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HomeMy WebLinkAbout10-104 Resolution No. 10-104 RESOLUTION AUTHORIZING EXECUTION OF AN AGREEMENT WITH COLLINS ENGINEERS, INC. (2010-2011 Bridge Inspection and Maintenance Program) BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN,ILLINOIS,that Sean R. Stegall,City Manager,and Diane Robertson,City Clerk,be and are hereby authorized and directed to execute an agreement on behalf of the City of Elgin with Collins Engineers,Inc. for the 2010-2011 Bridge Inspection and Maintenance Program, a copy of which is attached hereto and made a part hereof by reference. s/Ed Schock Ed Schock, Mayor Presented: May 26, 2010 Adopted: May 26, 2010 Omnibus Vote: Yeas: 7 Nays: 0 Attest: s/Diane Robertson Diane Robertson, City Clerk AGREEMENT THIS AGREEMENT is made and entered into this 26thday of May ,2010 ,by and between the CITY OF ELGIN, an Illinois municipal corporation (hereinafter referred to as "CITY") and COLLINS ENGINEERS, INC., an Illinois Corporation(hereinafter referred to as"ENGINEER"). WHEREAS,the CITY desires to engage the ENGINEER to furnish certain professional services in connection with connection with City's 2010-2011 BRIDGE INSPECTION AND MAINTENANCE PROGRAM (hereinafter referred to as the PROJECT); and WHEREAS, the ENGINEER represents that it is in compliance with Illinois Statutes relating to professional registration and has the necessary expertise and experience to furnish such services upon the terms and conditions set forth herein below. NOW, THEREFORE, it is hereby agreed by and between the CITY and the ENGINEER that the CITY does hereby retain the ENGINEER for and in consideration of the mutual promises and covenants contained herein,the sufficiency of which is hereby acknowledged to act for and represent it in the engineering matters involved in the PROJECT as described herein,subject to the following terms and conditions and stipulations, to-wit: 1. SCOPE OF SERVICES A. All work hereunder shall be performed under the direction of the City Engineer of the CITY, herein after referred to as the"DIRECTOR". B. The ENGINEER'S scope of services are:Inspection of seven(7)bridges in 2010 and seven (7) in 2011, preparation of contract plans, specification and estimates for bridge repairs of thirteen(13) structures and providing construction inspection. C. A detailed Scope of Services is attached hereto and made a part hereof as Attachment 2. PROGRESS REPORTS A. An outline project milestone schedule is provided hereinunder. B. A detailed project schedule for the Project is included as Attachment B, attached hereto and made part hereof. Progress will be recorded on the project schedule and submitted monthly as a component of the Status Report described in C below. C. The ENGINEER will submit to the DIRECTOR monthly a status report keyed to the project schedule.A brief narrative will be provided identifying progress,findings and outstanding issues. 3. WORK PRODUCTS All work products prepared by the ENGINEER pursuant hereto including,but not limited to, reports, designs, calculations, work drawings, studies, photographs, models and recommendations shall be the property of the CITY and shall be delivered to the CITY upon request of the DIRECTOR provided, however, that the ENGINEER may retain copies of such work products for its records. Such work products are not intended or represented to be suitable for reuse by the CITY on any extension to the PROJECT or on any other project. 4. PAYMENTS TO THE ENGINEER(Not To Exceed Method) A. For services provided the ENGINEER shall be paid at the rate of 2.85 times the direct hourly rate of personnel employed on this PROJECT,with the total fee not to exceed$92,233.38 regardless of the actual costs incurred by the ENGINEER unless substantial modifications to the scope of the work are authorized in writing by the DIRECTOR. B. For outside services provided by other firms or subconsultants, the CITY shall pay the ENGINEER the invoiced fee to the ENGINEER, plus 5%. C. Direct Costs are:Report Production&CD-ROM,Car Rental,Mileage,Shipping and Expendable supplies (as shown in the Cost Proposal). D. The CITY shall make periodic payments to the ENGINEER based upon actual progress within 30 days after receipt and approval of invoice. Said periodic payments to the ENGINEER shall not exceed the amounts shown in the schedules included herein or in any other contract documents, and full payments for each task shall not be made until the task is completed and accepted by the DIRECTOR. E. Once the project commences,the Engineer will submit payments on a monthly basis. 5. INVOICES A. The ENGINEER shall submit invoices in a format approved by the CITY. Progress reports (2C above) will be included with all payment requests. B. The ENGINEER shall maintain records showing actual time devoted and cost incurred. The ENGINEER shall permit the authorized representative of the CITY to inspect and audit all data and records of the ENGINEER for work done under this Agreement. The ENGINEER shall make these records available at reasonable times during the Agreement period, and for a year after termination of this Agreement. 6. TERMINATION OF AGREEMENT Notwithstanding any other provision hereof,the CITY may terminate this Agreement at any time upon fifteen (15) days prior written notice to the ENGINEER. In the event that this Agreement is so terminated, the ENGINEER shall be paid for services actually performed and reimbursable expenses actually incurred prior to termination,except that reimbursement shall not exceed the task amounts set forth under Paragraph 4 above. 7. TERM This Agreement shall become effective as of the date the ENGINEER is given a notice to proceed and,unless terminated for cause or pursuant to Article 5,shall be deemed concluded on the date the CITY determines that all of the ENGINEER's work under this Agreement is completed. A determination of completion shall not constitute a waiver of any rights or claims which the CITY may have or thereafter acquire with respect to any term or provision of the Agreement. 8. NOTICE OF CLAIM If the ENGINEER wishes to make a claim for additional compensation as a result of action taken by the CITY,the ENGINEER shall give written notice of his claim within 15 days after - 2- occurrence of such action. No claim for additional compensation shall be valid unless so made. Any changes in the ENGINEER's fee shall be valid only to the extent that such changes are included in writing signed by the CITY and the ENGINEER. Regardless of the decision of the DIRECTOR relative to a claim submitted by the ENGINEER, all work required under this Agreement as determined by the DIRECTOR shall proceed without interruption. 