(530) 677-1854

herreraengineering.net

steve@herreraengineering.net

Herrera

Engineering

Consultants, Inc. 4650 Carol Lane

Shingle Springs

California, 95682

June 15, 2017

Mr. Cleve Morris

City Manager

City of Placerville

3101 Center Street

Placerville, CA 95667

Re: City of Placerville – Proposed Engineering Services

Clean Water SRF Loan – HCWRF Solar Power System

Dear Cleve:

As requested, we are submitting a proposal to provide the engineering services necessary to assist

the City in obtaining a Clean Water State Revolving Fund (CWSRF) loan from the State Water

Resources Control Board (State Water Board) for installation of a solar power system at the

Hangtown Creek Water Reclamation Facility (HCWRF). The solar power system project would

qualify under the CWSRF program as a Green Project Reserve (GPR) project and thus be eligible

for special loan forgiveness provisions.

Scope of Services

Enclosed is an Agreement for Engineering Services that includes the scope and schedule for the

proposed services. In summary, the scope includes the following tasks:

• Task 1. Meetings. Conduct meeting with City and CWSRF staff to:

✓ Review CWSRF Loan Program requirements;

✓ Identify the information, documents and other attachments required to complete the

application;

✓ The proposed outline for the Project Report; and

✓ The proposed schedule for submittal of the CWSRF Financial Assistance

Application.

Summarize discussions in minutes that are distributed to the participants. The minutes will

include action items.

• Task 2 Project Report. Gather and compile required records and documents. Clarify report

requirements needed for project involving addition of solar power system at HCWRF.

Prepare Project Report in accordance with CWSRF Program requirements. Meet with

City staff to review the draft report and obtain comments. Upon receipt of City comments,

finalize the report and upload as an attachment to the CWSRF Financial Assistance

Application.

(530) 677-1854

herreraengineering.net

steve@herreraengineering.net

Mr. Cleve Morris

Page 2

June 15, 2017

• Task 3. CWSRF Financial Assistance Application. Prepare application for the City project

using the on-line Financial Assistance Application Assistance Tool (FAAST). The initial

application will only include the General Information package. The final application will also

include the Technical, Environmental and Financial Security packages and related attachments,

including the Project Report prepared by HEC and the CEQA documents prepared by the City.

This task will also include preparing draft resolutions for adoption by the City Council and

monitoring City progress in preparing other required documents.

Schedule

The schedule to provide the proposed services is as follows:

Task

Proposed Completion Schedule

Task 1 Kickoff Meetings

By July 31, 2017

Task 2 Project Report

Draft Report for City Review August 31, 2017

Final Report for City Review 14 days after receipt of City comments

Task 3 CWSRF Financial Assistance

Application (complete with all required

attachments)

By 10/15/17

However, the above schedule must only be considered preliminary. In addition to the tasks that

will be completed by HEC, the schedule is also dependent on the preparation of a number of

attachments by others, including resolutions that must be adopted by the City Council. The

schedule will be refined after meetings with City and CWSRF staff.

Fee

As shown in the Engineering Agreement, the estimated fee to provide the proposed services is

$18,700. All services would be provided by HEC on a time and material basis in accordance.

If you have any questions, please contact me directly.

Sincerely,

Stephen D. Herrera, P.E.

President

SDH

Enclosure

Herrera Engineering Consultants Page 1 of 8 Pages 06/15/17 Agreement

AGREEMENT FOR

ENGINEERING SERVICES

CITY OF PLACERVILLE CWSRF LOAN SUPPORT SERVICES

HCWRF SOLAR POWER SYSTEM

THIS IS AN AGREEMENT made as of the 15th day of June 2017 between City of Placerville (hereinafter, OWNER) and Herrera Engineering Consultants, Inc. (hereinafter, ENGINEER) for the PROJECT that consists of providing for professional engineering services to assist OWNER with obtaining a Clean Water State Revolving Fund (CWSRF) Loan related to installation of a solar power system at the Hangtown Creek Water Reclamation Facility (HCWRF).

