294-22 Korwell PS-Proposals.pdf

SCE-P0998?.021 October 27,2022 * Any actual disbursements and expenses which we incur on your behalf, such as subconsultant fees, application/permit fees, delivery charges, parking, printing and toll charges will be billed at actual cost-plus 15 percent. * Mileage will be billed in accordance with federal prevailing wage. Standard Contract Terms & Conditions In accordance with the above information, Client agrees to the following: Termination of Contract Client may terminate this Agreement with seven days prior written notice to Suburban Consulting Engineers, Inc. (SCE) for convenience or cause. SCE may terminate this Agreement for cause with seven days prior written notice to Client. Failure of Client to make payments when due shall be cause for suspension of services or, ultimately, termination, unless and until SCE has been paid in full all amounts due for services, expenses and other related charges. Hazardous Environmental Conditions It is acknowledged by both parties that SCE's Scope of Services does not include any services related to the remediation at the site of asbestos, PCBs, petroleum, hazardous waste or radioactive materials. Client acknowledges that SCE is performing professional services for Client and SCE is not and shall not be required to become an “arranger”, "operator", "generator" or “transporter” of hazardous substances, as defined in the Comprehensive Environmental Response, Compensation, and Liability Act of 1990 (CERCLA). Ownership of Documents All documents prepared or furnished by SCE pursuant to this Agreement are instruments of SCE's professional service, and SCE shall retain an ownership and property interest therein. SCE grants Client a license to use instruments of SCE's professional service for the purpose of constructing, occupying and maintaining the Project. Reuse or modification of any such documents by Client, without SCE's written permission, shall be at Client's sole tisk, and Client agrees to indemnify and hold SCE harmless from all claims, damages and expenses, including attorneys’ fees, arising out of such reuse by Client or by others acting through Client. Indemnification To the fullest extent permitted by law, Client and SCE each agree to indemnify the other party and the other party's officers, directors, partners, employees and representatives, from and against losses, damages and judgments arising

y law, Client and SCE each agree to indemnify the other party and the other party's officers, directors, partners, employees and representatives, from and against losses, damages and judgments arising from claims by third parties, including reasonable attorneys’ fees and expenses recoverable under applicable law, but only to the extent they are found to be caused by a negligent act, error or omission of the indemnifying party or any of the indemnifying party's officers, directors, members, partners, agents, employees or sub-consultants in the performance of services under this Agreement. If claims, losses, damages and judgments are found to be caused by the joint

SCE-P09989.021 October 27,2022 or concurrent negligence of Client and SCE, they shall be borne by each party in proportion to its negligence. Force Majeure Neither party shall be deemed in default of this agreement to the extent that any delay or failure in the performance of its obligations results from any cause beyond its reasonable control and without its negligence. Dispute Resolution Client and SCE agree that they shall first submit any and all unsettled claims, counterclaims, disputes and other matters in question between them arising out of or relating to the agreement to mediation in accordance with the Construction Industry Mediation Rules of the American Arbitration Association, effective as of the date of this agreement. Use of Electronic Media Documents that may be relied upon by Client are limited to those that are signed or sealed by SCE. Unsigned files in electronic media format or text, data, graphic or other types that are furnished by SCE to Client are only for convenience of Client. Any conclusion or information obtained or derived from such electronic files will be at the user's sole risk. When transferring documents in electronic media format, SCE 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 in use by SCE at the beginning of this assignment. Bid Phase Services If this Agreement provides for any bid phase services by SCE, it is understood that any bid phase services described herein are associated with one (1) contract and one (1) bid period. Should the Client direct the project to be bid and constructed under multiple contracts, or should the bid process fail to result in a successful contract award requiring the need to rebid the project, SCE's services associated with multiple contracts or re- bidding any contract (original or revised) will be offered under a contract amendment to SCE's scope of services. Construction Phase Services If this Agreement provides for any construction phase services by SCE, it is understood that the Contractor, not SCE, is responsible for the construction of the project, and that SCE is not responsible for the acts or omissions of any contractor, subcontractor or material supplier; for safety precautions, programs or enforcement; or

or the construction of the project, and that SCE is not responsible for the acts or omissions of any contractor, subcontractor or material supplier; for safety precautions, programs or enforcement; or for construction means, methods, techniques, sequences and procedures employed by the Contractor. It is the Owner's responsibility to advise their contractor of these terms. Opinions of Cost When included in SCE's Scope of Services, opinions or estimates of probable construction cost are prepared on the basis of SCE's experience and qualifications and represent SCE's judgment as a professional generally familiar with the industry. However, since SCE has no

SCE-P09989.021 October 27,2022 control over the cost of labor, materials, equipment or services furnished by others, over contractor's methods of determining prices, or over competitive bidding or market conditions, SCE cannot and does not guarantee that proposals, bids or actual construction cost will not vary from SCE's opinions or estimates of probable construction cost. Professional Responsibility SCE represents that the services shall be performed, within the limits prescribed by Client, in a manner consistent with the level of care and skill ordinarily exercised by other professional consultants under similar circumstances. No other representation to Client, expressed or implied, and no warranty or guarantee is included or intended in this Agreement, or in any report, opinion, document or otherwise. For any damage caused by professional negligence including errors, omissions or other professional acts, including unintentional breach of contract by SCE, its employees, agents or subcontractors, SCE's liability and that of its employees, agents and subcontractors is limited to SCE’s total compensation paid under the contract. In no event shall either Client or SCE be liable for consequential damages, including, without limitation, loss of use or loss of profits, incurred by one another or their subsidiaries or successors, regardless of whether such damages are caused by breach of contract, willful misconduct, negligent act or omission, or other wrongful act of either of them. Right of Entry Client grants to SCE, and, if a project site is not owned by Client, warrants that permission has been granted for a right of entry from time to time by SCE, its employees, agents and subcontractors upon the project site for the purpose of providing the Services. Client recognizes that the use of investigative equipment and practices may unavoidably alter existing site conditions and affect the environment in the area being studied. Statute of Limitations The parties agree that any action relating to an alleged breach of the Agreement shall be commenced within one year of the date of the breach, without regard to the date the breach is discovered. Any action not brought within that one-year time period shall be barred, without regard to any other limitations period set forth by law or statute. Billing Schedule Invoices will be provided monthly based on the Fee