9. BREACH OF CONTRACT If either party violates or breaches any term of this Agreement,such violation or breach shall be deemed to constitute a default, and the other party has the right to seek such administrative, contractual or legal remedies as may be suitable to the violation or breach; and, in addition, if either party,by reason of any default, fails within fifteen(15)days after notice thereof by the other party to comply with the conditions of the Agreement,the other party may terminate this Agreement. Notwithstanding the foregoing or anything else to the contrary in this agreement,with the sole exception of the monies the CITY has agreed to pay to the ENGINEER pursuant to Section 4 hereof, no action shall be commenced by the ENGINEER or any other related entity against the CITY for monetary damages. 10. INDEMNIFICATION To the fullest extent permitted by law,ENGINEER agrees to and shall indemnify,defend and hold harmless the CITY, its officers, employees,agents,boards and commissions from and against any and all claims, suits,judgments, costs, attorneys fees, damages or other relief, including but not limited to workers compensation claims, in any way resulting from or arising out of negligent actions or omissions of the ENGINEER in connection herewith, including negligence or omissions of employees or agents of the ENGINEER arising out of the performance of this Agreement. In the event of any action against the CITY,its officers, employees, agents, boards or commissions, covered by the foregoing duty to indemnify, defend and hold harmless such action shall be defended by legal counsel of the CITY's choosing. The provisions of this paragraph shall survive any expiration,completion and/or termination of this Agreement. 11. NO PERSONAL LIABILITY No official, director,officer, agent or employee of the CITY shall be charged personally or held contractually liable under any term or provision of this Agreement or because of their execution, approval or attempted execution of this Agreement. 12. INSURANCE A. Comprehensive Liability. The ENGINEER shall provide,pay for and maintain in effect,during the term of this Agreement,a policy of comprehensive general liability insurance with limits of at least $1,000,000 aggregate for bodily injury and $1,000,000 aggregate for property damage. The ENGINEER shall deliver to the DIRECTOR a Certification of Insurance naming the CITY as additional insured. The policy shall not be modified or terminated without thirty(30) days prior written notice to the DIRECTOR. The Certificate of Insurance which shall include Contractual obligation assumed by the ENGINEER under Article 10 entitled"Indemnification' shall be provided. This insurance shall apply as primary insurance with respect to any other insurance or self-insurance programs afforded to the CITY. There shall be no endorsement or - 3 - • modification of this insurance to make it excess over other available insurance, alternatively, if the insurance states that it is excess or prorated, it shall be endorsed to be primary with respect to the CITY. B. Comprehensive Automobile Liability. Comprehensive Automobile Liability Insurance covering all owned,non-owned and hired motor vehicles with limits of not less than $500,000 per occurrence for damage to property. C. Combined Single Limit Policy. The requirements for insurance coverage for the general liability and auto exposures may be met with a combined single limit of $1,000,000 per occurrence subject to a$1,000,000 aggregate. D. Professional Liability. The ENGINEER shall carry Engineers Professional Liability Insurance Covering claims resulting from error, omissions or negligent acts with a combined single limit of not less than $1,000,000 per occurrence. A Certificate of Insurance shall be submitted to the DIRECTOR as evidence of insurance protection. The policy shall not be modified or terminated without thirty(30)days prior written notice to the DIRECTOR. 13. CONSTRUCTION MEANS,METHODS,TECHNIQUES, SEQUENCES, PROCEDURES AND SAFETY The ENGINEER shall not have control over or charge of and shall not be responsible for construction means,methods,techniques,sequences or procedures,or for safety precautions and programs in connection with the construction,unless specifically identified in the Scope of Services. 14. NONDISCRIMINATION In all hiring or employment made possible or resulting from this Agreement,there shall be no discrimination against any employee or applicant for employment because of sex,age,race, color,creed,national origin,marital status,of the presence of any sensory,mental or physical handicap, unless based upon a bona fide occupational qualification, and this requirement shall apply to, but not be limited to, the following: employment advertising, layoff or termination,rates of pay or other forms of compensation and selection for training,including apprenticeship. No person shall be denied or subjected to discrimination in receipt of the benefit of any services or activities made possible by or resulting from this Agreement on the grounds of sex,race, color, creed,national origin, age except minimum age and retirement provisions, marital status or the presence of any sensory,mental or physical handicap. Any violation of this provision shall be considered a violation of a material provision of this Agreement and shall be grounds for cancellation, termination or suspension, in whole or in part, of the Agreement by the CITY. 15. ASSIGNMENT AND SUCCESSORS This Agreement and each and every portion thereof shall be binding upon the successors and the assigns of the parties hereto; provided, however, that no assignment shall be made without the prior written consent of the CITY. - 4 - 16. DELEGATIONS AND SUBCONTRACTORS Any assignment,delegation or subcontracting shall be subject to all the terms,conditions and other provisions of this Agreement and the ENGINEER shall remain liable to the CITY with respect to each and every item,condition and other provision hereof to the same extent that the ENGINEER would have been obligated if it had done the work itself and no assignment, delegation or subcontract had been made. Any proposed subcontractor shall require the CITY's advanced written approval. 17. NO CO-PARTNERSHIP OR AGENCY This Agreement shall not be construed so as to create a partnership, joint venture, employment or other agency relationship between the parties hereto. 18. SEVERABILITY The parties intend and agreed that, if any paragraph, sub-paragraph,phrase, clause or other provision of this Agreement, or any portion thereof, shall be held to be void or otherwise unenforceable, all other portions of this Agreement shall remain in full force and effect. 