OWNER and ENGINEER in consideration of their mutual covenants herein agree in respect of the performance of professional engineering services by ENGINEER and the payment for those services by OWNER as set forth below. SECTION 1 - BASIC SERVICES OF ENGINEER 1.1 - GENERAL

ENGINEER shall perform professional engineering services as hereinafter stated which include customary environmental and civil engineering services.

The ENGINEER agrees to a mutual exchange of pertinent documents for the PROJECT with OWNER.

The ENGINEER shall meet with the OWNER and staff as necessary to answer questions and keep them informed of the PROJECT status. 1.2 - SPECIFIC SERVICES

In addition to the general engineering services, the ENGINEER shall provide the services described in Attachment A.

Herrera Engineering Consultants Page 2 of 8 Pages 06/15/17 Agreement

SECTION 2 - ADDITIONAL SERVICES OF ENGINEER 2.1 - Normal and customary engineering services do not include services in respect of the following categories which are usually referred to as Additional Services. If OWNER wishes ENGINEER to perform any Additional Services, he shall so instruct ENGINEER in writing, and ENGINEER will be paid therefor upon such terms as the parties may agree. ENGINEER shall not receive compensation for any additional services unless he first gives OWNER notice that he considers the services to be Additional Services or otherwise beyond the scope of this AGREEMENT, and OWNER authorizes performance of the services as Additional Services. Additional Services include:

2.1.1 Services in connection with substantive change in scope of the PROJECT; and

2.1.2 Services related to litigation that may arise out of conduct of the PROJECT. SECTION 3 - PERIOD OF SERVICE 3.1 - The provisions of this Section 3 and the various rates of compensation for ENGINEER'S services provided for in Section 4 of this AGREEMENT have been agreed to in anticipation of the orderly and continuous progress of the PROJECT through completion. ENGINEER'S obligation to render services hereunder will extend for a period which may reasonably be required to complete the PROJECT in accordance with the PROJECT schedule set forth in paragraph 3.2 below. 3.2 - The PROJECT Schedule is anticipated to be substantially as follows: Tasks 1 through3 As Required SECTION 4 - PAYMENTS TO ENGINEER 4.1 - Compensation shall be on a time and materials basis using the sum of hourly labor costs for ENGINEER's employees, subconsultant costs, and other direct costs. The ENGINEER agrees not to exceed the upper expenditure limit of this AGREEMENT without written approval from the OWNER. The expenditure limit is as follows. Tasks 1 through 3 $18,700 4.2 - Hourly labor billing rate for ENGINEER'S employee shall be as follows:

Principal Engineer $125/hour *Note: The above rate includes corporate overhead and profit, as well as general administrative

office services. The hourly billing rate covers direct labor, indirect costs, computer time, and professional fees in a total amount to be billed per hour worked for each category of labor. This rate is firm for this project through June 30, 2018.

4.3 - Fees for subconsultants shall be billed at actual cost paid by ENGINEER times a factor of 1.00.

Herrera Engineering Consultants Page 3 of 8 Pages 06/15/17 Agreement

4.4 - Other direct costs, which shall be billed at the actual purchase price and on the basis of usual and reasonable commercial charges for items provided by the ENGINEER, include the following:

4.4.1 Printing and binding, and similar costs that are not applicable to general indirect costs.

4.4.2 Identifiable reproduction costs applicable to the work such as printing of drawings, photostating, multilithing and printing. Photo reproduction shall be billed at $0.20 per page.

4.4.3 Identifiable communication expenses, such as long distance telephone, and postage

other than for general PROJECT correspondence.

4.4.4 Reasonable traveling expenses of employees for business directly connected with the services, including automobile travel at current Federal mileage rates.