ught within that one-year time period shall be barred, without regard to any other limitations period set forth by law or statute. Billing Schedule Invoices will be provided monthly based on the Fee Proposal referenced above. Payment is due within fifteen (15) days from receipt of invoice. A 1-1/2 percent per month late charge will be applied for all past due invoices. Amounts not paid when due may be referred for collection and mechanic's lien rights may be exercised, with all costs, including reasonable attorney fees, charged to client. Both parties understand that work will be stopped if account is not current; deliverables will not be furnished if account is past due. For approved Estimated Fees, time spent will be invoiced on an hourly basis up to the contract amount and will reflect employee time charges including comments for services 10

SCE-P09989.021 October 27,2022 performed. In the event we anticipate exceeding the approved fees, we will contact the Client for authorization to proceed. If the Client elects not to proceed, we will invoice for services completed to date. For approved Lump Sum Fees, invoices will reflect a percent complete and will not include employee time or expense details. Each invoice will be prepared to reflect work completed to date on the project. If this proposal meets with your approval, please sign below and return one (1) copy to my office. Alternatively, if a purchase order is to be issued, please reference the SCE proposal number (SCE-P09989.021) and date in order to properly document authorization. We shall consider an appropriately executed copy of this letter or purchase order as our formal contract and authorization to proceed. Please note that the fees stated in this proposal are valid for thirty (30) days from the date of this correspondence. If you have any questions regarding this proposal, please do not hesitate to contact me. Very truly yours, SUBURBAN CONSULTING ENGINEERS, INC. Kndrew S. Holt, PE, PP, CME, Executive Vice President Accepted this Day of 20. By: ____ [Printed Name & Title) Enclosures Corner Marker Waiver Proof of Insurance

SUBURBAN CONSULTING ENGINEERS, INC. CORNER MARKER WAIVER TO: Joseph D. Phil, PLS, PP SUBURBAN CONSULTING ENGINEERS, INC. 96 U.S. Highway 206, Suite 101 Flanders, New Jersey 07836 (973) 398-1776 FROM: Name, address and telephone number of ultimate user ee Korwel Pump Station, West Orange Property (Lot and block number, municipality or other identifier) This is to advise that | have been made aware of my right to have corner markers set as part of a survey to be performed on the aforementioned property. In addition, | have been made aware of the potential impact of signing the waiver including: (1) the possible need for a future survey as a result of physical improvements to the property, such as a fence, addition, deck, pool or shed, and (2) the potential inability of the ultimate user to identify the actual boundary of the property which could result in a boundary dispute with an adjoining property owner and/or property improvements not accurately situated on my property. The right to have corner markers set is hereby waived, and you are directed to perform the land survey without the setting of corner markers as provided by the regulation (N.J.A.C. 13:40-5.2) of the State Board of Professional Engineers and Land Surveyors. Ultimate User's Signature Name of User (Typed or Printed) Date: Address of Witness: Witness’ Signature Name of Witness (Typed or Printed) Date: 96 U.S. Highway 206, Suite 101, Flanders, New Jersey 07836 P: (973) 398-1776 | www.suburbanconsulting.com

| hereby Certify that | have: 1. Advised the ultimate user of the impact of signing the corner marker waiver, which shall include, but not be limited to, the possible need for a future survey as a result of physical improvements to the property and the potential inability of the ultimate user to identify the actual boundary of the property; Reviewed the waiver to ensure it was properly signed by the ultimate user and witnessed by a person other than a land surveyor; and Performed a physical measurement of the property. Joseph D. Phil, PLS, PP 24GS04336300 Date:

e DATE (MM/DD/YYYY) ACORD CERTIFICATE OF LIABILITY INSURANCE ‘ ' 3/1/2022 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Names” Tina Taran Dale Group BuO, cx 973-377-7000 _ (6, oy 973-377-4614 Florham Park NJ 07932 RouKess:_tinat@dalegroup.com ; INSURER(S) AFFORDING COVERAGE NAIC # | ee INSURER A: Continental Casualty Company 20443 nee Goneottna Ehasine 71 isurer 8 : National Fire & Marine Insurance Company 20079 96 Hwy RT 206 Suite 101 InsuRER C: Valley Forge Insurance Company 20508 Flanders NJ 07836 ivsureR D : Continental Insurance Company Of New Jersey 42625 | insurer E: HSB Specialty Insurance Company 14438 | INSURER F COVERAGES CERTIFICATE NUMBER: 1784385551 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD. INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS. CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR [ADDL/SUBR| | POLICY EXP LR TYPE OF INSURANCE INSD | wvD POLICY NUMBER [ian (MMIDDIYYYY) LIMITS ‘A |X | COMMERCIAL GENERAL LIABILITY y | ¥ | 7018338493 | 21242022 | 2/24/2023 | each occURRENCE $1,000,000 x] | DAMAGE TO RENTED ‘CLAIMS-MADE OCCUR | PREMISES (Ea occurrence) _ $ 300,000 Contractual Liab | MED EXP (Any one person) | $ 10,000 | mieiparion) | $10,000_ | | PERSONAL & ADVINJURY | § 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER | | | GENERAL AGGREGATE $2,000,000 pouicy | X | SBS: | Loc |