19. HEADINGS The headings of the several paragraphs of this Agreement are inserted only as a matter of convenience and for reference and in no way are they intended to define,limit or describe the scope of intent of any provision of this Agreement, nor shall they be construed to affect in any manner the terms and provisions hereof or the interpretation or construction thereof. 20. MODIFICATION OR AMENDMENT This Agreement and its attachments constitutes the entire Agreement of the parties on the subject matter hereof and may not be changed,modified,discharged or extended except by written amendment duly executed by the parties. Each party agrees that no representations or warranties shall be binding upon the other party unless expressed in writing herein or in a duly executed amendment hereof, or change order as herein provided. 21. APPLICABLE LAW This Agreement shall be deemed to have been made in,and shall be construed in accordance with the laws of the State of Illinois. Venue for the resolution of any disputes or the enforcement of any rights pursuant to this Agreement shall be in the Circuit Court of Kane County, Illinois. 22. NEWS RELEASES The ENGINEER may not issue any news releases without prior approval from the DIRECTOR, nor will the ENGINEER make public proposals developed under this Agreement without prior written approval from the DIRECTOR prior to said documentation becoming matters of public record. 23. COOPERATION WITH OTHER CONSULTANTS The ENGINEER shall cooperate with any other consultants in the CITY's employ or any work associated with the PROJECT. - 5 - 24. INTERFERENCE WITH PUBLIC CONTRACTING The ENGINEER certifies hereby that it is not barred from bidding on this contract as a result of a violation of 720 ILCS 5/33E et seq. or any similar state or federal statute regarding bid rigging. 25. SEXUAL HARASSMENT As a condition of this contract,the ENGINEER shall have written sexual harassment policies that include, at a minimum, the following information: A. the illegality of sexual harassment; B. the definition of sexual harassment under state law; C. a description of sexual harassment,utilizing examples; D. the vendor's internal complaint process including penalties; E. the legal recourse,investigative and complaint process available through the Illinois Department of Human Rights, and the Illinois Human Rights Commission; F. directions on how to contact the department and commission; G. protection against retaliation as provided by Section 6-101 of the Human Rights Act. A copy of the policies shall be provided by ENGINEER to the Department of Human Rights upon request 775 ILCS 5/2-105. 26. WRITTEN COMMUNICATIONS All recommendations and other communications by the ENGINEER to the DIRECTOR and to other participants which may affect cost or time of completion shall be made or confirmed in writing. The DIRECTOR may also require other recommendations and communications by the ENGINEER be made or confirmed in writing. 27. NOTICES All notices, reports and documents required under this Agreement shall be in writing and shall be mailed by First Class Mail, postage prepaid, addressed as follows: A. As to CITY: JOSEPH EVERS,P.E. City Engineer- City of Elgin 150 Dexter Court Elgin, Illinois 60120-5555 B. As to ENGINEER: James Hamelka Project Manager Collins Engineers, Inc. 123 North Wacker Dr Suite 300 Chicago, IL 60606 - 6 - • 28. COMPLIANCE WITH LAWS Notwithstanding any other provision of this AGREEMENT it is expressly agreed and understood that in connection with the performance of this AGREEMENT that the ENGINEER shall comply with all applicable Federal, State,City and other requirements of law, including, but not limited to, any applicable requirements regarding prevailing wages, minimum wage, workplace safety and legal status of employees. Without limiting the foregoing, ENGINEER hereby certifies, represents and warrants to the CITY that all ENGINEER'S employees and/or agents who will be providing products and/or services with respect to this AGREEMENT shall be legal residents of the United States. ENGINEER shall also at its expense secure all permits and licenses, pay all charges and fees and give all notices necessary and incident to the due and lawful prosecution of the work, and/or the products and/or services to be provided for in this AGREEMENT. The CITY shall have the right to audit any records in the possession or control of the ENGINEER to determine ENGINEER'S compliance with the provisions of this section. In the event the CITY proceeds with such an audit the ENGINEER shall make available to the CITY the ENGINEER'S relevant records at no cost to the CITY. CONTRACTOR shall pay any and all costs associated with any such audit. IN WITNESS WHEREOF,the parties hereto have entered into and executed this agreement effective as of the date and year first written above. FOR THE CITY: FOR THE ENGINEER: By ife • � ByCr Senior Vice President Attest: City Clerk F:\Legal Dept\Agreement\ENGINEERING AGREEMENT-FORM-04-17-08.doc - 7 - ATTACHMENT A Detailed Scope of Services Maintenance Program • Review all available project data. • Review the 2008/2009 Routine Inspection and Underwater Inspection Reports. • Obtain plans, as required,for any structures noted as having significant defects. • Conduct site visits at all structures that have recommended repairs. • Prepare contract documents for bidding purposes (Plans, Specifications, estimates, Etc.). • bid approval from City staff of b d documents. • Advertise project in IDOT Local Roads Bulletin or newspaper. • Review bids and recommend award to lowest responsible bidder. • Receive City Council concurrence to award to lowest responsible bidder. • Prepare contract documents for execution by City and Contractor • Assist the City in the tabulation and interpretation of the contractor's proposals. • Attend a preconstruction conference and prepare minutes. • Provide construction guidance during construction: 1. Attend conferences at any reasonable time when requested by the City. 2. Consultation on interpretation of plans and specifications and changed during construction. 3. Checking shop drawing and working drawings. 4. Periodical job-site observation as construction progresses. 5. Reviewing and checking reports by testing laboratories on equipment and material tested. 