RFP Traffic Engineering and Planning Services 2026-PS-001.pdf

CITY OF NEWPORT, RI

REQUEST FOR QUOTES

TRAFFIC ENGINEERING AND PLANNING SERVICES, #2026-PS-001

July 21, 2025

I. Introduction

The City of Newport is requesting proposals for traffic engineering services utilizing the Civil Engineering Services, Qualifications Based Selection (QBS) Master Price Agreement (MPA) 584B. Consultant engineer shall provide traffic engineering services to provide a comprehensive traffic circulation study master plan.

II. Background

A comprehensive traffic study of the area generally bounded by Memorial Boulevard, Thames Street, Morton Avenue/Webster Street, and Bellevue Avenue is desired. See the attached map. The Newport City Council has requested this study after Dixon Street, a one-way street, reversed direction from eastbound to westbound between Thames Street and Spring Street. Neighbors from the adjacent parallel street, Hammond Street (two-way), are concerned about the impacts of Dixon Street’s change of direction.

Neighbors on Young Street (two-way) have also expressed an interest in changing traffic pattern from two-way to one-way. Though these streets are of specific and immediate concern, the City is also interested in studying the circulation and safety of roadways between Thames Street and Spring Street and the impacts from and to connecting roadways in the general area.

Thames Street (Memorial Blvd to Morton Avenue) experiences heavy traffic especially during summer months and during the many community events such as the Folk Festival and Jazz Festival. Traffic flow, level of service, speed, pedestrian safety, parking, multi-modal connectivity (i.e., bicycle), and safety are major concerns. How traffic flows in and out of this congested area is also influenced by streets east of Spring Street connecting this area to Bellevue Avenue. Impact of streets west of Thames Street (harbor and wharf areas) should also be considered along with planned development (e.g., Waites Wharf hotel).

Increased activities and events plus the use of navigation apps have increased traffic on the small local neighborhood streets.

The City is seeking ideas for mitigating and better aligning the traffic patterns throughout this general area. When developing a proposal, services may include, but not be limited to, traffic counts, review of existing on-street parking conditions, sight distance impacts on safety, traffic calming measures, and possible Origin-Destination (O/D) studies to review the flow of traffic through, into, out of this area. A review of the City’s Transportation Master Plan (TMP) and prioritization of potential neighborhood multi-modal improvements may also be beneficial. The Transportation Master Plan: Keep Newport Moving, and Existing Conditions Report may be obtained from the City of Newport’s Planning & Development webpage. The City Council passed the Green and Complete Streets Policy Resolution, 2021-74, approving of the policy dated June 17, 2021, which may be obtained from the City of Newport’s Resilience & Sustainability webpage.

The TMP Keep Newport Moving provides recommended actions, partners, and funding guidance for improvements. The following items may provide further information regarding this topic:

S6. Thames and Spring Streets S7. Shared Narrow Streets Pilot S10. Touro Street and Bellevue Avenue (Thames Street to Narragansett Avenue) S17. Spring Street (Broadway to Narragansett Avenue) S18. Narrow Streets between Thames and Spring Streets (Memorial Boulevard to Narragansett Avenue)

Generally, there are 21 local city streets connecting Thames Street to Spring Street from Memorial Blvd to Morton Avenue: Fair Street (one-way EB), Gidley Street (one-way WB), Ann Street (one-way EB, 14 feet wide), Brewer Street (one-way EB, 18 feet wide), Dennison Street (one-way EB, 14 feet wide), Young Street (two-way, 20 feet wide), Howard Street (one-way WB, 20 feet wide), Pope Street (one-way EB, 14 feet wide), Extension Street (one-way WB, 13 feet wide), South Baptist Street (one-way EB, 17 feet wide), Dearborn Street (two-way, 26 feet wide), Holland Street (one-way EB, 15 feet wide), Dean Street (one-way WB, 18 feet wide), Lee Avenue (two-way, 25 feet wide), McAllister Street (one-way WB, 18 feet wide), Dixon Street (one-way WB, 15 feet wide), Hammond Street (two-way, 23 feet wide), Narragansett Avenue (two-way, 35 feet wide), Carey Street (one-way WB, 24 feet wide), Webster Street (one-way WB, 26 feet wide), and Morton Avenue (two-way, 46 feet wide). Generally, there are six local city streets connecting Bellevue Avenue with Spring Street including: Williams Street (one-way WB, 33/18 feet wide), Bowery Street (two-way, 21 feet wide), Perry Street (two-way, 23 feet wide), Dixon Street (two-way, 15 feet wide), Narragansett Avenue (two-way, 35 feet wide), and Webster Street (two-way, 22 feet wide).

