement.
H. Governing Laws.This Agreement shall be interpreted according to the internal laws, but not the
conflict of laws rules,of the State of Illinois. Venue shall be in Cook County, Illinois
I. Entire Agreement.This Agreement constitutes the entire agreement between the parties and
supersedes any and all previous or contemporaneous oral or written agreements and negotiations
between the Village and the Consultant with respect to the Request for Proposal.
J. Waiver. No waiver of any provision of this Agreement shall be deemed to or constitute a waiver of any
other provision of this Agreement(whether or not similar) nor shall any such waiver be deemed to or
constitute a continuing waiver unless otherwise expressly provided in this Agreement.
K. Exhibit. Exhibit,A and Exhibit B are attached hereto, and by this reference
incorporated in and made a part of this Agreement. In the event of a conflict between the Exhibit and
the text of this Agreement,the text of this Agreement shall control.
L. Rights Cumulative. Unless expressly provided to the contrary in this
Agreement,each and every one of the rights, remedies, and benefits provided by this Agreement shall
be cumulative and shall not be exclusive of any other such rights, remedies, and benefits allowed by
law.
M. Counterpart Execution.This Agreement may be executed in several counterparts,each of which,when
executed,shall be deemed to be an original, but all of which together shall constitute one and the same
instrument.
N. Rights Cumulative. Unless expressly provided to the contrary in this Agreement,each and every one of
the rights, remedies, and benefits provided by this Agreement shall be cumulative and shall not be
exclusive of any other such rights, remedies,and benefits allowed by law.
O. No Waiver of Tort Immunity, Nothing contained in this Agreement shall constitute a waiver by the
Village of any right, privilege or defense available to the Village under statutory or common law,
including, but not limited to,the Illinois Governmental and Governmental Employees Tort Immunity
Act,745 ILCS 10/1-101 et seq., as amended.
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SECTION 8.GENERAL PROVISIONS (cont)
P. Freedom of Information.Consultant agrees to furnish all documentation related to this Agreement and
any documentation related to the Village required under an Illinois Freedom of Information Act(ILCS
140/1 et. seq.)("FOIA") request within five (5)calendar days after Village issues notice of such request
to Contractor. Contractor agrees to defend, indemnify and hold harmless the Village, and agrees to pay
all reasonable costs connected therewith (including, but not limited to reasonable attorney's and
witness fees,filing fees and any other expenses)for the Village to defend any and all causes,actions,
causes of action, disputes, prosecutions,or conflicts arising from Consultant's, actual or alleged
violation of the FOIA or Consultant's failure to furnish all documentation related to a request within five
(5) calendar days after Village issues notice of a request.
Furthermore,should Consultant request that Village utilize a lawful exemption under FOIA in relation
to any FOIA request thereby denying that request,Consultant agrees to pay all costs connected
therewith (such as reasonable attorneys'and witness fees,filing fees and any other expenses)to
defend the denial of the request. The defense shall include, but not be limited to, challenged or
appealed denials of FOIA requests to either the Illinois Attorney General or a court of competent
jurisdiction.Consultant agrees to defend, indemnify and hold harmless the Village, and agrees to pay all
costs connected therewith (such as reasonable attorneys'and witness fees,filing fees and any other
expenses)to defend any denial of a FOIA request by Consultant's request to utilize a lawful exemption
to the Village.
Acknowledgement.
The undersigned hereby represent and acknowledge that they have read the foregoing Agreement,
that they know its contents,and that in executing this Agreement they have received legal advice
regarding the legal rights of the party on whose behalf they are executing this Agreement,and that
they are executing this Agreement as a free and voluntary act and on behalf of the named parties.
IN WITNESS WHEREOF,the Parties have executed this Agreement as of the dates set forth below.
ATTEST: VILLAGE OF BUFFALO GROVE
Village Manager
By ' w. , .�� By. g g
Village Gle k` Name,T le
Date: October 24, 2019
ATTEST: Engineering Resource Associates(ERA)
By: By:
Title: Title:
Date:
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Exhibit A.
CONSULTANT'S INSURANCE
Consultant shall procure and maintain, for the duration of the Contract, insurance against claims for
injuries to persons or damages to property, which may arise from or in connection with the performance of the
work hereunder by the Consultant,his agents, representatives,employees or subcontractors.
A. Minimum Scope of Insurance:Coverage shall be at least as broad as:
Insurance Services Office Commercial General Liability occurrence form CG 0001 with the Village of Buffalo
Grove named as additional insured on a primary and non-contributory basis. This primary,non-contributory
additional insured coverage shall be confirmed through the following required policy endorsements: ISO
Additional Insured Endorsement CG 20 10 or CG 20 26 and CG 20 010413.
