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Home My WebLink About8.5 A Feasibility Study for an Emergency Water System InterconnectionBoardDocs® Pro Agenda Item Details Meeting NM= Page I of 4 Subject 8.5 MOTION TO ACCEPT PROPOSAL TO PERFORM A FEASIBILITY STUDY FOR AN EMERGENCY WATER SYSTEM INTERCONNECTION BETWEEN THE NORTHWEST WATER COMMISSION AND THE VILLAGE OF MOUNT PROSPECT IN AN AMOUNT NOT TO EXCEED $26f 500. Access Publii Type Action Preferred Date Jun 19, 2018 Absolute Date Jun 19, 2018 Fiscal Impact Ye.1 Dollar Amount 26500.0f ••- • • o0= dget Source WATER/SEWER ENTERPRISE FUND Recommended Action Accept a proposal from Burns & McDonnell consulting engineers to perform a feasibility study for an emergency interconnection between the Northwest Water Commission and th Village of Mount Prospect water distribution systems in an amount not to exceed $26,500. Staff also recommends that the Village Board authorize staff to enter into an agreement (Letter of Understanding) between the Northwest Water Commission and the Village of Mount Prospect to equally share ($13,250 each) the cost of the study. Public Content Background The Village owns and operates a water distribution system that provides potable water to approximately 42,000 residents at an average rate of 3.2 million gallons per day (MGD). The area served by the Village -owned system is depicted on the map enclosed as Attachment A. Residents not served by the Village -owned system receive drinking water from a separate system owned and operated by the Illinois American Water Company. Source water for the Village -owned system is drawn from Lake Michigan and treated by the City of Chicago. It is subsequently distributed to the Village and six (6) other northwest suburban municipalities including Elk Grove Village, Hoffman Estates, Schaumburg, Hanover Park, Streamwood, and Rolling Meadows. Water is distributed via a system of reservoirs, pumps, and pipelines owned and operated by Northwest Suburban Municipal Joint Action Water Agency (NSMJAWA, commonly known as JAWA). Attached B depicts the NSMJAWA distribution system. NSMJAWA facilities include 54 miles of transmission water main ranging in size from 16 to 90 inches in diameter that provide drinking water to a 95 square mile service area. The main pumping station is situated at O"Hare airport and features seven (7) pumps that have the capacity to move 130 million gallons of water per day. The main pumping station also hosts two (2) 10 million gallon water storage reservoirs. There are also two (2) 5 -million gallon standpipes on the west end of the system in Hoffman Estates. https://www.boarddocs.com/il/vomp/Board.nsf/Private?open&login 6/22/2018 BoardDocs® Pro Page 2 of 4 The Village -owned water system also has 8.8 million gallons of water storage held in seven (7) tanks accessed via a combination of 16 booster pumps. This storage and booster pumping capacity could satisfy the Village's water demand for 2-3 days in the event water delivery from NSMJAWA is interrupted. In addition, the Village has four (4) interconnections with neighboring water supplies including the Village of Arlington Heights, City of Des Plaines, and Illinois American Water Company. Generally, these interconnections are small and capable of supplementing the Village's water supply for short periods of time but not completely replacing it. As an emergency back-up source of water, the Village maintains five (5) deep wells that access groundwater from thit Mount Simon sandstone aquifer. The pumps are set an an average depth of 900 feet and are capable of generating up to 8.9 million gallons of raw water per day. This well water system is capable of satisfying the Village's averagit demand (3.2 MGD) and peak demand (6.6 MGD) for an extended period of time. The Village has maintained this back-up well water system since transferring to Lake Michigan water in 1987. To date, there has been no need tit, utilize the wells for source water beyond routine water quality testing and exercising of the equipment. Problem Statement Illinois Environmental Protection Agency (IEPA) regulations and water industry best management practices require monthly operation and raw water quality sampling at each of the Village's five (5) deep wells. Despite this limited utilization, maintenance of these wells require significant capital expenditures. During 2013 and 2014, the Village expended over $534,000 to rehabilitate the deep well adjacent to Booster Station 5. The scope of repairs included replacement of failed column pipe and well shaft, pump bowl assembly replacement, airline replacement, and rehabilitation of the 500 horsepower electric motor that turns the pump bowl assembly. In addition, a portion of the well had to be lined and sealed with grout to isolate the wellhead from a bacteria film that had grown on the surface of the sandstone. Unfortunately, this type of maintenance expenditure is not unusual. To a large extent, well maintenance is expensive because the components are difficult to access, are submerged in water resulting in corrosion and metal fatigue, and are subject to tremendous torque when operated. In the current community