118-18 Attachment (1).pdf

Township of West Orange NJ: Three Emergency Power Generators PS&S# 090180474 04/30/2018 Rev1 with new panels. The existing building main electrical power service will be disconnected from the main distribution power panel and reconnected to the new automatic transfer switch. The existing electrical conduits and wires will be evaluated in design phase and replaced with new conduits and wires as necessary per code and Township requirements. The gas service will be designed appropriately for an emergency service by either having an uninterruptable supply or an alternate supply hookup per code and Township requirements. PS&S will provide the addendum preparation and bid review services including the responses to bidder’s questions and assisting Township with preparation of addendum documents including conformed Drawings to the successful bidder. During construction period, PS&S will provide engineering services including the review of shop drawings, providing responses to Contractor’s requests for information, construction progress site visit and weekly review meetings (limited to one bi-weekly meeting for estimated three months construction period and each meeting shall be no more than 4 hours), and a punch list at the completion of the construction. 2.0 ASSUMPTIONS AND EXCLUSIONS We assume the following in our proposal: 1. Modifications to the building structural to accommodate the new emergency generator electrical connections or meet all-hazard shelter requirements are not included. 2. The design specifications will be on the drawings and that book specifications are not required. 3. Front End and General Conditions specifications will be by others. 4, PS&S will provide Engineer’s option of construction cost estimate as required by Township of West Orange. 5. All Application and Permit fees will be paid by Township of West Orange. 6. Site engineer during construction period is not required and not included in the proposal. Daily site visit to project sites during construction period is required. 3.0 SCHEDULE PS&S will commence work within ten (10) days of authorization to proceed and estimates up to ninety (90) days to complete the design, specifications, and bid documents with review by Township of West Orange DPW of draft construction plans assumed as a one (1) week duration after Week #5). Page 3 of 4 P:\_Proposals\West Orange DPW

specifications, and bid documents with review by Township of West Orange DPW of draft construction plans assumed as a one (1) week duration after Week #5). Page 3 of 4 P:\_Proposals\West Orange DPW 04769\090180474 West Orange Emergency Generators

Township of West Or: PS&S# 090180474 04/30/2018 Revi NJ: Three Emergency Power Generators 4.0 FEE, TERMS, AND CONDITIONS PS&S proposes to provide the aforementioned Scope of Services for a LUMP SUM fee of Forty-Seven Thousand Five Hundred Dollars ($47,500.00) inclusive of expenses. These fees exclude any permit application or license fees, which will be paid directly by the Township of West Orange. These services would be performed in accordance with the terms and conditions of the attached PS&S Schedule of Charges and General Conditions. 5.0 AUTHORIZATION We appreciate the opportunity to prepare this proposal, and PS&S looks forward to working with you on this project. Should you find this proposal to be acceptable, please sign the authorization below and return one copy. Very truly yours, PAULUS SOKOLOWSKI and SARTOR, LLC Fred Chen, P.E. Project Engineer, Associate PS&S 67A Mountain Blyd Ext Warren, NJ 07059 CC: M. Cohen, W. Fedick PROPOSAL, GCS, AND SCHR ACKNOWLEDGED AND ACCEPTED: CLIENT: Township of West Orange DPW SIGNATURE: NAME: TITLE: DATE: P:\_Proposals\ West Orange DPW 04769\090180474 West Orange Emergency Generators Page 4 of 4