6. Reviewing and checking payment estimates, change orders, records and reports required by the City. 7. Conduct final observation of construction and preparation of final papers and reports. Bridge Inspection and Reporting • Review previous inspection reports and repair documents. • Produce inspection schedule and submit to City for approval. • Prepare field books, photo logs, safety/emergency information and checklists. • Gather all equipment necessary for the inspection. • Contact all appropriate agencies prior to inspection (City, Police & Fire Depts., US Coast Guard, Local Businesses, Etc.) • Inspect above deck elements (roadway&approaches, sidewalks, parapets, railings, lighting foundation, approach guardrail, Etc.) • Inspect superstructure(any part of the structure above the bearings and below the deck).This includes beams,girders,stringers, underside of deck and diaphragms. • Inspect substructure which include all the visible portions of the substructure units. • Prepare applicable IDOT inventory and appraisal forms. • Take digital inspection photos which include full structure, structural elements, load posting,vertical clearance signs, Etc. • Prepare inspection reports. • Discuss inspection reports with City. . . . ` ' ' ' Maintenance ` 011 ��FidQ2Inspection aA� . .�U.._��O�2 -�' ��`` ~--- ~'~~-~~-'— '---`^ ATTACHMENT B PROPOSED PROJECT SCHEDULE je Notice»oProceed - 6/28/2010 Field Verification 6/112010 6/10/2010 Contract Documents 6/11/2010 6/25/2010 City of Elgin Review 8/2812010 7/2/2010 Revisions 7/6/2010 7/9/2010 Final Contract Documents ' 7/12/2010 Bid Documents Preparation 6111/2010 6/15/2010 Advertise Project 7/12/2010 7/28/2010 Contractor Selection ' 7728/2010 City ofElgin Approval 814/2010 8/5/201O Yrecuuauocdou&Yu��g ' _ Construction Duration 8/16/2010 1015/2010 � Field Inspection(weather permitting) 10/18/2010 10/29/2018 Inspection Report Preparation 11/1/3010 11/12/2010 City oy Elgin Review 11/15/2010 11/24/2010 Report Revisions 11/29/2010 12/3/2010 � 13/8/2U1U F��bmpu��uD�mr� ' � 2010/2011 Bridge Inspection and Maintenance - gaottpigiffeetirojigN�Y 4 Field Inspection(weather permitting) 4/1/2011 4/15/2011 Inspection Report Preparation 4/18/2011 4/29/2011 City of Elgin Review 5/2/2011 5/13/2011 Report Revisions 5/16/2011 5/20/2011 Final Inspection Reports - 5/23/2011 • Tha, :.a _yy-,,,Yyt+. �I+- �j�}.�c5 •s � � �, a' >� �r sr�-�,,}a� r r. "tin• Y � i� r4 LX. - L1.'U:J p x rd re S., h��:`+ r.• 'y City of Elgin Agenda Item No. ,t‘ 'cO It r„- r .4A, May6, 2010 TO: Mayor and Members of the City Council FROM: Sean R. Stegall, City Manager i6i,ovn It ' / /40_, Joseph Evers, City Engineer SUBJECT: Engineering Services Agreement for 2010-2011 Bridge Inspection and Maintenance Program PURPOSE The purpose of this memorandum is to provide the Mayor and members of the City Council with information to consider entering into an agreement with Collins Engineers Inc. to provide engineering services associated with the inspection and maintenance work of City bridges. RECOMMENDATION It is recommended that the City Council approve the engineering agreement with Collins Engineers Inc. totaling $92,233.38 and authorize staff to execute the necessary documents. BACKGROUND This project provides for one above water inspection for each of 14 bridges over a two year period and construction management for maintenance work on 13 bridges. The 2010 budget includes funding for the inspection of seven bridges and construction management for maintenance of 13 bridges. In the 2011 budget, staff will request funds to inspect the remaining seven bridges. The seventh bridge has yet to be determined as staff is still researching jurisdiction issues. The completion of the highway bridge inspection program will maintain the City's compliance with State of Illinois requirements for bridge inspection and will highlight required maintenance to avoid premature bridge deterioration. Eight consulting firms were invited to submit proposals on the bridge inspection and maintenance program, including T.Y. Lin International Inc., Lonco Inc., Hampton Lenzini and Renwick Inc., Collins Engineers Inc., H.W. Lochner Inc., CMT-Crawford Murphy & Tilly Inc., McDonough Associates Inc., and Terra Engineering Ltd. Staff requested proposals for a two year period in order to provide consistency in inspecting all of the Elgin's highway bridges and to coincide with State inspection requirements. A staff selection committee evaluation of the six submitted proposals was conducted which resulted in Collins Engineers Inc. being selected as the top-rated firm. Engineering Services Agreement for 2010-2011 Bridge Maintenance & Inspection May 6, 2010 Page 2 Upon selection, Collins Engineers Inc. met with staff to finalize the project scope and negotiate their fee. The final negotiated total fee for the two year duration of the agreement is $92,233.38. The fee for 2010 is $70,483.58 of which $21,749.80 is for inspection and $48,733.78 is for preparation of contract documents for the maintenance program. The fee for 2011 is $21,749.80, all of which is for inspection. The funding for 2011 will be added by amendment as long as budget is available in 2011. A copy of the proposed engineering services agreement with Collins Engineers Inc. and a map of bridge locations are attached as Exhibit A. The schedule for the bridge inspections and maintenance work is as follow: BRIDGE INSPECTION/ MAINTENANCE SCHEDULE No. Str.# Street/Crossing Inspection Maintenance 2010 2011 Required 1 016-0222 Villa Street/ Poplar Creek ♦ �l 2 016-2523 Villa Street/Willow Creek ♦ 3 016-6940 Bluff City Boulevard/ Poplar Creek ♦ 'I 4 016-6941 Shales Parkway/Poplar Creek ♦ 4 5 045-0058 Chicago Street/ Fox River ♦ �1 6 045-0059 Highland Avenue/Fox River ♦ 'l 7 045-3322 Big Timber Road /Tyler Creek 8 045-3144 Highland Avenue/ Pingree Creek ♦ 9 045-6300 N. McLean Boulevard/Tyler Creek ♦ �l 10 045-6301 Kimball Street/ Fox River ♦ 'I 11 045-6304 National Street/Fox River ♦ �l 12 045-6305 Eagle Road/Tyler Creek ♦ �l 13 045-6306 Royal Boulevard /Tyler Creek 14 045-6307 Riverside Drive between Highland and Chicago ♦ �l 15 045-6023 Bowes Creek Boulevard/IL Central RR ♦ 16 To be determined ♦ A map showing the bridge locations is attached as Exhibit B. COMMUNITY GROUPS/INTERESTED PERSONS CONTACTED None. Engineering Services Agreement for 2010-2011 Bridge Maintenance & Inspection May 6, 2010 Page 3 • D /FINANCIAL IMPACT f The final total fee for the two year agreement is $92,233.38 of which $70,483.58 will be encumbered in 2010 and the remainder, or $21,749.80, will be added by amendment in 2011. Funding for the inspection portions of the agreement is budgeted ($100,500) and available ($102,600) in General Fund, account number 010-3311-752.30-03, "Architectural and Engineering Contractual Services". Funding for the bridge maintenance portion of the agreement is budgeted ($100,000) and available ($100,000) in the Riverboat Fund, account number 275-0000-791.93-36, project number 339996. For the 2010 effort, the funding will be completed as follows: Item Cost Account Number Project Number Bridge Inspection $21,749.80 010-3311-752.30-03 Bridge Maintenance $48,733.78 275-0000-791.93-36 339996 Total 2010 $70,483.58 The 2011 expenditure of$21,749.80 will be requested as part of the next year's budget. JLE GAL IMPACT None. Will' ALTERNATIVES 1. The City Council may choose to approve the agreement for contractual services with Collins Engineers Inc. in the amount of$92,233.38. 