investment program (CIP), staff anticipates spending as much as $510,000 to rehabilitate Well 16 in 2020, and a similar amount is anticipated for the rehabilitation of Well 17 in 2022. The rehabilitation of Wells 4 and 11 in outlier years are expected to be equally expensive. In total, as much as $2 million could be expended during the next 5-7 years maintaining the Village's back-up water supply. Furthermore, these expenses are likely to recur on a 10-15 year cycle. In addition, it is relevant to note that the chemistry of groundwater differs substantially from surface (Lake Michigan) water. Notably, groundwater is harder than surface water (has more dissolved minerals) and has different taste characteristics. When the Village relied on groundwater as its primary source of drinking water, many customers maintained water softeners in their homes and businesses to ameliorate these problems. Today, most softeners have been removed and customers are not prepared to treat hard drinking water. 7O1r_T4T_r=# The Northwest Water Commission (NWC) is a joint action water agency similar in purpose and organization to the Northwest Suburban Municipal Joint Action Water Agency (NSMJAWA). It distributes potable water drawn from Lake Michigan by the City of Evanston to the Villages of Palatine, Arlington Heights, Buffalo Grove, and Wheeling. It also provides water to a portion of the City of Des Plaines. It's main pumping station is located just outside Mount Prospect corporate boundaries near the intersection of Wolf Road and Kensington Road. It's primary distribution main dissects the Village, from east to west, along the Kensington Road right-of-way. A map depicting NWC's adjacency is enclosed as Attachment C. This close proximity to the Village of Mount Prospect water distribution system offers a unique opportunity to access a separate, distinct, ample source of fully treated, finished Lake Michigan drinking water. In essence, a second "straw" into Lake Michigan. For several weeks, Northwest Water Commission staff and Village staff have discussed the viability of such an interconnection. Initial analysis suggests it is feasible. In fact, the respective staffs have concluded it is likely the NWC can supply the Village up to 10 MGD; satisfying both average and peak daily demands. It is also possible that by leveraging NSMJAWA infrastructure, existing Mount Prospect pumping facilities, or constructing new pumping https://www.boarddocs.com/il/vomp/Board.nsf/Private?open&login 6/22/2018 BoardDocs® Pro Page 3 of 4 facilities, the Village could supply NWC with as much as a third of its average daily demand of 26 million gallons. However, these conclusions require further engineering analysis. To this end, staff has asked Burns & McDonnell engineering consultants to submit a proposal to provide the requisite services necessary to fully evaluate this proposed emergency interconnection. The proposed scope of work includes acquiring system performance criteria from NWC, NSMJAWA, and the Village, evaluating connection alternatives, developing cost -benefit scenarios including establishing life -cycle costs, analyzing water chemistry, creating layout concept drawings, meeting with respective staffs, preparation of a final report, and a presentation to the Village Boa rd. Burns & McDonnell will also evaluate the potential for abandoning the Village's wells in the event an adequatc interconnection with NWC is constructed. Abandoning and capping the wells, preventing further use, would avoid txpensive future maintenance costs. The firm's proposal is attached for reference (Attachment D). Burns & McDonnell is uniquely positioned to perform this work due to their considerable familiarity with the Village- *wned water distribution system. They have designed and helped construct numerous Village -owned water main improvements. They have also developed a computer network model capable of hydraulically simulating the Village water system. In addition, the firm serves as engineering consultants to NWSMJAWA and are intrinsically familiar with their facilities and operating parameters. Staff has concluded that this experience, skill set, and knowledge base make Burns & McDonnell the best qualified firm to perform this work. Burns & McDonnell's proposal includes a fee request totaling $26,500 for 180 hours of work effort. The work equates to an average rate of $147/hour. It is the opinion of staff that this rate is reasonable and equitable for the high order analysis and discovery this proposed project requires. In addition, the Northwest Water Commission has agreed to participate in the cost of this study. To this end, attorneys at Schain, Banks, Kenny & Schwartz, LTD of Chicago, Illinois have drafted the attached (Attachment E) Letter of Understanding (LOU) establishing that the NWC will pay for one-half of Burns & McDonnell's fee and the Village will pay the remainder. Funds will initially be remitted in full by the Village and recouped at a later date from NWC. The NWC Board of Commissioners approved this LOU at their April 2018 meeting. The Village Attorney has reviewed and sanctioned this instrument. This LOU pertains only to the