4.5 - Payment by the OWNER shall be made monthly within 30 days of receipt of an invoice which itemizes the hourly labor costs, subconsultant fees, and other direct costs. 4.6 - Special Services - Additional Services, as defined in Section 2 of this AGREEMENT, shall be billed in accordance with billing rates defined in Section 4.3 of this AGREEMENT or as may be otherwise agreed by the parties. Costs for said Additional Services are over and above expenditures set forth in Section 4.1 of this AGREEMENT. SECTION 5 - OWNER'S RESPONSIBILITIES 5.1 - OWNER shall provide any general criteria and OWNER'S requirements for the PROJECT beyond those requirements indicated; designate a person to act with authority on OWNER'S behalf in respect of all aspects of the PROJECT; examine and respond promptly to ENGINEER'S submissions; and give prompt written notice to ENGINEER whenever he observes or otherwise becomes aware of any defect in the services (although OWNER has no duty to observe or investigate the sufficiency or progress of the services). 5.2 - OWNER shall also do the following and pay all costs incident thereto:

5.2.1 Furnish to ENGINEER studies and reports, reproducible record drawings of existing facilities, laboratory tests and inspections of samples and similar data, operations and maintenance records, all of which ENGINEER may rely upon in performing his services.

5.2.2 Guarantee access to and make all provisions for ENGINEER to enter upon public and

private property.

5.2.3 Provide such legal, accounting, independent cost estimating, financial management, and insurance counseling service as may be required for the PROJECT.

5.2.4 The OWNER shall provide all legal notices, advertisements, public meeting notifications,

permit fees, approval fees, licenses, and patents.

Herrera Engineering Consultants Page 4 of 8 Pages 06/15/17 Agreement

5.3 - The OWNER shall notify the ENGINEER promptly of any claims, litigations, deficiencies, or other problems related to the ENGINEER or any of its subconsultants. 5.4 - The OWNER shall acknowledge to the extent possible the professional services provided by the ENGINEER in all appropriate press releases, magazine articles, advertisements, and other public relations activities. SECTION 6 - GENERAL PROVISIONS 6.1 - DEFINITION OF TERMS

As used herein the term "AGREEMENT" refers to Sections 1 through 7 inclusive. 6.2 - LATE PAYMENT

If OWNER fails without cause to make any payment due ENGINEER for services and expense within thirty days after receipt of ENGINEER'S bill therefor, the amounts due ENGINEER may, at the ENGINEER'S discretion, include a charge at the rate of 1.25% per month from said thirtieth day, and in addition, ENGINEER may, after giving seven (7) days written notice to OWNER, suspend services under this AGREEMENT until he has been paid in full all amounts due him for services and expenses. 6.3 - TERMINATION

6.3.1 The obligation to provide further services under this AGREEMENT may be terminated by either party upon 10 days written notice in the event of substantial failure by the other party to perform in accordance with the terms hereof through no fault of the terminating party. It is understood that any such failure or breach of contract is subject to all available legal remedies in addition to any contractual remedies expressly provided herein.

6.3.2 This AGREEMENT may be terminated by the OWNER on seven (7) days written notice

to the ENGINEER in the event that the PROJECT is abandoned. At the ENGINEER'S discretion, this AGREEMENT shall be deemed terminated by the OWNER if the PROJECT, or any subcomponent thereof, is postponed by OWNER beyond 90 days.

6.3.3 This AGREEMENT may be terminated in whole or in part by agreement of the OWNER

and ENGINEER under such terms and conditions as they may agree upon.

6.3.4 In the event of termination for any reason other than breach by ENGINEER or otherwise not the fault of the ENGINEER, the ENGINEER shall be compensated for all services performed to date of termination, together with all reimbursable expenses then due and owing and termination expenses.

6.3.5 Termination expenses, payable upon termination by OWNER for any reason other than

breach or default by ENGINEER, are an amount computed as a percentage of the total anticipated engineering cost for the PROJECT, as follows:

6.3.5.1 Ten percent (10%) if termination occurs within the first 4 months of the

AGREEMENT; or

6.3.5.2 Five percent (5%) if termination occurs during any subsequent time frame.

Herrera Engineering Consultants Page 5 of 8 Pages 06/15/17 Agreement

6.4 - SUCCESSORS AND ASSIGNS

6.4.1 OWNER and ENGINEER each binds himself and his successors, executors, administra-tors, assigns and legal representatives to the other party of this AGREEMENT and to the successors, executors, administrators, assigns, and legal representatives of such other party, in respect to all covenants, agreements and obligations of this AGREEMENT.