1. Insurance Services Office Commercial General Liability occurrence form CG 0001 with the Village named
as additional insured,on a form at least as broad as the ISO Additional Insured Endorsement CG 2010
and CG 2026
2. Insurance Service Office Business Auto Liability coverage form number CA 0001,Symbol 01"Any Auto."
3. Workers'Compensation as required by the Labor Code of the State of Illinois and Employers'Liability
insurance.
B. Minimum Limits of Insurance:Consultant shall maintain limits no less than:
1. Commercial General Liability:$1,000,000 combined single limit per occurrence for bodily injury,personal
injury and property damage.The general aggregate shall be twice the required occurrence limit.
Minimum General Aggregate shall be no less than$2,000,000 or a project/contract specific aggregate of
$1,000,000.
2. Business Automobile Liability: $1,000,000 combined single limit per accident for bodily injury and
property damage.
3. Workers'Compensation and Employers'Liability:Workers'Compensation coverage with statutory limits
and Employers'Liability limits of$S00,000 per accident.
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C. Professional Liability
1. Professional liability insurance with limits not less than $1,000,000 each claim with respect to negligent
acts, errors and omissions in connection with professional services to be provided under the contract,
with a deductible not-to-exceed$50,000 without prior written approval.
2. If the policy is written on a claims-made form, the retroactive date must be equal to or preceding the
effective date of the contract. In the event the policy is cancelled, non-renewed or switched to an
occurrence form,the Contractor shall be required to purchase supplemental extending reporting period
coverage for a period of not less than three(3)years.
3. Provide a certified copy of actual policy for review.
4. Recommended Required Coverage (architect, engineer, surveyor, consultant): Professional liability
insurance that provides indemnification and defense for injury or damage arising out of acts, errors, or
omissions in providing the following professional services, but not limited to the following:
a. Preparing, approving or failure to prepare or approve maps, drawings, opinions, report,
surveys,change orders,designs or specifications;
b. Providing direction,instruction,supervision, inspection,engineering services or failing to
provide them, if that is the primary cause of injury or damage.
14
Exhibit B.
Proposal Documents"Services and Pricing"
15
ENGINEERS -SCIENTISTS O.
ES
D IRE S& 1ATES
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Project Understanding
The Village of Buffalo Grove desires to complete a village wide Master Plan starting in 2019 to be completed in
2020. The desired plan will investigate and evaluate existing watersheds for potential improvements, develop
hydrologic/hydraulic modeling to analyze the conveyance and storage of stormwater, develop a stormwater
capital improvement program that prioritizes needs and identifies funding for an annual program, provides
recommendations for future water quality implementation and includes annual maintenance recommendations.
We have broken the project into two phases below.
Scope of Services
Cook County Areas
1. Meetings/Coordination/Public Outreach-We recommend that the team meet with Village staff on a
monthly basis. We find this ensures the project moves along as planned and allows information and ideas
to be shared regularly. ERA will take notes,submit meeting minutes and document action items within
48-hours of the meeting. In addition,we would recommend two public meetings to present findings.
a. Meeting 1 - Awareness Meeting- The first meeting would focus on stormwater awareness, where
our team would illustrate and explain the existing infrastructure and establish a clear
understanding of existing stormwater challenges and goals of the plan.
b. Meeting 2 - Vision Meeting - The second meeting would focus on future capital improvements
and maintenance and operation goals to keep existing systems functioning at their intended
capacity.
2. Cook County Service Area Delineation - ERA will break down the Cook County portion of the Village into
watersheds,sub-watersheds and sewer-sheds.This task will allow for efficient modeling and analysis and
will isolate potential flood problems within stormwater basins. This will allow us to determine each
systems level of service in the Existing Conditions Analysis task.
3. Information Gathering - Documentation of existing stormwater problems is founded on a comprehensive
effort to collect background data and resources. ERA will collect this data for the Cook County areas
within the Village. We implement a data tracking record for most of our master plans to document all the
data and resources requested and collected making up the basis of the study. This record will be shared
with the Village throughout the project. Typically, we look for useful information such as: past studies,
flooding reports, flood damage surveys, resident and Village staff documentation/interviews, GIS data
(topo, utilities, etc.),subdivision plans, detention basin as-builts, etc. Collected data will be put into GIS to
produce existing conditions exhibits to be used by ERA modelers.