interconnection feasibility study work referenced herein and does not obligate the Village or the NWC to additional work. Decisions regarding performance of additional work, timing of additional work, and funding for additional work will be made by the respective agency boards following receipt and consideration of the feasibility study final report. Staff expects that it will take approximately 60 days complete the prescribed work and present project deliverables (final report and Village Board presentation). I 1. Accept proposal from Burns & McDonnell to perform feasibility study for an Drinking Water System Emergency Interconnection between the Northwest Water Commission and the Village of Mount Prospect 2. Authorize staff to enter into an agreement to equally share costs of the feasibility study with the Northwest Water Commission. 3. Action at discretion of Village Board. Staff Recommendation Staff recommends that the Village Board accept a proposal from Burns & McDonnell consulting engineers to perform a feasibility study for an emergency interconnection between the Northwest Water Commission and the Village of Mount Prospect water distribution systems in an amount not to exceed $26,500. Staff also recommends that the Village Board authorize the Director of Public Works to enter into an agreement (Letter of Understanding) between the Northwest Water Commission and the Village of Mount Prospect to equally share ($13,250 each) the cost of the study. A VO�1,,-' Wa-�.:-i Sel,.,V'IIS (: i ea IXtf: 5'.11. K[:13) N S �1 JAVVA d f: ( . . .. .. .. .. .. 7 ".3) I K [3) A"� a c C N VV C �1 A .11-)G (3.11.7 K[::3) ......... https://www.boarddocs.com/il/vomp/Board.nsf/Private?open&login 6/22/2018 BoardDocs® Pro i i i IIS iir iii i, III III D III III iii osaIII f iii IISVVC A[ -i-- i--iiiSuIII- IIIy (002) I-A)df ("1 30 IIS III3) Page 4 of 4 NVVVVC AN[-) Cos"'"!"" S1 . .. .. .. .. . I 1 ][ IIS G IIIdf (1-56 IIS Ilfl;l; Administrative Content This statement, which is given with no cause, could generate some negative commentary by concerned residents (is our radioactive groundwater a public health concern?) "Most importantly, assessments of the Mount Simon (Cambrian/Ordovician) aquifer performed in 2014 and 2015 indicate high background radioactivity (radium and gross alpha) which could limit the suitability of the water source for periods of time exceeding 30-45 days." Either more explanation is needed, or it should be struck from the memo. Is this the main reason we are abandoning the well system? Executive Content NOTE: Assessments of the Mount Simon (Cambrian/Ordovician) aquifer performed in 2014 and 2015 indicate high background radioactivity (radium and gross alpha) which could limit the suitability of the water source for periods of time exceeding 30-45 days. Reliance on well water beyond the short term could require introduction of expensive treatment technologies, such as reverse osmosis, to remove the radioactive isotopes. Motion & Voting Accept a proposal from Burns & McDonnell consulting engineers to perform a feasibility study for an emergency interconnection between the Northwest Water Commission and the Village of Mount Prospect water distribution systems in an amount not to exceed $26,500. Staff also recommends that the Village Board authorize staff to ente into an agreement (Letter of Understanding) between the Northwest Water Commission and the Village of Mount Prospect to equally share ($13,250 each) the cost of the study. I Motion by Paul Hoefert, second by Richard Rogers. Final Resolution: Motion Carries Yea: William Grossi, Eleni Hatzis, Paul Hoefert, Richard Rogers, Colleen Saccotelli, Michael Zadel https://www.boarddocs.com/il/vomp/Board.nsf/Private?open&login 6/22/2018 VILLAGE OF MOUNT PROSPECT N W+E S 1P13 H ��o wFsr CENTRAL RD RRZ49 X19 R��Rr TO OAKTON ST (RT 83) Map Date: 3-1-11 Printed by JJP/PW F:1Projects\Matt_012011\Water Service Boundary.mxd EUCLID AV KENSINGTON RD M lb H 2 2 H N 2 D x J LU GOLF RD (RT 58) CAMP MCDONALD RD Legend Water Service Boundary ®Corporate Limit WaucorWa. 71 Ldce Porest Lake Michigan .Highland Park Btlllfpton fiR Whael,ng Northbrook Palatineo Barinp�ton n Arlington Hclghtso o-- Glenview --Nbunt ProspseY- H man EstatesD 58 o o Elgin Des Ines Evanston o5kokiC Schaumburgo Streamwood - _ - Elk Ridge �Pk Vil go Carol Strcam Glendale WAWA- Addison I hal Elm hursto Oak Park DuPege Lombard Chicago Co8nty Wheaton _ Berwyn - CI Coe too h ora O — ^Downers Grove +� tura U. 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Service Layer 0odis Soxwo, Earl, HERE, DeLorrme. Inlermoop, Inorer"rol P Ccorp. GEEIC0, uses. FAO. NPS. NRCAN, 0 OrdnnrI,on Survey, Lui Japan METI. fwi Chna (Hort] Karq). swisulwa. Mmpntyindin. 0 opellsiletripskep CGIrylirti"s, aid 91 https://www.boarddocs.comlillvomplBoard.nsflfilesIAZG2830ODD791$filelAttachment%2OC%20... 