6.4.2 Neither OWNER nor ENGINEER shall assign, sublet or transfer any rights under or

interest in (including, but without limitation, moneys that may become due or moneys that are due) this AGREEMENT without the written consent of the other, except as stated in paragraph 6.4.1 and except to the extent that the effect of this limitation may be restricted by law. Unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility under this AGREEMENT. Nothing contained in this paragraph shall prevent ENGINEER from employing, with the consent of OWNER, such independent consultants, associates and subcontractors as he may deem necessary and appropriate to assist him in the performance of services hereunder.

6.4.3 Nothing herein shall be construed to give any rights or benefits hereunder to anyone

other than OWNER and ENGINEER. 6.5 - EXTENT OF AGREEMENT

This AGREEMENT represents the entire and integrated agreement between the OWNER and the ENGINEER and supersedes all prior negotiations, representations or agreements, either written or oral. This AGREEMENT may be amended only by written instrument signed by both the OWNER and the ENGINEER. 6.6 - CONTROLLING LAW

This AGREEMENT is to be governed by the laws of the State of California. 6.7 - DISPUTES

Any controversy or claim arising out of or relating to this contract, or breach thereof, shall be settled by arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association, and judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. 6.8 - GENERAL

6.8.1 Should litigation occur between the two parties relating to the provisions of this AGREEMENT, or arising from performance or breach thereof, all litigation expenses, collection expenses, witness fees, court costs and attorney fees incurred by the prevailing party shall be paid by the non-prevailing party to the prevailing party.

6.8.2 Neither party shall hold the other responsible for damages or delay in performance

caused by the acts of God, strikes, lockouts, accidents not the fault of the other party, or other events beyond the control of the other or the other's employees or agents.

Herrera Engineering Consultants Page 6 of 8 Pages 06/15/17 Agreement

6.8.3 In the event any provisions of this AGREEMENT shall be held to be invalid and unenforceable, the remaining provisions shall be valid and binding upon the parties. One or more waivers by either party of any provisions, term condition or covenant shall not be construed by the other party as a waiver of a subsequent breach of the same by the other party.

6.8.4 The ENGINEER agrees to render his services under this AGREEMENT in accordance

with generally accepted professional practices and the degree of skill and care exercised by professional design engineers with respect to project which are the same or similar to the intended use of this PROJECT, but ENGINEER makes no warranty either express or implied beyond the contractual commitments set forth in this AGREEMENT.

6.8.5 The ENGINEER shall not be responsible for failure to provide or for delays in providing

services hereunder due to circumstances beyond its control, including delays in adminis-trative approval, failure of the OWNER to provide information or records, work stoppages or strikes, or delay of action occasioned by personnel who are not under the direct control of ENGINEER.

6.9 - NOTICES

Whenever any provision of this AGREEMENT requires the giving of notice, it will be deemed to have been validly given if delivered at or sent by registered or certified mail, postage prepaid, to the following addresses:

OWNER:

City of Placerville 3101 Center Street Placerville, CA 95667

ENGINEER:

Herrera Engineering Consultants, Inc. 4650 Carol Lane Shingle Springs, California 95682

Herrera Engineering Consultants Page 7 of 8 Pages 06/15/17 Agreement

SECTION 7 - SPECIAL PROVISIONS 7.1 - INSURANCE

7.1.1 ENGINEER'S Insurance - the ENGINEER shall at his own cost acquire and maintain statutory worker's compensation insurance coverage, employer's liability, and comprehensive general liability insurance coverage. This insurance shall be maintained throughout the life of the Contract and will not be canceled except upon thirty (30) days prior written notice to the OWNER. The OWNER shall be named as an additional insured on the comprehensive general liability policy.

7.1.2 Limits of Liability - The ENGINEER shall maintain the following limits of liability with

respect to the type of insurance more fully described in paragraph 7.1.1.

Worker's Compensation as required by law. General Public Liability - $1,000,000 Personal Injury Liability - $1,000,000 Auto - $1,000,000 Professional Liability - $1,000,000

7.2 - INDEMNITY & LIMITATIONS OF LIABILITY

7.2.1 Should litigation occur between only the OWNER and other parties, except that which occurs as the result of negligence of the ENGINEER, OWNER agrees to save and hold harmless ENGINEER for all litigation expenses, collection expenses, witness fees, court costs and attorney fees incurred by ENGINEER related to OWNER's defense against such claim.