67A Mountain Blvd Ext PO Box 4039 Warren, NU 07059 7 a GENERAL CONDITIONS OF SERVICE These General Conditions of Service and the PS&S Rate Schedule are attachments to this PS&S Proposal, Together they comprise the agreed terms under which PS&S will provide its Services (hereinafter refered to as the "Agreement’) for the project described in the Proposal (the *Project’), Any Services requested or required that are not described in the Proposal are considered to be Additional Services. Additional Services will require avwritten amendment to this Agreement before being performed 1. CHARGES FOR SERVICES When PS8S is to be paid on the basis of time expended and expenses incurred on the Project, compensation shall be determined using the houtly rates on the attached Schedule of Charges & Hourly Rates. These rates are effective for six months from July 1, 2017. PS&S reserves the right to increase ils rales every six (6) months, However, in no event shall the tates be increased by more than ten percent (10%). If PS&S is to be paid ona fixed-fee or lump-sum basis, compensation shall be paid either on a percentage-o-completion basis, or in accordance with the milestone achievement schedule included in the Proposal If the Client requests PS8S to provide ather Services in addition to those described in the attached Proposal, PS&S requires a written additional service authorization amending this Agreement, before PS&S will proceed with that work. 2. CHARGES FOR OTHER DIRECT PROJECT EXPENSES All other expenses incurred for a Project will be separately billed at actual cost plus fifteen percent (15%), Such expenses include, but are not limited to, costs for: subcontractor(s)/consultant(s); laboratory; reproduction [printing, binding, ete]; special equipment required for Project execution; Project-required travel; special insurance coverage in excess of or different from PS&S's standard insurance coverage; and, any other costs particular to Project engagement. Mileage costs will be billed at the rate authorized by the Intemal Revenue Service. If rental vehicles are used (at the option of PS88), the actual rental charges plus fifteen percent (15%) will be billed instead of using the IRS mileage reimbursement rate 3. TIME FOR PERFORMANCE Delays created by scheduling ot government meetings, or by Client not responding timaly to requests for input, information, or

ead of using the IRS mileage reimbursement rate 3. TIME FOR PERFORMANCE Delays created by scheduling ot government meetings, or by Client not responding timaly to requests for input, information, or decisions may extend the Project schedule and require an increase in PS&S's compensation. If PS&S's Services have not been completed by the date established in the Proposal for the completion of Services, through no fault of PS&S, all PS8S Services provided thereafter shall be compensated on an hourly-rate basis using the rates attached, notwithstanding any other compensation amount set forth in the Proposal Neither party shall be liable to the other for any delay or failure in performance of any of the obligations under this Agreement to the extent such delay or failure is caused by fire, flood, earthquake, civil, governmental or military authority, acts of God, war, terrorist acts, or other similar causes beyond a party's reasonable control and without the faull or negligence of the delayed or non-performing party. 4, PAYMENT Invoices for all Services: will be issued on a monthly basis; are considered due upon receipt; and, must be paid within 30 days of the invoice date. Interest at one percent (1%) per month (but not exceeding any maximum rate allowed by law) will be charged on any invoice amount not paid within 30 days of the invoice date. All reasonable attorney's fees and costs incurred by PS&S to collect any delinquent amounts shall be added to the amount to be paid by the Client. PS&S shall not be obligated to deliver any documents for governmental review, deliver any documents or Services for the next Project milestone, Proposal/Contract No: 090170474 Date: 04/30/2018 Page 1 of 2 sign and seal documents (or any final Construction Documents), nor shall PS&S be obligated to commence providing any Services during the Construction Phase of a Project while any invoice for properly performed Services (or previously delivered document) is due and remains unpaid more than 30 days after invoice date. If any undisputed invoiced amounts are not paid within 60 days of invoice date, PS&S may suspend its Services or terminate this Agreement whether on this project or another PS&S engagement. Once Services are suspended for nonpayment, they will be resumed at the discretion of PS&S but only when all unpaid amounts, including accrued interest, are paid in full