2. The City Council may choose not to approve the agreement for contractual services with Collins Engineers Inc., with possible consequences of State imposed penalties and unchecked bridge deterioration. 3. The City Council may choose to request negotiation with a different consultant engineering firm. Respectfully submitted for Council consideration. JE: cf Attachment • • • EXHIBIT A • Engineering Service Agreement 2010/2011 Bridge Inspection and Maintenance Program • • AGREEMENT THIS AGREEMENT is made and entered into this day of ,201 ,by and between the CITY OF ELGIN, an Illinois municipal corporation (hereinafter referred to as "CITY") and COLLINS ENGINEERS, INC. (hereinafter referred to as"ENGINEER"). WHEREAS,the CITY desires to engage the ENGINEER to furnish certain professional services in connection with 2010- 2011 BRIDGE INSPECTION AND MAINTENANCE PROGRAM (hereinafter referred to as the PROJECT); and WHEREAS,the ENGINEER represents that he is in compliance with Illinois Statutes relating to professional registration of individuals and has the necessary expertise and experience to furnish such services upon the terms and conditions set forth herein below. NOW, THEREFORE, it is hereby agreed by and between the CITY and the ENGINEER that the CITY does hereby retain the ENGINEER for and in consideration of the mutual promises and covenants contained herein,the sufficiency of which is hereby acknowledged to act for and represent it in the engineering matters involved in the PROJECT as described herein,subject to the following terms and conditions and stipulations,to-wit: 1. SCOPE OF SERVICES A. All work hereunder shall be performed under the direction of the City Engineer of the CITY,herein after referred to as the"DIRECTOR". B. The ENGINEER scope of services are :Inspection of seven(7)bridges in 2010 and seven (7) in 2011, preparation of contract plans, specification and estimates for bridge repairs of thirteen (13) structures and providing construction inspection. C. A detailed Scope of Services is attached hereto as Attachment A. 2. PROGRESS REPORTS A. An outline project milestone schedule is provided hereinunder. B. A detailed project schedule for the Project is included as Attachment B, attached hereto. Progress will be recorded on the project schedule and submitted monthly as a component of the Status Report described in C below. C. The ENGINEER will submit to the DIRECTOR monthly a status report keyed to the project schedule. A brief narrative will be provided identifying progress, findings and outstanding issues. 3. WORK PRODUCTS All work products prepared by the ENGINEER pursuant hereto including,but not limited to, reports, designs, calculations, work drawings, studies, photographs, models and recommendations shall be the property of the CITY and shall be delivered to the CITY upon request of the DIRECTOR provided, however, that the ENGINEER may retain copies of such work products for its records. Such work products are not intended or represented to be suitable for reuse by the CITY on any extension to the PROJECT or on any other project, and such reuse shall be at the sole risk of the CITY without liability or legal exposure to the ENGINEER. 4. PAYMENTS TO THE ENGINEER(Not To Exceed Method) A. For services provided the ENGINEER shall be paid at the rate of 2.85 times the direct hourly rate of personnel employed on this PROJECT,with the total fee not to exceed$92,233.38 regardless of the actual costs incurred by the ENGINEER unless substantial modifications to the scope of the work are authorized in writing by the DIRECTOR. B. For outside services provided by other firms or subconsultants,the CITY shall pay the ENGINEER the invoiced fee to the ENGINEER,plus 5%. C. Direct Costs are:Report Production&CD-ROM,Car Rental,Mileage,Shipping and Expendable supplies (as shown in the Cost Proposal). D. The CITY shall make periodic payments to the ENGINEER based upon actual progress within 30 days after receipt and approval of invoice. Said periodic payments to the ENGINEER shall not exceed the amounts shown in the following schedule, and full payments for each task shall not be made until the task is completed and accepted by the DIRECTOR. E. Once the project commences,the Engineer will submit payments on a monthly basis. 4. PAYMENTS TO THE ENGINEER (Lump Sum Method) A. The CITY shall reimburse the ENGINEER for services under this Agreement a lump sum of Dollars, regardless of actual Costs incurred by the ENGINEER unless substantial modifications to the project are authorized in writing by the DIRECTOR. B. The CITY shall make periodic payments to the ENGINEER based upon actual progress within 30 days after receipt and approval of invoice. Said periodic payments to the ENGINEER shall not exceed the amounts shown in the following schedule, and full payments for each task shall not be made until the task is completed and accepted by the DIRECTOR. (payment schedule) 5. INVOICES A. The ENGINEER shall submit invoices in a format approved by the CITY. Progress reports (2C above)will be included with all payment requests. B. The ENGINEER shall maintain records showing actual time devoted and cost incurred. The ENGINEER shall permit the authorized representative of the CITY to inspect and audit all data and records of the ENGINEER for work done under this Agreement. The ENGINEER shall make these records available at reasonable times during the Agreement period, and for a year after termination of this Agreement. - 2 - 6. TERMINATION OF AGREEMENT Notwithstanding any other provision hereof,the CITY may terminate this Agreement at any time upon fifteen (15) days prior written notice to the ENGINEER. In the event that this Agreement is so terminated,the ENGINEER shall be paid for services actually performed and reimbursable expenses actually incurred prior to termination,except that reimbursement shall not exceed the task amounts set forth under Paragraph 4 above. 