6/22/2018 0 May 30, 2018 Sean Dorsey Director of Public Works Village of Mount Prospect 1700 West Central Road Mount Prospect, Illinois 60056 Re: Proposal for Northwest Water Commission Redundant Water Supply Evaluation Dear Mr. Dorsey: Burns & McDonnell Engineering Co., Inc. (Burns & McDonnell) is pleased to provide this proposal to the Village of Mount Prospect (Village) for engineering services to evaluate an interconnect with the Northwest Water Commission (NWC) to provide a redundant water supply to the Village. BACKGROUND Potable water from Lake Michigan is currently supplied to the Village by the City of Chicago through the Northwest Suburban Municipal Joint Action Water Agency (NSMJAWA). The Village maintains five (5) groundwater wells as a redundant source of water supply in case NSMJAWA is unable to provide water. Based on conversations with the Village we understand that the Village has not used the groundwater wells to supply water since the Village began receiving Lake Michigan water from NSMJAWA in the early 1980's. Assessments of the suitability of the groundwater wells as a short-term and long-term source of water supply were completed in 2014 and 2015. The assessments noted that the Cambrian/Ordovician aquifer that the groundwater wells draw water from is known to have high background radioactivity levels. If the Village anticipates utilizing the wells as a water source for an extended period (beyond the 30-45 days for emergency purposes), treatment for radium and gross alpha should be implemented for compliance with regulatory maximum contaminant levels (MCL). Additionally, some modifications to the chlorine disinfection system would be required to provide redundant disinfection if the groundwater system is used as a long-term water supply. Due to significant operation and maintenance costs associated with the groundwater wells, the Village completed an evaluation of the feasibility of constructing an interconnect with NWC in 2018. Several potential locations for interconnects were evaluated. The evaluation found that an interconnect with NWC is feasible. The scope of services in this proposal provides evaluation of water quality and treatment considerations, concept design refinement, and life -cycle costs associated with constructing an interconnect with NWC. The scope also takes into consideration an assessment of whether the Village can abandon its existing groundwater wells should an interconnection with NWC be made. 1431 Opus Place \ Suite 400 \ Downers Grove, IL 60515 0 630-724-3200 \ F 630-724-3201 \ burnsmcd.com 9 i Proposal for Northwest Water Commission Redundant Water Supply Evaluation Village of Mount Prospect Page 2 PROJECT SCOPE The project scope is presented below: Task 1: Project coordination Conduct a kick-off meeting with Village staff to confirm the scope of services and objectives of the project Coordination with NSMJAWA and NWC to obtain water quality data and treatment process information One meeting with Village staff to review the draft report Task 2: Water quality and treatment evaluation Review the following data to assess the potential need for localized treatment or process modifications resulting from different water sources: o Finished water quality data from NSMJAWA and NWC o Treatment process information at the NSMJAWA (City of Chicago) and NWC (Evanston) water treatment plants o Current and potential future regulatory requirements Calculate corrosion indices to evaluate combability of different water sources and how they could react with the distribution system piping Task 3: Refine interconnect alternatives and develop conceptual design Perform hydraulic water modeling to confirm how the NWC interconnect(s) will affect the Village's operating protocol Develop and refine conceptual design of the interconnect components Task 4: Complete life -cycle cost evaluation Develop and refine engineer's opinions of probable cost associated with constructing the interconnect(s) Determine annualized operating and maintenance costs associated with the groundwater wells. It is expected that the Village will be able to provide most of this information based on their budget records. Complete a life -cycle cost evaluation to compare costs associated with constructing new interconnects with NWC with costs for maintaining the groundwater wells 0 May 7, 2018 Proposal for Northwest Water Commission Redundant Water Supply Evaluation Village of Mount Prospect Page 3 Task 5: Report Develop a draft report summarizing the results of the water quality and life -cycle cost evaluations described above. Incorporate studies regarding the groundwater well assessment and feasibility of the NWC interconnect previously completed in 2014, 2015 and 2018 into the draft report document. Address Village comments on the draft report and prepare a final version of the report Provide an electronic version of the final report to the Village in PDF format Task 6: Board presentation Prepare a presentation summarizing the evaluation Review the presentation with Village staff Present a summary of the evaluation to the Village Board COMPENSATION Burns & McDonnell proposes to complete the project for a lump sum fee of $26,500. This includes 180 hours of labor plus expenses. GENERAL CONSIDERATIONS The attached Terms and Conditions for Professional Services are incorporated in and made a part of the Agreement. If this proposal is satisfactory, please sign and date this document and return one signed copy to us to effect an Agreement. Should you have any questions or require additional information, please feel free to contact me at rpatchett@burnsmcd.com or (630) 688-0124. 