III. Project Scope:

Consultant shall submit a proposal describing approach to perform the following plus additional services as may be deemed necessary to provide a comprehensive review of traffic flow, safety, and proposed improvements.

1. Meet with City Engineer, City Planner, and City staff as needed and for project kick-off and for project progress meetings for the duration of the project.

2. Organize and lead four (4) public information meetings, at a minimum, to obtain public input and concerns.

3. Communicate with Newport Police and Fire Departments to obtain input regarding emergency response and circulation issues.

4. Perform a field survey of roadway network and existing conditions. Review existing documentation including the Transportation Master Plan.

5. Perform traffic counts and analysis of Thames Street, Spring Street, and other streets as may be necessary to assess existing and proposed improvements to traffic circulation. Origin- Destination study may also be considered.

6. Social media and Internet app review for education and navigation aids. Propose improvements and recommend actions.

7. Review accident data, as necessary, to determine what safety issues may require improvement.

8. Review pedestrian and bicycle movement and make recommendations for improvements.

9. Review parking and transportation solutions for out-of-town visitors and make recommendations for improvements.

10. Review existing signage and propose improvements.

11. Purchase a Black CAT II+ Radar Kit Bluetooth-ready bundle including Starnext software, technical support and updates, mounting kit, battery charger, download cable, locks & chain, and radar recorder square mounting clamp or approved equivalent or better billed at cost to the City of Newport which is a tax exempt government entity.

12. Prepare plans, presentation materials, and documentation, as necessary, to present options to improve infrastructure, compliance with speed limit, inter-modal movement, and safety of all modes of transportation including vehicles, pedestrians, bicyclist, and all roadway users and abilities.

13. Proposed actions will include a cost estimate and implementation timeline recommendation.

IV. Qualification Statements

Include descriptions of completed projects with similar complexity and relevance; professional staff qualifications; proposed subconsultant use and qualifications; project understanding, methodology, and process; ability to complete tasking and proposed timeline; and list of references.

V. Fee Proposal:

In a separate envelope, please provide a fee proposal breakdown for items of work proposed; wage rates for all personnel; and requirements for reimbursable expenses

VI. Insurance Requirements

The City of Newport requires all consultants to carry professional liability insurance for errors and omissions in an amount specified in the attached contract and the City shall be named as an additional insured. Proof of such insurance coverage will be required prior to signing said contract with the consultant.

VII. Method of Payment

Consultant shall be compensated on a monthly basis based on a percentage of work completed and in accordance with the breakdown of fees. Invoices shall be submitted to the City Engineer monthly along with a summary of project work completed within the billing period and the percent complete per item of work and total project.

VIII. Contract

The firm whose detailed proposal is selected for award by the City shall be required to execute a professional services contract as reviewed and approved by the City.

IX. Use of Subcontractors

Use of subcontractors is permitted, but the prime consultant assumes all responsibility for any services offered in the proposal by subcontractors. The prime consultant will serve as the sole point of contact with regard to any contractual matter, including payment for services.

The prime consultant shall be responsible for identifying and reporting all potential cases of conflict of interest involving any personnel performing work under this contract. Consultants employing subcontractors should identify any and all work performed by the subcontractor in the proposed disciplines.

X. Information Provided by City

The City of Newport shall provide a electronic copy of the Transportation Master Plan, all survey plans, location of utilities, etc. currently on file with the Public Services Department. The City will provide meeting rooms for all working meetings in the City.

XI. Submittal of Proposals

Three (3) written proposal copies and electronic copy shall be submitted to the Public Services Department, City of Newport, 280 Spring Street, Newport, RI 02840.

Contact Person: William G. Boardman, PE, City Engineer Department of Public Services 280 Spring Street Newport, RI 02840 Telephone: (401) 845-5842

Email: wboardman@cityofnewport.com

(NO FORMAL PROPOSALS ACCEPTED BY EMAIL OR FAX)

Written proposals are due no later than 4:00 p.m. on Friday, August 8, 2025.

mailto:wboardman@cityofnewport.com

Three (3) hard copies of all documentation and an electronic copy shall be submitted.