7. TERM This Agreement shall become effective as of the date the ENGINEER is given a notice to proceed and,unless terminated for cause or pursuant to Article 5,shall be deemed concluded on the date the CITY determines that all of the ENGINEER's work under this Agreement is completed. A determination of completion shall not constitute a waiver of any rights or claims which the CITY may have or thereafter acquire with respect to any term or provision of the Agreement. 8. NOTICE OF CLAIM If the ENGINEER wishes to make a claim for additional compensation as a result of action taken by the CITY, the ENGINEER shall give written notice of his claim within 15 days after occurrence of such action. No claim for additional compensation shall be valid unless so made. Any changes in the ENGINEER's fee shall be valid only to the extent that such changes are included in writing signed by the CITY and the ENGINEER. Regardless of the decision of the DIRECTOR relative to a claim submitted by the ENGINEER, all work required under this Agreement as determined by the DIRECTOR shall proceed without interruption. 9. BREACH OF CONTRACT If either party violates or breaches any term of this Agreement,such violation or breach shall be deemed to constitute a default, and the other party has the right to seek such administrative,contractual or legal remedies as may be suitable to the violation or breach; and,in addition, if either party,by reason of any default,fails within fifteen(15)days after notice thereof by the other party to comply with the conditions of the Agreement,the other party may terminate this Agreement. Notwithstanding the foregoing or anything else to the contrary in this agreement,with the sole exception of the monies the CITY has agreed to pay to the ENGINEER pursuant to Section 4 hereof, no action shall be commenced by the ENGINEER or any other related entity against the CITY for monetary damages. 10. INDEMNIFICATION To the fullest extent permitted by law,ENGINEER agrees to and shall indemnify, defend and hold harmless the CITY, its officers,employees,agents,boards and commissions from and against any and all claims, suits,judgments, costs, attorneys fees, damages or other relief, including but not limited to workers compensation claims,in any way resulting from or arising out of negligent actions or omissions of the ENGINEER in connection herewith, including negligence or omissions of employees or agents of the ENGINEER arising out of the performance of this Agreement. In the event of any action against the CITY,its officers, employees, agents, boards or commissions, covered by the foregoing duty to indemnify, defend and hold harmless such action shall be defended by legal counsel of the CITY's choosing. The provisions of this paragraph shall survive any expiration,completion and/or termination of this Agreement. - 3 - 11. NO PERSONAL LIABILITY No official,director,officer,agent or employee of the CITY shall be charged personally or held contractually liable under any term or provision of this Agreement or because of their execution, approval or attempted execution of this Agreement. 12. INSURANCE A. Comprehensive Liability. The ENGINEER shall provide,pay for and maintain in effect,during the term of this Agreement,a policy of comprehensive general liability insurance with limits of at least $1,000,000 aggregate for bodily injury and $1,000,000 aggregate for property damage. The ENGINEER shall deliver to the DIRECTOR a Certification of Insurance naming the CITY as additional insured. The policy shall not be modified or terminated without thirty(30) days prior written notice to the DIRECTOR. The Certificate of Insurance which shall include Contractual obligation assumed by the ENGINEER under Article 10 entitled"Indemnification" shall be provided. This insurance shall apply as primary insurance with respect to any other insurance or self-insurance programs afforded to the CITY. There shall be no endorsement or modification of this insurance to make it excess over other available insurance, alternatively, if the insurance states that it is excess or prorated,it shall be endorsed to be primary with respect to the CITY. B. Comprehensive Automobile Liability. Comprehensive Automobile Liability Insurance covering all owned,non-owned and hired motor vehicles with limits of not less than $500,000 per occurrence for damage to property. C. Combined Single Limit Policy. The requirements for insurance coverage for the general liability and auto exposures may be met with a combined single limit of $1,000,000 per occurrence subject to a$1,000,000 aggregate. D. Professional Liability. The ENGINEER shall carry Engineers Professional Liability Insurance Covering claims resulting from error,omissions or negligent acts with a combined single limit of not less than $1,000,000 per occurrence. A Certificate of Insurance shall be submitted to the DIRECTOR as evidence of insurance protection. The policy shall not be modified or terminated without thirty (30) days prior written notice to the DIRECTOR. 13. CONSTRUCTION MEANS,METHODS, TECHNIQUES, SEQUENCES, PROCEDURES AND SAFETY The ENGINEER shall not have control over or charge of and shall not be responsible for construction means,methods,techniques,sequences or procedures,or for safety precautions and programs in connection with the construction,unless specifically identified in the Scope of Services. 14. NONDISCRIMINATION In all hiring or employment made possible or resulting from this Agreement,there shall be no discrimination against any employee or applicant for employment because of sex, age, race, color, creed, national origin,marital status,of the presence of any sensory, mental or -4 - physical handicap, unless based upon a bona fide occupational qualification, and this requirement shall apply to, but not be limited to, the following: employment advertising, layoff or termination,rates of pay or other forms of compensation and selection for training, including apprenticeship. No person shall be denied or subjected to discrimination in receipt of the benefit of any services or activities made possible by or resulting from this Agreement on the grounds of sex,race,color,creed,national origin,age except minimum age and retirement provisions, marital status or the presence of any sensory,mental or physical handicap. Any violation of this provision shall be considered a violation of a material provision of this Agreement and shall be grounds for cancellation, termination or suspension, in whole or in part, of the Agreement by the CITY. 15. ASSIGNMENT AND SUCCESSORS This Agreement and each and every portion thereof shall be binding upon the successors and the assigns of the parties hereto; provided, however, that no assignment shall be made without the prior written consent of the CITY. 16. DELEGATIONS AND SUBCONTRACTORS Any assignment, delegation or subcontracting shall be subject to all the terms, conditions and other provisions of this Agreement and the ENGINEER shall remain liable to the CITY with respect to each and every item,condition and other provision hereof to the same extent that the ENGINEER would have been obligated if it had done the work itself and no assignment, delegation or subcontract had been made. Any proposed subcontractor shall require the CITY's advanced written approval. 