7.2.2 ENGINEER's specific liability in the performance of this AGREEMENT is limited to the

following:

7.2.2.1 ENGINEER disclaims any responsibility for consequential damages (such as loss of use of facilities, loss of sales, interest, etc.).

7.2.2.2 ENGINEER's responsibility is limited to the firm of Herrera Engineering

Consultants, Inc., explicitly prohibiting legal action and suits against the Corporate Officers, Directors, employees, and Shareholders.

ATTACHMENT A

CITY OF PLACERVILLE

CWSRF LOAN FOR HCWRF SOLAR POWER SYSTEM

SCOPE OF SERVICES

A-1 Herrera Engineering Consultants 6/15/17

1. INTRODUCTION

The City of Placerville is applying for a Clean Water State Revolving Fund (CWSRF) loan from the State

Water Resources Control Board (State Water Board). The CWSRF Loan will be used to construct a solar

power system at the Hangtown Creek Water Reclamation Facility (HCWRF). The solar power system

project will qualify under the CWSRF program as a Green Project Reserve (GPR) project and thus be

eligible for special loan forgiveness provisions.

2. SCOPE OF SERVICES

Herrera Engineering Consultants, Inc. (HEC) proposes to provide the following services to assist the City

in obtaining a CWSRF Loan for the Solar Power Project:

Task 1 Meetings.

Conduct meetings with City and CWSRF staff to:

• Review CWSRF Loan Program requirements;

• Identify the information, documents and other attachments required to complete the application;

• Review the proposed outline for the Project Report; and

• Review the proposed schedule for submittal of the CWSRF Financial Assistance Application.

Summarize discussions in minutes that are distributed to the participants. The minutes will include action

items.

Task 2 Project Report.

Gather and compile required records and documents. Clarify report requirements needed for project

involving addition of solar power system at HCWRF. Prepare Project Report in accordance with CWSRF

Program requirements. Meet with City staff to review the draft report and obtain comments. Upon

receipt of City comments, finalize the report and upload as an attachment to the CWSRF Financial

Assistance Application.

Task 3 CWSRF Financial Assistance Application.

Prepare application for the City project using the on-line Financial Assistance Application Assistance

Tool (FAAST). The initial application will only include the General Information package. The final

application will also include the Technical, Environmental and Financial Security packages and related

attachments, including the Project Report prepared by HEC and the CEQA documents prepared by the

City. This task will also include preparing draft resolutions for adoption by the City Council and

monitoring City progress in preparing other required documents.

The application is divided in four sections: General Information, Technical, Environmental and Financial

Security. HEC would complete the application based on information provided through correspondence

ATTACHMENT A

CITY OF PLACERVILLE

CWSRF LOAN FOR HCWRF SOLAR POWER SYSTEM

SCOPE OF SERVICES

A-2 Herrera Engineering Consultants 6/15/17

and meetings with City, CWSRFstaff and other agency (EID) staff. The information required in each

section is briefly described below:

General Information Package

I. Type of Assistance Requested (including amount, the funds that will be used to repay, and the

type of project)

II. Applicant Information (including name, address, type, Federal Tax ID Number and authorized

representatives)

III. Project Information (including description, title, location, population served, etc.) and

Proposed Schedules (including Complete Facilities Planning Documents, Complete Plans and

Specifications, Advertise for Bids, Issue Notice to Proceed and Complete Construction)

IV. Estimated Capital costs and Funding summary

V. Technical Sponsorship (if any)

V. Sustainability

Technical Package

I. Water Rights

II. Water Conservation and Urban Water Management Requirements

III Delta Plan (whether the project is a “covered action” under 85225 of the California Water

Code.

IV. Architectural and Engineering (A/E) Procurement (

V. Green Project Reserve eligibility

VI. Attachments (including Project Report)

Environmental Package

I. CEQA Status

II. CEQA Documents

III. Attachments (including Evaluation Form for Environmental Review and Federal

Coordination, Initial Study/Negative Declaration, etc.)

Financial Security Package

I. Completed form

II. Attachments (including Audited Financial statements, Tax Questionnaire, etc.)