0 May 7, 2018 Proposal for Northwest Water Commission Redundant Water Supply Evaluation Village of Mount Prospect Page 4 Sincerely, BURNS & McDONNELL ENGINEERING CO., INC. Randall L. Patchett, P.E. Water & Municipal Services Manager Accepted for the Village of Mount Prospect, Illinois (Signature) (Title) (Date) TERMS AND CONDITIONS FOR PROFESSIONAL SERVICES Project: NWC Redundant Water Supply Evaluation Client: Village of Mount Prospect 1. SCOPE OF SERVICES For the above -referenced Project, Burns & McDonnell Engineering Company, Inc. (BMcD) will perform the services set forth in the above - referenced Letter, Proposal, or Agreement, in accordance with these Terms and Conditions. BMcD has relied upon the information provided by Client in the preparation of the Proposal, and shall rely on the information provided by or through Client during the execution of this Project as complete and accurate without independent verification. 2. PAYMENTS TO BMCD A. Compensation will be as stated in the above -referenced Letter, Proposal, or Agreement. Statements will be in BMcD's standard format and are payable upon receipt. Time is of the essence in payment of statements, and timely payment is a material part of the consideration of this Agreement. A late payment charge will be added to all amounts not paid within 30 days of statement date and shall be calculated at 1.5 percent per month from statement date. Client shall reimburse any costs incurred by BMcD in collecting any delinquent amount, including reasonable attorney's fees. If a portion of BMcD's statement is disputed, Client shall pay the undisputed portion by the due date. Client shall advise BMcD in writing of the basis for any disputed portion of any statement. B. Taxes as may be imposed on professional consulting services by state or local authorities shall be in addition to the payment stated in the above -referenced Letter, Proposal, or Agreement. 3. INSURANCE A. During the course of performance of its services, BMcD will maintain Worker's Compensation insurance with limits as required by statute, Employer's Liability insurance with limits of $1,000,000, and Commercial General Liability and Automobile Liability insurance each with combined single limits of $1,000,000. B. If the Project involves on-site construction, construction contractors shall be required to provide (or Client may provide) Owner's Protective Liability Insurance naming Client as a Named Insured and BMcD as an Additional Insured or to endorse Client and BMcD using ISO form CG 20 10 11 85 endorsement or its equivalent as Additional Insureds on all construction contractor's liability insurance policies covering claims for personal injuries and property damage in at least the amounts required of BMcD in 3A above. Construction contractors shall be required to provide certificates evidencing such insurance to Client and BMcD. Contractor's compensation shall include the cost of such insurance including coverage for contractual and indemnification obligations herein. C. Client and BMcD release each other and waive all rights of subrogation against each other and their officers, directors, agents, or employees for damage covered by property insurance during and after the completion of BMcD's services. A provision similar to this shall be incorporated into all construction contracts entered into by Client, and all construction contractors shall be required to provide waivers of subrogation in favor of Client and BMcD for damage covered by any construction contractor's property insurance. 4. INDEMNIFICATION A. To the extent allowed by law, Client will require all construction contractors to indemnify, defend, and hold harmless Client and BMcD from any and all loss where loss is caused or alleged to be caused in whole or in part by the construction contractors, their employees, agents, subcontractors or suppliers. B. If this Project involves construction and BMcD does not provide consulting services during construction including, but not limited to, on- site monitoring, site visits, site observation, shop drawing review, and/or design clarifications, Client agrees to indemnify and hold BMcD LEGAL DOCUMENT Date of Letter, Proposal, or Agreement: May 30 , 2018 harmless BMcD from any liability arising from this Project or Agreement, except to the extent caused by BMcD's negligence. 