17. NO CO-PARTNERSHIP OR AGENCY This Agreement shall not be construed so as to create a partnership, joint venture, employment or other agency relationship between the parties hereto. 18. SEVERABILITY The parties intend and agreed that, if any paragraph,sub-paragraph,phrase,clause or other provision of this Agreement, or any portion thereof, shall be held to be void or otherwise unenforceable, all other portions of this Agreement shall remain in full force and effect. 19. HEADINGS The headings of the several paragraphs of this Agreement are inserted only as a matter of convenience and for reference and in no way are they intended to define, limit or describe the scope of intent of any provision of this Agreement,nor shall they be construed to affect in any manner the terms and provisions hereof or the interpretation or construction thereof. 20. MODIFICATION OR AMENDMENT This Agreement and its attachments constitutes the entire Agreement of the parties on the subject matter hereof and may not be changed,modified,discharged or extended except by written amendment duly executed by the parties. Each party agrees that no representations or warranties shall be binding upon the other party unless expressed in writing herein or in a duly executed amendment hereof, or change order as herein provided. - 5 - 21. APPLICABLE LAW This Agreement shall be deemed to have been made in,and shall be construed in accordance with the laws of the State of Illinois. Venue for the resolution of any disputes or the enforcement of any rights pursuant to this Agreement shall be in the Circuit Court of Kane County,Illinois. 22. NEWS RELEASES The ENGINEER may not issue any news releases without prior approval from the DIRECTOR, nor will the ENGINEER make public proposals developed under this Agreement without prior written approval from the DIRECTOR prior to said documentation becoming matters of public record. 23. COOPERATION WITH OTHER CONSULTANTS The ENGINEER shall cooperate with any other consultants in the CITY's employ or any work associated with the PROJECT. 24. INTERFERENCE WITH PUBLIC CONTRACTING The ENGINEER certifies hereby that it is not barred from bidding on this contract as a result of a violation of 720 ILCS 5/33E et seq.or any similar state or federal statute regarding bid rigging. 25. SEXUAL HARASSMENT As a condition of this contract,the ENGINEER shall have written sexual harassment policies that include, at a minimum,the following information: A. the illegality of sexual harassment; B. the definition of sexual harassment under state law; C. a description of sexual harassment, utilizing examples; D. the vendor's internal complaint process including penalties; E. the legal recourse,investigative and complaint process available through the Illinois Department of Human Rights, and the Illinois Human Rights Commission; F. directions on how to contact the department and commission; G. protection against retaliation as provided by Section 6-101 of the Human Rights Act. A copy of the policies shall be provided by ENGINEER to the Department of Human Rights upon request 775 ILCS 5/2-105. 26. WRITTEN COMMUNICATIONS All recommendations and other communications by the ENGINEER to the DIRECTOR and to other participants which may affect cost or time of completion shall be made or confirmed in writing. The DIRECTOR may also require other recommendations and communications by the ENGINEER be made or confirmed in writing. - 6 - • 27. NOTICES All notices, reports and documents required under this Agreement shall be in writing and shall be mailed by First Class Mail,postage prepaid,addressed as follows: A. As to CITY: JOSEPH EVERS,P.E. City Engineer City of Elgin 150 Dexter Court Elgin,Illinois 60120-5555 B. As to ENGINEER: James Hamelka Project Manager Collins Engineers, Inc. 123 North Wacker Dr Suite 300 Chicago, IL 60606 28. COMPLIANCE WITH LAWS Notwithstanding any other provision of this AGREEMENT it is expressly agreed and understood that in connection with the performance of this AGREEMENT that the ENGINEER shall comply with all applicable Federal,State,City and other requirements of law,including,but not limited to, any applicable requirements regarding prevailing wages, minimum wage, workplace safety and legal status of employees. Without limiting the foregoing, ENGINEER hereby certifies, represents and warrants to the CITY that all ENGINEER'S employees and/or agents who will be providing products and/or services with respect to this AGREEMENT shall be legal residents of the United States. ENGINEER shall also at its expense secure all permits and licenses, pay all charges and fees and give all notices necessary and incident to the due and lawful prosecution of the work, and/or the products and/or services to be provided for in this AGREEMENT. The CITY shall have the right to audit any records in the possession or control of the ENGINEER to determine ENGINEER'S compliance with the provisions of this section. In the event the CITY proceeds with such an audit the ENGINEER shall make available to the CITY the ENGINEER'S relevant records at no cost to the CITY. IN WITNESS WHEREOF,the parties hereto have entered into and executed this agreement effective as of the date and year first written above. FOR THE CITY: FOR THE ENGINEER: By By City Manager Senior Vice President Attest: City Clerk F:\Legal Dept\Agreement\ENGINEERING AGREEMENT-FORM-04-17-08.doc - 7 - ATTACHMENT A Detailed Scope of Services Maintenance Program • Review all available project data. • Review the 2008/2009 Routine Inspection and Underwater Inspection Reports. • Obtain plans, as required,for any structures noted as having significant defects. • Conduct site visits at all structures that have recommended repairs. • Prepare contract documents for bidding purposes(Plans, Specifications, estimates, Etc.). • Receive approval from City staff of bid documents. • Advertise project in IDOT Local Roads Bulletin or newspaper. • Review bids and recommend award to lowest responsible bidder. • Receive City Council concurrence to award to lowest responsible bidder. • Prepare contract documents for execution by City and Contractor • Assist the City in the tabulation and interpretation of the contractor's proposals. • Attend a preconstruction conference and prepare minutes. • Provide construction guidance during construction: 1. Attend conferences at any reasonable time when requested by the City. 2. Consultation on interpretation of plans and specifications and changed during construction. 