Proposals shall include, as a minimum, the following:

1. Project understanding, approach, milestone timeline, and ability to complete in a timely manner

2. Firm experience, references, and resumes of key personnel involved in the project

3. Responsibilities of the City (providing meeting room, etc.)

4. Ability to meet insurance coverage as described herein

5. Identity of subcontractors and personnel, if applicable

6. In a separate sealed envelope, proposed fee proposal breakdown; wage rates for all personnel; and requirements for reimbursable expenses

TRAFFIC ENGINEERING AND PLANNING SERVICES, #2026-PS-001

TRAFFIC STUDY AREA

CITY OF NEWPORT, RHODE ISLAND

CONTRACT AND AGREEMENT

THIS AGREEMENT, made this day of in the year 20___, by and between the City of Newport, herein called the "City", party of the first part acting herein through its Mayor, and ENGINEERING CONSULTANT, hereinafter called the

“Consultant”, party of the second part;

WITNESSETH: That the parties to these presents each in consideration of the undertakings, promises and agreements on the part of the other herein contained, have undertaken, promised and agreed, and do hereby undertake, promise and agree, the party of the first part itself, its successors and assigns, and the party of the second part for itself and heirs, executors, administrators, successors and assigns as follows:

I. CONTRACT INCLUDES

The Consultant shall furnish all labor, materials, unless specifically excluded, equipment and services for providing Professional Engineering Consulting Services to provide conceptual planning/engineering and final engineering services for PROJECT.

Consultant will provide services in a timely, thorough, workmanlike and substantial manner, in every respect to the reasonable satisfaction and approval of the Director of

Public Services, in the manner and within the time hereinafter limited, and in accordance with the Consultant Proposals for Engineering Services titled RFP TITLE dated

DATE, (Exhibit A) submitted to the City by the Consultant which constitutes the

Contract Documents. The Contract Documents are hereby made a part of this Agreement as fully as if the same were repeated at length herein. Change Orders issued hereafter, and any other amendments executed by the City and the Consultant, shall become and be a part of this Agreement.

II. RATE OF PROGRESS AND TIME OF COMPLETION

The Consultant shall commence work under this Contract promptly upon receipt of written notification from the City to do so. The Consultant shall complete the work in a manner consistent with the degree of skill and care ordinarily exercised by qualified professionals performing the same type of services at the same time under similar conditions in the same or similar locality. The Consultant is not responsible for delays caused by City review, beyond that incorporated in the Scope of Services, changes to the

Scope of Services, or other delays beyond the Consultant’s control. The Consultant shall provide services in a timely manner. The schedule may be adjusted as mutually agreed between the City and the Consultant.

III. TERM OF AGREEMENT

Unless terminated earlier in accordance with the terms of this Agreement, this Agreement shall terminate on June 30, 20YY. Throughout such time, all fees and work specifications as identified herein shall remain in effect.

IV. FURNISHING AND OWNERSHIP OF PLANS, DATA AND REPORTS

The tracing of all drawings, the copies of computations, other calculations and notes, together with all other data and reports completed and accepted under this Contract are instruments of service, shall bear the endorsement of the Consultant, and shall become the property of the City upon payment therefor, except for the seal or stamp of the

Consultant. The City may use this material for the specific purpose contemplated under this Agreement. Any use or reuse of any of the foregoing materials for anything other than the specific purpose contemplated under this Agreement, or alteration of any of the foregoing materials, shall be at the City’s sole risk and without legal liability to the

Consultant. Notwithstanding the foregoing, it is understood and agreed that the

Consultant’s use of its proprietary computer software, methodology, procedures or other proprietary information in connection with an assignment shall not give the City or anyone else any rights with respect to such proprietary computer software, methodology, procedures or other proprietary information, and the City agrees to keep confidential and not disclose such proprietary information to any third parties.

The Consultant shall not use any of the original data or plans completed under this

Contract for any purpose (excluding marketing of the firm) without first obtaining the permission of the City.

V. PAYMENT

The Consultant’s fee for the professional services to be rendered under the “Scope of

Services” shall consist of reimbursement of actual costs, expenses and profits directly attributable to this Agreement, as described herein.

The City agrees to pay the Consultant for work as identified in the Scope of Services done by the Consultant not to exceed fee of $ DOLLAR AMOUNT in accordance with the Fee Summary identified in the consultant’s proposal fee summary (Exhibit A).

Partial payments will be made on a monthly basis in proportion to the percentage of work completed and the balance of payment made when all work identified in the Scope of

Services is completed as described in Exhibit A. The contract fee includes direct expenses such as estimated in Exhibit A incurred specifically for this project.