5. PROFESSIONAL RESPONSIBILITY— LIMITATION OF REMEDIES A. BMcD will exercise reasonable skill, care, and diligence in the performance of its services and will carry out its responsibilities in accordance with customarily accepted professional practices. If BMcD fails to meet the foregoing standard, BMcD will perform at its own cost, the professional services necessary to correct errors and omissions reported to BMcD in writing within one year from the completion of BMcD's services for the Project. No warranty, express or implied, is included in this Agreement or regarding any drawing, specification, or other work product or instrument of service. B. In no event will BMcD be liable for any special, indirect, or consequential damages including, without limitation, damages or losses in the nature of increased Project costs, loss of revenue or profit, lost production, claims by customers of Client, and/or governmental fines or penalties. C. BMcD's aggregate liability for all damages connected with its services for the Project not excluded by the preceding subparagraph, whether or not covered by BMcD's insurance, will not exceed $100,000. D. These mutually negotiated obligations and remedies stated in this Paragraph 5, Professional Responsibility — Limitation of Remedies, are the sole and exclusive obligations of BMcD and remedies of Client, whether liability of BMcD is based on contract, warranty, strict liability, tort (including negligence), indemnity, or otherwise. 6. PERIOD OF SERVICE AND SCHEDULE The provisions of this Agreement have been agreed to in anticipation of the orderly and continuous progress of the Project through completion of the services stated in the Proposal. BMcD's obligation to render services hereunder will extend for a period that may reasonably be required for the completion of said services. BMcD shall make reasonable efforts to comply with deliverable schedules (if any) and consistent with BMcD's professional responsibility. 7. COMPUTER PROGRAMS OR MODELS Any use, development, modification, or integration by BMcD of computer models or programs does not constitute ownership or a license to Client to use or modify such computer models or programs. 8. ELECTRONIC MEDIA AND DATA TRANSMISSIONS A. Any electronic media (computer disks, tapes, etc.) or data transmissions furnished (including Project Web Sites or CAD file transmissions) are for Client information and convenience only. Such media or transmissions are not to be considered part of BMcD's instruments of service. BMcD, at its option, may remove all indicia of its ownership and involvement from each electronic display. B. BMcD shall not be liable for loss or damage directly or indirectly, arising out of Client's use of electronic media or data transmissions. 9. DOCUMENTS A. All documents prepared by BMcD pursuant to this Agreement are instruments of service in respect of the Project specified herein. They are not intended or represented to be suitable for reuse by Client or others in extensions of the Project beyond that now contemplated or on any other Project. Any reuse, extension, or completion by Client or others without written verification, adaptation, and permission by BMcD for the specific purpose intended will be at Client's sole risk and without liability or legal exposure to BMcD. B. In the event that BMcD is to reuse, copy or adapt all or portions of reports, plans, or specifications prepared by others, Client represents that Client either possesses or will obtain permission and necessary (continued on reverse side) CHI T&C Rev O.DOC 020110 rights in copyright, patents, or other proprietary rights and will be responsible for any infringement claims by others. Client warrants the completeness, accuracy, and efficacy of the information, data, and design provided by or through Client (including prepared for Client by others), for which BMcD shall rely on to perform and complete its services. 10. ESTIMATES, SCHEDULES, FORECASTS, AND PROJECTIONS Estimates, schedules, forecasts, and projections prepared by BMcD relating to loads, interest rates and other financial analysis parameters, construction costs and schedules, operation and maintenance costs, equipment characteristics and performance, and operating results are opinions based on BMcD's experience, qualifications, and judgment as a professional. Since BMcD has no control over weather, cost and availability of labor, cost and availability of material and equipment, cost of fuel or other utilities, labor productivity, construction contractor's procedures and methods, unavoidable delays, construction contractor's methods of determining prices, economic conditions, government regulations and laws (including the interpretation thereof), competitive bidding or market conditions, and other factors affecting such estimates or projections, BMcD does not guarantee that actual rates, costs, quantities, performance, schedules, etc., will not vary significantly from estimates and projections prepared by BMcD. 11. POLLUTION In view of the uncertainty involved in investigating and recommending solutions to environmental problems and the abnormal degree of risk of claims imposed upon BMcD in performing such services, notwithstanding the responsibility of BMcD set forth in Paragraph 5A to the maximum extent allowed by law, Client agrees to release, defend, indemnify and hold harmless BMcD and its officers, directors, employees, agents, consultants and subcontractors from all liability, claims, demands, damages, losses, and expenses including, but not limited to, claims of Client and other persons and organizations, reasonable fees and expenses of attorneys and consultants, and court costs, except where there has been a final adjudication that the damages were caused by BMcD's willful disregard of its obligations under this Agreement. Such indemnification includes claims arising out of, or in any way relating to, the actual, alleged, or threatened dispersal, escape, or release of, or failure to detect or contain, chemicals, wastes, liquids, gases, or any other material, irritant, contaminant, or pollutant. 