4. Review and Summary of Historical Documentation - ERA will review historical documentation and
become familiar with how the Village has evolved its stormwater management program. This task
includes reviewing historical information from the Cook County area of the Village and is anticipated to
include the following:
1
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ENGINEERS —SCIENTISTS —SURVEYORS
i
a. Review of past drainage studies/improvements and associated modeling to determine what can
be used as part of the masterplan. This task will help reduce potential redundancy and allow the
project team to direct resources to other areas of the plan.
b. Review the past 10-years of stormwater projects and document the accomplishments, setbacks,
and continued challenges.
5. Inventory of Watersheds/Sub-Watersheds - ERA will complete a comprehensive inventory of each
watershed/sub-watershed/sewer shed in the Cook County area to review assets, character, and
opportunities that exist within each. The inventory will primarily use GIS information, field investigations,
community plans, input from Village staff and stakeholders. The information gathered will be instrumental
in determining survey needs and modeling efforts within each individual watershed/sub-watershed or
sewer shed. We will gather input from staff during this phase which will be a driving direction for proposed
alternatives. It is anticipated that a level of service we hope to achieve throughout the Village will be
determined as part of this task.
6. Sub-Watershed Scoping Meetings - Once the Inventory task is completed the project team will have an
intimate knowledge of each sub-watershed. This includes an understanding of flooding problems,
stormwater infrastructure, overland flow paths, local depressional areas, poor drainage areas, GIS data
available, etc.This knowledge will allow the project team to provide Village staff with a detailed work plan
as how we most efficiently and effectively analyze the existing system and potential improvements. Most
importantly it will identify the level of survey and modeling efforts required. ERA will meet with the Village
to discuss scoping recommendations and potential sub-watershed improvements.
7. Supplemental Survey - ERA will collect targeted survey information. Only essential information needed
for analysis will be collected for the existing analyses. Entire ROW or parcel surveys are not anticipated.
Based on our vast experience with master plans and H&H analyses we anticipate this to include: invert
drops on main storm sewers, size and type of sewers, ditch cross-sections, low entry elevations, top of
foundation elevations, outfall elevations, street elevations, control structures, critical overflow cross-
sections,etc.Survey work will be determined on a sub-watershed by sub-watershed basis.
8. Existing H&H Analyses - ERA will evaluate each watershed/sub-watershed/sewer shed's existing
stormwater system against the determined level of service goals. The method and level of analyses will
be determined by tasks 5 and 6 above. ERA matches the level of analysis based on the severity of
problems, complexity of the existing system and the potential of projects identified. Simple sub-
watersheds may only be analyzed with simple methods such as TR-20 and Manning's Equation whereas
complex watersheds may require XPSWMM 2D.
9. Proposed H&H Analyses - ERA will evaluate proposed alternatives to reduce flooding. Proposed analyses
will utilize each sub-watershed's existing H&H model established as part of task 8 as the backbone for
the alternatives modeling. The proposed analyses will identify what it would take to provide capacity for
the level of service previously determined. For areas with severe flooding ERA would also investigate what
it would take to reduce flooding for the 100-year event. During this phase our project team will look for
larger regional solutions to reduce flooding in multiple sub-watersheds.
10.Capital Improvement Program Development - ERA will develop planning level Engineer's Opinion of
Probable Costs (EOPC)for each recommended alternative for each sub-watershed as determined by ERA
task 9.The EOPC can be developed in today's dollars and adjusted for inflation based on implementation
Village of�136ffallo Grove - 2019
r
'.;.. —SURVEYORS
OI6E;.
schedule. The EOPC will be based on current unit prices available from recent and local bids for projects
similar in size as well as utilizing IDOT bid tabs for similar pay items and project size. The EOPC will also
include anticipated design, permitting,construction engineering, contingency,operation and maintenance
costs, etc. The projects will be ranked using a simple cost/benefit ratio and recommended for
implementation in 5-year increments.
11.Exhibits - The ERA team will develop exhibits to communicate the plan to stakeholders. It is anticipated
that exhibits will be done in GIS and are anticipated to include the following: Watershed Areas, Sub-
Watershed Areas, Depressional Areas, Existing Conditions Flood Limits, Proposed Conditions Flood Limits,
Overflow Paths of 1 acre or more, Storm Sewer Sizes and Routings, Areas that do not meet the
determined level of service, etc.
12.Report - The ERA team will submit draft reports at the 60%, 90%, and 100% completion levels. The
reports will utilize exhibits, conceptual plans, tables and charts to speak to the reader rather than a long
narrative.
Lake County Areas (High Level Analysis)
13.Lake County Service Area Delineation - ERA will break down the Lake County portion of the Village into
watersheds,sub-watersheds and sewer-sheds.This task will allow for future modeling and analysis to
determine each systems level of service.
14.Information Gathering - Documentation of existing stormwater problems is founded on a comprehensive
effort to collect background data and resources. ERA will collect this data for the Lake County areas within
the Village. We implement a data tracking record for most of our master plans to document all the data
and resources requested and collected making up the basis of the study. This record will be shared with
the Village throughout the project.Typically, we look for useful information such as: past studies,flooding
reports, flood damage surveys, resident and Village staff documentation/interviews, GIS data (topo,
utilities, etc.), subdivision plans, detention basin as-builts, etc. Collected data will be put into GIS to
produce existing conditions exhibits to be used by ERA modelers.
15.Review and Summary of Historical Documentation - ERA will review historical documentation and
become familiar with how the Village has evolved its stormwater management program. This task
includes reviewing historical information from the Lake County area of the Village and is anticipated to
include the following:
a. Review of past drainage studies/improvements and associated modeling to determine what can
be used as part of the masterplan. This task will help reduce potential redundancy and allow the
project team to direct resources to other areas of the plan.
b. Review the past 10-years of stormwater projects and document the accomplishments, setbacks,
and continued challenges.
1.6.Inventory of Watersheds/Sub-Watersheds - ERA will complete a comprehensive inventory of each
watershed/sub-watershed/sewer shed in the Lake County area of the Village to review assets, character,
and opportunities that exist within each. The inventory will primarily use GIS information, field
investigations, community plans, input from Village staff and stakeholders. The information gathered will
NIG
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be instrumental in determining survey needs and modeling efforts within each individual watershed/sub-
watershed or sewer shed. We will gather input from staff during this phase which will be a driving
direction for proposed alternatives. It is anticipated that a level of service we hope to achieve throughout
the Village will be determined as part of this task.
17.Sub-Watershed Scoping Meetings - Once the Inventory task is completed the project team will have an
intimate knowledge of each sub-watershed. This includes an understanding of flooding problems,
stormwater infrastructure, overland flow paths, local depressional areas, poor drainage areas, GIS data
available, etc. This knowledge will allow the project team to identify study areas for future analyses. ERA
will provide a summary of scope for each Lake County area identified as needing additional
hydrologic/hydraulic analyses.
18.Rear Yard Drainage Programming- ERA will work with the Village to identify rear yard drainage issues and
potential improvements. ERA will create a long-term plan to address these issues. It is anticipated that
this will include identifying potential improvements, easement requirements and costs.
Additional Tasks
The following tasks are not included in this proposal but are identified as potential tasks to be completed with
approval of the Village.
19.Conceptual Plans - The ERA team will prepare conceptual plans for recommended improvements. It is
anticipated that this may include storm sewer sizes and preliminary routings, driveway culvert sizes and
preliminary ditch cross-sections for rural cross-sectional areas throughout the Village. Plans may also
include preliminary detention basin and/or re-establishing overland flow routes.Whatever the design may
be it will be developed enough to provide a reasonably accurate construction estimate.
20.Stormwater Maintenance and Operations Needs Assessment -ERA will meet with the Village to review
the current operation and maintenance needs for the entire Village. Understanding the existing program
in place will help develop an annual operation and maintenance plan and funding program which can be
incorporated into the capital improvement program. For example, the plan may require linear miles of
ditches to be cleaned and regraded every year on a 5-year rotation or similar. This will further depend on
the available funding and budgetary constraints. This assessment may include recommendations for
management strategy,staffing needs,equipment needs,etc.
21.Regulatory Review and Assessment - The ERA team has written several of the collar county ordinances
and manuals. We are very familiar with state and federal requirements as well. We will review the
Village's regulatory standards against other local, state and federal regulations and for future compliance.
We will make recommendations on code revisions and review processes and permit fees.
22.Funding Assessment -For a successful funding and implementation plan, it is important that the Village
leverage its stormwater capital improvement plan with other Village plans including but not limited to
roadway, water and sanitary improvements. ERA will incorporate stormwater funding needs into these
other Village needs for one comprehensive capital program. This will ensure the highest return on
investments and reduce costs and inconvenience to residents and businesses. ERA will include costs
from the Stormwater Maintenance and Operations Needs Assessment and recommended capital
2019
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ItWCICE', �3C�iF1T
ENGINEERS-SCIENTISTS -SURVEYORS
improvement projects from the H&H analyses in their funding assessment. This task includes
identification and recommendations for outside grant funding. We will create a funding matrix to
determine which funding source is applicable for which projects and summarize each fund's application
cycle and typical requirements including local match requirements.
23.Lake County Detailed Analyses - ERA will complete tasks 7-11 for the sub-watersheds identified in task
17.
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