VI. PROGRESS PAYMENTS

Payments for the work performed by the Consultant under the terms of this Contract shall be made as the work progresses, as follows:

1. Progress payments against the specified fee and/or fees as designated herein under Section V “Payment” may be made monthly in proportion to the value of the work performed in each calendar month; such work being documented by submission to the City by the Consultant of monthly progress reports for work covered by this contract showing the amount of work performed, both percentage and dollar wise, duly attested, for each phase of the required services covered by this Contract.

2. Miscellaneous expenses will be invoiced monthly to reflect actual costs incurred.

3. Invoice vouchers submitted for progress payments shall be consistent with an agreed upon format.

4. Final payment shall be made within sixty (60) days after receipt, acceptance and approval by the Department of Public Services of the final invoice voucher and, when required or requested by the City, of all the engineering and related services enumerated herein in Exhibit A.

5. The acceptance of final payment by the Consultant shall operate as a release and be a release to the City, and any agent, from all claim and liability to the

Consultant for payment for anything done or furnished for or relating to the work under this Contract, or for any act or neglect of the City or any of its agents, insofar as the execution of this Contract is concerned. The foregoing release shall not apply to the Consultant’s claims based on claims of third parties asserted after final payment for personal or bodily injury, including death, or damage to property, or both, nor shall it apply to the Consultant’s counterclaims, cross claims, or affirmative defenses in any legal action.

6. In accordance with City Standards, all invoice vouchers shall be paid within thirty (30) days of receipt of any such invoice voucher, unless disputed.

VII. CONSULTANT’S PERFORMANCE

The following general conditions and stipulations shall apply to this Contract:

1. All the services rendered pursuant to this Contract shall conform to the standards prescribed by the City and its Director of Public Services or designee and in a manner consistent with the Standard of Care prescribed herein.

2. In the performance or furnishing of professional services hereunder, Consultant and those it is responsible for, shall exercise the degree of skill and care customarily accepted as good professional practices and procedures by members of the same profession currently practicing under similar conditions in the same locality (“Standard of Care”).

3. The Consultant warrants that he/she has not employed or retained any company or person, other than a bona fide employee working solely for the Consultant, to solicit or secure this Contract and that he/she has not paid or agreed to pay any company or person other than a bona fide employee working solely for the

Consultant, any fee, commission, percentage, brokerage fee, gifts, or any other consideration, contingent upon or resulting from the award or making of this

Contract. For breach or violation of this warranty the City shall have the right to annul this contract price or consideration, or otherwise recover the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee.

4. The Consultant shall not engage, on a full or part-time or other basis during the period of this Contract, any professional or technical personnel who are or have been at any time during the period of this Contract in the employ of the City, except regularly retired employees, without the written consent of the public employer of such person.

5. The Consultant shall maintain a suitable and acceptable working office or offices within the State, or convenient thereto. The location and acceptability of said working office or offices shall be subject to determination by the City.

6. The Consultant shall not sublet any of the work contemplated by this Contract without approval of the City. Any employee of the Consultant who is declared undesirable to the City shall be removed from the project and shall not again be employed for any service under this Contract.

7. The Consultant shall comply with all State, Federal and local statutes, ordinances and regulations applicable to the execution and the performance of this Contract and shall procure all necessary licenses and permits.

8. The Consultant and his/her subcontractors are to maintain all project books, documents, papers accounting records and other evidence pertaining to cost incurred, and to make such material available at their respective offices at all reasonable times during the contract period and for three (3) years from the date of final payment under the Contract for inspection by the City or any authorized representatives of government, and copies thereof shall be furnished if requested.

9. In developing surveys, plans and drawings for this project, the Consultant shall consult with the City with any phase involved in the proposed project, as noted in the Scope of Work.

VIII. LIABILITY

1. The Consultant agrees that his/her employees, sub-consultants, or agents possess the experience, knowledge, and character necessary to qualify them individually for the particular duties they perform.

2. The Consultant shall be liable for all damage caused by its negligent acts, or its errors or omissions in its services under this Contract or any supplements to this

Contract, and shall indemnify and save harmless that City and all its officers, agents with written contracts with the City evidencing such status, and servants

(each a City Indemnitee) against any claims, suits, actions, damages, liabilities, and direct costs to the extent caused by any negligent acts, errors and omissions willful or reckless misconduct, or negligent performance of the Consultant, except to the extent caused by the negligent acts, errors, omissions, willful or reckless misconduct of any City Indemnitee, in any forum, brought as a result of such negligent acts, errors, or omissions, willful or reckless misconduct or negligent performance, and shall carry liability insurance for that purpose, as specified by the City.