3. Checking shop drawing and working drawings. 4. Periodical job-site observation as construction progresses. r • 5. Reviewing and checking reports by testing laboratories on equipment and material tested. 6. Reviewing and checking payment estimates, change orders, records and reports required by the City. 7. Conduct final observation of construction and preparation of final papers and reports. Bridge Inspection and Reporting • Review previous inspection reports and repair documents. • Produce inspection schedule and submit to City for approval. • Prepare field books, photo logs, safety/emergency information and checklists. • Gather all equipment necessary for the inspection. • Contact all appropriate agencies prior to inspection (City, Police & Fire Depts., US Coast Guard, Local Businesses, Etc.) • Inspect above deck elements (roadway&approaches, sidewalks, parapets, railings, lighting foundation, approach guardrail, Etc.) • Inspect superstructure (any part of the structure above the bearings and below the deck).This includes beams, girders,stringers, underside of deck and diaphragms. • Inspect substructure which include all the visible portions of the substructure units. • Prepare applicable IDOT inventory and appraisal forms. • Take digital inspection photos which include full structure, structural elements, load posting, vertical clearance signs, Etc. • Prepare inspection reports. • Discuss inspection reports with City. 2O1O/2011 Bridge Inspection and Maintenance u �: ,r . ATTACHMENT B PROPOSED PROJECT SCHEDULE _........ t...:•:,:::r::azr••-r.• .t..._........-• .t.,.-"'-"'a:.•.• 4..ur,_•�,:: -_�_..p..,_ - .,r ••-z-_=f Rtylo =":z:ii`-7?=��,.,°r�!i'c'=-��_�T�..-t...sc:r.:•�c-:d:4*�.�:�.a..�.9:^r�.=•i-��=-i:: s:fi:iE:r._:F'•_::c'(i�r�,.�:n�iz'�'a>-.:_r_..s.•_�-•..-•k{•.4'a°:p�'r_•��?r�:ru» F:ir'7?iYt:='`=- a:�su..i-ac. crr��z....:._r.�....t>.�,?pZ���...;'.�^cc_:a�:_:r�.::3_:.i.,.i�t:>«:ri::.�.;•..,:r Tif�'^--:�ii=•3-c-•�rs:� n::�a>r_,....�.�_a�::! -:»-:Y....s.T,�7....44...M �<Zr.-.Y•i7.d.'4l..�'�[Cs�:iy:�.'LXo'3fi..;;{{.. _•-Ct1- _a..:.^::?� < �Y'i.`::.i:��:��p { •�i::? --;.)j3't4.•`-" (� .Nn_.....-...,s:•?t•^IFf.-.:a--!�.t... .. �P -ai.:.Y:r�'i• :�... re _s'=s....y.,; ::,n..a'--ra t�-:x;=:ix=i''{:: fi x'vry -:cis: Y.; Notice to Proceed - 5/28/2010 Field Verification 6/1/2010 6/10/2010 Contract Documents 6/11/2010 6/25/2010 City of Elgin Review 6/28/2010 7/2/2010 Revisions 7/6/2010 7/9/2010 Final Contract Documents - 7/12/2010 _..__, .r..::c.- _. •.a;..._:-':_:::!:;:zr':r': ai:C::_�:;p::c:!v::.�;:u{z:ieaiE2:3y:gz:cxn:cuc= •.__ Kati :E.=. _•----. z._..:•-:•cc»zn=_i::::>•-.:::V�i^_Y.$'iCµi��=- - - :. ^.•�.i-'.:is:= . ...�-�• .z.-_.�....x^•.._ _- �xr: ._._.._...: ::.::a•t- =^•`_-c::r__-.�i•-.,.,_ _ �c•-::r-'s»-•:::-.:�--.c�a�_;?'.-....-.,, Y' _-._-_ -_.....__..._. _....r...rvss.i�-a-cau::✓,_•T21-0 ;:4::r. 14e...:...:..::.:_:.:W#Wi.__..-.:s:n•-x:_�-..,...sca-r=:* x.- :.::o-;...,..__WcAg':crw:.:;_..x. ..,...., Bid Documents Preparation 6/11/2010 6/15/2010 Advertise Project 7/12/2010 7/26/2010 Contractor Selection - 7/28/2010 City of Elgin Approval - 8/4/2010 Preconstruction Meeting - 8/5/2010 _�;:_::4�:�,..... .....-..,:,:�::�:_::•-::ram=::z�-;7?�:'�;:'u:::::_:-:_-=::•-:::::�•a:.;,... ••.,:.z::r�,:::,.:,:...:=.�:.,::- <., -..,. -+.:.•.::::�. ........_....:.x,??.._>,.ti::a:-.a•:dup.'r.,?ri!cr..v_..,. ..r r r:'asr::ca•-:».H.x._;::.,: aay'r - '^:: _,......_...,.,,. � ,,.n....._ i...::'r'•Y.-:.._� ..._ss-:•_' er.c:riu%�:.i __ - .9::cra: `i-_��'i'.'-_,.•-, - - - .._._ r-:.::,. .,_,.:L_•c ...._ _;:r,;.�.>;u••-d:rto :? zx_:"t•.••_:�.. _.:.i. .>=s ,:. .... 1(Wei,i)gr.tiOITMgiiag*Ol t?4 rs ...:_; .'._ i:d .kr ifi ``y, f:-aa .' l,,.,`..:0:,. Construction Duration 8/16/2010 10/15/2010 ;2 1) Inspect :. Sta isl ... Field Inspection(weather permitting) 10/18/2010 10/29/2010 Inspection Report Preparation 11/1/2010 11/12/2010 City of Elgin Review 11/15/2010 11/24/2010 Report Revisions 11/29/2010 12/3/2010 Final Inspection Reports - 12/6/2010 I • • _ 2010/'2011 Bridge Inspection and Maintenance r =r �� niu,�:;i :iu cr=:,r,'::'3c W ao:x:--��•.--v*. _. .�, -a�''. ie_-..�iP ? `=��•r^•t3'_:- "" "s'-'_�• _ �.. y-.. -f E.',+.:arW_. , YL.: E"°:Et .E:.i:<'e;� �::i-z�:E::�E �'^-_:fi� . ^�-„ C�.�:��.�,A-s'i.�.. �N_'.'=.�`.,, � +�e c'F'sr2��ti-`�''�,. _-_x�.-,•..'''i:' 9..rc.�_:::_.. "'�c�_y^x•"'6a:�"�`"�:sr:c?xi!' x.�_�..Ef,::-_-.�_ _-:`�'�'F.�r:�&��- r:tir ' ��".:-- _ _ :•?L�`-. o- r.-<n�:s-:5.:•:n�.:.:..::'-=-�r-ae-'- r?�` :s�?„tt_i_�-�.r�:.• -'•r:c.-"?'� 'c-ti3"':�:r f3i�-_��� �= ............:... .... ._-_-•......... �.....mx•_,...�..<-..:-c.,...r-. r-:...gin_.,-...,-_..... ..»-...^: Field Inspection(weather permitting) 4/1/2011 4/15/2011 Inspection Report Preparation 4/18/2011 4/29/2011 City of Elgin Review 5/2/2011 5/13/2011 Report Revisions 5/16/2011 5/20/2011 Final Inspection Reports - 5/23/2011 72 m s _r ' 2 „< i �-� ?;.. 2u-}h- z`;_ kr �' 2Y ,d 'Fs'Tak. •s�' 2010 / 2011 Bridge Inspection and Maintenance Program Bridge Location Maps • BRIDGE INDEX No. Str. # Street/Crossing • 1 016-0222 Villa Street/ Poplar Creek 2 016-2523 Villa Street/Willow Creek 3 016-6940 Bluff City Boulevard /Poplar Creek 4 016-6941 Shales Parkway/Poplar Creek 5 045-0058 Chicago Street I Fox River 6 045-0059 Highland Avenue/ Fox River • 7 045-3322 Big Timber Road I Tyler Creek 8 045-3144 Highland Avenue/Pingree Creek • 9 045-6300 N. McLean Boulevard /Tyler Creek • 10 045-6301 Kimball Street/ Fox River 11 045-6304 National Street/ Fox River 12 045-6305 Eagle Road/Tyler Creek 13 045-6306 Royal Boulevard /Tyler Creek 14 045-6307 Riverside Drive between Highland and Chicago 15 045-6023 Bowes Creek Boulevard / IL Central RR • 16 To be determined • . . _. . . • .•i'-,J.1..-•.,:'.i'.'.'.,-7-1.'/" ...:,'•...j--,r.(_..‘. ..._. •./-.•,._)_.*.'.._,.\.,._,,...:...,. BRIDGE LOCATION-.7414.:--r.1,-'11,,-",-..•,z,-,,l'1- 01-1'.'-4.-R'.---r-•'l•-g•--1..r-.1.':,-.: iALL VIEW .-.::.1,.l,-:c.i.‘k,1.....-..c-L..'"t0:4-T,"rV'4',':i..1-I."1„'.,I-i....A..,.B'...2.1...1- •'-:, : • .•—--.--.••.,-„ '4.1•'. . �i�.f i .,. Q i :r` L�( ' <� t"1j .,?;' !! �f,�. 1 Elgin Streets Coo•k) ..,..-,j, ‘.ai.:HY4'-'-i.--' •••.,l•1••i- t•i .. ,l'.y- ^\;�4d T4.. 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