ct or another PS&S engagement. Once Services are suspended for nonpayment, they will be resumed at the discretion of PS&S but only when all unpaid amounts, including accrued interest, are paid in full on all other engagements. If PS&S terminates this Agreement for non-payment, the Client shall also be obligated to pay the reasonable costs associated with termination. A suspension of Services shall not preclude PS&S from later electing to terminate this Agreement for continued non-payment of its invoices. Any failure by PS&S to terminate or suspend Services shall not constitute a waiver of, nor be considered a limitation of, these or any other rights and remedies available at law or equity. If the Client requests PS&S to suspend Project Services for more than 60 days, the Client shall pay PS&S a charge of not more than ten percent (10%) of the amount due for the remaining unperformed Services, as a condition for PS&S to resume the perfarmance of its Services, according to.a mutually acceptable revised Project Schedule. 5. TAXES If applicable, the Client shall pay the cost of any sales, use, excise, value- added or other tax, which is or may become applicable ta the Sarvices, in addition to the amount of compensation due to PS&S under this Agreement. 6. PS&S’S RESPONSIBILITIES PS&S shall perform its Services in a manner consistent with that level of skill and care ordinarily exercised by other professional consultants providing the same or similar Services, under similar circumstances and location that exist at the lime of providing the Services. PS&S represents that it is duly qualified to provide the Services that are covered by this Agreement and that it is authorized to enter into and execute this Agreement. No other representation, express or implied, and no warranty of any guarantee is made as part of this Agreement, or in any report, document or other communication provided as part of the Services. lf changes are made by the Client or others to aspects of the project, such as location, that affect the design documentation or Services provided by PS&S, all PS&S liabllity for such changes and their consequences shall be waived by the Client and Client shall have sole responsibility and liability for such changes and thelr consequences, unless PS&S was previously advised in writing of such changes, and allowed the proper time in accordance with

ient shall have sole responsibility and liability for such changes and thelr consequences, unless PS&S was previously advised in writing of such changes, and allowed the proper time in accordance with applicable professional standards, to evaluate such changes. Client shall compensate PS&S for the time required to provide any evaluation required due to such changes PS&S's Services are provided to mest the requirements of applicable standards of care, applicable laws, building codes and regulations to obtain needed approvals and permits of governmental authorities with jurisdiction over the project. These requirements may be interpreted differently by government inspectors and building officials, requiring changes to the design documents and the project construction even after permits and approvals have been issued. While this may increase the construction costs of the Project, it does not mean that the design documents were not prepared to meet applicable requirements or professional standards, The additional costs that result, if any, will be deemed to be value-added items, as if required in the original design documentation, and shall not be the basis for any claim for damages against PS&S. Effective Date: July 1, 2017

Page 2 of 2 7. CLIENT'S RESPONSIBILITIES The Client will provide to PS&S all available information pertinent to or required for the performance of PS&S's Services as described in this Agreement. PS&Swill be permitted torely onthe accuracy and completeness of the Client-supplied information unless doing so would be a breach of the standard of care set forth in Section 6 above. The Client will provide PS&S access to all public and private property as necassary for PS&S to perform its Services, and give prompt written notice to PS&S whenever the Client becomes aware of anything that could affect the Services. 8. PURCHASE/WORK/TASK ORDERS: If the Client issues a purchase/work/task order or other document related to PS&S's Services, it is agreed that such document is issued for Client’s internal accounting purposes only and shall not amend, supplement, modify, or delete any terms or conditions of this Agreement regardless ot the language on that purchase/work/task order. If there is any conflict between the terms and conditions of such purchase/work/task order and this Agreement, the terms and conditions of this Agreement shall govern 9. MUTUAL WAIVER OF CONSEQUENTIAL DAMAGES PS&S and the Client each waive the right to make any claims against the other for consequential damages arising out of or related to this Agreement, 10. LIMITATION OF LIABILITY To the fullest extent permitted by law, PS&S's total liability to the Client for any and all injuries, claims, losses, costs, damages, or claim expenses arising out of or related to this Agreement, however caused, shall not excead the total amount of $50,000 or the amount of PS&S's fee (whichever is greater), 11, PROJECT CONSTRUCTION AND SITE SAFETY PS&S shall not be responsible for the means, methods, techniques, procedures or sequence of construction, norshall PS&S be held respansible for the safety precautions and programs of the Client's. contractor(s) working at the Project Site, or any failure of those contractar(s) to comply with applicable laws, rules, or regulations, To the fullest extent permittad by law, neither PS&S nor any of its employees, consultants, authorized agents of representatives performing Services at the Project Site or elsewhere shall be liable for any injury occurring as part of the construction of the Project or any site work, due to a failure, breach or disregard of construction