IX. INSURANCE

A. The Consultant shall procure and maintain, at its own expense during the life of the Contract, insurance liability for damages imposed by law, of the kinds and in the amounts specified, with insurance companies authorized to do business in the

State. The insurance shall cover all work under this Contract, whether performed by the Consultant or by sub consultant(s). Before commencing the work, the

Consultant shall furnish certificates of insurance in the form satisfactory to the

City certifying that the policies will not be changed or canceled until 30-day written notice has been given to the City. The types of insurance are as follows:

1. Statutory Workers Compensation and Employers’ Liability Insurance for all of his/her employees to be engaged in work on the project under this Contract, and in case any such work is sublet, the Consultant shall require the sub-consultant similarly to provide.

2. Workers Compensation and Employers’ Liability Insurance for all of his/her employees to be engaged in such work. The Consultant shall file certificates with the Department of Public Services showing this insurance on behalf of all employees of the Consultant has been purchased prior to award of this

Contract.

B. The Consultant shall also carry full Professional Services Liability Insurance for errors and omissions, with a minimum aggregate amount of $1,000,000.00. This insurance shall be obtained by the Consultant at no direct cost to the City and shall remain in force from the date this Contract is executed to as long as liability may accrue under State Statute, Rhode Island General Laws (9-1-25 and 9-1-29).

C. The Consultant shall carry Commercial General Liability Insurance with coverage in the following amounts:

(a) Bodily injury liability: $500,000.00 each person $1,000,000.00 each occurrence and in the aggregate.

(b) Property damage liability: $500,000.00 each occurrence $1,000,000.00 aggregate.

D. No cancellation of said insurance, whether by the insurers or by the insured, shall be valid unless written notice thereof is given to the City at least thirty (30) days prior to the intended effective date thereof which date shall be expressed in said notice. Notice of cancellation sent by the party proposing cancellation by registered mail, postage prepaid, with a return receipt of addressee requested, and executed shall constitute proof of submission of said certificate. An affidavit from any officer, employee or agent, duly authorized by the insured, shall be prima facie evidence that the notice was sent. This section shall apply to the legal representative, trustee, and the successor in interest of such Consultant.

E. The failure of the Consultant to maintain insurance coverage in accordance with the terms of this Contract shall constitute a violation of this Contract. Such failure may result in termination of the contract, at the option of the City.

F. The Consultant shall take notice that the cancellation of any insurance under this

Contract shall not affect the obligation of the Consultant to maintain each coverage, or his/her obligations under Section IX (“Insurance”) of this Contract, or his liability under Section VIII (Liability”) of this Contract.

G. The Consultant shall also take notice that his/her insurer must be licensed to do business in the State of Rhode Island.

H. The Consultant shall file copies of all required insurance certificates with the

City. All insurance certificates mentioned in this Article shall be attached to this

Contract prior to award.

X. SUPPLEMENTAL AGREEMENTS

No change in the character or extent of the work to be performed by the Consultant and affecting the completion date or fee schedule shall be made except by supplemental agreement in writing between the City and the Consultant. The supplemental agreement will set forth the proposed work, extension of time for completion, if required, and adjustment, if any, of the fee to be paid to the Consultant.

In any case where the Consultant believes extra compensation is due him/her for work and services not covered by this Contract or Supplement thereto, he/she shall notify the

City in writing of his/her intention to seek such compensation before he/she begins the work. The request must be passed upon by the City. In the case where the request is determined to be justified, it shall be allowed and paid for as Extra Work/Additional

Work in accordance with the terms of a supplemental agreement entered into before such work is started.

XI. SPECIAL REQUIREMENT

Rhode Island General Law, Title 5, Chapter 8, prohibits any person and/or firm from practicing and/or offering to practice engineering in the State of Rhode Island without first being registered with the Rhode Island Board of Registration for Professional

Engineers.

In accordance with those requirements, the signatories hereto certify to the City that the firm and/or individual or an individual within the firm has a current valid registration and/or certificate of authorization (as appropriate) issued by the Rhode Island Board of

Registration for Professional Engineers authorizing it or them to practice or offer to practice engineering within the State of Rhode Island. The signatories hereto further expressly agree that in the event that such registration and/or certification shall become invalid during any period of time in which this contract is in force, the City may terminate this contract for cause upon written notice, said termination being without penalty to the City.