12. ON-SITE SERVICES A. Project site visits by BMcD during investigation, observation, construction or equipment installation, or the furnishing of Project representatives shall not make BMcD responsible for construction means, methods, techniques, sequences, or procedures; for construction safety precautions or programs; or for any construction contractor(s') failure to perform its work in accordance with the contract documents. B. Client shall disclose to BMcD the location and types of any known or suspected toxic, hazardous, or chemical materials or wastes existing on or near the premises upon which work is to be performed by BMcD's employees or subcontractors. If any hazardous wastes not identified by Client are discovered after a Project is undertaken, Client and BMcD agree that the scope of services, schedule, and compensation may be adjusted accordingly. Client agrees to release BMcD from all damages related to any pre-existing pollutant, contaminant, toxic, or hazardous substance at the site. 13. CHANGES Client shall have the right to make changes within the general scope of BMcD's services, with an appropriate change in compensation and schedule, upon execution of a mutually acceptable amendment or change order signed by authorized representatives of Client and BMcD. 14. TERMINATION Services may be terminated by Client or BMcD by seven (7) days' written notice in the event of substantial failure to perform in accordance with the terms hereof by the other party through no fault of the terminating party. If so terminated, Client shall pay BMcD all amounts due BMcD for all services properly rendered and expenses incurred to the date of receipt of notice of termination, plus reasonable costs incurred by BMcD in terminating the services. In addition, Client may terminate the services CHI T&C Rev O.DOC 020110 BMcD LEGAL DOCUMENT for Client's convenience upon payment of twenty percent of the yet unearned and unpaid estimated, lump sum, or not -to -exceed fee, as applicable. 15. DISPUTES, NEGOTIATIONS, MEDIATION A. If a dispute arises relating to the performance of the services to be provided and, should that dispute result in litigation, it is agreed that the substantially prevailing party (as determined in equity by the court) shall be entitled to recover all reasonable costs of litigation, including staff time, court costs, attorney's fees and other related expenses. B. The parties shall participate in good faith negotiations to resolve any and all disputes. Should negotiations fail, the parties agree to submit to and participate in a third party -facilitated mediation as a condition precedent to resolution by litigation. Unless otherwise agreed to, mediation shall be conducted under the rules of the American Arbitration Association. C. Causes of action between the parties shall accrue, and applicable statutes of limitation shall commence to run the date BMcD's services are substantially complete. 16. WITNESS FEES A. BMcD's employees shall not be retained as expert witnesses, except by separate written agreement. B. Client agrees to pay BMcD pursuant to BMcD's then current schedule of hourly labor billing rates for time spent by any employee of BMcD responding to any subpoena by any party in any dispute as an occurrence witness or to assemble and produce documents resulting from BMcD's services under this Agreement. 17. CONTROLLING LAW AND VENUE This Agreement shall be subject to, interpreted and enforced according to the laws of the State of Illinois, without regard to any conflicts of law provisions. Parties agree to submit to the exclusive venue and jurisdiction of the 18th Judicial Circuit Court, County of DuPage, Wheaton, Illinois, or the United States District Court, Northern District of Illinois. 18. RIGHTS AND BENEFITS — NO ASSIGNMENT BMcD's services will be performed solely for the benefit of Client and not for the benefit of any other persons or entities. Neither Client nor BMcD shall assign or transfer interest in this Agreement without the written consent of the other. 19. ENTIRE CONTRACT These Terms and Conditions and the above -referenced Letter, Proposal, or Agreement contain the entire agreement between BMcD and Client relative to BMcD's services for the Project herein. All previous or contemporaneous agreements, representations, promises, and conditions relating to BMcD's services for the Project are superseded. Since terms contained in purchase orders do not generally apply to professional services, in the event Client issues to BMcD a purchase order, no preprinted terms thereon shall become part of this Agreement. Said purchase order documents, whether or not signed by BMcD, shall be considered only as an internal document of Client to facilitate administrative requirements of Client's operations. 20. SEVERABILITY Any unenforceable provision herein shall be amended to the extent necessary to make it enforceable; if not possible, it shall be deleted and all other provisions shall remain in full force and affect. -END- b;.oHAIN BANKS SCHAIN BANKS KENNY & SCHWARTZ LTD Aft The Village of Mount Prospect, Illinois c/o Mr. Sean Dorsey Director of Public Works 1700 West Central Road Mount Prospect, Illinois 60056 70 W. Madison Street Suite 5300 Chicago, IL 60602 Main (312) 345-5700 Main (312) 345-5700 Fax (312) 345-5701 June, 2018 LETTER OF UNDERSTANDING RE: Letter of Understanding ("Letter") regarding Sharing of Costs, Fees and Expenses of Conducting Engineering and Feasibility Studies regarding a Water System Interconnection by and between the Northwest Water Commission, an Illinois Water commission ("NWC") and the Village of Mount Prospect, Illinois, an Illinois municipal corporation ("Village") (NWC and Village shall each sometimes hereinafter be individually referred to as "Party" or, collectively, "Parties") Dear Mr. Dorsey: As you may be aware, this law firm represents NWWC regarding the referenced matter. This Letter is intended to set forth the basic terms of NWWC and the Village's understanding, share in the costs, fees and expenses of conducting engineering and feasibility studies regarding a water system interconnection ("Water Connection Feasibility Studies") by and between the NWWC and the Village. The basic terms our understanding is as follows: 1. NWWC and the Village will each pay one half (1/2) of the costs, fees and expenses of the Water Connection Feasibility Studies as set forth in the proposal from Burns & McDonnell ("Feasibility Consultant" or "Feasibility Consultants") dated May 30 , 2018 , attached hereto and incorporated herein as Exhibit "A" ("Feasibility Proposal"). 2. The Parties agree that whichever Party contracts with the Feasibility Consultants shall pay the Feasibility Proposal and the non -contracting Party shall pay one half (1/2) of the Feasibility Proposal to the other within ten (10) days after written notice the funds are required. 3. Each Party shall procure and maintain, at its sole cost and expense, during the Feasibility Studies, a policy or policies of insurance, with a company or companies authorized to do SCHAIN BANKS 5CHAIN BANKS KENNY & SCHWARTZ LTD 70 W. Madison Street Suite 5300 Chicago, IL 60602 Main (312) 345-5700 Main (312) 345-5700 Fax (312) 345-5701 business in Illinois, insuring NWWC and the Village against general liability, fire, casualty, theft and property damage occurring on the Property due to or caused by the Feasibility Consultants and its employees and contractors during the Feasibility Studies. The amount of coverage under any such policy of insurance referenced herein shall be $1,000,000.00 for each single occurrence and $2,000,000.00 in the aggregate and NWWC and the Village shall each be named as a primary insured on said policies of insurance. All of said policies of insurance shall be in a form acceptable to the Village and NWWC in their reasonable discretion. 4. This Letter of Understanding may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall be one in the same instrument. For purposes of executing this Letter of Understanding, any signed copy of this Letter of Understanding may be transmitted by facsimile machine or electronically and the signature of any Party hereon shall, for purposes of execution hereof, be considered an original signature. Any facsimile or electronic mailing of this Letter of Understanding shall, at the request of either Party, be re -executed by the other Party in an original form, and neither Party shall raise the use of a facsimile machine or electronic mail or the fact that any signature was transmitted thereby, as a defense to the effectiveness of this Letter of Understanding. 5. NWWC and the Village and each person signing this Letter of Understanding on behalf of NWWC and the Village represents to the other Party that each Party has the full right and authority to enter into this Letter of Understanding, and each person signing on behalf of NWWC and the Village was and continues to be authorized to do so. (SIGNATURES APPEAR ON NEXT PAGE) 2 SCHAIN BANKS SCHAIN BANKS KENNY & SCHWARTZ LTD 70 W. Madison Street Suite 5300 Chicago, IL 60602 Main (312) 345-5700 Main (312) 345-5700 Fax (312) 345-5701 Please indicate each Party's acceptance of the foregoing by executing below and returning a copy to my attention via facsimile at 312/371-5701, or by email topbrankin@schainbanks.com_ Upon full acceptance of this Letter of Understanding, I will circulate a fully signed agreement to all Parties. If you have any questions or comments relative to this matter, please do not hesitate to contact me at your earliest convenience. I look forward to working with you on this transaction. cc: Kevin Lookis Sincerely yours, Patrick Brankin (NWC via email) ACKNOWLEDGED and AGREED this day of , 2018. THE VILLAGE OF MOUNT PROSPECT, ILLINOIS, an Illinois municipal corporation By: _ Name: Its: ACKNOWLEDGED and AGREED this day of , 2018. NORTHWEST WATER COMMISSION, an Illinois By: _ Name: Its: 3 SCHAIN BANKS SCHAIN BANKS KENNY & SCHWARTZ LTD EXHIBIT "A" FEASIBILITY PROPOSAL 70 W. Madison Street Suite 5300 Chicago, 1L 60602 Main (312) 345-5700 Main (312) 345-5700 Fax(312)345-5701