ng Services at the Project Site or elsewhere shall be liable for any injury occurring as part of the construction of the Project or any site work, due to a failure, breach or disregard of construction safety standards, procedures, Site-specific programs, transportation regulations, or industry practices at the construction Project (or Site) by the Client's contractors or others for whom PS&S is not responsible under this Agreement. PS&S shall only be responsible for the adherence and compliance of all PS&S employees, consultants, authorized agents anc representatives with the Project-site safety programs and procedures, and the laws and regulations applicable to those for whom PS&S is responsible under this Agreement. 12. HAZARDOUS OR TOXIC MATERIALS Unless specifically agreed to in the Proposal, which is part of this Agreement, PS&S shall not be responsible to search for, detect, test investigate or determine the presence of, monitor, ramediate, clean up, remove, contain, treat, detoxily or neutralize hazardous, toxic or radioactive materials, mold, or any other pollutant or toxin within or adjacent to the Projact or Site, which is the subject of this Agreement 13. DOCUMENTATION AND ELECTRONIC MEDIA LIMITATIONS A. All drawings, specifications and/or other documents created by PS&S (‘Documents’) are instruments of service prepared for the Project PSAS, as the author, retains the intellectual property rights in the Documents, subject to the licenses and rights to use granted in this Agreement B. PS&S grants to the Client an unlimited license to make and retain copies of Documents but solely in connection with its use on the Project. The Documents are not intended or represented to be suitable for use by Client or others to prepare shop drawings, for extensions of the Project at or on land adjacent to the Project Site or at any location other than the Project Site. Client shall not add to, modify or alter nor allow others to add to, modify, or alter the Documents including any printed copies of the Documents, unless Client shall have removed all references to “Paulus, Sokolowski and Sartor," “PS&S" and any other references, marks, and the like [including metadata or other electronic tags] that relate in any way to, or can be used to identify PS&S as the author of the Documents. C. Client shall indemnify, defend, save and hold PS&S, its

ike [including metadata or other electronic tags] that relate in any way to, or can be used to identify PS&S as the author of the Documents. C. Client shall indemnify, defend, save and hold PS&S, its subconsultants and each of their partners, officers, shareholders, directors and employees harmless from and against any and all claims. judgments, suits, liabilities, damages, costs or expenses (including reasonable atlomeys’ fees) arising as the result of: i) Client's failure to comply with any of the requirements of this Section 13; or ii) any use. adcition to, modification, alteration, change to or misinterpretation of the Documents by Client, or any party that receives the Documents from the Client (the “User(s)'). D. Files provicied in electronic media format [text, data, graphics, or other types of information] are furnished only for the convenience of Client and/or its authorized users. Because data stored in electronic media format can deteriorate or be modified inadvertently or otherwise without authorization of the data’s creator, the Users shall perform acceptance tests or procedures within 10 days of receipt of the files, after which the Users shall be deemed to have accepted the data transferred. PS&S shall not be responsible to maintain Documents stored in electronic media format after acceptance by the Client or its Users. When transferring documents in electronic media format, PS&S makes no representations as to long-term compatibility, usability, or readability of Documents resulting from the use of software application packages, operating systems, or computer hardware differing from those used by PS&S. Copies of Documents that may be relied upon by the Client, or its User(s) are limited to the printed versions (also known as hard copies) that are signed and sealed by PS&S. Client accepts that the conversion of the printed versions of Documents into electronic media format or conversion of Documents from the format supplied by PS&S lo another format may introduce errors or other inaccuracies. Client and its Users shall confirm the accuracy of the Documents before using them. Client accepts all responsibility for any errors or inaccuracies arising from the conversion of the Documents to another client-selected format, and releases PS&S and its subconsultants from any liability, costs, losses, or damages or expenses arising as