The firm and/or individual hereto further acknowledge that they are in possession of a current valid registration and/or certification issued by the Rhode Island Board of

Registration for Professional Engineers which shall be at all times an essential requirement of this contract. This contract may be terminated at any time in which such registration or certification is not current and valid in accordance with the provisions of

Title 5, Chapter 8, of the Rhode Island General Laws and the Rules and Registration for

Professional Engineers.

XII. ADDITIONAL TERMS

1. The failure of either party to enforce at any time any of the provisions of the

Contract, or to exercise any option which is herein provided, or to require at any time performance by the other party of any of the provisions hereof, shall in no way be construed to be a waiver of such provisions, nor in any way to affect the validity of this Contract or any part thereof, or the right of the City or the

Consultant to thereafter enforce each and every provision.

2. This Contract shall inure to the benefit of and be binding upon the heirs, executors, administrators, assignees, and the successors of the respective parties hereto.

3. Should any part, term, or provision of this Contract be by a court of competent jurisdiction declared invalid, illegal or in conflict with any law of the City, State or the United States, the validity of the remaining portions or provisions shall not be affected thereby.

XIII. INDEMNITY

The Consultant shall indemnify and hold harmless the City, and its elected and appointed officers, directors, and employees (each a "City Indemnitee"), from and against (and pay the full amount of ) any and all Loss-and-Expense incurred by a City Indemnitee to third parties to the extent caused by: (1) any failure by the Consultant to perform its obligations under this Contract; or (2) the negligence or willful misconduct of the

Consultant or any of its officers, directors, employees, representatives, agents or

Subcontractors in connection with this Contract, except to the extent caused by the negligence or willful misconduct of any City Indemnitee. A City Indemnitee shall promptly notify the Consultant of the assertion of any claim against it for which it is entitled to be indemnified hereunder, and the Consultant shall have the right to approve any settlement of the claim. These indemnification provisions are for the protection of the City Indemnitees only and shall not establish, of themselves, any liability to third parties. The provisions of this Section shall survive termination of this Consulting

Contract.

XIV. TERMINATION BY THE CITY

The City reserves the right to abandon, suspend or terminate the services of this Contract, or any part thereof, at any time, by giving written notice to the Consultant. Upon receipt of such written notification from the City, the Consultant shall cease operations on the part of the work of the Contract stipulated. Any finished or unfinished work products prepared, developed, furnished, or obtained under the terms of this Contract on behalf of the City, shall become the property of the City, deliverable to them as directed upon payment to the Consultant.

The Consultant shall be entitled to payment, calculated in accordance with Articles V, VI and X for any uncompensated services satisfactorily performed and expenses incurred prior to the final date of the written notice to abandon, suspend or terminate the services under this Contract, and for authorization services performed and expenses and costs incurred in effectuating such abandonment, suspension or termination.

Abandonment, suspension or termination of the Contract shall in no way limit any legal rights of the City with respect to the Consultant’s services performed before such abandonment, suspension, or termination.

XV. EXECUTION OF CONTRACT

City hereby agrees that to the fullest extent permitted by law, Consultant's total liability to City and any persons or entities claiming by, through or under the City, for any and all injuries, claims, losses, expenses, or damages whatsoever arising out of or in any way related to the Project and/or this Agreement from any cause or causes including, but not limited to Consultant's negligence, errors, omissions, strict liability, statutory liability, indemnity obligation, breach of contract or breach of warranty shall not exceed

$500,000.00 (five hundred thousand dollars).

Notwithstanding any other provision of this Agreement, neither party shall be liable to the other for any incidental, special, indirect or other consequential damages incurred due to the fault of the other party regardless of the nature of the fault or whether it was committed by the City or Consultant, or their employees, sub-consultants, or subcontractors. Consequential damages include, without limitation, liability for loss of use of the Project or existing property, loss of profits, loss of production or business interruption; however, the same may be caused.

IN WITNESS HEREOF, the said parties hereto have caused this instrument to be signed by their duly constituted officers, attested, and sealed pursuant to proper resolutions.

By:

Party of the First Part (Signature)

________________________ MAYOR, Mayor

Witness (Printed Name and Title)

Date: Date:

By:

Party of the Second Part

(Signature)

Witness (Printed Name and Title)

Date: Date:

Approved as to Form By:

Christopher J. Behan, Esq.

City Solicitor

Date: